- The Offering is expected to comprise the Shares in the form of GDRs offered by Samruk-Kazyna.
- Simultaneously with the Offering, Samruk-Kazyna intends to offer Shares and potentially GDRs in a domestic offering to institutional and retail investors in Kazakhstan through the facilities of AIX pursuant to the rules and regulations of the AIX (“AIX Offering”).
- On or following the UK Admission, the GDRs may also be admitted to the Official List of Securities of the AIX and to trading on the AIX.
- Samruk-Kazyna currently owns all of the Company's issued share capital. In the potential Offering and the AIX Offering Samruk-Kazyna intends to offer Securities representing up to 25% of the Company’s issued share capital. Following the potential Offering and the AIX Offering, Samruk-Kazyna will own not less than 75% of the Company's issued share capital.
- The Company is not expected to sell any Securities in the potential Offering or the AIX Offering and will not receive any of the proceeds from the Offering or the AIX Offering.
- GDRs in the Offering will be offered to certain institutional and professional investors in the UK and elsewhere outside the United States in reliance on Regulation S of the US Securities Act of 1933, as amended (the "US Securities Act") and in the United States to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A of the US Securities Act, or another exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act.
- A management roadshow is expected to commence on or around 31 October 2018.
- Further details of the Offering will be included in the Prospectus expected to be published in the coming weeks.
- The proposed IPO of Kazatomprom is a core element of the country’s privatization programme, a strategy which the Government of the Republic of Kazakhstan set out in 2015. The privatization programme is designed to help build an efficient, global economy for the future of Kazakhstan and it is in line with the Government’s policy statement to decrease the share of government in GDP to 15% in line with the OECD countries.
- In addition to being in line with the Government’s strategy for the Kazakhstan economy, the IPO will also bring significant benefits to Kazatomprom, by providing a stable base of long-term shareholders and giving access to a wider range of capital raising options and future liquidity.
- Samruk-Kazyna will grant the Managers (as indicated below) an over-allotment option to purchase a maximum of 15% of the total number of GDRs being sold in the Offering.
- There will be a lock-up period of 180 days for the Company and Samruk-Kazyna, in each case subject to certain customary exceptions.
- Credit Suisse and J.P. Morgan are acting as Joint Global Coordinators and Joint Bookrunners in connection with the potential Offering, China International Capital Corporation, Halyk Finance and Mizuho International plc are acting as Joint Bookrunners (together, the “Managers”). The AIX Offering is being led by Halyk Finance.
- The Offering is subject to receipt of all necessary regulatory approvals, including the relevant registrations and approvals by the FCA.
- Kazatomprom is the world’s largest producer of natural uranium (in terms of production volumes) and one of the world’s lowest cost producers in terms of cash costs, according to UxC Consulting Company, LLC (“UxC”). The Company is wholly owned by Samruk-Kazyna, which in turn is wholly owned by the Government of the Republic of Kazakhstan.
- According to UxC, the Group’s uranium production, including the production of its jointly controlled entities and associates attributable to the Group, for the year ended 31 December 2017 represented approximately 20% of total global uranium primary production (the equivalent of 12.1 ktU).
- The Group only produces uranium from reserves in Kazakhstan, benefiting from the largest reserve base in the industry, with attributable uranium reserves of just under 300 ktU.
- For the year ended 31 December 2017 and the six months ended 30 June 2018, the Group’s consolidated revenue was KZT336.5 billion and KZT145.0 billion, respectively, and profit was KZT139.2 billion and KZT115.0 billion, respectively.
- Adjusted EBITDA[1] amounted to KZT96.7 billion and KZT38.8 billion for the year ended 31 December 2017 and the six months ended 30 June 2018, respectively.
- Adjusted Attributable EBITDA[2] amounted to KZT128.2 billion and KZT45.7 billion for the year ended 31 December 2017 and the six months ended 30 June 2018, respectively.
- Net Debt[3] / (Cash) to Adjusted EBITDA ratio was (1.3x) and (0.2x) as at 31 December 2017 and as at 30 June 2018, respectively.
- Demand for uranium products is expected to remain robust in the coming decades, primarily on the back of strong nuclear power plant new build programme in the emerging markets, and in China in particular.
- According to UxC, the global nuclear generation capacity is expected to increase by 11% to 432 GWh in 2030 from 388 GWh in the year ended 31 December 2017.
- According to UxC, there are 443 nuclear reactors globally and 56 new ones are under construction in 17 countries as of August 2018.
- The Company believes that the supply side of the uranium market is undergoing a structural shift, following a prolonged period of depressed spot prices and oversupply, underpinned by the prevalence of legacy long-term contracts, the majority of which were concluded in the period between years 2005 and 2012.
- As a significant portion of such contracts are set to expire in early 2020s, many utilities are likely to return to the market in the near-to medium-term to begin covering their future fuel needs through entering into medium- and long-term contracts. By 2025, the level of uncovered uranium needs increases to around 50% according to UxC.
- According to UxC, Kazakhstan is the largest uranium producing country in the world by a significant margin, accounting for 40% of the global uranium primary supply in 2017.
- According to UxC, Kazakhstan further accounts for c. 65% of the world's measured and indicated resources suitable for ISR mining.
- Kazatomprom enjoys pre-emptive rights over any uranium deposits in Kazakhstan and is able to grow its resource base with relatively limited investment.
- 10 asset-level partnerships with leading international industry players illustrate the attractiveness of the asset base on a global scale.
- According to UxC, the Group ranks second lowest of all global uranium producers in terms of cash costs. Low production costs are primarily driven by the geological structure of its deposits, which enables cost-efficient and least environmentally impactful ISR extraction technology.
- The Group's structural cost advantage is further underpinned by a generally relatively lower cost base in Kazakhstan compared to other major uranium producing countries such as Canada and Australia.
- The Company believes, based on information provided by UxC, its average costs are consistently in the first quartile of the global uranium production cost curve.
- Kazatomprom has a proven track-record as reliable supplier to the industry for the past 20 years and has established relationships with the majority of global consumers of civil uranium and high quality blue chip customer base across Asia, Europe and North America.
- The Company supplies to 8 out of 10 largest operators of the nuclear generation capacity globally.
- Kazatomprom benefits from a global sales and distribution footprint including a recently established trading operation Trading House KazakAtom ("THK") in Switzerland and a representative office in the United States.
- ISO-14001-based environment management system and OHSAS-18001-compliant health and safety management systems, and continued promotion of HSE compliance awareness, across its employees and managers at all levels.
- Strong financial performance based on leading market position, low-cost operations, ability to quickly adjust production volumes and prudent financial policy.
- Resilience demonstrated during low uranium price environment.
- High-margin and cash generative operations with a relatively limited expansion capital expenditure requirements and conservative financial leverage.
- Although the Group's primary focus is on its core business of uranium mining, it also produces fuel pellets and UO2 powders at its Ulba Metallurgical Plant which has a track record of more than 60 years.
- Moreover, the Group is well positioned to capture any potential opportunities in other segments of the front-end nuclear value chain that may occur following a shift in the nuclear fuel market.
- The Group primarily focuses on the mining of uranium. The Company believes that mining, in particular ISR extraction method, is currently the most attractive segment of the nuclear fuel value chain in terms of sustainable profitability and returns on capital, and is expected to remain such for as long as current market fundamentals persist. The Group’s access to ISR-conducive uranium deposits in Kazakhstan gives it a natural competitive advantage in ISR uranium mining. Accordingly, the Group intends to maintain its primary focus on its uranium mining operations, while retaining the optionality to expand presence in other segments of the front-end cycle, as well as in its rare metals operations.
- In order to streamline its operations, the Group, among other things, has disposed of a significant number of non-core assets – over 30 subsidiaries in the past 5 years. The Group is in process of completing its non-core asset disposal programme by 2019. Furthermore, the Group has selectively increased its share in mining joint ventures.
- The Group has substantially changed its strategic approach to being a market-centric operator, as opposed to production-led operator. This envisages setting production and sales volumes on the basis of market fundamentals.
- The Group’s use of ISR technology allows it to respond to changes in uranium market conditions by ramping up or reducing its uranium production, far more rapidly and cost-effectively than most of its peers in the market.
- The Group prides itself on being the leading uranium producer in the world and seeks to build on this status in the future both in terms of scale as well as the operating efficiency and innovation. The Group intends to continue investing in the exploration and development of its reserve base to ensure sustainable low-cost production from its mines in the long term, while its current reserve base allows it to maintain the current production levels for approximately 30–35 years.
- The Group has strengthened a number of areas in its sales and marketing function in the past two years.
- In particular, the Group successfully created a new sales channel through THK in Switzerland, which has: allowed the Group to engage with new categories of customers, such as U.S.-based utility companies which prefer to purchase uranium in the spot market; enhanced the Group’s analytical capabilities; allowed for arbitrage operations; and allowed the Group’s efficient expansion into the short-term/spot market, which requires significant operational flexibility. Moreover, the Group has expanded the physical presence of its sales representatives in each of its core target customer geographies and will continue strengthening this sales network.
- The Group is committed to best HSE practices and will continue making this a matter of paramount focus for the management team going forward.
- The Group strives to be an employer of choice in Kazakhstan, and ensure that its mines are a completely safe working environment and are further not inflicting damage to the Kazakh ecosystem.
- Furthermore, the Group joined the international Vision Zero movement to promote the zero-injury concept and aims to maintain a low level of LTIFR and occupational accidents.
- The Group runs high-margin and cash generative operations with a relatively limited requirements for expansion capital expenditure and conservative financial leverage. The Group therefore will seek to return substantial cash flows to its shareholders, while preserving a conservative balance sheet structure allowing it to sustain a comfortable leverage level in case of adverse changes in commodity prices.
- The Group’s dividend policy is to distribute no less than 75% of its free cash flows if the Group’s leverage is below or equal to 1.0x Net Debt to Adjusted EBITDA and no less than 50% of its free cash flow if the leverage ratio is above 1.0x and below 1.5x Net Debt to Adjusted EBITDA. If the leverage of Net Debt to Adjusted EBITDA goes to 1.5 or more, then the amount of declared dividends shall be such percentage of free cash flow as determined by the Company’s General Meeting of Shareholders.
- Although the Group views itself as a predominantly uranium mining company, it is continuously evaluating the commercial attractiveness of opportunities to expand its footprint in the segments of the nuclear value chain in which it is already present.
- In addition, the Group is currently engaged in the construction of a nuclear power fuel assembly plant jointly with China’s CGNPC.
- Expansion into new segments of the nuclear value chain, subject to commercial attractiveness, could allow the Group to offer a broader range of products to its customers, and capture additional margins. In addition, the Group may consider the further strengthening of its market position by selectively acquiring or investing in high-quality assets in the nuclear fuel chain.