Publication of Annual Report and Notice of AGM

RNS Number : 9144R

Anglo American PLC

14 March 2016

 

Anglo American plc

(the "Company")

Registered office: 20 Carlton House Terrace, London SW1Y 5AN

Registered number: 3564138 (incorporated in England and Wales)

14 March 2016

PUBLICATION OF ANNUAL REPORT 2015 AND NOTICE OF ANNUAL GENERAL MEETING 2016 

In accordance with Listing Rule 9.6 and Disclosure and Transparency Rule ("DTR") 4.1, the Company announces that the following documents have been posted to shareholders and have today been submitted to the UK Listing Authority via the National Storage Mechanism:

·      Annual Report and Accounts for the year ended 31 December 2015

·      Notice of the 2016 Annual General Meeting to be held on 21 April 2016

·      Proxy form for the 2016 Annual General Meeting

The above mentioned documents (except for the Proxy form) are available on our website at http://www.angloamerican.com/investors/annual-reporting.aspx and http://www.angloamerican.com/investors/shareholder-information/agm/agm2016 respectively and will shortly be made available for inspection at www.morningstar.co.uk/uk/NSM. Shareholders can obtain additional copies of the Proxy form from our Registrar, Equiniti Limited at Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA or view online at www.shareview.co.uk. 

This announcement should be read in conjunction with the Company's announcement issued on 16 February 2016. Together these constitute the material required by DTR 6.3 to be communicated to the media in full unedited text through a Regulatory Information Service. This material is not a substitute for reading the Company's 2015 Annual Report and Accounts. Page references below refer to page numbers in the Annual Report and Accounts. References to notes to the financial statements refer to notes in the Annual Report and Accounts.

An indication of the important events that occurred in 2015 and their impact on the consolidated financial statements and the consolidated financial statements themselves were announced to the London Stock Exchange on 16 February 2016, forming part of the Preliminary Results announcement for the year ended 31 December 2015. Additional content forming part of the management report is below.

PRINCIPAL RISKS

We define a principal risk as a risk or combination of risks that would threaten the business model, future performance, solvency or liquidity of Anglo American. In addition to these principal risks we continue to be exposed to other risks related to currency, inflation, information and cyber security, community relations, environment, infrastructure and human resources. These risks are subject to our normal procedures to identify, implement and oversee appropriate mitigation actions.

Principal risks 1-7 on pages 42-44

CATASTROPHIC RISKS

We also face certain risks that we deem catastrophic risks. These are very high severity, very low likelihood events that could result in multiple fatalities or injuries, an unplanned fundamental change to strategy or the way we operate, and have significant financial consequences. We do not consider likelihood when assessing these risks as the potential impacts mean these risks must be treated as a priority.  Catastrophic risks are included as principal risks.

Catastrophic risks 8-11 on pages 44-45

RISK APPETITE

We define risk appetite as 'the nature and extent of risk Anglo American is willing to accept in relation to the pursuit of its objectives'. We look at risk appetite from the context of severity of the consequences should the risk materialise, any relevant internal or external factors influencing the risk and the status of management actions to mitigate the risk. A scale is used to help determine the limit of appetite for each risk, recognising that risk appetite will change over time.

If a risk exceeds appetite, it will threaten the achievement of objectives and may require a change to strategy. Risks that are approaching the limit of the Group's risk appetite may require management actions to be accelerated or enhanced in order to ensure the risks remain within appetite levels.

Further details on the risk management and internal control systems and the review of their effectiveness are provided on pages 80-81

1. COMMODITY PRICES
Global macro-economic conditions leading to sustained low commodity prices and/or volatility. Root cause: The most significant factors contributing to this risk at present are the slowdown in growth in China and other emerging markets, low growth rates in developed economies and an oversupply of commodities into the market, particularly the raw materials such as iron ore and metallurgical coal used in steel making. Other factors such as weak regional economies and conflict can also influence the economic environment and contribute to weak commodity prices.	Impact: Low commodity prices can result in weakened levels of cash flow, profitability and valuation. Debt costs may rise owing to rating agency downgrades and the possibility of restricted access to funding. The Group may be unable to complete its divestment programme within the desired timescales or achieve expected values. The capability to invest in growth projects is limited during periods of low commodity prices - which may, in turn, affect future performance. Mitigation: High levels of liquidity will be maintained during the current cycle. An organisation change programme incorporating cost reductions, continued roll-out of the Operating Model, reductions in capital expenditure and the divestment of certain assets is under way. The Board regularly monitors progress of these actions.	This risk has increased since 2014
		Risk appetite: Operating outside the limits of our appetite and mitigation actions are in place. Commentary: Current economic conditions are having a negative impact on commodity prices and represent the biggest immediate threat to Anglo American's financial performance. We have announced significant portfolio changes (see pages 16-19) as a response to commodity price risk.
2. POLITICAL AND REGULATORY
Uncertainty and adverse changes to mining industry regulation, legislation or tax rates can occur in any country in which we operate. Root cause: The Group has no control over political acts or changes in local tax rates. Our licence to operate through mining rights is dependent on a number of factors including compliance with regulations.	Impact: Uncertainty over future business conditions leads to a lack of confidence in making investment decisions, which can influence future financial performance. Increased costs can be incurred through additional regulations or resource taxes, while the ability to execute strategic initiatives that reduce costs or divest assets may also be restricted; all of which may reduce profitability and affect future performance. Political stability can also result in civil unrest or nullification of existing agreements, mining permits or leases. These may adversely affect the Group's operations or results of those operations. Mitigation: Anglo American has an active engagement strategy with the governments and regulators within the countries in which we operate or plan to operate. We assess portfolio capital investments against political risks and avoid or minimise exposure to jurisdictions with unacceptable risk levels. We actively monitor regulatory and political developments on a continuous basis.	No change in risk
		Risk appetite: Operating within the limits of our appetite. Commentary: Current global economic conditions have a significant impact on countries whose economies are exposed to the downturn in commodities, placing greater pressure on governments to find alternative means of raising revenues, and increase the risk of social and labour unrest. These factors could increase the political risks faced by the Group.
3. ORGANISATION CHANGE
Failure to accelerate and deliver the organisation change programme will lead to a loss of shareholder confidence in the ability to transform Anglo American and result in a reduced valuation. Root cause: The urgency to deliver change is high, but constraints exist in different geographies, including employment regulations and political factors that may delay timing and delivery of the organisation change.	Impact: Weakened levels of investor confidence, a decreased company valuation and reputational damage are possible outcomes if this risk materialises. Weaker cash flows, lower levels of profitability and debt rating downgrades, with a resultant increased cost of debt and possibly reduced access to financing, could also occur should this risk materialise. Employee morale and retention of key skills may also be affected. Mitigation: Progress has been achieved in all the various actions associated with the Group's organisation change. Mechanisms are in place to monitor progress, identify constraints to implementation, and to measure the benefits delivered. The Board regularly reviews the progress of these initiatives.	No change in risk
		Risk appetite: Operating within the limits of our appetite. Commentary: The organisation change programme incorporates redesign of corporate functions, implementation of the Operating Model, capital expenditure reviews, delivery of the marketing strategy and cost reduction initiatives. Non-delivery is deemed a principal risk in its own right as it is a critical component of the response to weak commodity prices.
4. PORTFOLIO RESTRUCTURING
Inability to divest assets in the timeframe required and/or for expected value. Root cause: Current economic conditions, particularly in commodity markets, are reducing the number of potential asset acquirers and are affecting the value that can be obtained. Completion of transactions can be complex, and involve numerous stakeholders - such as regulators, government, joint venture partners, employees and local communities - and each may have different expectations.	Impact: Weakened levels of cash flow, reduced profitability and a resultant negative impact on the valuation of Anglo American may result, along with an inability to reduce debt and improve financial performance. Any credit rating agency downgrade may increase the cost of debt, while an inability to deliver portfolio changes could result in loss of investor confidence and reputational damage. Mitigation: The divestment process involves comprehensive stakeholder engagement and initiatives to generate buyer interest. The Board regularly monitors progress of individual transactions.	No change in risk
		Risk appetite: Operating within the limits of our appetite. Commentary: Progress was made during 2015, following the successful divestment of the Lafarge Tarmac stake and the Anglo American Norte assets which, together, delivered $1.9 billion in gross proceeds. In addition, the proposed sale of Anglo American Platinum's Rustenburg mining and concentrating operations to Sibanye was announced in September. Non-delivery is deemed a principal risk in its own right as it is a critical component of the response to weak commodity prices.
5. MINAS-RIO
Delay in obtaining the operating licence extension and inability to achieve production targets during ramp-up. Root cause: Production has been impacted by water availability due to reduced rainfall. Increased regulatory scrutiny for the licence extension can be expected as a result of a major tailings dam incident involving loss of life at a competitor facility in Brazil in November, while there is also the continuing need to manage community issues. Both may delay completion of the civil works associated with the mine's development. Delays in obtaining licences are causing operational constraints.	Impact: Inability to achieve planned production and revenues and/or reductions in the cost of production. This may also result in loss of investor confidence and reputational damage. Mitigation: A comprehensive stakeholder engagement plan is in place to manage the licence extension and actions are being taken to address the ramp-up risks identified.	This risk has increased since 2014
		Risk appetite: Operating within the limits of our appetite. Commentary: An extension to the operating licence has been requested and is expected to be delivered by September 2016. The process to extend the licence through to December 2022 has also started and risks to achieving that extension have been identified. Risks to the production ramp-up have also been assessed, including optimisation of the flotation plant and water availability.
6. SOUTH AFRICA POWER
Electricity supply not able to meet the country's demands, leading to unplanned outages and failure of the national grid. Root cause: Anglo American is a significant consumer of power owing to the extent of our operations in South Africa. The risk is created through the state's lack of investment in generating capacity and a maintenance backlog in some generating facilities, leading to unplanned outages.	Impact: Unplanned and short-notice power supply outages can lead to production shortfalls, with a negative effect on revenue, costs and productivity. There are potential safety implications, particularly for underground mines and process activities. Loss of critical computing systems can interrupt normal business activities. Mitigation: Daily interactions are held with senior management of the state-owned power supplier to understand short and long term supply issues. Business units have emergency generation capability for deep level shafts and procedures are in place to minimise disruption.	This risk has increased since 2014
		Risk appetite: Operating within the limits of our appetite. Commentary: Installed generation capacity is not operating at 100%, particularly during summer months, leaving the system vulnerable, with any supply shortfalls requiring national load-shedding and/or curtailment. Significant improvements are not expected in the near term.
7. SAFETY
Failure to deliver a sustained improvement in safety performance. Root cause: Inability to deliver a sustained improvement in safety performance will result from a failure of management interventions and training initiatives to translate into behavioural change by all employees and contractors.	Impact: Loss of life, workplace injuries and safety-related stoppages all immediately impact production; while, over the longer term, such factors are also a threat to our licence to operate. Mitigation: A continued, relentless focus on safety improvement and safety risk management is adopted by executive management. Operating standards and guidelines are in place to mitigate safety risk, supported by robust risk management and risk assurance processes.	No change in risk
		Risk appetite: Operating within the limits of our appetite. Commentary: Senior management continues to treat safety risk management as its top priority. In 2015, lost-time injuries decreased, excluding Platinum, compared with the prior year, demonstrating continued progress in reducing workplace injuries. Six people lost their lives at Anglo American's managed operations during 2015, the same number as in 2014.
8. TAILINGS DAM FAILURE
A release of waste material leading to loss of life, injuries, environmental damage, reputational damage, financial costs and production impacts. Root cause: Tailings dam failures can result from over-topping, poor operating practices, instability of pit slopes, inadequate design and construction, or seismic events.	Impact: Potential for multiple fatalities and injuries, long term environmental damage, significant reputational damage and loss of licence to operate. The financial impact associated with clean-up costs and legal liability claims could be substantial. Mitigation: Anglo American employs technical standards that provide minimum design criteria and operational performance requirements; all of which are regularly inspected by technical experts. Assurance work is conducted to monitor the controls associated with management of tailings dam facilities.	No change in risk
		Risk appetite: Operating within the limits of our appetite. Commentary: Tailings dam failure is considered a catastrophic risk - i.e. a very high severity but very low frequency event that must be treated with the highest priority.
9. SLOPE WALL FAILURE
A sudden and unexpected failure of a slope causing landslides and inrush to pit or other asset (such as a pipeline), leading to loss of life, injuries, environmental damage, reputational damage, financial costs and production impacts. Root cause: Slope wall failure can result from inadequate design, unexpected adverse geological conditions, shortcomings in the mining process, or natural events such as seismic activity or excessive rainfall.	Impact: Potential for multiple fatalities or injuries, significant production impact and damage to assets. Financial costs associated with recovery and legal claims may be extensive. Regulatory issues may result and community relations may be affected. Mitigation: Technical standards exist that provide minimum criteria for slope stability design and operation. Monitoring of slope movement is conducted at all open pit operations. Inspections and training and awareness programmes are provided by technical experts, and assurance work is conducted to assess the effectiveness of controls.	No change in risk
		Risk appetite: Operating within the limits of our appetite. Commentary: Slope wall failure is considered a catastrophic risk - i.e. a very high severity but very low frequency event that must be treated with the highest priority.
10. MINESHAFT FAILURE
A sudden and unexpected failure of a mineshaft. Root cause: There are 23 vertical shafts in our Platinum and Coal business units. Mineshaft failure can occur as a result of rope failure, fire and explosion in a shaft, flooding, power failure, mud rush, conveyance failure or structural failure.	Impact: Multiple fatalities and injuries, damage to assets, production loss and reputational damage. Financial costs associated with recovery and liability claims may be significant. Mitigation: Technical standards exist that provide minimum criteria for mineshaft management. Inspections are carried out by technical experts and assurance work is conducted to assess the effectiveness of controls.	No change in risk
		Risk appetite: Operating within the limits of our appetite. Commentary: Mineshaft failure is considered a catastrophic risk - i.e. a very high severity but very low frequency event that must be treated with the highest priority.
11. FIRE AND/OR EXPLOSION
Fire and explosion risks are present at all mining operations and processing facilities such as smelters and refineries in our Platinum, Copper and Nickel businesses. Root cause: The combined presence of fuel, heat and oxygen, as well as conditions that can lead to the concentration and confinement of these elements, can cause an explosion - including gas, coal dust (particularly in underground mines), sulphide dust or furnace gas explosions.	Impact: Multiple fatalities and injuries, damage to assets, loss of production, reputation damage and loss of licence to operate. Financial costs associated with recovery and liability claims may be significant. Mitigation: Technical standards exist that provide minimum criteria for prevention of underground explosions and fire. Inspections are carried out by technical experts and assurance work is conducted to assess the effectiveness of controls. Third party reviews of fire risk are conducted at each location where significant risk is present.	No change in risk
		Risk appetite: Operating within the limits of our appetite. Commentary: Tailings dam failure is considered a catastrophic risk - i.e. a very high severity but very low frequency event that must be treated with the highest priority.

RELATED PARTY TRANSACTIONS

The Group has a related party relationship with its subsidiaries, joint operations, associates and joint ventures (see note 37 and 40). Members of the Board and the Group Management Committee are considered to be related parties.

The Company and its subsidiaries, in the ordinary course of business, enter into various sale, purchase and service transactions with joint operations, associates, joint ventures and others in which the Group has a material interest. These transactions are under terms that are no less favourable to the Group than those arranged with third parties.

	Associates		Joint ventures		Joint operations(1)
US$ million	2015	2014	2015	2014	2015	2014
Transactions with related parties
Sale of goods and services	28	31	3	-	123	141
Purchase of goods and services	(425)	(587)	(183)	(31)	(2,606)	(3,949)
Balances with related parties
Trade and other receivables from related parties	7	23	-	37	15	28
Trade and other payables to related parties	(135)	(140)	(15)	(17)	(68)	(97)
Loans receivable from related parties(2)	-(3)	98	431(4)	329	21	23

(1) Represents the portion of balances and transactions with joint operations or joint operation partners that the Group does not have the right to offset against the corresponding amount recorded by the respective joint operations. These amounts primarily relate to purchases by De Beers and Platinum from their joint operations in excess of the Group's attributable share of their production.

(2) Included in Financial asset investments on the Consolidated balance sheet.

(3) An impairment charge of $98 million has been recorded against loans receivable from associates during the year. This relates to loans to Atlatsa Resources Corporation (Platinum) and its subsidiaries, which have been fully impaired. The impairment charge is included within operating special items. See note 6 for further details.

(4) Includes $200 million receivable from Samancor (Iron Ore and Manganese). Samancor has been accounted for as a joint venture since March 2015, following amendments to the agreement that governs the Group's interests in Samancor which resulted in the Group acquiring joint control over the business (previously accounted for as an associate).

At 31 December 2015 the directors of the Company and their immediate relatives controlled 0.2% (2014: 0.1%) of the voting shares of the Company.

Remuneration and benefits received by directors are disclosed in the Remuneration report. Remuneration and benefits of key management personnel, including directors, are disclosed in note 26.

Information relating to pension fund arrangements is disclosed in note 27.

Refinancing of Atlatsa

In January 2014, Platinum completed the final phase of the refinancing transaction for Atlatsa Resources Corporation, which resulted in an increase in Investments in associates of $69 million, a net decrease in Financial asset investments of $47 million and a net gain of $22 million recorded within Non-operating special items.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. The directors are required to prepare the Group financial statements in accordance with International Financial Reporting Standards (IFRS), as adopted by the European Union and Article 4 of the IAS regulation, and have elected to prepare the parent company financial statements in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework'. The directors must not approve the accounts unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

In preparing the parent company financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently
-	make judgements and accounting estimates that are reasonable and prudent
-	state whether Financial Reporting Standard 101 'Reduced Disclosure Framework' has been followed, subject to any material departures disclosed and explained in the financial statements
-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

In preparing the Group financial statements, IAS 1 requires that directors:

-	properly select and apply accounting policies
-	present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information
-	provide additional disclosures when compliance with the specific requirements in IFRS is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance
-	make an assessment of the Company's ability to continue as a going concern.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions, disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

RESPONSIBILITY STATEMENT

for the year ended 31 December 2015

We confirm that to the best of our knowledge:

(a) the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and loss of Anglo American plc and the undertakings included in the consolidation taken as a whole

(b) the strategic report includes a fair review of the development and performance of the business and the position of Anglo American plc and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face

(c) the annual report and financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company's performance, business model and strategy.

By order of the Board

Mark Cutifani	René Médori
Chief Executive	Finance Director

For further information, please contact:

Media		Investors
UK James Wyatt-Tilby Tel: [phone]		UK Paul Galloway Tel: [phone]
Marcelo Esquivel Tel: [phone]		Edward Kite Tel: [phone]
South Africa Pranill Ramchander Tel: [phone] Shamiela Letsoalo Tel: [phone]		Sarah McNally Tel: [phone]

Notes to editors:

Anglo American is a globally diversified mining business. Our portfolio of world-class competitive mining operations and undeveloped resources provides the raw materials to meet the growing consumer-driven demands of the world's developed and maturing economies. Our people are at the heart of our business. It is our people who use the latest technologies to find new resources, plan and build our mines and who mine, process and move and market our products - from diamonds (through De Beers) to platinum and other precious metals and copper - to our customers around the world.

As a responsible miner, we are the custodians of those precious resources. We work together with our key partners and stakeholders to unlock the long-term value that those resources represent for our shareholders, but also for the communities and countries in which we operate - creating sustainable value and making a real difference.

www.angloamerican.com

Forward-looking statements:

This announcement includes forward-looking statements. All statements other than statements of historical facts included in this announcement, including, without limitation, those regarding Anglo American's financial position, business and acquisition strategy, plans and objectives of management for future operations (including development plans and objectives relating to Anglo American's products, production forecasts and reserve and resource positions), are forward-looking statements. By their nature, such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Anglo American, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

Such forward-looking statements are based on numerous assumptions regarding Anglo American's present and future business strategies and the environment in which Anglo American will operate in the future. Important factors that could cause Anglo American's actual results, performance or achievements to differ materially from those in the forward-looking statements include, among others, levels of actual production during any period, levels of global demand and commodity market prices, mineral resource exploration and development capabilities, recovery rates and other operational capabilities, the availability of mining and processing equipment, the ability to produce and transport products profitably, the impact of foreign currency exchange rates on market prices and operating costs, the availability of sufficient credit, the effects of inflation, political uncertainty and economic conditions in relevant areas of the world, the actions of competitors, activities by governmental authorities such as changes in taxation or safety, health, environmental or other types of regulation in the countries where Anglo American operates, conflicts over land and resource ownership rights and such other risk factors identified in Anglo American's most recent Annual Report. Forward-looking statements should, therefore, be construed in light of such risk factors and undue reliance should not be placed on forward-looking statements. These forward-looking statements speak only as of the date of this announcement. Anglo American expressly disclaims any obligation or undertaking (except as required by applicable law, the City Code on Takeovers and Mergers (the "Takeover Code"), the UK Listing Rules, the Disclosure and Transparency Rules of the Financial Conduct Authority, the Listings Requirements of the securities exchange of the JSE Limited in South Africa, the SWX Swiss Exchange, the Botswana Stock Exchange and the Namibian Stock Exchange and any other applicable regulations) to release publicly any updates or revisions to any forward-looking statement contained herein to reflect any change in Anglo American's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

Nothing in this announcement should be interpreted to mean that future earnings per share of Anglo American will necessarily match or exceed its historical published earnings per share.

Certain statistical and other information about Anglo American included in this announcement is sourced from publicly available third party sources. As such, it presents the views of those third parties, though these may not necessarily correspond to the views held by Anglo American.

 

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