Talvivaara Mining Company Interim Report for January-March 2012

New York, 25/04/2012 (informazione.it - comunicati stampa - industria)

Stock Exchange Release

Talvivaara Mining Company Plc

25 April 2012

 

 

Talvivaara Mining Company Interim Report for January-March 2012

 

Production impacted by environmental process modifications and

unscheduled improvement measures in metals recovery

 

 

 

Highlights

 

• Nickel production of 3,374t, adversely impacted by process modifications at the metals recovery plant
• Net sales of EUR 39.0m
• Operating loss of EUR (11.4)m
• Significantly strengthened financial position; EUR 83m raised from equity placing and EUR 110m from bond issue⁽¹⁾
• Uranium permitting progressed with a European Commission confirmation under the Euratom Treaty and the Finnish Government permit under the Nuclear Energy Act
• Harri Natunen appointed CEO from 26 April 2012
• Full-year production guidance maintained at 25,000-30,000t nickel, but production expected to be at the lower end of the range as previously indicated

 

⁽¹⁾ The EUR 110m senior unsecured bond was settled in April and is therefore not included in Q1 2012 financial figures.

 

Key figures

 

EUR million	Q1 2012	Q4 2011	Q1 2011	FY 2011
Net sales	39.0	66.5	66.5	231.2
Operating profit (loss)	(11.4)	14.9	11.6	30.9
% of net sales	(29.3)%	22.5%	17.5%	13.4%
Profit (loss) for the period	(14.9)	3.7	2.0	(5.2)
Earnings per share, EUR	(0.06)	0.01	0.00	(0.04)
Equity-to-assets ratio	31.8%	27.9%	32.5%	27.9%
Net interest bearing debt	422.2	455.7	325.8	455.7
Debt-to-equity ratio	107.9%	141.3%	82.8%	141.3%
Capital expenditure	14.7	21.6	10.4	79.1
Cash and cash equivalents at the end of the period	85.9	40.0	144.7	40.0
Number of employees at the end of the period	498	461	413	461

 

All reported figures in this release are unaudited.

 

 

CEO Pekka Perä comments: "The first quarter of 2012 was a difficult period for Talvivaara with disappointing production and financial performance. In January, we installed and commissioned a new water recycling system, which is anticipated to reduce our raw water intake by approximately 65-75% when in full utilisation. Whilst this takes us yet another step closer to a closed circuit and marks a proactive step in executing our sustainability strategy, the installation process caused downtime at the metals recovery plant and thereby impacted first quarter production volumes.

 

In March, all of us at Talvivaara were faced with the terrible news that one of our employees had lost his life in a very unfortunate accident. Whilst the circumstances surrounding the fatality are still being thoroughly investigated, we have taken all the possible measures and precautions to make the workplace both technically and operationally as safe as possible. After the incident, we stopped the metals recovery plant in order to make preventative occupational safety-related modifications and improvements, and we have paid even closer attention to occupational safety guidelines and monitoring. All our thoughts and sympathy at Talvivaara are with the family and friends of our late colleague.

 

Despite the disappointing first quarter performance, I am quite pleased with the underlying positive developments in our operations. In particular, recent analysis of ore samples taken from heap section 3 indicates nickel recoveries of up to 85% in less than two years of leaching, which exceeds our expectations. Last year's problems in primary heap reclaiming are also being overcome through process changes we have already implemented, which we believe will help us to offset the recent issues, as well as achieve the 2012 guidance and ramp up towards full capacity.

From a financial perspective, our first quarter results reflect the unsatisfactory production volumes and a generally unfavourable nickel price environment. The nickel price rallied to above USD 21,000 per tonne at the start of 2012 but subsequently retreated to USD 17,000-18,000 per tonne in February and March primarily due to prevailing economic conditions. Whilst we cannot be pleased with the results, they are characteristic to our ongoing ramp-up phase, and we expect material improvement as production volumes increase going forward. Importantly, we also took significant steps to increase our financial flexibility through the EUR 83 million equity placing and EUR 110m bond issue during the quarter.

 

This is my last set of results as the CEO of Talvivaara, and as I look back, I am extremely thankful to everyone at Talvivaara for their hard work and commitment throughout the planning, construction and ramp-up phases of the Sotkamo mine. We have had our share of challenges and issues, some of which still remain. Operationally, we have continued to face commissioning issues, but at the same time, we have established a solid track record in overcoming them with a clear plan for increasing production to full capacity over the next few years.

 

As I look forward, our vision for Talvivaara as a growing, profitable and sustainable mining company is as clear as ever. As of tomorrow, Harri Natunen will take on the CEO role to steer the Company towards full production. As Executive Chairman, I look forward to helping the Company grow and, knowing Harri, I have full confidence in him and the team to overcome our remaining challenges and take Talvivaara forward to stable, profitable full-scale production and beyond."

 

Incoming CEO Harri Natunen comments: "Over the past month, I have been preparing for my role as the CEO of Talvivaara and observing the Company's operations in full detail. Whilst not without its challenges, I have full confidence in our ability to overcome the remaining issues and take the Sotkamo mine to full production.

 

From an operational perspective, all of our production processes have already been proven to achieve design capacity, but we have yet to achieve full scale operational stability on a consistent basis. To do that, we will continue to pay attention to management systems and organisational design as well as a culture of continuous improvement. Having already witnessed the high ambition and energy of the organisation, I have no doubt in my mind that we will reach our goal and 50,000 tonnes of nickel per annum nameplate capacity - it is only a matter of time.

 

As for environmental and social issues, these are a clear priority for us and we will continue our ongoing hard work to minimize our environmental impact. We have recently made significant additional investment commitments to catalytic burning and reverse osmosis technologies which will enable us to continue reducing emissions into air and water. Through these and other efforts we are well on our way to becoming an industry leader in sustainable mining and we also seek to support the outcome of these technical efforts with efficient and transparent communication with our neighbours and other stakeholders.  

 

I very much look forward to using my full experience to help the capable and motivated team at Talvivaara to take the Company forward. Whilst we still have some issues to solve, we also have a clear roadmap to overcoming them and to regaining the confidence of our stakeholders. Finally, I would like to congratulate Pekka and the team for the incredible project they have developed and the solid foundation on which further success can be built."

 

 

Enquiries:

 

Talvivaara Mining Company Plc. Tel. +358 20 712 9800

Pekka Perä, CEO

Saila Miettinen-Lähde, Deputy CEO and CFO

 

Merlin PR Tel. +44 20 726 8400

David Simonson

Anca Spiridon

 

Webcast and conference call on 25 April 2012 at 12:00 BST/14:00 EET

 

A combined webcast and conference call on the January-March 2012 Interim Result will be held on 25 April 2012 at 12:00 BST/14:00 EET. The call will be held in English.

 

The webcast can be accessed through the following link:

http://qsb.webcast.fi/t/talvivaara/talvivaara_2012_0425_q1/

 

A conference call facility will be available for a Q&A with senior management following the presentation.

 

Participant - Finland: +358 (0)9 2313 9201

Participant - UK: +44 (0)20 7162 0025

Participant - US: +1 334 323 6201

 

Conference ID: 914118

 

The webcast will also be available for viewing on the Talvivaara website shortly after the event.

 

Financial review

 

Net sales and financial result

 

Talvivaara's net sales for nickel and cobalt deliveries to Norilsk Nickel and for zinc deliveries to Nyrstar during the quarter ended 31 March 2012 amounted to EUR 39.0 million (Q1 2011: EUR 66.5 million). The net sales decreased by 41.3% compared to Q4 2011 mainly due to lower than expected metals production. The product deliveries amounted to 3,522 tonnes of nickel, 8,333 tonnes of zinc and 96 tonnes of cobalt.

 

The Group's other operating income amounted to EUR 1.4 million (Q1 2011: EUR 0.3 million) and resulted mainly from indemnities on losses.

 

Materials and services amounted to EUR (34.9) million in Q1 2012 (Q1 2011: EUR (36.3) million) and other operating expenses were EUR (18.9) million (Q1 2011: EUR (13.7) million). The largest cost items were production chemicals, particularly hydrogen sulphide, external services and maintenance.

 

Employee benefit expenses including the value of employee expenses related to the employee share option scheme of 2007 were EUR (7.8) million (Q1 2011: EUR (6.8) million). The increase was attributable to the increased number of personnel. 

 

Operating loss for Q1 2012 was EUR (11.4) million (Q1 2011: profit of EUR 11.6 million), and the operating margin was (29.3)%. Regardless of the decrease in production, operating costs remained at broadly the same level as in Q4 2011 particularly due to maintenance-related cost items across production stages.

 

Finance income for the period was EUR 1.7 million (Q1 2011: EUR 1.1 million) and consisted mainly of exchange rate gains. Finance costs of EUR (9.6) million (Q1 2011: EUR (9.4) million) were mainly due to interest and related financing expenses on borrowings.

 

Loss for the period amounted to EUR (14.9) million (Q1 2011: profit of EUR 2.0 million), reflecting the delivery volumes and incurred operating costs. Earnings per share were EUR (0.06) (Q1 2011: EUR (0.00).

 

Total comprehensive income for the period was EUR (14.9) million (Q1 2011: EUR (0.6) million). In Q1 2011, total comprehensive income included a reduction in hedge reserves resulting from the occurrence of the hedged sales.

 

Balance sheet

 

Capital expenditure in Q1 2012 totalled EUR 14.7 million (Q1 2011: EUR 10.4 million). The expenditure related primarily to earthworks in secondary leaching, gypsum pond and uranium extraction circuit. On the consolidated statement of financial position as at 31 March 2012, property, plant and equipment totalled EUR 765.7 million (31 December 2011: EUR 762.0 million).

 

In the Group's assets, inventories amounted to EUR 268.3 million on 31 March 2012 (31 December 2011: EUR 240.4 million). The increase in inventories reflects the ramp-up of production and the consequent increase in the amount of ore stacked on heaps, valued at cost.

 

Trade receivables amounted to EUR 47.8 million on 31 March 2012 (31 December 2011: EUR 64.0 million). The decrease in trade receivables reflects the decrease in nickel and zinc deliveries compared to Q4 2011.

 

On 31 March 2012, cash and cash equivalents totalled EUR 85.9 million (31 December 2011: EUR 40.0 million).

 

In equity and liabilities, total equity amounted to EUR 391.3 million on 31 March 2012 (31 December 2011: EUR 322.6 million). Talvivaara raised EUR 81.5 million, net of transaction costs, through an issue of 24,589,050 new shares in Q1 2012. In addition, perpetual capital loan interest cost of EUR 2.8 million was capitalized in equity. A total of 111,747 new shares were subscribed and paid for in Q1 2012 under the company's stock option rights 2007A and the entire subscription price amounting to EUR 0.3 million was recognized in equity.

 

Borrowings increased from EUR 495.7 million on 31 December 2011 to EUR 508.2 million at the end of March 2012. The changes in borrowings during the quarter included a repayment of commercial paper notes amounting to EUR 7 million and the drawdown of EUR 20 million under the revolving credit facility.

 

Total advance payments as at 31 March 2012 amounted to EUR 247.4 million (31 December 2011: EUR 247.3 million). Talvivaara received a total of EUR 1.8 million in advance payments during Q1 2012 based on the uranium off-take agreement with Cameco Corporation, whilst the advance payment from Nyrstar was amortised by EUR 1.7 million as a result of zinc deliveries.

 

Total equity and liabilities as at 31 March 2012 amounted to EUR 1,231.0 million (31 December 2011: EUR 1,156.7 million).

 

Financing

 

In March 2012, Talvivaara issued a EUR 110 million senior unsecured bond, guaranteed by Talvivaara Sotkamo Ltd. The 5-year bond had an issue price of 100%, pays a coupon of 9.75% and is callable after 3 years. The transaction was settled and the notes listed on NASDAQ OMX Helsinki in April, hence the financial impact of the bond is not included in the Q1 2012 figures.

 

In February 2012, Talvivaara completed an issue of 24,589,050 new shares representing approximately 10 per cent of the number of the existing shares of the Company. Through the equity placing, Talvivaara raised EUR 82.6 million before commissions and expenses. An Extraordinary General Meeting of Talvivaara resolved to approve the share issue in March and the new shares were subsequently registered in the Finnish Trade Register.

 

Currency option programme

 

Talvivaara has entered into a currency option programme comprising USD options for three months from April 2012 through June 2012. The monthly obligation is USD 5.0 million and protection is USD 5.0 million. The collar ranges from 1.1350 to 1.5000.

 

Production review

 

Alongside stabilised metals production, Talvivaara's operational focus during the first quarter was on sustainability and environmental aspects of the Company's operations as well as on occupational safety. These focus areas required production stoppages and temporary process alterations that adversely impacted the production output, which amounted to 3,374t (Q1 2011: 4,215t) of nickel and 7,890t (Q1 2011: 6,363t) of zinc.

 

In metals recovery, overall optimization of the process continued to make progress. Issues in hydrogen sulphide production, that had caused extended downtime in metals production during the second half of 2011, have been addressed through improved temperature control by amended operating procedures and a focus on ensuring the availability of spare parts inventory. The reliability of Talvivaara's hydrogen sulphide generators, and consequently the entire metals recovery process, has significantly increased as a result. However, a production stoppage was required in January for the installation of a new water recycling system reducing raw water intake by approximately 65-75% when fully utilised. As part of the undertaken process change, the Company has also temporarily maintained excess water in circulation thereby somewhat diluting metal grades in solution. Furthermore, during the latter part of March, Talvivaara made occupational safety-related preventative improvements at the plant, which required an unscheduled stoppage and also negatively impacted production.

 

The mining department continued to match the ore demand by crushing and waste rock demand by earthworks, in particular the construction of secondary heap foundations. Emphasis continues to be on ore mining. The department produced 3.0Mt of ore (Q1 2011: 2.2Mt) and 1.5Mt of waste (Q1 2011: 5.2Mt).

 

In materials handling, the performance and reliability of the crushing circuit continued to improve with periods of record output. However, the overall availability of the circuit did not yet reach the targeted level and required continued focus on planning and execution of maintenance procedures. Primary heap reclaiming, which severely restricted the overall crushing and stacking of ore in 2011, also improved through a new operating procedure that was implemented in early 2012. The new reclaiming process is expected to remove the remaining capacity utilisation limitations in materials handling, and enable the entire process to operate at the required level. Crushing and stacking of ore in Q1 2012 amounted to 3.0Mt (Q1 2011: 2.2Mt).

 

In bioheapleaching, the new primary heap section 2 was completed and the reclaiming of primary heap section 3 commenced. Following the continuous process development in bioheapleaching, primary heap section 3 has been the most successful heap section to date. Recent analysis of ore samples taken from heap section 3 indicates nickel recoveries of up to 85% in less than two years of leaching, which exceeds the Company's expectations. Furthermore, secondary leaching has progressed well, confirming that metal content remaining after primary leaching is effectively recovered through secondary leaching.

 

During the quarter, nickel grades in primary heap sections were stable at slightly below 2 g/l, and in the secondary heap stable at approximately 1 g/l. Accordingly, the average nickel grade pumped to metals recovery was somewhat below 2 g/l. Metal grades in solution reflected the dilution impact of a process change-related temporary increase in the amount of water in circulation, as well as the impact of cold weather. Grades started to develop positively again in March, reflecting improving water balance, increasing solution temperature and the completion of the new primary heap section 2.

 

Production key figures

 

		Q1 2012	Q4 2011	Q1 2011	FY 2011
Mining
Ore production	Mt	3.0	3.2	2.2	11.1
Waste production	Mt	1.5	2.0	5.2	17.0
Materials handling
Stacked ore	Mt	3.0	3.2	2.2	11.1
Bioheapleaching
Ore under leaching	Mt	38.6	35.6	26.5	35.6
Metals recovery
Nickel metal content	Tonnes	3,374	4,769	4,215	16,087
Zinc metal content	Tonnes	7,890	10,524	6,363	31,815

 

 

Sustainable development, safety and permitting

 

Safety

 

In March, one of Talvivaara's employees regrettably lost his life in the vicinity of the metals recovery plant. Increased hydrogen sulphide concentrations had been detected in the area, and work had been suspended in accordance with occupational safety guidelines. Authorities are investigating the accident and have informed the Company that when found, the victim was not wearing the compulsory gas detection and protective gear. The fatality has been disturbing to everyone at Talvivaara, and crisis counselling has been made available for personnel. A safe working environment and safe working practices remain top priorities for Talvivaara, and the Company initiated an unscheduled stoppage in late March with a focus on preventative occupational safety-related improvements. Certain process clarifications were also requested by the relevant authority, the Finnish Safety and Chemical Agency (Tukes), and these were subsequently provided by the Company to the satisfaction of the authority (see Events after the review period).

 

At the end of the first quarter, the injury frequency among the Talvivaara personnel was 11.8 lost time injuries/million working hours on a rolling 12 month basis (31 March 2011: 13.7 lost time injuries/million working hours).

 

Environment

 

Talvivaara continued to comply with environmental permit limits for water emissions during the first quarter, apart from an isolated incident causing no permanent environmental effects. Sulphate and sodium emissions have continued to decrease as a result of process improvements and increased water circulation. Talvivaara also commissioned an independent third party to model the water quality development of nearby lakes over the next few years, which was completed during the quarter. Based on the model, water quality will continue to improve and no permanent damage has been caused to nearby lakes. However, Talvivaara is committed to further improving process water quality through more efficient process water treatment and increased recycling.

 

Hydrogen sulphide (odour) emissions and dust emissions to air have also remained within the permitted limits, apart from distinct point sources at the screening building and metals recovery plant. During 2012, dust emissions will be addressed through a new dust removal system at the screening building and hydrogen sulphide emissions through catalytic burning of hydrogen sulphide gases.

 

In order to improve timely and transparent communication on environmental matters with the neighbouring communities and other interested stakeholders, Talvivaara launched a specific website for this purpose in January. The Finnish language website, www.paikanpaalla.fi, reviews environmental data and events in blog format and aims to provide region-specific information in an easily understandable and concise form.

 

Permitting

 

In January, Talvivaara received a positive opinion on its uranium recovery process from the European Commission under the Euratom Treaty. In its opinion, the European Commission considered that uranium recovery at the Talvivaara mine complies with the goals set by the Euratom Treaty and may improve the supply security of nuclear fuel in the European Union. In March, Talvivaara also received a licence from the Finnish Government to extract uranium as a by-product from its existing operations pursuant to the Nuclear Energy Act. The permit is valid throughout the life of the mine, however, no longer than until the end of 2054.

 

Following completion of the Environmental Impact Assessment ("EIA") programme, the EIA process for the potential expansion of the Talvivaara mine was initiated during the first quarter. The EIA covers options to expand production capacity up to 100,000t of nickel per annum, and also the option to refine nickel sulphide into LME-quality nickel metal.

 

Talvivaara's existing environmental permit is currently being renewed under a standard process. The renewed permit is anticipated to be received during 2012.

 

Business development

 

Uranium production

 

Talvivaara is preparing for the recovery of uranium as a by-product of the Company's existing operations. Uranium occurs naturally in small concentrations in the Talvivaara area and leaches into the process solution along with Talvivaara's main products. Annual uranium production is estimated at 350tU (ca. 770,000 pounds), corresponding to approximately 410t (900,000 pounds) of yellow cake (UO₄), and Talvivaara's entire uranium production will be sold under a long-term agreement to Cameco Corporation.

 

Following receipt of the construction permit in August 2011, Talvivaara commenced construction of the uranium recovery facility, which will be completed during the current year. The permitting process for uranium production is ongoing and the start of uranium production is further subject to, among others, environmental permit approval and chemical authorisation. The decision on the environmental permit is expected in 2012.

 

Production expansion - Operation Overlord

 

Conceptual studies relating to production expansion beyond 50,000tpa of nickel continued during the quarter, with a particular emphasis on permitting. The scoping studies are based on the target of doubling the presently planned production to approximately 100,000tpa of nickel. Whilst studies relating to various processing options continue, it appears relatively likely that a substantial part of the expanded production would be LME-quality nickel metal, i.e. Talvivaara would integrate its production one step further downstream.

 

During the first quarter, the Environmental Impact Assessment ("EIA") programme for the expansion was completed and EIA hearings commenced. Permitting is anticipated to proceed to the submission of an environmental permit application in late 2012.

 

No investment decisions relating to the production expansion have yet been taken. Provided the investment is pursued, it is envisioned to be carried out in a modular fashion to allow spreading out of the expenditure over an estimated 5-6 year period starting around 2014. The modular approach also allows commissioning of the equipment and processes sequentially in the order of the process stages, which is expected to reduce the risk of serious start-up issues.

 

 

Energy strategy

 

Talvivaara's energy strategy is focused on building an environmentally sound portfolio of low-cost capacity allowing the Company to be energy self-sufficient in the longer term. Talvivaara's electricity need is currently approximately 45MW, and is expected to increase significantly if the Company proceeds with the planned capacity expansion and further refining of nickel into LME-quality metal.

 

During the first quarter, Talvivaara increased its capacity share in the Fennovoima nuclear project in Finland from approximately 10MW to approximately 60MW. The Company is also studying, amongst others, on-site windpower production, bioenergy and utilization of energy generated in the production process.

 

Risk management and principal risks

 

In line with current corporate governance guidelines on risk management, Talvivaara carries out an ongoing process endorsed by the Board of Directors to identify risks, measure their impact against certain assumptions and implement the necessary proactive steps to manage these risks.

 

Talvivaara's operations are affected by various risks common to the mining industry, such as risks relating to the development of Talvivaara's mineral deposits, estimates of reserves and resources, infrastructure risks, and volatility of commodity prices. There are also risks related to counterparties, currency exchange ratios, management and control systems, historical losses and uncertainties about the future profitability of Talvivaara, dependence on key personnel, effect of laws, governmental regulations and related costs, environmental hazards, and risks related to Talvivaara's mining concessions and permits.

 

In the short term, Talvivaara's key operational risks continue to relate to the ongoing ramp-up of operations. While the Company has demonstrated that all of its production processes work and can be operated on industrial scale, the rate of ramp-up is still subject to risk factors including the reliability and sustainable capacity of production equipment, and eventual speed of leaching and metals recovery in bioheapleaching. In addition, there may be production and ramp-up related risks that are currently unknown or beyond the Company's control.

 

The market price of nickel has historically been volatile and in the Company's view this is likely to persist, driven by shifts in the supply-demand balance, macroeconomic indicators and variations in currency exchange ratios. Nickel sales currently represent close to 90% of the Company's revenues and variations in the nickel price therefore have a direct and significant effect on Talvivaara's financial result and economic viability. Talvivaara is, since February 2010, unhedged against variations in metal prices. Full or substantially full exposure to nickel prices is in line with Talvivaara's strategy and supported by the Company's view that it can operate the Talvivaara mine profitably during the lows of commodity price cycles.

 

Talvivaara's revenues are almost entirely in US dollars, whilst the majority of the Company's costs are incurred in Euro. Potential strengthening of the Euro against the US dollar could thus have a material adverse effect on the business and financial condition of the Company. Talvivaara hedges its exposure to the US dollar on a case by case basis with the aim of limiting the adverse effects of US dollar weakness as considered justified from time to time.

 

Liquidity and refinancing risks may arise as a result of the Company's inability to produce sufficient volumes of its saleable products, particularly nickel, unexpected increase in production costs, and sudden or substantial changes in the prices of commodities or currency exchange rates. Talvivaara seeks to reduce liquidity risk by close monitoring of liquidity in order to detect any threat of adverse changes in advance so as to allow for sufficient time to secure access to adequate credit or other funding on reasonable terms. Talvivaara also seeks to maintain a balanced maturity profile of its long-term debt in order to mitigate refinancing risks.

 

Personnel and management

 

The number of personnel employed by the Group on 31 March 2012 was 498 (Q1 2011: 413).

 

Wages and salaries paid during the three months to 31 March 2012 totalled EUR 6.6 million (Q1 2011: EUR 5.9 million).

 

As part of the Group's long term incentive plan, the employees of Talvivaara have established a Group personnel fund to manage the earnings bonuses paid by Talvivaara. In accordance with its bylaws, the fund will invest a substantial proportion of its assets in Talvivaara Mining Company shares. The fund is managed by personnel representatives elected by the employees.

 

Harri Natunen, 56, was appointed Talvivaara's CEO effective as of 26 April 2012. Mr. Natunen has had an over thirty-year successful career in mining and metallurgical operations internationally, serving Outokumpu from 1981 first in Finnish projects and subsequently on assignments in Norway and South America. In Chile, his experience ranged from building management systems to supervising the ramp-up of processes in early stage operations, such as the Zaldivar copper bioheapleaching and hydrometallurgical project. Upon his return to Finland, Mr. Natunen held management responsibility of large operations in full production, such as Outokumpu's zinc division and ferrochrome operation including the Kemi mine. He also led the successful modernization of the Outokumpu Kokkola zinc plant, focusing on streamlining the organization and improving cost control, and almost doubling production. Mr. Natunen's latest position prior to joining Talvivaara was as Director, Zinc Production and Business Development at Boliden AB in Sweden 2008-2012, where he held responsibility over the Kokkola, Finland, and Odda, Norway, zinc operations.

 

Shares and shareholders

 

The number of shares issued and outstanding and registered on the Euroclear Shareholder Register as of 31 March 2012 was 270,591,300. Including the effect of the EUR 85 million convertible bond of 14 May 2008, the EUR 225 million convertible bond of 16 December 2010, the Option Scheme of 2007 and share subscriptions registered on 13 March 2012, the authorised full number of shares of the Company amounted to 315,839,103.

 

The share subscription period for stock options 2007A was between 1 April 2010 and 31 March 2012. By 31 March 2012 a total of 1,830,087 Talvivaara Mining Company's new shares had been subscribed for under the stock option rights 2007A.  A total of 53,727 stock option rights 2007A remained unexercised following the end of the subscription period.

 

The share subscription period for stock options 2007B is between 1 April 2011 and 31 March 2013. No new shares of Talvivaara were subscribed for under the stock option rights 2007B in Q1 2012 and a total of 2,284,337 stock option rights 2007B remain unexercised. A total of 2,333,000 option rights 2007C were issued to 250 key employees and the subscription period for stock options 2007C is between 1 April 2012 and 31 March 2014. A total of 2,333,000 stock options 2007C remain unexercised.

 

In February 2012, Talvivaara completed an issue of 24,589,050 new shares representing approximately 10 per cent of the number of the existing shares of the Company. An Extraordinary General Meeting of Talvivaara Mining Company Plc. resolved on 12 March 2012 to approve the proposal by the Board of Directors on the share issue in deviation from the shareholders' pre-emptive subscription rights. The new shares were registered with the Finnish Trade Register on 13 March 2012.

 

In addition, the Board of Directors has resolved, on the basis of the authorisation granted by the Extraordinary General Meeting held on 12 March 2012, to issue special rights entitling to subscribe up to 184,428 new shares, in order to carry out an adjustment to the conversion price, as a result of the equity placing, in accordance with the terms and conditions of the convertible bonds due 2013. Accordingly the maximum number of ordinary shares that may be issued upon conversion is 11,677,591 shares. Due to an adjustment to the conversion price of the convertible bonds due 2015, as a result of the placing, the maximum number of ordinary shares that may be issued upon conversion is 27,180,708 shares.

 

As at 31 March 2012, the shareholders who held more than 5% of the shares and votes of Talvivaara were Pekka Perä (21.0%), Varma Mutual Pension Insurance Company (8.8%), Solidium Oy (8.5%) and Ilmarinen Mutual Pension Insurance Company (6.2%).

 

Events after the review period

 

Clarifications requested by the Finnish Safety and Chemicals Agency Tukes

 

Following the fatal incident involving an employee of Talvivaara, the Finnish Safety and Chemicals Agency Tukes requested Talvivaara to provide a clarification on occupational safety procedures at the Talvivaara mine. At the time of the request, Talvivaara was carrying out a maintenance stoppage with special focus on occupational safety-related areas. Talvivaara delivered the requested clarifications between 3 April and 5 April 2012. On 5 April 2012, Tukes confirmed the provided clarifications to be satisfactory, and Talvivaara re-started the metals recovery plant subsequent to completion of the maintenance work.

 

Uranium permitting update

 

On 3 April 2012, Talvivaara was informed by the Northern Finland Regional State Administrative Agency that the Company's environmental permit for uranium extraction and the general update of Talvivaara mine's environmental permit are to be processed together. Consequently, the Company expects a minor delay in the uranium permitting process. The permitting authorities have informed Talvivaara that a decision on the environmental permit for uranium extraction will be made during 2012. Talvivaara aims to start uranium recovery in 2012, as soon as all the necessary permits have been obtained.

 

Issuance and listing on Nasdaq OMX Helsinki of senior unsecured bond due 2017

 

On 4 April 2012, Talvivaara Mining Company Plc issued a EUR 110 million senior unsecured bond, guaranteed by Talvivaara Sotkamo Ltd. The 5-year bond had an issue price of 100%, pays a coupon of 9.75% and is callable after 3 years. The notes were issued in principal amounts of EUR 1,000 and were listed on NASDAQ OMX Helsinki on 13 April 2012.

 

Announced investments in environmental technology

 

On 24 April 2012, Talvivaara announced investments in environmental technology amounting to more than EUR 13 million. The new technologies will improve the quality of effluent waters, reduce odour emissions into the environment and limit dust emissions. The investments consist of reverse osmosis technology to improve the quality of effluent waters and a catalytic burning unit to treat hydrogen sulphide (odour) gases, as well as a water recycling system and drilled wells reducing water intake from nearby lakes. Dust emissions will be reduced by a new dust removal system at the screening hall. The investments are part of Talvivaara's environmental improvement strategy announced in January 2012.

 

As a result of the measures taken in 2011-2012, Talvivaara has already significantly reduced the sulphate and manganese content in effluent waters. The new water treatment investments will further considerably reduce the levels of sodium, sulphate and manganese in effluent waters by the end of 2012. The lower permit limits proposed by the Company for 2015 will hence be achievable already in early 2013.  

 

Short-term outlook

 

Operational outlook

 

Talvivaara maintains its full-year 2012 production guidance at 25,000-30,000 tonnes of nickel. However, following the first quarter production volumes, the Company has less flexibility within the guidance range and expects full-year production to be closer to the lower end of the range. Near-term production volumes will depend on realised capacity utilisation rates of the metals recovery plant following the late March - early April stoppage and development of metal grades in pregnant leach solution.

In line with earlier guidance, total operating costs in 2012 are expected to amount to approximately EUR 250 million including leasing. Capital expenditure in 2012 is expected to amount to EUR 40-50 million excluding construction of the uranium extraction circuit, and approximately EUR 90 million including the uranium extraction circuit.

 

Market outlook

 

Nickel and base metals prices more broadly moved higher in early 2012 as concerns over the global growth outlook and European sovereign debt crisis somewhat abated. Whilst other base metals prices have remained relatively stable, the nickel price has declined from USD 21,000-22,000/t in early February to USD 17,000-18,000/t in early April as market participants have been assessing the prospect of new nickel production capacity entering the market and the economic development and commodity utilisation rate of China.

 

Whilst several new large-scale nickel projects are being developed, Talvivaara expects the nickel market to remain broadly balanced from a demand-supply perspective. Several new laterite nickel projects have continued to face commissioning issues and appear financially uncompetitive at the current nickel price level. Chinese NPI production is also expected to balance the market, as the utilisation rate of this capacity tends to quickly react to variations in the nickel price. NPI capacity may also be impacted by the announced Indonesian ban on nickel ore exports.

 

Barring a severe global recession, Talvivaara continues to see the longer-term nickel price support level at around USD 20,000/t, supported by marginal costs of production and the price level required to incentivise new nickel projects.

 

 

25 April 2012

 

 

Talvivaara Mining Company Plc.

Board of Directors

 

CONSOLIDATED INCOME STATEMENT
(all amounts in EUR '000)	Unaudited three months to 31 Mar 12	Audited three months to 31 Mar 11
Net sales	39,027	66,467
Other operating income	1,357	336
Changes in inventories of finished goods and work in progress	22,478	12,781
Materials and services	(34,921)	(36,310)
Personnel expenses	(7,819)	(6,795)
Depreciation, amortization, depletion and impairment charges	(12,664)	(11,198)
Other operating expenses	(18,889)	(13,664)
Operating profit (loss)	(11,431)	11,617
Finance income	1,717	1,092
Finance cost	(9,646)	(9,387)
Finance income (cost) (net)	(7,929)	(8,295)
Profit (loss) before income tax	(19,360)	3,322
Income tax expense	4,451	(1,372)
Profit (loss) for the period	(14,909)	1,950
Attributable to:
Owners of the parent	(13,561)	171
Non-controlling interest	(1,348)	1,779
	(14,909)	1,950
Earnings per share for profit (loss) attributable to the owners of the parent (expressed in EUR per share)
Basic and diluted	(0.06)	(0.00)

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(all amounts in EUR '000)	Unaudited three months to 31 Mar 12	Audited three months to 31 Mar 11
Profit (loss) for the period	(14,909)	1,950
Other comprehensive income,
items net of tax
Cash flow hedges	-	(2,544)
Other comprehensive income, net of tax	-	(2,544)
Total comprehensive income	(14,909)	(594)
Attributable to:
Owners of the parent	(13,561)	(1,864)
Non-controlling interest	(1,348)	1,270
	(14,909)	(594)

 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(all amounts in EUR '000)	Unaudited As at 31 Mar 12	Audited As at 31 Dec 11
ASSETS
Non-current assets
Property, plant and equipment	765,652	761,985
Biological assets	7,334	7,688
Intangible assets	7,307	7,371
Deferred tax assets	31,892	26,398
Other receivables	2,910	2,902
Available-for-sale financial assets	4,201	630
	819,296	806,974
Current assets
Inventories	268,261	240,436
Trade receivables	47,839	64,027
Other receivables	9,662	5,249
Derivative financial instruments	1	10
Cash and cash equivalent	85,949	40,019
	411,712	349,741
Total assets	1,231,008	1,156,715
EQUITY AND LIABILITIES
Equity attributable to owners of the parent
Share capital	80	80
Share issue	-	278
Share premium	8,086	8,086
Other reserves	535,127	449,532
Retained earnings	(166,467)	(151,129)
	376,826	306,847
Non-controlling interest in equity	14,494	15,733
Total equity	391,320	322,580
Non-current liabilities
Borrowings	419,368	467,161
Advance payments	235,734	235,569
Provisions	5,174	6,036
	660,276	708,766
Current liabilities
Borrowings	88,816	28,515
Advance payments	11,684	11,684
Trade payables	32,913	33,677
Other payables	45,998	51,478
Derivative financial instruments	1	15
	179,412	125,369
Total liabilities	839,688	834,135
Total equity and liabilities	1,231,008	1,156,715

 

 

 

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

 

A. Share capital

B. Share issue

C. Share premium

D. Hedge reserve

E. Invested unrestricted equity

F. Other reserves

G. Retained earnings

H. Total

I. Non-controlling interest

J. Total equity

 

(all amounts in EUR '000)
	A	B	C	D	E	F	G	H	I	J
1 Jan 2011	80	91	8,086	7,494	401,612	31,399	(80,067)	368, 695	16, 895	385, 590
Profit (loss) for the period	-	-	-	-	-	-	171	171	1, 779	1, 950
Other comprehensive income
- Cash flow hedges	-	-	-	(2,035)	-	-	-	(2, 035)	(509)	(2, 544)
Total comprehensive income for the period	-	-	-	(2,035)	-	-	171	(1, 864)	1, 270	(594)
Transactions with owners
Stock options	-	(91)	-	-	125	-	-	34	-	34
Perpetual capital loan	-	-	-	-	-	-	(1,801)	(1, 801)	(450)	(2, 251)
Incentive arrangement for Executive Management	-	-	-	-	-	23	-	23	-	23
Senior unsecured convertible bonds due 2015, equity component	-	-	-	-	-	9,018	-	9, 018	-	9, 018
Employee share option scheme
- value of employee services	-	-	-	-	-	1,868	-	1, 868	-	1, 868
Total contribution by and distribution to owners	-	(91)	-	-	125	10,909	(1,801)	9, 142	(450)	8, 692
Total transactions with owners	-	(91)	-	-	125	10,909	(1,801)	9, 142	(450)	8, 692
31 Mar 11	80	-	8,086	5,459	401,737	42,308	(81,697)	375, 973	17, 715	393, 688
31 Dec 11	80	278	8,086	-	404,070	45,462	(151,129)	306, 847	15, 733	322, 580
01 Jan 12	80	278	8,086	-	404,070	45,462	(151,129)	306, 847	15, 733	322, 580
Profit (loss) for the period	-	-	-	-	-	-	(13,561)	(13, 561)	(1, 348)	(14, 909)
Other comprehensive income
- Cash flow hedges	-	-	-	-	-	-	-	-	-	-
Total comprehensive income for the period	-	-	-	-	-	-	(13,561)	(13, 561)	(1, 348)	(14, 909)
Transactions with owners
Stock options	-	(278)	-	-	579	-	-	301	-	301
Perpetual capital loan	-	-	-	-	-	2,353	(1,777)	576	109	685
Share issue	-	-	-	-	81,534	-	-	81, 534	-	81, 534
Incentive arrangement for Executive Management	-	-	-	-	-	23	-	23	-	23
Employee share option scheme
- value of employee services	-	-	-	-	-	1,106	-	1, 106	-	1, 106
Total contribution by and distribution to owners	-	(278)	-	-	82,113	3,482	(1,777)	83, 540	109	83, 649
Total transactions with owners	-	(278)	-	-	82,113	3,482	(1,777)	83, 540	109	83, 649
31 Mar 12	80	-	8,086	-	486,183	48,944	(166,467)	376, 826	14, 494	391, 320

 

 

CONSOLIDATED STATEMENT OF CASH FLOWS
(all amounts in EUR '000)	Unaudited three months to 31 Mar 12	Audited three months to 31 Mar 11
Cash flows from operating activities
Profit (loss) for the period	(14,909)	1,950
Adjustments for
Tax	(4,451)	1,372
Depreciation and amortization	12,664	11,198
Other non-cash income and expenses	(5,785)	(5,980)
Interest income	(1,717)	(1,092)
Fair value gains on financial assets at fair value through profit or loss	(5)	(145)
Interest expense	9,646	9,387
	(4,557)	16,690
Change in working capital
Decrease(+)/increase(-) in other receivables	14,707	1,343
Decrease (+)/increase (-) in inventories	(27,825)	(15,522)
Decrease(-)/increase(+) in trade and other payables	(12,558)	(14,393)
Change in working capital	(25,676)	(28,572)
	(30,233)	(11,882)
Interest and other finance cost paid	(841)	(1,810)
Interest and other finance income	225	269
Net cash generated (used) in operating activities	(30,849)	(13,423)
Cash flows from investing activities
Purchases of property, plant and equipment	(14,571)	(10,371)
Purchases of intangible assets	(93)	(23)
Proceeds from sale of property, plant and equipment	18	-
Proceeds from sale of biological assets	-	184
Purchases of available-for-sale financial assets	(3,571)	(38)
Net cash generated (used) in investing activities	(18,217)	(10,248)
Cash flows from financing activities
Proceeds from share issue net of transactions costs	81,177	-
Realised stock options	301	34
Proceeds from interest-bearing liabilities	20,000	-
Perpetual capital loan	-	(3,042)
Proceeds from advance payments	1,787	7,000
Payment of interest-bearing liabilities	(8,269)	(1,226)
Net cash generated (used) in financing activities	94,996	2,766
Net increase (decrease) in cash and cash equivalents	45,930	(20,905)
Cash and cash equivalents at beginning of the period	40,019	165,555
Cash and cash equivalents at end of the period	85,949	144,650

 

 

 

NOTES

 

1. Basis of preparation

 

This year-end report has been prepared in compliance with IAS 34.

 

The interim financial information set out herein has been prepared on the same basis and using the same accounting policies as were applied in drawing up the Group's statutory financial statements for the year ended 31 December 2011.

 

2. Property, plant and equipment
(all amounts in EUR '000)	Machinery and equipment	Construction in progress	Land and buildings	Other tangible assets	Total
Gross carrying amount at 1 Jan 12	361,245	41,344	273,921	224,796	901,306
Additions	1,774	14,416	-	-	16,190
Disposals	(34)	-	-	-	(34)
Transfers	356	(757)	365	36	-
Gross carrying amount at 31 Mar 12	363,341	55,003	274,286	224,832	917,462
Accumulated depreciation and impairment losses at 1 Jan 12	66,791	-	32,644	39,886	139,321
Disposals	(17)	-	-	-	(17)
Depreciation for the period	7,398	-	3,041	2,067	12,506
Accumulated depreciation and impairment losses at 31 Mar 12	74,172	-	35,685	41,953	151,810
Carrying amount at 1 Jan 12	294,454	41,344	241,277	184,910	761,985
Carrying amount at 31 Mar 12	289,169	55,003	238,601	182,879	765,652

 

 

 

 

 

 

3. Trade receivables
(all amounts in EUR '000)
	31 Mar 12	31 Dec 11
Nickel-Cobalt sulphide	42,244	55,258
Zinc sulphide	5,595	8,769
Total trade receivables	47,839	64,027

 

 

4. Inventories
(all amounts in EUR '000)
	31 Mar 12	31 Dec 11
Raw materials and consumables	19,362	14,016
Work in progress	236,118	213,629
Finished products	12,781	12,791
Total inventories	268,261	240,436

 

 

5. Borrowings
(all amounts in EUR '000)
Non-current	31 Mar 12	31 Dec 11
Capital loans	1,405	1,405
Investment and Working Capital loan	57,903	57,863
Revolving Credit Facility	-	49,110
Senior Unsecured Convertible Bonds due 2015	219,399	217,138
Senior Unsecured Convertible Bonds due 2013	81,520	80,796
Finance lease liabilities	37,004	37,444
Other	22,137	23,405
	419,368	467,161
Current
Investment and Working Capital loan	1,430	1,430
Revolving Credit Facility	69,194	-
Commercial papers	1,500	8,481
Finance lease liabilities	16,692	18,604
	88,816	28,515
Total borrowings	508,184	495,676

 

 

 

6. Advance payments
(all amounts in EUR '000)
Non-current	31 Mar 12	31 Dec 11
Deferred zinc sales revenue	219,565	221,187
Deferred uranium sales revenue	16,169	14,382
	235,734	235,569
Current
Deferred zinc sales revenue	11,684	11,684
	11,684	11,684
Total advance payments	247,418	247,253

 

 

7. Changes in the number of shares issued
	Number of shares
31 Dec 11	245,781,803
Stock options 2007A	220,447
Share issue	24,589,050
31 Mar 12	270,591,300

 

 

8. Contingencies and commitments
(all amounts in EUR '000)
The future aggregate minimum lease payments under non cancellable operating leases
	31 Mar 12	31 Dec 11
Not later than 1 year	1,943	1,919
Later than 1 year and not later than 5 years	780	929
Later than 5 years	15	37
	2,738	2,885

 

Capital commitments

 

At 31 March 2012, the Group had capital commitments amounting to EUR 32.4 million (31 December 2011: EUR 14.5 million) principally relating to the completion of the Talvivaara mine, improving the reliability and expansion of production capacity. These commitments are for the acquisition of new property, plant and equipment.

 

 

Key financial figures of the Group
		Three months to 31 Mar 12	Three months to 31 Mar 11
Net sales	EUR '000	39,027	66,467
Operating profit (loss)	EUR '000	(11,431)	11,617
Operating profit (loss) percentage		(29.3 %)	17.5 %
Profit (loss) before tax	EUR '000	(19,360)	3,322
Profit (loss) for the period	EUR '000	(14,909)	1,950
Return on equity		-4.2 %	0.5 %
Equity-to-assets ratio		31.8 %	32.5 %
Net interest-bearing debt	EUR '000	422,235	325,822
Debt-to-equity ratio		107.9 %	82.8 %
Return on investment		(0.6 %)	1.3 %
Capital expenditure	EUR '000	14,664	10,394
Property, plant and equipment	EUR '000	765,652	727,539
Derivative financial instruments	EUR '000	-	(1,092)
Borrowings	EUR '000	508,184	470,472
Cash and cash equivalents at the end of the period	EUR '000	85,949	144,650

 

 

 

Share-related key figures
		Three months to 31 Mar 12	Three months to 31 Mar 11
Earnings per share	EUR	(0.06)	(0.00)
Equity per share	EUR	1.51	1.53
Development of share price at London Stock Exchange
Average trading price1	EUR	3.53	6.69
	GBP	2.94	5.71
Lowest trading price1	EUR	2.82	5.99
	GBP	2.35	5.12
Highest trading price1	EUR	4.30	7.28
	GBP	3.59	6.22
Trading price at the end of the period2	EUR	2.89	6.58
	GBP	2.41	5.82
Change during the period		20.4 %	-2.4 %
Price-earnings ratio		neg.	neg.
Market capitalization at the end of the period3	EUR '000	781,369	1,614,566
	GBP '000	651,584	1,426,792
Development in trading volume
Trading volume	1000 shares	37,271	11,420
In relation to weighted average number of shares		14.9 %	4.7 %
Development of share price at OMX Helsinki
Average trading price	EUR	3.51	6.77
Lowest trading price	EUR	2.64	5.91
Highest trading price	EUR	4.35	7.34
Trading price at the end of the period	EUR	2.91	6.60
Change during the period		16.7 %	-6.6 %
Price-earnings ratio		neg.	neg.
Market capitalization at the end of the period	EUR '000	786,880	1,619,403
Development in trading volume
Trading volume	1000 shares	68,673	38,020
In relation to weighted average number of shares		27.5 %	15.5 %
Adjusted average number of shares		249,665,643	245,344,901
Fully diluted average number of shares		249,665,643	245,344,901
Number of shares at the end of the period		270,591,300	245,364,096

 

¹⁾ Trading price is calculated on the average of EUR/GBP exchange rates published by the European Central Bank during the period.

 

²⁾ Trading price is calculated on the EUR/GBP exchange rate published by the European Central Bank at the end of the period.

 

³⁾ Market capitalization is calculated on the EUR/GBP exchange rate published by the European Central Bank at the end of the period.

 

 

Employee-related key figures
		Three months to 31 Mar 12	Three months to 31 Mar 11
Wages and salaries	EUR '000	6,581	5,857
Average number of employees		483	407
Number of employees at the end of the period		498	413

 

 

 

Other figures
	Three months to 31 Mar 12	Three months to 31 Mar 11
Share options outstanding at the end of the period	4,665,064	5,937,822
Number of shares to be issued against the outstanding share options	4,665,064	5,937,822
Rights to vote of shares to be issued against the outstanding share options	1.7 %	2.4 %

 

 

 

Talvivaara Mining Company Plc
Key financial figures of the Group
Return on equity	Profit (loss) for the period
	(Total equity at the beginning of period + Total equity at the end of period)/2
Equity-to-assets ratio	Total equity
	Total assets
Net interest-bearing debt	Interest-bearing debt - Cash and cash equivalent
Debt-to-equity ratio	Net interest-bearing debt
	Total equity
Return on investment	Profit (loss) for the period + Finance cost
	(Total equity at the beginning of period + Total equity at the end of period)/2 + (Borrowings at the beginning of period + Borrowings at the end of period)/2
Share-related key figures
Earnings per share	Profit (loss) attributable to equity holders of the Company
	Adjusted average number of shares
Equity per share	Equity attributable to equity holders of the Company
	Adjusted average number of shares
Price-earnings ratio	Trading price at the end of the period
	Earnings per share
Market capitalization at the end of the period	Number of shares at end of the period * trading price at end of period

 

 

 

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