Jastrzebska Spólka Weglowa S.A. Announces its Intention to Conduct an Initial Public Offering and to List on the Warsaw Stock Exchange
JASTRZEBIE-ZDROJ, Poland, May 31, 2011 /PRNewswire/ --
- Not for Release, Publication or Distribution, Directly or Indirectly, in or Into the United States of America, Canada, Australia or Japan.
Jastrzebska Spólka Weglowa S.A. ('JSW' or 'the Company' and together with its subsidiaries 'the Group'), today announces its intention to proceed with an Initial Public Offering of ordinary shares to be listed on the main market of the Warsaw Stock Exchange. The Group is the largest producer of high quality hard coking coal and a leading coke producer in the European Union in terms of production volume. The offering is expected to comprise existing shares to be offered by the State Treasury of the Republic of Poland. JSW also announces that on 12 May it filed a Polish language prospectus with the Polish Financial Supervision Authority.
Group Overview
The Group is the largest producer of high quality hard coking coal and is a leading coke producer in the European Union in terms of production volume. The Group's core business centres on the production and sale of both coking coal and steam coal, and the production and sale of coke and coal derivatives.
Five active mines operate within the Group with an aggregate, 1.932 billion tonnes of JORC coal resources and 552 million tonnes of JORC coal reserves. The Group intends to extend its coal reserves to 844 million tonnes, which the Company believes will enable it to maintain its strong position in international markets for the next 60 years. The Group's total mining area of approximately 170 km2 is located in the south-western portion of the Upper Silesian Coal Basin, which is Poland's primary coal mining area. Overall, these resources are among the largest high quality coking coal resources in the European Union.
The Group also owns and operates the Koksownia Przyjazn coking company which with five coking batteries is the largest non-integrated (i.e. not operating within a steel mill business) coke producer in the European Union. The acquisition of a second coking company, KK Zabrze, with four coking batteries, is underway. Completion of the final agreement on the acquisition of KK Zabrze is conditional upon Pricing of the Offering. The Group is also the majority owner of Polski Koks, one of the world's largest coke sellers in terms of sales volume.
The Group intends to focus on the most crucial and profitable investment projects, continue to implement cost optimisation activities, exploit synergies between its coal mining and coking operations and further exploit the benefits resulting from economies of scale of its operations.
Coal Operations
In 2010, the Group produced approximately 13.3 million tonnes of coal and sold approximately 13.1 million tonnes. Of this amount, approximately 9.2 million tonnes of coal were sold to external customers consisting of approximately 5.2 million tonnes of coking coal and approximately 4.0 million tonnes of steam coal, corresponding to 75.2% and 24.8% of the Group's revenues from external sales of coal, respectively. The remaining volume of coal (3.9 million tonnes) was used by the Group predominantly in its coking operations. Approximately 7.3 million tonnes (82.9%) of the 8.8 million tonnes of coking coal sold was hard coking coal.
In the first three months of 2011, the Group produced 3.2 million tonnes of coal and sold approximately 3.5 million tonnes, with approximately 2.4 million tonnes sold to external customers. 1.5 million tonnes of coking coal were sold to external customers of which approximately 93% was hard coking coal. 1.1 million tonnes of coal was used by the Group predominantly in its coking operations.
Coking Operations
In 2010, Koksownia Przyjazn sold approximately 2.5 million tonnes of predominantly metallurgical coke, corresponding to PLN 2,627.5 million, or 36.1% of the Group's revenues and in the first three months of 2011 Koksownia Przyjazn sold approximately 0.7 million tonnes of predominantly metallurgical coke, corresponding to PLN 811.5 million, or 35.8% of the Group's revenues. In 2010, KK Zabrze produced approximately 1.2 million tonnes of metallurgical and industrial heating coke. In the first three months of 2011, KK Zabrze produced approximately 0.3 million tonnes of metallurgical and industrial heating coke. Both coking plants produce high quality coke using the Group's coking coal as well as, to a lesser extent, utilising coal from third parties amounting to approximately 13.7%.
The Offering
Citi (comprising Citigroup Global Markets Limited, Bank Handlowy w Warszawie S.A. and Dom Maklerski Banku Handlowego S.A.), Goldman Sachs International, J.P. Morgan Securities Ltd. and UniCredit (UniCredit CAIB Poland S.A. and UniCredit Bank AG London Branch) are acting as Joint Global Coordinators and Joint Bookrunners.
Powszechna Kasa Oszczednosci Bank Polski Spólka Akcyjna Oddzial - Dom Maklerski PKO Banku Polskiego w Warszawie is acting as Joint Bookrunner and Offering Agent in connection with the Offering. IPOPEMA Securities S.A. and Société Générale Corporate & Investment Banking are acting as Joint Bookrunners and Dom Inwestycyjny BRE Banku and Wood & Company Financial Services, A.S., Spólka Akcyjna, Oddzial w Polsce are acting as Co-Managers.
The Offering and listing on the Warsaw Stock Exchange will be subject to receipt of all necessary regulatory approvals, including the relevant registrations, approvals and / or notifications by the Polish Financial Supervision Authority, registration with the Polish National Depository for Securities and admission to trading on the main market of the Warsaw Stock Exchange.
The Offering will be made available to retail and institutional investors in Poland and to selected institutional investors abroad and is expected to be complete in Q3 2011, subject to market conditions.
Aleksander Grad, Minister of State Treasury, said:
"The JSW public offering will be one of the most important transactions on the Polish capital market in 2011 and a landmark event on the Polish and European coal market. Given the expected significant value of the transaction, we plan to offer JSW shares to a wide audience of institutional investors in Poland as well as to foreign investors worldwide."
JarosLaw Zagórowski, JSW's Chief Executive Officer, said:
"Since its inception in 1993, JSW has grown into a major force in the European coal and coke market. The public offering of the Company's shares will serve as the next stage in JSW's development, as we aim to further strengthen our position as leaders in the market.
"Our innovative strategy, focused on expanding reserves, increasing production and maximizing efficiency, will ensure we are well placed to meet growing demand and provide real value for our shareholders."
Notes to Editors
Summary of Financial and Operating Information
The table below sets forth certain key performance indicators of the Group for the first three months ended 31 March 2011 and 2010 and the years ended 31 December 2010, 2009 and 2008.
Selected data from
Consolidated Financial
Statements* For three months ended For years ended 31
(PLN in million) 31 March December
2011 2010 2010 2009 2008
Sales revenues 2,267.2 1,483.7 7,288.9 4,470.1 7,646.1
Gross sales profit / 953.2 359.9 2,562.0 (152.5) 2,057.3
(loss)
EBITDA** 989.7 410.3 2,770.5 33.7 1,889.8
Net Income 619.4 149.3 1,501.9 -669.1 806.0
* Prepared in accordance with IFRS.
**EBITDA = operational profit (loss) + amortisation. EBITDA is not a measure of operational results or liquidity, in accordance with IFRS.
The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States of America. The materials do not constitute an offer of securities for sale in the United States, nor may the securities be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended, and the rules and regulations thereunder. There is no intention to register any portion of the offering in the United States of America or to conduct a public offering of securities in the United States of America.
The information contained herein does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.
This communication shall not constitute an offer of securities to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the Securities. This communication is being distributed to and is directed only at (i) persons who are outside the United Kingdom or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). The Securities will only be available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire Securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
Copies of this announcement are not being made and may not be distributed or sent into the United States, Canada, Australia or Japan.
In connection with the sale of securities referred to herein, one or more parties named as the stabilising manager(s) (or persons acting on behalf of any stabilising manager(s)) may overallot securities or effect transactions with a view to supporting the market price of the securities at a level higher than that which might otherwise prevail. However, there is no assurance that the stabilising manager(s) (or persons acting on behalf of any stabilising manager(s)) will undertake stabilisation action. Any stabilisation action may start on the date of commencement of trading of the securities on the regulated market and end no later than 30 calendar days thereafter. Any stabilisation action or overallotment must be conducted by the relevant stabilising manager(s) (or person(s) acting on behalf of any stabilising manager(s)) in accordance with all applicable laws and rules.
This communication is for promotional purposes only and does not constitute or form the offer or invitation, neither can be the base for a decision to invest in the securities of the Jastrzebska Spólka Weglowa S.A. (the "Company"). The prospectus (the "Prospectus") which will be prepared for the purpose of the offering, admission and introducing to trading of the Company's shares on the Warsaw Stock Exchange is the only legally binding document containing information regarding the Company and the public offering of its shares in the territory of Poland. The Company will be entitled to conduct the public offering in Poland after the approval of the Prospectus by the Polish Financial Supervisory Authority. The Prospectus will be published on the website of the Company - http://www.jsw.pl and on the website of Powszechna Kasa Oszczednosci Bank Polski Spólka Akcyjna Oddzial - Dom Maklerski PKO Banku Polskiego w Warszawie - http://www.dm.pkobp.pl.
Enquiries:
Citi +44(0)-20-7986-4000
Pawel Graniewski / Tom Attenborough
Goldman Sachs International +44(0)20-7774-1000
Richard Cormack / Philip Lindop
J. P. Morgan
Paul Mihailovitch +44(0)207-325-1419
Jakub Leonkiewicz +48-22-528-66-98
Unicredit +48-22-586-24-52
Tomasz Witczak / Karol Poltorak
Financial Dynamics +44(0)207-269-7279
Ben Brewerton / Christopher Welsh
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