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POG Petropavlovsk Plc

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Share Name Share Symbol Market Type Share ISIN Share Description
Petropavlovsk Plc LSE:POG London Ordinary Share GB0031544546 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 1.20 1.20 1.25 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Petropavlovsk PLC Publication of Annual Report and Notice of AGM (1088A)

28/05/2021 9:30am

UK Regulatory


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TIDMPOG

RNS Number : 1088A

Petropavlovsk PLC

28 May 2021

28 May 2021

Petropavlovsk PLC (the "company" or, together with its subsidiaries, the "group")

Notice of Publication of Annual Report and Notice of Annual General Meeting

The annual report for the year ended 31 December 2020 (the ' annual report 2020 ' ) , together with a notice convening the company's annual general meeting (the 'notice of AGM') is available to view and download from the company's website at www.petropavlovskplc.com . A copy of the annual report 2020 and the notice of AGM ha s also been submitted to the National Storage Mechanism in compliance with Listing Rule 9.6.1R and will be shortly available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism

The annual general meeting ('AGM') will be held at London Marriott Hotel Grosvenor Square, Grosvenor Square, London W1K 6JP, United Kingdom at 3 p.m. on 30 June 2021. Subject to the lifting of the UK government's restrictions on public gatherings as anticipated on 21 June 2021, the AGM will be held as an open meeting, with shareholders able to attend in person. There will also be an opportunity to follow the business of the meeting and pose questions in writing via live webcast (although this will not constitute formal attendance or provide the opportunity to vote at the meeting). Any changes to these arrangements will be published on the company's website and announced via a regulatory news service.

Printed copies of the annual report 2020 and the notice of AGM are also being posted today to registered shareholders who have elected to receive paper communications.

The information contained in the Appendix to this announcement, which is extracted from the annual report 2020, is included solely for the purposes of complying with the Disclosure Guidance and Transparency Rules (the ' DTR ' ) 6.3.5 and the requirements it imposes on how to make public annual financial reports. The Appendix should be read in conjunction with the company's annual results for the year ended 31 December 2020 issued on 17 May 2021 (the ' annual results announcement ' ). Together, these constitute the material required by DTR 6.3.5 to be communicated to the media in unedited full text through a Regulatory Information Service. This material should be read in conjunction with, and is not a substitute for reading, the annual report 2020.

References to page numbers and notes to the financial statement s made in the A ppendix refer to page numbers and notes to the financial statements in the annual report 2020. The information contained in this announcement does not constitute the company's statutory accounts as defined in section 434 of the Companies Act 2006 (the ' Act ' ) for 2020 or 2019 but is derived from those accounts. The auditors have reported on those accounts and their report was unqualified and did not contain statements under section 498(2) of the Act (regarding adequacy of accounting records and returns) or under section 498(3) of the Act (regarding provision of necessary information and explanations). The statutory accounts for the year ended 31 December 2020 have been approved by the board of directors of the company and will be delivered to the Registrar of Companies. A copy of the statutory accounts for the year ended 31 December 2019 was delivered to the Registrar of Companies.

Neither the content of the company's website, nor the content of any other website accessible from hyperlinks on the company's website is incorporated into, or forms part of, this announcement.

APPIX

   1.   Directors' responsibility statement 

The following is extracted in full unedited text from page 141 of the annual report 2020.

We confirm that to the best of our knowledge:

-- The financial statements, prepared in accordance with the relevant financial reporting framework, give a true and fair view of the assets, liabilities, financial position and profit or loss of the company and the undertakings included in the consolidation taken as a whole;

-- The strategic report includes a fair review of the development and performance of the business and the position of the company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and

-- The annual report and financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the company's position and performance, business model and strategy.

   2.   Principal risks relating to the group 

A table summarising the principal risks to the group is set out below, extracted in full unedited text from pages 70 to 75 of the annual report 2020. The risks set out below should not be regarded as a complete or comprehensive list of all potential risks and uncertainties that the group may face which could have an adverse impact on its performance. Additional risks may also exist that are currently unknown to the group and certain risks which are currently believed to be immaterial could turn out to be material and significantly affect the group's business and financial results.

 
 Risk                           Description                   Mitigation/comments/ 2020      Potential impact / Change 
                                                              Progress 
 Operational risks 
 Production risks and           The major risks which might   - Preventative maintenance     High / Stable 
 business interruption          have a significant impact     procedures are undertaken on 
                                on production capabilities    a regular basis to ensure 
                                are:                          that machines 
                                                              will function 
                                - The Amur Region is prone    properly under extreme cold 
                                to a high risk of natural     weather conditions. 
                                phenomena, including          Operational equipment is 
                                freezing, flooding            fitted with cold 
                                and earthquakes.              weather options. 
                                - The failure of critical     - Management monitor natural 
                                assets and long downtime.     conditions in order to 
                                - Geotechnical instability    pre-empt any disaster and 
                                could lead to pit slope       come up with 
                                failure and the suspension    appropriate 
                                of mining works.              mitigating action. 
                                - POX technology is complex   - The in-house R&D group 
                                and inherently dangerous      companies are engaged to 
                                due to the high operating     regularly monitor the 
                                temperature                   technical and operational 
                                and pressure.                 conditions of key production 
                                - Any major tailings          facilities. 
                                incident might result in a    - Thorough routine 
                                mine operating on a limited   maintenance procedures are 
                                basis due to regulatory       scheduled and performed on a 
                                interventions.                frequent basis 
                                                              for all equipment and 
                                                              facilities. 
                                                              - Ongoing control of the 
                                                              planned/actual downtime of 
                                                              the production equipment and 
                                                              mining fleet 
                                                              and 
                                                              scheduled downtime to 
                                                              prevent excessive load. 
                                                              - The successful 
                                                              commissioning and further 
                                                              smooth build-up in 
                                                              production at the POX Hub 
                                                              has 
                                                              increased the group's 
                                                              expertise in pressure 
                                                              oxidation technology, 
                                                              reducing the risk of failure 
                                                              due to inexperience. 
                               ----------------------------  -----------------------------  -------------------------- 
 Logistic risks, supply         The group relies on the       - Long-term production         High / Stable 
 shortages and price            supply and availability of    forecasts and monthly 
 volatility                     services and equipment to     reviews are in place to plan 
                                run its operations.           raw material demand 
                                The key supply management     and optimal supply 
                                risks are:                    schedules. 
                                                              - Equipment is ordered in 
                                - POX production depends      accordance with preapproved 
                                upon third-party              CAPEX project schedules and 
                                concentrate which might be    there is 
                                subject to an increase        a contingency plan in place 
                                in cost or decrease in        to prevent possible delays 
                                availability.                 in delivery. 
                                - Higher electricity costs    - The procurement function 
                                or interruption to power      evaluates lead times and 
                                supply could have a           safety stock levels on a 
                                material impact on            monthly basis. 
                                the group's operations.       - The group has increased 
                                - The remote locations of     stock levels for some key 
                                the group's production        spares and consumables to 
                                sites could be a major        prevent stockouts 
                                bottleneck in the             due to 
                                supply chain.                 COVID-related constraints. 
                                - High local inflation for 
                                major consumables and 
                                spares might cause an 
                                increase in operational 
                                costs in roubles (without a 
                                concurrent devaluation of 
                                the rouble against the US 
                                dollar). 
                               ----------------------------  -----------------------------  -------------------------- 
 Exploration                    Exploration activities are    - The group uses core          High / Stable 
                                speculative, time-consuming   drilling combined with 
                                and can be unproductive. In   modern geophysical and 
                                addition,                     geochemical exploration 
                                these activities often        and surveying techniques. 
                                require substantial           The group employs an 
                                expenditure to establish      experienced team of 
                                reserves through drilling,    geologists with considerable 
                                metallurgical and other       regional expertise and 
                                testing, to determine         experience. They are 
                                appropriate recovery          supported by a network of 
                                processes to extract gold     fully accredited 
                                from the ore and to           laboratories 
                                construct or expand mining    experienced in performing a 
                                and processing facilities.    range of assay work to high 
                                Once deposits are             standards. 
                                discovered it can take        - Group Mineral Resource and 
                                several years to determine    Ore Reserve estimates are 
                                whether reserves exist.       prepared by a team of 
                                During this time,             qualified specialists 
                                the economic viability of     following 
                                production may change. As a   the guidelines of the JORC 
                                result of these               Code 2012. Mineral Resource 
                                uncertainties, the            and Ore Reserve estimates 
                                exploration                   are subject 
                                programmes in which the       to regular independent 
                                group is engaged may not      reviews and audits. 
                                result in the expansion or    - The group employs a team 
                                replacement of                of qualified mining 
                                the current production with   engineers to undertake mine 
                                new reserves or operations.   planning, detailed 
                                                              open pit and 
                                                              underground mine design and 
                                                              production scheduling. 
                                                              - There is more on the 
                                                              group's exploration 
                                                              programme at page 52. 
                               ----------------------------  -----------------------------  -------------------------- 
 Development and construction   Delays in commissioning       - Management and the board     Medium / Increasing 
 projects                       (including late regulatory    are regularly updated on the 
                                approvals) and capital        progress, achievement of key 
                                expenditure overruns          milestones 
                                for key strategic and         and risks 
                                sustaining projects may       of projects to ensure they 
                                affect the ability of the     are delivered on time, on 
                                group to achieve strategic    budget and in line with 
                                goals. Development and        approved specifications. 
                                construction projects are     - Investment evaluation and 
                                considered increasingly       approval processes include 
                                important to the              rigorous review of 
                                group's strategy.             geological, metallurgical 
                                                              and financial assumptions to 
                                                              forecast cash flows and key 
                                                              project output parameters. 
                                                              - There is a project 
                                                              management control framework 
                                                              in place, with focus on 
                                                              management of project 
                                                              critical roles, equipment 
                                                              delivery deadlines, 
                                                              contractor management, HSE 
                                                              regulations, government 
                                                              permits and approvals. 
                                                              - In-house construction and 
                                                              design companies with broad 
                                                              experience and an excellent 
                                                              track 
                                                              record of rampup of 
                                                              production facilities are 
                                                              engaged in project 
                                                              development. 
                               ----------------------------  -----------------------------  -------------------------- 
 Financial risks 
 Gold price risks               The company's sales revenue   The group constantly           High / Stable 
                                is dependent on the price     monitors trends in the gold 
                                of one commodity over which   price and influencing 
                                it has no                     factors. To reduce 
                                control and which over the    the negative impact of gold 
                                longer-term has been very     price volatility on cash 
                                volatile and difficult to     flow and financial results, 
                                forecast. Open                the following 
                                pit mining offers limited     measures are applied: 
                                opportunity to recover        - Commodity hedging; 
                                higher grade ore in the       - Operating and capital cost 
                                event of substantially        reductions; and 
                                lower gold prices.            - Deleveraging and careful 
                                                              capital budgeting. 
                                                              As at 31 December 2020, the 
                                                              group had commodities 
                                                              hedging which comprised zero 
                                                              cost collars 
                                                              with a gold price floor of 
                                                              $1,600/oz and a cap of 
                                                              $1,832/oz for 3,500oz 
                                                              maturing every month 
                                                              until December 2021. 
                               ----------------------------  -----------------------------  -------------------------- 
 Currency risks                 The company's functional      - The group aims to limit      Medium / Stable 
                                currency is US Dollars        its exposure to exchange 
                                primarily dictated by the     rates in respect of its USD 
                                gold price being              denominated 
                                denominated in US dollars.    debt by limiting cash held 
                                At the same time, with        in non-USD currencies to 
                                operating assets being in     amounts required to meet 
                                Russia, the majority          non-USD operating 
                                of capital and operating      expenses. 
                                costs are rouble              - FX hedging is used to 
                                denominated.                  limit the impact of 
                                                              fluctuations in USD/RUB 
                                                              exchange rate. 
                                                              - At 31 December 2020, the 
                                                              group had zero cost collars 
                                                              with a RUB:USD price floor 
                                                              of RUB75.00 
                                                              and a cap in 
                                                              the range of between 
                                                              RUB90.65 and RUB100.00 for 
                                                              US$7.0m maturing every month 
                                                              until December 
                                                              2021. 
                                                              - In the past year the 
                                                              rouble has depreciated which 
                                                              is favourable for the group 
                                                              as it sells 
                                                              a US dollar denominated 
                                                              product but bears its main 
                                                              operating costs in roubles. 
                               ----------------------------  -----------------------------  -------------------------- 
 Liquidity risks                The group needs access to     To mitigate liquidity risks    High / Increasing 
                                funding and liquidity to      the group: 
                                service and refinance         - Maintains a detailed 
                                existing debt, support        annual budget and five-year 
                                existing operations           strategic plan with monthly 
                                including sustaining          & quarterly 
                                capital needs and invest in   forecast updates; 
                                new projects and              - Prepares weekly treasury 
                                exploration                   reports and one to three 
                                as and when these             months' rolling cash flow 
                                opportunities arise. As the   forecasts and 
                                repayment date of the 2022    carefully manages cashflows; 
                                notes approaches,             and 
                                the company must be in a      - Maintains close 
                                position to re-finance its    relationships with potential 
                                repayment obligations.        equity and debt providers 
                                                              and ensures additional 
                                                              sources of liquidity are 
                                                              available if required 
                                                              (including, without 
                                                              limitation, revolver credit 
                                                              facilities, forward sales 
                                                              funding, 
                                                              etc). 
                                                              The group is actively 
                                                              working on refinancing the 
                                                              2022 notes. Please see page 
                                                              54 for more information. 
                               ----------------------------  -----------------------------  -------------------------- 
 IRC related risks              - Funds may be demanded       - The company has two          Medium / Decreasing 
                                from Petropavlovsk under a    representative directors on 
                                guarantee provided in         the board of IRC and is 
                                relation to project finance   entitled to receive 
                                facilities provided to K&S,   certain financial and other 
                                a wholly owned                information from IRC on its 
                                subsidiary of IRC.            performance and assets: 
                                - A delay in the              factors designed 
                                commissioning of Sutara       to enable the company to 
                                open pit of K&S mine may      monitor IRC's financial 
                                result in a decrease in       performance and prospects. 
                                K&S output and affect the     - Improvements in iron ore 
                                value of the group's          pricing in 2020 have 
                                holding in IRC, and/or its    significantly improved IRC's 
                                ability to complete           financial position. 
                                its disposal on               - IRC has made payment of 
                                commercially acceptable       the fees due from it to the 
                                terms.                        company in respect of the 
                                - A decrease in the price     provision 
                                of iron ore could result in   of the guarantee for 
                                a                             2020. 
                                decrease in the value of      - The K&S operation has 
                                the group's shareholding in   ramped-up close to full 
                                IRC.                          capacity. 
                               ----------------------------  -----------------------------  -------------------------- 
 Sustainability risks 
 Health and safety risks        Certain of the group's        - Health and safety            High / Increasing 
                                operations are carried out    management systems are in 
                                under                         place across the group which 
                                potentially hazardous         seek to ensure 
                                conditions. Group employees   that the 
                                may                           operations are managed in 
                                become exposed to health      accordance with the relevant 
                                and safety risks which may    health and safety 
                                lead to                       regulations and requirements 
                                work-related accidents and    and, where possible, with 
                                harm to the group's           international best practice. 
                                employees.                    - The group regularly 
                                These could also result in    reviews and updates its 
                                production delays and         health and safety procedures 
                                financial loss.               to minimise the 
                                                              risk of accidents and 
                                                              improve accident response, 
                                                              including additional and 
                                                              enhanced technical 
                                                              measures at all sites, 
                                                              improved first aid response 
                                                              and the provision of further 
                                                              occupational, 
                                                              health and safety training. 
                                                              - A new group Head of Health 
                                                              and Safety was appointed in 
                                                              early 2021 and is 
                                                              undertaking a review 
                                                              of the 
                                                              group's health and safety 
                                                              capabilities and resources. 
                               ----------------------------  -----------------------------  -------------------------- 
 Environment                    If the group were to be       - The company operates a       High / Stable 
                                involved in a major           certified environmental 
                                environmental event, such     management system at all its 
                                as but not limited to         sites which 
                                pollution, potential          is designed to 
                                impacts could include fines   meet international 
                                and penalties, statutory      standards. 
                                liability for environmental   - The company has 
                                redemption and other          implemented a number of 
                                financial consequences that   initiatives to monitor and 
                                might be significant.         limit the impact of its 
                                                              operations on the 
                                                              environment. 
                                                              - Cyanide and other 
                                                              dangerous substances are 
                                                              kept in secure storages with 
                                                              access limited to 
                                                              qualified 
                                                              personnel and closely 
                                                              monitored by security staff. 
                               ----------------------------  -----------------------------  -------------------------- 
 New diseases and epidemics     COVID-19 or other pandemics   The group has implemented      High / Stable 
  (including COVID-19)          could have a significant      measures in each production 
                                impact on the group's         location and head office in 
                                business, threatening         line with 
                                the health of employees and   published guidance. The key 
                                communities. An outbreak of   actions are, among others: 
                                the virus might result in     - The formation of an 
                                the shutdown                  emergency response team; 
                                of the mines and plants.      mines management monitor and 
                                                              approve all visits, 
                                                              including contractor work; 
                                                              - The provision of PPE to 
                                                              protect employees 
                                                              (facemasks, face shields, 
                                                              gloves, glasses etc), 
                                                              'no-touch' thermometers, 
                                                              placement of alcohol-based 
                                                              sanitizer dispensers and 
                                                              posters with 
                                                              information; disinfecting 
                                                              living and working areas 
                                                              daily; 
                                                              - Furnishing medical 
                                                              facilities with necessary 
                                                              equipment and medication; 
                                                              testing of production 
                                                              employees 
                                                              and contractors prior to 
                                                              their transfer to sites with 
                                                              strict quarantine rules; and 
                                                              - Employees are encouraged 
                                                              to participate in free 
                                                              vaccination programmes. 
                               ----------------------------  -----------------------------  -------------------------- 
 Human resource risks           A lack of skilled employees   - There is an in-house         Medium / Stable 
                                and potential loss of key     educational capacity such as 
                                personnel could have          Pokrovskiy Mining College 
                                negative impact               and on-site 
                                on productivity, safety       training arrangements; 
                                level and labour cost.        - The group develops many HR 
                                                              initiatives such as career 
                                                              growth and succession 
                                                              programs, fair 
                                                              remuneration 
                                                              and benefits, employee 
                                                              turnover rate review, 
                                                              employee retention 
                                                              strategies, ongoing 
                                                              university 
                                                              recruitment; 
                                                              - The new CEO has stated 
                                                              improvements in employment 
                                                              retention to be one of his 
                                                              priorities 
                                                              for the coming year. 
                               ----------------------------  -----------------------------  -------------------------- 
 Country and regional risks 
 Legal & compliance risks       - Failure to comply with      - There are established        High / Increasing 
                                the requirements and terms    processes in place to 
                                of licences permitting        monitor the requirements of 
                                exploration and               the existing licenses 
                                mining may                    and permits 
                                result in the subsequent      and to ensure compliance 
                                termination of operations     with such requirements on an 
                                and                           on-going basis. 
                                reputational damage.          - The group has a long track 
                                - Changes in laws             record of operating in 
                                concerning foreign            Russia, without significant 
                                investments, exploration      claims of 
                                and development, taxation,    non-compliance with 
                                royalties,                    statutory or regulatory 
                                currency exchange, gold       requirements in the 
                                sales, environment, labour,   territory. 
                                repatriation of income and    - There are proactive 
                                return of capital             compliance monitoring 
                                might                         procedures in place to 
                                seriously impact the          review any new legal 
                                group's operations and        initiatives 
                                financial                     and 
                                results.                      changes to the current laws. 
                                - The group's business        - In cases where the group 
                                tends to be exposed to        considers that legal claims 
                                lawsuits                      would result in a material 
                                and claims from different     impact to 
                                counterparties.               its financial 
                                - The group has appointed     position an estimation of 
                                KPMG and PwC Advisory to      such impact is included in 
                                carry out reviews of          provisions to the financial 
                                certain transactions          statements. 
                                undertaken by                 - The investigatory work of 
                                the group, including          KPMG and PwC Advisory is 
                                pursuant to Resolution 19.    ongoing and will be kept 
                                If this                       under review 
                                investigatory work reveals    and reported 
                                that related party            as appropriate. A review of 
                                transactions have been        compliance and controls 
                                entered into without          across the group is a 
                                proper authorisations         priority for 2021. 
                                and/or disclosures, there 
                                may be a risk of civil, 
                                criminal or regulatory 
                                actions or enquiries 
                                involving the group and 
                                penalties or other 
                                liabilities may accrue as 
                                a result. 
                               ----------------------------  -----------------------------  -------------------------- 
 Political risks                - Sanctions introduced in     - The group has been           Medium / Stable 
                                2014-2020 by the US and       vigorously monitoring the 
                                EU against some Russian       process of development of 
                                individuals and companies     the political situation. 
                                increased political           It also relies on the advice 
                                frictions and economic        of external counsel in 
                                uncertainty.                  relation to the 
                                - Further escalation of the   interpretation and 
                                sanction rhetoric might       implementation 
                                impose a risk to the          of new legislation. 
                                group's operations.           - Sanctions imposed so far 
                                - In particularly,            have neither had a negative 
                                potential changes to USA      impact on the group's 
                                Export                        operations nor 
                                administration regulations    on its key 
                                which control, among          stakeholders. 
                                others,                       - The group keeps a safety 
                                the export of US-origin       stock of the crucial spare 
                                spare parts might have a      parts and is constantly 
                                negative impact on the        seeking alternative 
                                group's ability to            suppliers 
                                keep up with its equipment    locally and around the 
                                maintenance programmes.       world. 
                               ----------------------------  -----------------------------  -------------------------- 
 
   3.   Subsequent events 

The following is extracted in full unedited text from pages of the annual report 2020 as stated below.

Note 31 to the consolidated financial statements of the company page 198

In April 2021, the group signed RUB5 billion (an equivalent of approximately US$67 million) revolving credit facility with Gazprombank valid until May 2022. The following amounts have been drawn down:

- US$10 million, bearing 3.7% interest and repayable within 12 months; and

- US$7 million, bearing 2.9% interest and repayable within 6 months.

Note 11 to the financial statements of the company page 209

On 12 April 2021 it was resolved that the principal subsidiary of the company would distribute a Russian Rouble denominated dividend in the amount of equivalent of US$13.0 million.

   4.   Related parties 

The following is extracted in full unedited text from page 190 of the annual report 2020.

Note 26 to the consolidated financial statements of the company

RELATED PARTIES THE GROUP ENTERED INTO TRANSACTIONS WITH DURING THE REPORTING PERIOD

The Petropavlovsk Foundation for Social Investment (the 'Petropavlovsk Foundation') is considered to be a related party due to the participation of the key management of the group in the board of directors of the Petropavlovsk Foundation. IRC Limited and its subsidiaries (note 33) are associates to the group and hence are related parties since 7 August 2015. Transactions with related parties which the group entered into during the years ended 31 December 2020 and 2019 are set out below.

TRADING TRANSACTIONS

Related party transactions the group entered into that relate to the day-to-day operation of the business are set out below.

 
                          SALES TO RELATED PARTIES     PURCHASES FROM RELATED 
                                                        PARTIES 
                          2020           2019          2020         2019 
                         -------------  ------------  -----------  ------------ 
                          US$'000        US$'000       US$'000      US$'000 
                         -------------  ------------  -----------  ------------ 
 Close family 
  members of 
  key management 
  personnel               -              -             256          4,046 (a) 
                         -------------  ------------  -----------  ------------ 
 IRC Limited 
  and its subsidiaries    85             42            111          5,458 (b) 
                         -------------  ------------  -----------  ------------ 
                          85             42            367          9,504 
                         -------------  ------------  -----------  ------------ 
 

(a) In March 2018, the group entered into a transaction with the member of key management personnel to purchase the office building and land, which were subject to an operating lease arrangement. The aggregate consideration paid was an equivalent of c.US$3.2 million. The transaction was completed in February 2019.

(b) On 13 December 2019, the group entered into the sale and purchase agreement with a seller (the "Seller"), a related party of the company, LLC GMMC. Pursuant to the sale and purchase agreement, the group agreed to purchase, and the Seller agreed to sell, a helicopter for a consideration of RUB316.7 million (equivalent to US$5.0 million).

During the year ended 31 December 2020, the group made US$0.3 million charitable donations to the Petropavlovsk Foundation (2019: US$1.0 million).

The outstanding balances with related parties at 31 December 2020 and 2019 are set out below.

 
                          AMOUNTS OWED BY RELATED     AMOUNTS OWED TO RELATED 
                           PARTIES                     PARTIES 
                          2020          2019          2020          2019 
                         ------------  ------------  ------------  ------------ 
                          US$'000       US$'000       US$'000       US$'000 
                         ------------  ------------  ------------  ------------ 
 Close family 
  members of 
  key management 
  personnel               -             -             -             759 
                         ------------  ------------  ------------  ------------ 
 IRC Limited 
  and its subsidiaries    3,604         3,651         1,100          5,863 
                         ------------  ------------  ------------  ------------ 
                          3,604         3,651         1,100         6,622 
                         ------------  ------------  ------------  ------------ 
 

FINANCING TRANSACTIONS

Guarantee over IRC's external borrowings

The group historically entered into an arrangement to provide a guarantee over its associate's, IRC, external borrowings, the ICBC Facility ('ICBC Guarantee'). As at 31 December 2020 the remaining outstanding contractual guarantee fee was US$0.01 million, which had a corresponding fair value of US$0.01 million (31 December 2019: outstanding contractual guarantee fee of US$5.0 million with corresponding fair value after provision for credit losses of US$4.4 million). In March 2019, IRC has refinanced the ICBC Facility through entering into a US$240 million new facility with Gazprombank ('Gazprombank Facility'). The facility was fully drawn down during the year ended 31 December 2019.

A new guarantee was issued by the group over part of the Gazprombank Facility ('Gazprombank Guarantee'), the guarantee mechanism is implemented through a series of five guarantees that fluctuate in value through the eight-year life of the loan, with the possibility of the initial US$160 million principal amounts guaranteed reducing to US$40 million within two to three years, subject to certain conditions being met. For the final two years of the Gazprombank Facility, the guaranteed amounts will increase to US$120 million to cover the final principal and interest repayments. If certain springing recourse events transpire, including default on a scheduled payment, then full outstanding loan balance is accelerated and subject to the guarantee. The outstanding loan principal was US$204 million as at 31 December 2020 (31 December 2019: US$225 million). Under the Gazprombank Guarantee arrangements, the guarantee fee receivable is determined at each reporting date on an independently determined fair value basis, which for the years ended 31 December 2020 and 2019 was at the annual rate of 3.07% by reference to the average outstanding principal balance under Gazprombank Facility. The guarantee fee charged for 2020 was US$6.7 million, with corresponding value of US$6.3 million after provision for expected credit losses (31 December 2019: US$5.6 million, with corresponding value of US$5.0 million after provision for expected credit losses). As at 31 December 2020 the remaining outstanding contractual guarantee fee was US$12.3 million, with corresponding value of US$11.9 million after provision for expected credit losses (31 December 2019: US$5.6 million, with corresponding value of US$5.0 million after provision for expected credit losses).

The following assets and liabilities have been recognised in relation to the ICBC Guarantee and Gazprombank Guarantee as at 31 December 2020 and 31 December 2019:

 
                             31 DECEMBER 2020   31 DECEMBER 2019 
                             US$'000            US$'000 
                            -----------------  ----------------- 
 Other receivables 
  - ICBC Guarantee (a)       7                  4,436 
                            -----------------  ----------------- 
 Other receivables 
  - Gazprombank Guarantee 
  (b)                        11,919             4,981 
                            -----------------  ----------------- 
 Financial guarantee 
  contract - Gazprombank 
  Guarantee (c), (d)         8,232              8,923 
                            -----------------  ----------------- 
 

(a) The fair value of the receivable, comprising billed fee receivable, less provision for credit losses. Considered Level 3 of the fair value hierarchy which valuation incorporates the following inputs:

- Assessment of the credit standing of IRC and implied credit spread;

- Share price and share price volatility of IRC as at 31 December 2020 and 2019.

(b) Amounts of guarantee fee that are expected to be received from IRC and calculated by applying annual rate of 3.07% for 2020 and 2019 by reference to the average outstanding principal balance under Gazprombank Facility for the relevant the period, less provision for ECL.

(c) Measured in accordance with ECL model: the amount of the loss allowance equals to 12-month ECL as it has been concluded that the credit risk on the financial guarantee contract has not increased significantly since initial recognition (note 3.1.).

(d) Classified as "held for sale" and presented separately in the statement of financial position as at 31 December 2020 (note 3.1.).

The results from relevant re-measurements of the aforementioned assets and liabilities were recognised within Other finance gains and losses and impairments of financial instruments (note 9).

Other financing transactions

In March 2018, the group entered into a loan agreement with Dr. Pavel Maslovskiy. As at 31 December 2020, the loan principal outstanding amounted to an equivalent of US$0.1 million, with corresponding value of US$nil after provision for expected credit losses (2019: US$0.2 million, with corresponding value of US$0.2 million after provision for expected credit losses). Interest charged during the year ended 31 December 2020 comprised an equivalent of US$0.01 million (2019: US$0.01 million). At 10 August 2020, Dr. Pavel Maslovskiy ceased to be a related party.

In April 2019, the group entered into a loan agreement with Dr. Alya Samokhvalova. As at 31 December 2020 the loan principal outstanding amounted to an equivalent of US$0.3 million, with corresponding value of US$nil after provision for expected credit losses (2019: US$0.4 million, with corresponding value of US$0.4 million after provision for expected credit losses). Interest charged during the year ended 31 December 2020 comprised an equivalent of US$0.03 million (2019: US$0.02 million). At 12 October 2020, Dr. Alya Samokhvalova ceased to be a related party.

INVESTING TRANSACTIONS

In May 2019, the group entered into the option contract to acquire the remaining non-controlling 25% interest in the subsidiary LLC TEMI from Agestinia Trading Limited, a non-controlling holder of 25% interest in LLC TEMI, for an aggregate consideration of US$60 million (adjusted to US$53.5 million if certain conditions are met). This represents a related party transaction as it is over the equity of a subsidiary company. The option premium payable is US$13 million, which was paid during the year ended 31 December 2019. The exercise period of the option is 730 days from 22 May 2019.

The group employed an independent third party expert to undertake the valuations of the underlying 25% interest in LLC TEMI and the call option. As at 31 December 2020, the fair value of the derivative financial asset was US$nil million (31 December 2019: US$11.0 million) reflecting a loss on re-measurement to fair value of US$(11.0) million (31 December 2019: US$(2.0) million loss) (note 18).

There are no other related party relationships with Agestinia Trading Limited present.

KEY MANAGEMENT COMPENSATION

Key management personnel, comprising a group of 11 individuals during the period (2019: 14), including executive and non-executive directors of the company and members of senior management, are those having authority and responsibility for planning, directing and controlling the activities of the group.

 
                             2020       2019 
                              US$'000    US$'000 
 Wages and salaries          4,228      5,794 
                            ---------  --------- 
 Pension costs               47         62 
                            ---------  --------- 
 Share-based compensation    33         157 
                            ---------  --------- 
                             4,308      6,013 
                            ---------  --------- 
 

About Petropavlovsk

Petropavlovsk PLC (LSE: POG. MOEX: POGR) is a major integrated Russian gold producer with JORC

Resources of 19.50Moz Au which include Reserves of 7.16Moz Au. Following its IPO on the Alternative

Investment Market (AIM) in 2002, Petropavlovsk was promoted to the London Stock Exchange in 2009,

where today it is a Premium Listed company and a constituent of the FTSE 250, FTSE 350 and FTSE

All Share indices. The Company's shares also trade on the Moscow Exchange and are a constituent of

the RTS Index and MOEX Russia Index.

Petropavlovsk's key operating mines (Pioneer, Malomir and Albyn) and its Pressure Oxidation (POX) Hub at Pokrovskiy, are located in the Amur Region in the Russian Far East. Petropavlovsk has produced a total of c.8.3Moz of gold since operations began in 1994 and has a strong track record of mine development, expansion and asset optimisation.

Petropavlovsk is one of the region's largest employers and one of the largest contributors to the sustainable development of the local economy.

For more information

Please visit www.petropavlovskplc.com or contact:

 
 Petropavlovsk PLC                              +44 (0) 20 7201 8900 
  Patrick Pittaway / Max Zaltsman / Viktoriya    TeamIR@petropavlovskplc.com 
  Kim 
 Hudson Sandler                                 +44 (0) 20 7796 4133 
  Charlie Jack / Katerina Parker / Elfie         Petropavlovsk@hudsonsandler.com 
  Kent 
 

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