KSG Agro Corporate presentation September 2014 Disclaimer The
KSG Agro Corporate presentation September 2014
Disclaimer The information in this document has not been independently verified and is of no representation or warranty, express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or opinions contained herein. None of the Company or any of its affiliates, advisors or representatives shall have any liability whatsoever (in negligence or otherwise) for any loss whatsoever arising from any use of this document, or its contents, or otherwise arising in connection with this document. This presentation does not constitute or form part of any offer or invitation to sell or purchase, or any solicitation of any offer to sell or purchase any shares or securities of KSG Agro S. A. It is not intended to form the basis upon which any investment decision or any decision to purchase any interest in KSG Agro S. A. is made. Information in this document relating to the price at which investments have been bought or sold in the past or the yield on investments and cannot be used as a guide to future performance. Certain statements in this document are forward-looking statements. By their nature, forward-looking statements involve a number of risks, uncertainties or assumptions that could cause actual results or events which will differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties or assumptions could adversely affect the outcome and financial effects of the plans and events described herein. Forward-looking statements contained in this document regards past trends or activities and should not be taken as a representation that such trends or activities will continue in the future. You should not place undue reliance on forward-looking statements, which speak only as of the date of this announcement. Except as required by the law, the Company is under no obligation to update or keep current the forward-looking statements contained in this document or to correct any inaccuracies which may become apparent in such forward-looking statements. This presentation is directed solely at persons who are (i) outside the United Kingdom; or (ii) accredited investors, as such term is defined in the United States Securities Act of 1933, as amended; or (iii) persons falling within Article 19(5) of The Financial Services and Markets Act 2000 (Financial Promotion) Order 2001(as amended) (the "Order"); or (iv) persons falling within Article 49(2)(a) to (d) of the Order; or (v) persons to whom this presentation may otherwise be lawfully provide (all such persons together being referred to as "relevant persons"). By accepting this presentation the recipient warrants and represents that he or it is a relevant person. Recipients of this presentation in jurisdictions outside the United Kingdom should inform about themselves and observe all applicable legal requirements in their respective jurisdictions
Content KSG Agro: Executive summary 3 KSG Agro: Executive summary (continued) 4 KSG Agro: Explanation of Losses 5 KSG Agro: Net Assets 6 KSG Agro: Net Assets (continued) 7 KSG Agro: Main Assets 8 Farming: Crop rotation 9 Farming: Crop production 10 Operating segments details 11 Pig breeding program: Plan / Development in progress 12 Pig breeding program: Plan / fact analysis 13 KSG Agro: Debt structure as at 30 June 2014 14 KSG Agro: New Strategy 15 Annexes 16 KSG Agro: Group structure 17 KSG Agro: Group structure (continued) 18 Balance Sheet as at 30 June 2014 – Actual, IFRS 19 Balance Sheet as at 30 June 2014 – Updated 20 2
KSG Agro: Executive Summary Financial performance q. Revenue for 2013 comprised USD 58. 2 million. That constituted y-o-y increase by USD 21. 0 million or by 56%. q. Revenue for 6 m 2014 equaled to USD 8. 2 million, or 41% less than for 6 m 2013. q. Net loss for 2013 and 6 m 2014 is attributed to deterioration of overall economic situation and conservative and prudent assumptions used by the Company’s management. q. The Company has positive EBITDA in all the periods. Financial results for 2013 (USD m) 70. 0 60. 0 50. 0 40. 0 Financial results for 6 m 2014 (USD m) 25. 0 58. 2 19. 5 20. 0 13. 8 15. 0 37. 2 10. 0 25. 2 30. 0 2. 4 5. 0 20. 0 11. 7 10. 0 2. 6 2013 2012 0. 0 6 m 2014 -5. 0 6 m 2013 -10. 0 -20. 0 -15. 0 -30. 0 -28. 6 -40. 0 Revenue EBITDA Net profit 11. 5 8. 2 -20. 0 -18. 9 -25. 0 Revenue EBITDA Net profit Source: The Group’s management accounts for the 2013 and 6 moths ended 30 June 2014 3
KSG Agro: Executive Summary (continued) Operational performance The Group companies have harvested about 64 thousand tons of winter crops in Dnipropetrovsk, Kharkiv regions and in the Crimea, including 11 thousand tons of winter rapeseed, 11. 5 thousand tons of winter barley and 42 thousand tons of winter wheat. The companies of the Group started reaping of sunflower at the total area of 30. 8 thousand ha and corn at 1. 4 thousand ha. The Group companies also already started sowing winter crops for the 2015 harvesting campaign. They plan to seed 19 thsd ha of wheat, 6 thsd ha of barley and 11 thsd ha of rapeseeds. Areas for sowing are preliminary and may be changed due to weather conditions. In order to improve management efficiency, the Group optimized the structure of leased land: corporate rights in subsidiary in Kherson region with land bank of 1, 700 ha were sold in June 2014. On 22 August 2014, the Group released its audited financial statements for 2013. Consequently, trading of Company’s shares at WSE was recommenced on 26 August 2014. Pig breeding complex works in accordance with the business plan. Construction of the second line of the pig breeding complex has been resumed in the 3 rd quarter 2014 after temporary suspension in the 2 nd quarter. 4
KSG Agro: Explanation of Losses Reconciliation of net profit for 9 m 2013 and net loss for 2013 q. The Company reported USD 11. 8 mil net profit for 9 m 2013, however actual result for the whole year was net loss amounted to USD 28. 6 mil. q. The main reasons are fall in prices and usage of more conservative assumptions (e. g. increase in discount rate used in models and testing of goodwill for impairment). 15. 0 11. 8 - 13. 5 10. 0 5. 0 - - 28. 6 - 3. 5 - 0. 5 - 5. 0 - 5. 5 - 6. 3 - 10. 0 - 15. 0 - 3. 3 - 4. 1 - 20. 0 - 3. 3 - 25. 0 - 0. 4 - 30. 0 - 35. 0 Net profit for Operating Change in Changes in 9 m 2013 results for Oct discount rate model prices -Dec 2013 (fall in prices) Non-cash Impairment of Net loss on Net finance Other finance Changes in Net loss for items goodwill acquisition & expenses for factors other 2013 recognized in disposal of Oct-Dec 2013 adjustments annual FS subsidiaries & associates 5
KSG Agro: Net Assets Net assets as of 30 June 2014 q. The Company has positive net assets that are significantly larger that its market capitalization. q. If the Company used market value for PPE and restructured its loans, net assets would be even larger, and net current position would change from liabilities to assets. q. In the balance sheet presented at the next slide, the following information is shown: § Actual data corresponds to consolidated unaudited financial statements of the Group as of 30 June 2014. § Updated figures take into account the following adjusting assumptions: 1. Most part of current loans (except UAH 40 mil, i. e. USD 3 mil, that are expected to be repaid during the year) are restructured and transferred to non-current. 2. PPE that are currently valued at historical cost less accumulated depreciation are revalued to fair value (assuming fair value equals to their initial cost). q. The more detailed information about net assets is presented in the annexes. 6
KSG Agro: Net Assets (continued) In thousands of US dollars 30 June 2014 Actual Updated In thousands of US dollars Difference ASSETS LIABILITIES Non-current assets Non-current liabilities 30 June 2014 Actual Updated Difference PPE 57 979 72 816 Intangible assets 12 720 - Promissory notes issued 1 650 - LT biological assets 16 024 - Deferred tax liability 1 437 - Promissory notes 14 837 Loans and borrowings 30 June 2014 38 704 71 976 33 272 968 - Total non-current liabilities 41 791 75 063 33 272 Term deposits 4 123 - Current liabilities Total non-current assets 91 814 106 651 14 837 Loans and borrowings 36 655 3 383 (33 272) Trade and other payables 40 195 - Current assets Current biological assets Inventories Trade and other receivables Taxes prepaid Cash / (Overdraft) Total current assets Share purchase warrant 1 - 23 067 - Promissory notes issued 274 - 8 122 - Income tax payable 26 104 - Total current liabilities 4 811 - TOTAL LIABILITIES (83) 62 021 - Share capital 153 835 168 672 14 837 Revaluation surplus Treasury shares Net current assets / (liabilities) (15 500) 17 772 Net assets 77 521 44 249 119 312 (33 272) 119 312 - (83) - EQUITY Share premium TOTAL ASSETS 396 - 33 272 Retained earnings 34 523 49 360 Currency translation reserve 14 837 Non-controlling interests TOTAL EQUITY 150 - 37 366 - 14 837 - (112) - (5 134) - (7 262) - 9 515 - 34 523 49 360 14 837 7
KSG Agro: Main Assets Land bank Storage capacity 94, 000 ha 120, 000 mt Agricultural machinery Harvesters 54 Sprayers 22 Sowers 91 Harrows 160 Cultivators Flour-mills Pig breeding complex 180, 000 tons/year Above 4, 000 sows 128 Tractors 328 - 50 100 150 200 250 300 8
Farming: Crop rotation Rotation of major crops 000’ha Main crops Wheat Sunflower Barley Corn Rapeseed Others Total 2011 11, 7 23, 4 5, 4 1, 6 1, 3 1, 5 44, 9 2012 18, 5 24, 8 7, 3 6, 8 2, 6 2, 8 62, 8 2013 22, 4 23, 0 7, 9 6, 0 15, 6 5, 1 80, 0 2014 17, 3 30, 8 7, 6 1, 4 19, 8 2, 2 79, 1 4 2014 Rotation of major crops 000’ha Main crops Wheat Sunflower Barley Corn Rapeseed Others Total Fallow land Land bank 2014 Total land 17, 3 30, 8 7, 6 1, 4 19, 8 2, 2 79, 1 14, 9 94, 0 2014 Crimea land 5, 2 1, 1 3, 4 0, 0 6, 4 1, 3 17, 4 10, 4 27, 8 62 2014 Mainland 12, 1 29, 7 4, 2 1, 4 13, 4 0, 9 61, 7 4, 5 66, 2 28 PPE as at 30 June 2014 per regions (USD m) PPE Total 58. 0 Crimea 3. 8 Mainland 54. 2 94 Land bank controlled by KSG Agro, thousand ha 9
Farming: Crop production Major Crops production 2012 -2014* Harvested Land, ha Wheat 2014 (6 m) * Harvest, 000’tons Yield, t/ha Harvested Land, ha 2013 Harvest, 000’tons Yield, t/ha Harvested Land, ha 2012 Harvest, 000’tons Yield, t/ha 17, 345 41. 8 2. 4 22, 416 65. 8 2. 9 18, 476 42. 6 2. 3 Sunflower - - - 22, 952 43. 0 1. 9 24, 767 42. 0 1. 7 Corn - - - 5, 977 32. 4 5. 4 6, 809 5. 2 0. 8 19, 771 10. 7 0. 5 15, 593 32. 4 2. 1 2, 645 4. 0 1. 5 7, 572 11. 4 1. 5 7, 875 18. 8 2. 4 7, 267 9. 9 1. 4 Rapeseed Barley Key operational and financial data *Only winter crops (wheat, barley and rapeseed) have been harvested in 2014. So figures for 2014 are not directly comparable with 2012 -2013 data. Land bank under control, ths ha Harvested land bank, ths ha Grain harvested, ths t ** Grain storage capacities, ths t *** Main crops Harvest 2012 -2014* (000’tons) 2014 (6 m) 94. 0 79. 1 63. 8 120. 0 2013 96. 0 80. 0 192. 4 120. 0 65. 8 70. 0 60. 0 50. 0 42. 6 41. 8 43. 0 42. 0 40. 0 32. 4 2014 32. 4 2013 30. 0 18. 8 20. 0 5. 2 10. 0 11. 4 10. 7 2012 9. 9 4. 0 Wheat Sunflower Corn Rapeseed Barley 10
Operating segments details Crops sales 2013 2012 Change Sales, USD mln 14. 5 11. 6 25% Sales, thousand tons 45. 0 24. 9 81% Average price, USD/ton 322 467 -31% Sales, USD mln 8. 9 6. 4 39% Sales, thousand tons 54. 6 25. 7 112% Average price, USD/ton 162 249 -35% Sales, USD mln 15. 2 1. 7 794% Sales, thousand tons 29. 6 3. 4 770% Average price, USD/ton 515 499 3% Sales, USD mln 3. 2 0. 1 3100% Sales, thousand tons 21. 9 0. 6 3550% Average price, USD/ton 148 208 -29% Sunflower Wheat Farming Revenue, 000'USD Main crops Grain crops Sunflower Others 2011 2, 893 19, 719 971 2012 7, 391 11, 583 1, 062 2013 10, 088 14, 522 18, 422 6 m 2014 1, 113 309 925 Total 23, 583 20, 036 43, 032 2, 347 Rapeseeds Corn Crops production, thousand tons Pigs’ Breeding Revenue, 000'USD * Total 2011 2012 2013 6 m 2014 - - 2, 370 2, 967 * The segment has been separated only in 2013. Prior to that, it was not significant and presented together with food processing. Main crops Wheat Sunflower Barley Corn Rapeseed Others Total 2011 36. 2 51. 4 10. 4 6. 5 1. 6 1. 2 107. 3 2012 42. 5 42. 0 9. 9 5. 2 4. 0 103. 6 2013 64. 1 41. 4 17. 5 30. 6 31. 1 4. 3 189. 0 11
Pig breeding program: Development in progress The Group continues operate and reconstruction of big breeding complex with total production capacity of 240 thousand hogs per annum (8, 400 sows). ü Apr 2013 – first sows placed into two reconstructed buildings ü Aug 2013 – around 4, 500 of sows were delivered to the complex (first line) ü Dec 2013 – finish of reconstruction of next 13 buildings (first line of nursery) ü Jan 2014 – beginning of sales of 25 -30 kilo piglets ü Apr 2014 – beginning of sales of 110 kilo pigs ü Jul 2014 – resume of reconstruction of next 7 buildings ü Aug 2014 – finish of reconstruction of one nursery building ü Sep 2014 – finish of reconstruction of one building for finishers q Dec 2014 – plan to finish the reconstruction of next five buildings for finishers 12
Pig breeding program: Plan / fact analysis Revenue Total revenue Costs Feeds Electricity Payroll Veterinary medicine Other expenses Total costs Gross profit Sales of 70 -days piglets (heads) Sales of 180 -days pigs (heads) 2014 year 2014 1 HY plan fact % 000’USD 100% 75, 0% 6, 8% 8, 6% 4, 9% 4, 7% 100% х 11, 624 2, 669 2, 967 6, 565 533 799 376 456 8, 729 2, 895 2, 249 217 278 155 3, 054 (386) 2, 084 79 228 76 321 2, 788 179 51, 889 26, 900 36, 814 6, 678 Number of sows as at 30 June 2014 * Born Piglets 28, 950 9, 242 4, 241 for 1 st half-year 2014 – plan 54, 225 for 1 st half-year 2014 – actual 54, 276 * including repair sows 13
KSG Agro: Debt structure as at 30 June 2014 Bank / Creditor Currency % Rate Year of Maturity Credit Agricole USD 9. 0 2014 PPE, guarantee 3, 0 Cambio USD 16. 0 2015 PPE, guarantee 3, 4 Credit Dnepr UAH 18. 0 2014 PPE 1, 5 Yes Credit Dnepr UAH 23. 0 2014 PPE 6, 9 Yes 1, 4 KSG Bank UAH 18. 0 2015 Deposit 3, 5 KSG Bank UAH 22. 0 2014 Biological assets 1, 0 KSG Bank UAH 28. 0 2015 Deposit 0, 2 Pivdennyi USD 11. 0 2016 PPE 1, 4 TAScombank UAH 20. 3 2016 PPE 4, 6 Ukrsotsbank UAH 19. 5 2014 PPE, inventory, receivables 8, 8 Yes 0, 8 Ukrsotsbank USD 10. 2 2014 PPE, inventory, receivables 1, 9 Yes LBBW EUR 6. 0 2015 Guarantee Deere Credit USD LIBOR+1. 5% 2016 ICD Investments USD 9. 0 Big Ducthamen EUR Rodovid USD Total Interest accrued Total loans Collateral Outstanding Amount, USD m Negotiations Yes To Be Repaid in 2014, USD m 1, 0 3, 4 11, 7 0, 9 PPE 3, 5 0, 6 2017 - 7, 8 5. 6 2021 Insurance 5, 4 0. 0 2014 - 3, 7 68, 4 8, 1 3, 2 71, 6 14
KSG Agro: New Strategy The previous strategy of the Company was based on assumptions about favorable development of markets in which it operates, so that strategy provided for quick expansion of the Company’s activities. In fact, decline in prices combined with political instability require the Company to rethink its strategic vision and to create new, updated and modified strategy that takes account of current and forecasted market situation and Company’s strategic goals. Reduction of land bank Further development of pigs’ breeding § The Company intends to reduce its land § The Company considers pigs’ breeding bank from current 94 thousand ha to 50 - 60 thousand ha as at the end of 2015. § § In the future (from 2017), the Company plans to begin gradual increase of land bank and reach the level of 100 thousand ha in 2020. § § Acquisition of new land bank will be made from the Company’s own funds. Development of the lucerne and fuel pellets program Strategy segment as most attractive. Although this segment was separated only in 2013, its share in revenue exceeded 30% in 1 HY 2014, while the segment is the most profitable. Development of the segment includes construction of pigs’ breeding complex and increase in number of sows. Change in financing structure from debt to equity § The Company intends to repay most part § The Company plans to grow lucerne and § § sell it in the form of fuel pellets and lucerne hay. In 2013, the Company harvested lucerne in the first time and made several trial sales. The Company has preliminary sale contracts with attractive prices. § § of current loans with proceeds from sales of land bank. In the future, the Company decided to finance new investment programs with own resources and long-term trade financing. Successful implementation of all other parts of the strategy will allow the Company to begin payment of dividends to its shareholders. 15
Annexes 16
KSG AGRO – Group structure KSG AGRO S. A. Luxembourg 100% KSG AIH LTD Cyprus* Subsidiary * Directly or indirectly ** Effective interest in share (charter) capital Interest** Country Region Main operations PUAH-2 LLC 100% Ukraine Dnipropetrovsk Holding Company/ Farming SPE Promvok LLC 100% Ukraine Dnipropetrovsk Leasing of equipment Dniproagrostandard LLC 100% Ukraine Dnipropetrovsk Farming Dniproagroprogress LLC 100% Ukraine Dnipropetrovsk Farming Scorpio Agro LLC 100% Ukraine Dnipropetrovsk Farming Souz-3 LLC 100% Ukraine Dnipropetrovsk & Kharkiv Farming Goncharovo Agricultural LLC 100% Ukraine Dnipropetrovsk Farming ATH Dniprovsky LLC 100% Ukraine Dnipropetrovsk Farming Dnipro LLC 100% Ukraine Dnipropetrovsk Farming Meat Plant Dnipro LLC 100% Ukraine Dnipropetrovsk Food processing Hlebna Liga LLC 100% Ukraine Dnipropetrovsk Other operations (trading) Agrofirma Vesna LLC 100% Ukraine Dnipropetrovsk Farming Agro LLC 100% Ukraine Dnipropetrovsk Leasing of equipment Vidrodzhennya LLC 100% Ukraine Dnipropetrovsk Farming KSG Agro Polska 100% Poland Other operations (trading) KSG Agro Representative office 100% Poland Representing activities KSG Energy Group LTD 50% Cyprus Trade of pellets Abbondansa SA 50% Switzerland Trade of agricultural products 17
KSG AGRO – Group structure (continued) Subsidiary Interest* Country Region Main operations Notes Agro Golden LLC 100% Ukraine Kharkiv Farming Unirem Agro Plus LLC 100% Ukraine Dnipropetrovsk Farming SFG Bulah LLC 100% Ukraine Dnipropetrovsk Farming Askoninteks LLC 100% Ukraine Dnipropetrovsk Food Processing TH UAIH LLC 100% Ukraine Dnipropetrovsk Other operations (trading) KSG Trade House LTD 100% Ukraine Kyiv Other operations (trading) Agrotehnologiya LLC 51% Ukraine Dnipropetrovsk Parisifia LTD 50% Cyprus Rantye LLC 50% Ukraine Dnipropetrovsk Big breeding (1) Faktor D LLC 50% Ukraine Dnipropetrovsk Big breeding (1) Pererobnyk LLC 25% Ukraine Dnipropetrovsk Food Processing (2) Agrotrade LLC 50% Ukraine Dnipropetrovsk Farming (1) Agroplaza LLC 50% Ukraine Dnipropetrovsk Holding Company (3) Dzherelo LLC 50% Ukraine Dnipropetrovsk Farming (4) Stepove LLC 50% Ukraine Dnipropetrovsk Farming (4) UZP-Elizovetove LLC 50% Ukraine Crimea Farming (4) UZP-Kirovske LLC 50% Ukraine Crimea Farming (4) UZP-Prudy LLC 50% Ukraine Crimea Farming (4) UZP-Uyutne LLC 50% Ukraine Crimea Farming (4) SC Kolosyste 50% Ukraine Dnipropetrovsk Farming (4) SC Hlebodar 50% Ukraine Crimea Farming (4) Food Processing Holding Company - effective interest in share (charter) capital; (1) – through Parisifia LTD, (2) – through Faktor D LLC, (3) – through Agrotrade LLL, (4) – through Agroplaza LLC 18
Balance Sheet as at 30 June 2014 – Actual, IFRS 19
Balance Sheet as at 30 June 2014 – Updated 20
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