Preliminary Results 2011

RNS Number : 6433Y
Glencore International PLC
05 March 2012
 



NEWS RELEASE

 

Baar, 5 March 2012

 

Preliminary Results 2011

 

 

HIGHLIGHTS

 

US $ million

2011

2010

Change





Key statement of income and cash flows highlights:

 

 

 

Revenue

186 152

144 978

28%

Adjusted EBITDA¹

6 464

6 201

4%

Adjusted EBIT¹

5 398

5 290

2%

Glencore net income pre significant items²

4 060

3 799

7%

Income before attribution

4 268

4 106

4%

Earnings per share (Basic) (US $)

0.72

0.35

106%

Funds from operations (FFO)3

3 522

3 333

6%

 

 

 

US $ million

2011

Change





Key financial position highlights:




Total assets

86 165

79 787

8%

Glencore shareholders' funds¹

29 265

19 613

49%

Net debt3

12 938

14 756

- 12%

Current capital employed (CCE)¹

22 479

19 588

15%

Ratios:




Adjusted current ratio¹

1.53x

1.26x

21%

FFO to Net debt

27.2%

22.6%

20%

Net debt to Adjusted EBITDA

2.00x

2.38x

- 16%

Adjusted EBITDA to net interest

7.63x

6.91x

10%


¹ Refer to glossary on page 78 for definitions and calculations.

² Refer to page 6.

3 Refer to page 8.

 

 

• Industrial activities Adjusted EBIT up 18% compared to 2010, benefiting from generally stronger commodity prices and increased production.

 

• Marketing activities Adjusted EBIT, excluding agricultural products which was adversely impacted by the unprecedented volatility and disruption in the cotton market, was over 10% higher than 2010.

 

• Copper equivalent¹ production volumes increased 16% in 2011 driven by a strong performance from the industrial activities including:

    - Kazzinc: completion of the new copper smelter and increased gold production;

    - Katanga: 57% production increase of copper metal contained as a result of the phase III expansion;

    - Mutanda: current production has increased 47,000 MT to 64,000 MT. The growth is part of its 110,000 MT copper development project which is tracking ahead of schedule;

    - Prodeco: 45% increase in production from 2010 attributable to the current expansion project; and

    - Aseng field in Block I - Equatorial Guinea: first oil produced in Q4 2011.

 

• Significant increase in Kazzinc's mineral reserves at the Vasilkovskoye, Maleevsky and Ridder-Sokolny deposits with contained gold up 50%, contained copper up 136% and contained zinc up 67%.

 

• Strong and improving cashflow coverage ratios with FFO to Net debt increasing 20% from 22.6% to 27.2% and Net debt to Adjusted EBITDA falling to 2.00 times from 2.38 times.

 

• Prior to the announcement of the proposed merger with Xstrata, both S&P (via an upgrade) and Moody's (via stabilisation of outlook) improved their credit ratings on Glencore to BBB (stable) and Baa2 (stable) respectively. Following the merger announcement, both agencies have flagged possible upgrade potential.

 

• The Directors propose a final dividend of $ 0.10 per share, bringing the total dividend for the year to $ 0.15 per share.

 

Glencore's Chief Executive Officer, Ivan Glasenberg, commented:

"Glencore delivered a solid performance in 2011, despite challenging economic conditions and markets. In particular, the industrial business benefited from stronger average prices for the key commodities it produces as well as the planned increase in production at many operations including Prodeco, Katanga, Kazzinc and Mutanda. Thus far in 2012, market conditions have improved and the year has started well across all segments of our business. Emerging market urbanisation will continue to increase commodity intensity per capita as the demand for goods and products that industrialised societies take for granted increases. This demand dynamic alongside the strength of our organic growth prospects will continue to be a fundamental driver of our business in 2012."

 

In addition, Glencore has today published on its website a presentation which contains a summary of the 2011 preliminary results as well as further information which Glencore intends to use in meetings with shareholders.  This presentation is available at www.glencore.com .

 

For further information please contact:

 

Investors & analysts
Media
Finsbury (Media)
Paul Smith
Simon Buerk
Guy Lamming
t: +41 (0)41 709 24 87
t: +41 (0)41 709 26 79
Dorothy Burwell
e: paul.smith@glencore.com
e: simon.buerk@glencore.com
t: +44 (0)20 7251 3801
 
 
 
Elisa Morniroli
Charles Watenphul
Company secretary
t: +41 (0)41 709 28 18
t: +41 (0)41 709 24 62
John Burton
e: elisa.morniroli@glencore.com
e: charles.watenphul@glencore.com
t: +41 (0)41 709 26 19
 
 
e: john.burton@glencore.com
 

website: www.glencore.com

 

 

Chief Executive Officer's review

 

2011 witnessed a number of events which inevitably disrupted the pattern of the global economy in the short term and with it the demand for commodities. The Japanese Tsunami severely impacted domestic and regional supply/demand patterns, while the Arab Spring tightened the outlook for global energy markets with resultant higher prices in oil. This had broader ramifications for the global economy as it struggled to sustain the growth delivered during 2010 as the issue at the heart of the 2008-09 financial and economic crisis, namely general levels of indebtedness in developed economies, remained unaddressed. The dilemma for governments of developed economies since then has been and remains how to maintain consumption and investment growth while attempting to signal serious intent to the bond markets about reducing sovereign debt.

 

In light of this challenging economic environment we are pleased that Glencore has been able to continue to deliver a healthy financial performance with Glencore net income, pre-significant items, increasing by 7% to $ 4.1billion in 2011. This increase was supported by solid underlying profitability in the marketing business against a generally difficult market backdrop. The industrial business benefited from stronger average prices for the key commodities it produces as well as the increased production at many operations including Prodeco, Katanga, Kazzinc and Mutanda.

 

The improved financial performance and extensive fund raising activities completed during the year provides us with a resilient balance sheet and financial flexibility with close to $ 7 billion of committed liquidity at the end of the year, over twice the stated $3billion minimum we set ourselves. This financial flexibility allowed us to continue to pursue various inorganic growth opportunities as we announced a number of bolt on acquisitions including Umcebo, Optimum Coal and Rosh Pinah Zinc. In addition, we also completed the takeover offer in respect of the minority shareholding in Minara Resources. 

 

Our listing on the London and Hong Kong Stock Exchanges in May 2011 was the largest ever IPO of ordinary shares on the premium listing segment of the London Stock Exchange and the first simultaneous London primary and Hong Kong secondary IPO. The resulting governance and shareholder structure serves to align the interests of all stakeholders in the Company. The Board of Directors proposes a final dividend of $ 0.10 per share for 2011.

 

Glencore's IPO also coincided with the start of the next stage of our journey of value creation which will see us deliver organic industrial growth conservatively in excess of 50% by 2014, substantially ahead of our peer group average. This in turn should help drive volumes and enhanced returns within our marketing business, particularly in copper, coal and oil. In 2011, our key industrial expansion projects continued to progress with the portfolio overall on track and within budget giving us confidence that we can deliver considerable growth in the next twelve months even absent an improvement in the economic environment.

 

The announcement on 7 February of our proposed merger with Xstrata is the logical next step for two complementary businesses to create a new powerhouse in the global commodities industry. This is a natural combination which will realise immediate and ongoing value from marketing the combined Group's products to maximise supply chain margin opportunities including via blending, swapping and storing to meet customers' needs more efficiently and cost effectively. Furthermore, the combined Group's enhanced scale, diversification and financial flexibility in combination with Glencore's existing relationship with thousands of third-party commodity producers worldwide, is expected to allow us to capitalise on more opportunities to grow the enlarged asset base. The new Company, Glencore Xstrata, will be the most diverse major resource group which will be in a position to realise immediate and ongoing value for its shareholders.

 

Looking ahead, in the short-term we expect a continuation of the healthy growth seen within emerging markets during 2011. Whilst looking to the longer term, we see no change to the fundamental drivers for healthy markets in our major commodities. Emerging market urbanisation will continue to increase commodity intensity per capita as people strive to improve their living standards to a level which is taken for granted in developed societies. China will continue to remain the central driving factor given its existing scale, resources and growth objectives.

 

Ivan Glasenberg

Chief Executive Officer

 

Financial Review

 

 

BASIS OF PRESENTATION OF FINANCIAL INFORMATION

 

The financial information included in this preliminary announcement has been prepared on a basis as outlined in note 1 of the financial statements. It is presented in the Chief Executive Officer's Report and the Financial Review sections before significant items unless otherwise stated to provide an enhanced understanding and comparative basis of the underlying financial performance. Significant items are items of income and expense which, due to their financial impact and nature or the expected infrequency of the events giving rise to them, are separated for internal reporting and analysis of Glencore's results.

 

In accordance with Listing Rule 12.43 (b), it is noted that the Profit Forecast amounts disclosed in the Trading Update published 7 February 2012 are unchanged from the respective amounts disclosed in this preliminary announcement.

 

 

results

 

Adjusted EBIT increased 2% to $5,398million in 2011 compared to 2010. The 2011 results benefited from generally higher average prices for the key commodities Glencore produces and mostly greater volumes handled by our marketing groups, tempered by the marked decline in agricultural marketing performance. Nonetheless, the Group's large scale, vertically integrated business model, spanning a diverse commodity portfolio, served to underpin a modest overall rise in Group profitability.

 

Adjusted EBIT

Adjusted EBIT by business segment is as follows:

 

US $ million

Marketing activities

Industrial activities

2011

 Adjusted
EBIT


Marketing activities

Industrial activities

2010

Adjusted
EBIT











Metals and minerals

1 242

1 357

2 599

48%

1 401

1 160

2 561

48%

Energy products

697

375

1 072

20%

450

235

685

13%

Agricultural products

- 8

- 39

- 47

- 1%

659

58

717

14%

Corporate and other¹

- 20

1 794

1 774

33%

- 173

1 500

1 327

25%

Total

1 911

3 487

5 398

100%

2 337

2 953

5 290

100%


¹ Corporate industrial activities include $ 1,893 million (2010: $ 1,729 million) of Glencore's equity accounted share of Xstrata's income.

 

 

Marketing Adjusted EBIT declined by 18% to $ 1,911 million in 2011, primarily due to the underperformance of our agricultural products division largely associated with the unprecedented volatility and disruption in the cotton market.

 

Industrial Adjusted EBIT was up by 18% to $ 3,487 million in 2011, benefiting from generally stronger commodity prices and increased production at many operations, as ongoing expansionary plans are progressed.

 

The metals and minerals segment Adjusted EBIT increased slightly to $ 2,599 million, with 17% growth in the industrial asset portfolio, driven by stronger metal prices and increased production, offsetting an 11% decline in marketing contribution. The latter was due to lower profits from the ferroalloys and zinc/copper departments which benefited in 2010 from strong physical purchasing and restocking fundamentals while overall firm physical premia and volumes were maintained during 2011.

 

The largest increase in Adjusted EBIT in 2011 was from the energy segment, up 56% to $ 1,072 million, primarily due to the stronger oil market fundamentals during the first half of the year. Increased coal volumes from Prodeco and commencement of oil production at the Aseng field in Q4 2011 accounted for the 60% increase in industrial energy EBIT contribution to $ 375 million.

The agricultural products segment had a negative Adjusted EBIT of $ 47 million in 2011, compared to a contribution of $717 million in 2010. The year-on-year decline was significantly impacted by the cotton activities, where extreme market volatility produced an outcome of ineffective hedging due to the dislocation of physical and paper markets and high levels of physical contractual non-performance by suppliers and customers.

 

Our agricultural asset portfolio is currently in a phase of considerable targeted expansion and development, which is expected to translate into enhanced scale and performance going forward. The 2011 result, in large part, reflects the current negative biodiesel production margin environment in Europe.

 

Corporate and other primarily relates to the Group's equity accounted interest in Xstrata and the variable pool bonus accrual, the net result of which increased from $ 1,327 million to $ 1,774 million. Xstrata accounted for $ 164 million (up 10%) of this improvement, with overhead reduction accounting for the balance.

 

Revenue

Revenue for the year ended 31 December 2011 was $ 186,152 million, a 28% increase compared to $ 144,978 million in 2010. The increase is primarily due to higher average commodity prices for most of the commodities which the Group produces and markets. Higher year-on-year average prices were notable in crude oil (39% for Brent), copper (17%), wheat (22%) and gold (28%) however, given the relatively high contribution of Glencore's oil business to Group revenue, the increase in average oil prices is the largest driver of the total revenue increase over the period.

 

Cost of goods sold

Cost of goods sold for the year ended 31 December 2011 was $181,938million, a 30% increase from $140,467million in the year ended 31 December 2010. This increase was primarily due to the higher commodity prices noted above and the resulting impact on the purchases of the respective commodities.

 

Selling and administrative expenses

Selling and administrative expenses for the year ended 31 December 2011 were $857million, a 19% reduction from $1,063million in 2010, primarily due to lower variable employee compensation charges.

 

Share of income from associates and jointly controlled entities

Share of income from associates and jointly controlled entities for the year ended 31 December 2011 was $1,972 million, a 8% increase from $ 1,829 million in 2010. The improvement is primarily due to the higher earnings flow-through from Xstrata, supported by an increasing contribution from Mutanda.

 

Other expense - net

Net other expense for 2011 was $ 511 million, compared to $ 8 million in 2010. The net amount in 2011 primarily comprised $ 344 million of expenses related to Glencore's listing, a $ 92 million of mark-to-market loss in respect of various minority holdings in listed companies, $ 63 million related to final costs associated with the settlement of the Prodeco option and $ 32 million of asset impairments.

 

Interest income

Interest income for the year ended 31 December 2011 was $339 million, a 21% increase over 2010. Interest income includes interest earned on various loans extended, including to companies within the Russneft Group which primarily accounted for the overall increase compared to the prior year.

 

Interest expense

Interest expense for the year ended 31 December 2011 was $1,186million, a 3% decline from $1,217million 2010, or flat, when taking into account $ 39 million of capitalised borrowing costs written off in 2010.

 

Interest expense on floating rate debt decreased by $40million to $511million from $551million (excluding significant items) over 2011. Floating rate debt is predominantly used to fund fast turning and liquid working capital, the funding cost of which is taken into account in transactional pricing and terms and accordingly sought to be "recovered" in Adjusted EBIT of our marketing activities.

 

Interest expense on fixed rate funding was $675million in 2011, an increase of $48million over 2010. The net increase is due to the Eurobond and Swiss Franc bond issuances in March 2010 and October 2010/January 2011.

 

Income taxes

A net income tax credit of $264million was recognised during the year ended 31 December 2011 compared to an expense of $234million for the year ended 31 December 2010. The 2011 credit resulted primarily from the recognition of substantial tax benefits that were crystallised following the reorganisation of the Glencore Group as part of the Listing. It has been Glencore's historical experience that its effective tax rate pre significant items on pre-tax income, excluding share of income from associates and jointly controlled entities and dividend income has been 10% as illustrated in the table below. Following the Listing related Restructuring which crystallised significant available future tax benefits as noted above, it is expected that the future effective tax rate will increase relative to the past as going forward, old structure employee shareholder payments will no longer be available to offset marketing related taxable income.

 

Earnings

A summary of the differences between Adjusted EBIT and Glencore net income, including significant items, is set out below:

 

US $ million

2011

2010




Adjusted EBIT

5 398

5 290

Net finance costs

- 847

- 897

Net other items¹

- 5

- 152

Income tax expense

- 250

- 234

Non controlling interests

- 236

- 208

Glencore net income pre significant items

4 060

3 799

Earnings per share (Basic) pre significant items (US $)

0.72

1.02




Other expense - net¹



  Mark to market movements on investments held for trading

- 92

0

  Mark to market valuation of certain coal forward contracts

25

- 790

  Listing related expenses

- 344

0

  Net gain on restructured Russneft interests

0

46

  Net impairment (charge)/reversal

- 6

674

  Prodeco call option expense

- 63

- 225

  Impairment of non current inventory

- 26

0

  Gain on revaluation of Vasilkovskoye Gold

0

462

  Other

0

- 23

Write off of capitalised borrowing costs²

0

- 39

Net gain/(loss) on disposal on investments

9

- 6

Net deferred tax asset recorded - mainly Listing/Restructuring benefits³

514

0

Share of Associates' exceptional items4

- 45

0

Non controlling interest portion of significant items5

16

- 147

Total significant items

- 12

- 48

Attribution to hybrid and ordinary profit participation shareholders

0

- 2 460

Income attributable to equity holders

4 048

1 291

Earnings per share (Basic) (US $)

0.72

0.35


¹ Recognised within other expense - net, see note 3 of the financial statements.

² Recognised within interest expense.

3 Recognised within income tax credit/(expense), see note 4 of the financial statements.

4 Recognised within share of income from associates and jointly controlled entities, see note 2 of the financial statements.

5 Recognised within non controlling interests.

 

 

significant items

 

Significant items are items of income and expense which, due to their financial impact and nature or the expected infrequency of the events giving rise to them, are separated for internal reporting and analysis of Glencore's results to provide a better understanding and comparative basis of the underlying financial performance.

 

In 2011, Glencore recognised $ 12million of significant expenses which comprised a positive $25million (2010: negative $790million) of mark to market adjustments associated with certain fixed price forward coal sales contracts relating to Prodeco's future production that did not qualify for "own use" or cash flow hedge accounting, $ 92 million of negative mark to mark adjustments on interests in other investments classified as held for trading and carried at fair value, with Glencore's interest in Century Aluminum Company cash settled equity swaps, Volcan Compania Minera S.A.A. and Nyrstar N.V. accounting for the majority of such movements, and $344million of expenses related to the Listing of Glencore. These expenses were largely offset by the recognition of $514million of net tax credits relating primarily to certain income tax deductions that were crystallised, following the reorganisation of Glencore prior to Listing. See notes 3 and 4 of the financial statements for additional details.

 

The net amount for 2010 included $225million of Prodeco call option expenses, offset by $ 674 million of impairment reversals following the rebound in market conditions and underlying valuation assumptions. 2010 also included a $462million gain ($315million, net of non controlling interests) related to the revaluation of the initial 40% interest in Vasilkovskoye Gold immediately prior to the acquisition of the remaining 60% interest in February 2010. See note 3 of the financial statements for additional details.

 

 

Liquidity and capital resources - Cash Flow

 

Cash generated by operating activities before working capital changes

Net cash generated by operating activities before working capital changes in the year ended 31 December 2011 was $4,101million, a decrease of $133million (3%) compared to 2010 or up 5% pre significant items, taking into account $ 325 million of relevant Listing/Restructuring related expenses incurred during the year. The pre significant items increase is consistent with the improved earnings.

 

Working capital changes

Net working capital increased by $3,174million during the year ended 31 December 2011 compared to an increase of $2,998million in 2010. Much of the 2011 increase occurred in December 2011 alone ($ 2.4 billion), as Glencore was presented with highly attractive 'funded' commodity sourcing opportunities. Most of this working capital investment is temporary in nature and is expected to reverse during H1 2012.

 

Net cash used by investing activities

Net cash used by investing activities was $3,690million in 2011 compared to $4,755million in 2010. The net outflow in 2011 primarily related to the continued capital expenditure programs in respect of Vasilkovskoye Gold's production ramp up, the various West African upstream oil development projects, the development of the Mutanda copper/cobalt mine and production expansion at Katanga and Prodeco. In addition, a few 'bolt on' investments were progressed, including securing a 31.2% interest in Optimum Coal and 43.7% of Umcebo Coal as well as increasing various existing equity related holdings, including in Volcan, Century Aluminum and Minara Resources. The 2010 net outflow included the $2,000million base amount in relation to the exercise of the Prodeco call option.

 

Net cash generated by financing activities

During 2011, in addition to regular bank and bond financing activities, Glencore refinanced the $2.8billion ($2.3billion drawn) bank loans secured by Xstrata shares with new 2 year $2.7billion equivalent facilities and raised $7.6billion net of issue costs via equity offerings on the London and Hong Kong stock exchanges.

 

 

ASSETS, LEVERAGE AND WORKING CAPITAL

 

Total assets were $86,165million as at 31 December 2011 compared to $79,787million as at 31 December 2010. Over the same time period current assets increased from $44,296million to $ 45,731million. The adjusted current ratio at 31December 2011 was 1.53 compared to 1.26 at 31 December 2010. This improvement is attributable to the refinancing of the Xstrata secured bank loans and the resulting reclassification from current to non current borrowings, the repayment of various 're-drawable' short term facilities and the investment in working capital as noted above. Non current assets increased from $35,491million as at 31 December 2010 to $40,434million as at 31 December 2011, primarily due to the capital expenditure programs noted above and the equity accounting pick-up of our share of Xstrata's earnings.

 

Consistent with 31 December 2010, 99% ($13,785million) of total marketing inventories were contractually sold or hedged (readily marketable inventories) at 31 December 2011. These inventories are readily convertible into cash due to their liquid nature, widely available markets, and the fact that any associated price risk is covered either by a physical sale transaction or a hedge transaction on a commodity exchange or with a highly rated counterparty. Given the highly liquid nature of these inventories, which represent a significant share of current assets, Glencore believes it is appropriate to consider them together with cash equivalents in analysing Group net debt levels and computing certain debt coverage ratios and credit trends. Balance sheet liquidity is very healthy such that current capital employed plus liquid stakes in listed associates (at book carrying value) covers 143% of Glencore's total gross debt as at 31 December 2011.

 

Net debt

 

US $ million


2010





Borrowings


28 029

30 132

Commodities sold with agreements to repurchase

 

39

484

Gross debt


28 068

30 616

Cash and cash equivalents and marketable securities

 

- 1 345

- 1 529

Net funding


26 723

29 087

Readily marketable inventories


- 13 785

- 14 331

Net debt


12 938

14 756

 

 

Movement in net debt

 

US $ million

2011

2010




Cash generated by operating activities before working capital changes

4 101

4 234

Listing related cash expenses included in number above (via statement of income)

325

0

Net interest paid

- 798

- 802

Tax paid

- 472

- 323

Dividends received from associates

366

224

Funds from operations

3 522

3 333




Non current advances and loans

- 320

- 825

Acquisition of subsidiaries

- 350

- 624

Purchase and sale of investments

- 760

- 2 060

Purchase and sale of property, plant and equipment

- 2 626

- 1 470

Working capital changes, excluding readily marketable inventory movements
and other

 

- 3 720

 

-1 640

Share issuance, net of issue costs and Listing related cash expenses included in the statement of income (see above)

 

7 291

 

0

Acquisition of additional interest in subsidiaries

- 315

- 75

Dividends paid

- 364

- 30

Cash movement in net debt

2 358

- 3 391

Debt assumed in business combination

- 204

- 745

Foreign currency revaluation of non current borrowings and other non cash items

- 68

70

Profit participation certificates redemptions

- 268

- 504

Non cash movement in net debt

- 540

- 1 179

Total movement in net debt

1 818

- 4 570

Net debt, beginning of period

- 14 756

- 10 186

Net debt, end of period

- 12 938

- 14 756

 

 

 

Net debt as at 31December2011 decreased to $12,398 million from $14,756million as at 31December2010, with the proceeds raised from the Listing extensively deployed in progressing the Group's key capex and development programs (Prodeco, Oil Exploration and Production and Mutanda), securing a selection of new investments and stake-building in existing holdings and short term funding of non readily marketable inventory working capital.

 

The ratio of Net debt to Adjusted EBITDA improved from 2.38 times in 2010 to 2.00 times as at 31 December 2011, while the ratio of FFO to Net debt improved from 22.6% in 2010 to 27.2% in 2011.

 

Capital resources and financing

 

During the year ended 31 December 2011, the following notable financing activities took place:

 

• In January, Glencore issued additional 5 year, 3.625% CHF 225million ($235million) bonds;

• In February and August, Glencore redeemed the $700million 8% Perpetual bonds at par;

• In May, Glencore replaced the previous 364 day $1,375million and $515million committed revolving credit facilities with two new 364 day committed revolving credit facilities for $2,925million and $610million respectively, both with a one year term extension option at Glencore's discretion. In addition, Glencore extended the final maturity of $8,340million of the $8,370million medium term revolver for a further year to May 2014. In aggregate, the new facilities represent an overall increase in committed available liquidity of $1,645million;

• In May, Glencore International plc was admitted to trading on the London and Hong Kong Stock Exchanges in what was the largest ever IPO of ordinary shares on the premium listing segment of the London Stock Exchange and the first simultaneous London primary and Hong Kong secondary IPO. The offer represented 16.94% of Glencore International plc's post-IPO issued share capital and raised a net $7,291million; and

• In June, Glencore refinanced the $2.8billion ($2.3billion drawn) facilities secured by Xstrata shares with new 2 year $2.7billion equivalent facilities.

 

Glencore's main refinancing requirements over the next twelve months relate to a few secured borrowing base working capital -facilities which ordinarily require extension/renewal each year. However, these tend to be routine given the underlying strong collateral and their modest amounts in the context of our overall balance sheet and funding/liquidity levels. As at 31 December2011, Glencore had available committed undrawn credit facilities and cash amounting to $6.8 billion (as a financial policy, Glencore has a $3billion minimum threshold requirement).

 

Value at risk (VaR)

One of the tools used by Glencore to monitor and limit its primary market risk exposure, namely commodity price risk related to its physical marketing activities, is the use of a VaR computation. VaR is a risk measurement technique which estimates the potential loss that could occur on risk positions as a result of movements in risk factors over a specified time horizon, given a specific level of confidence. The VaR methodology is a statistically defined, probability based approach that takes into account market volatilities, as well as risk diversification by recognising offsetting positions and correlations between commodities and markets. In this way, risks can be measured consistently across all markets and commodities and risk measures can be aggregated to derive a single risk value. Glencore has set a consolidated VaR limit (1 day 95%) of $100million representing less than 0.5% of Glencore shareholders' funds.

 

Glencore uses a VaR approach based on Monte Carlo simulations and is computed at a 95% confidence level with a weighted data history using a combination of a one day and one week time horizon.

 

Average market risk VaR (1 day 95%) during the year ended 31 December 2011 was $39million (2010: $43million), representing a modest 0.1% of shareholders' -equity.

 

Whilst it is Glencore's policy to substantially hedge its commodity price risks, there remains the possibility that the hedging instruments chosen may not always provide effective mitigation of the underlying price risk. The hedging instruments available to the marketing businesses may differ in specific characteristics to the risk exposure to be hedged, resulting in an ongoing and unavoidable basis risk exposure. Residual basis risk exposures represent a key focus point for Glencore's commodity department teams who actively engage in the management of such.

 

Credit ratings

In light of our extensive funding activities, investment grade ratings are of utmost importance to us. Prior to the announcement of the proposed merger with Xstrata, both S&P (via an upgrade) and Moody's (via stabilisation of outlook) improved their credit ratings on Glencore to BBB (stable) and Baa2 (stable) respectively. Following the merger announcement, both agencies have flagged possible upgrade potential.

 

Dividend

The Directors have proposed a 2011 final dividend of $ 0.10 per share, amounting to $ 692 million. The interim dividend of $ 0.05 per share, amounting to $ 346 million, was paid on 30 September2011.

 

Dividend dates

2012



Annual General Meeting

9 May

Ex-dividend date (UK and Hong Kong)

16 May

Last time for lodging transfers in Hong Kong

4:30 pm (HK) 17 May

Record date in Hong Kong

Opening of business (HK) 18 May

Record date in UK

Close of business (UK) 18 May

Deadline for return of currency election form (Jersey shareholders)

21 May

Applicable exchange rate date

25 May

Payment date

1 June

 

 

Shareholders on the Jersey register, may elect to receive the dividend in Sterling, Euro or Swiss Francs. The Sterling, Euro or Swiss Franc amount will be determined by reference to the exchange rates applicable to the U.S. Dollar seven days prior to the dividend payment date. Shareholders on the Hong Kong branch register will receive their dividends in Hong Kong Dollars. Further details on dividend payments, together with currency election and dividend mandate forms, are available from Glencore's website (www.glencore.com) or from the Company's Registrars. The Directors have proposed that the final dividend will be paid out of capital contribution reserves. As such, the final dividend would be exempt from Swiss withholding tax. As at 31 December 2011, Glencore International plc had CHF 14.4 billion of such capital contribution reserves in its statutory accounts.

 

Notional allocation of debt and interest expense

Glencore's indebtedness is primarily arranged centrally, with the proceeds then applied to marketing and industrial activities as required.

 

Glencore does not allocate borrowings or interest to its three operating segments. However, to assist investors in the assessment of overall performance and underlying value contributors of its integrated business model, Glencore notionally allocates its -borrowings and interest expense between its marketing and industrial activities as follows:

 

• At a particular point in time, Glencore estimates the borrowings attributable to funding key working capital items within the marketing activities, including inventories, net cash margining and other accounts receivable/payable, through the application of an appropriate loan to value ratio for each item. The balance of Group borrowings is allocated to industrial activities (including Glencore's stake in Xstrata).

• Once the average amount of borrowings notionally allocated to marketing activities for the relevant period has been estimated, the corresponding interest expense on those borrowings is estimated by applying the Group's average variable rate cost of funds during the relevant period to the average borrowing amount. The balance of Group interest expense and all interest income is allocated to industrial activities. The allocation is a company estimate only and is unaudited. The table below summarises the notional allocation of borrowings and interest and corresponding implied earnings before tax of the marketing and industrial activities for the year ended 31 December 2011.

 

US $ million

Marketing

 activities

Total





Adjusted EBIT

1 911

3 487

5 398

Interest expense allocation

- 295

- 891

- 1 186

Interest income allocation

-

339

339

Allocated profit before tax

1 616

2 935

4 551

Allocated borrowings¹ - 31 December 2011

14 247

13 821

28 068

Allocated borrowings¹ - quarterly average

13 161

14 703

27 864


1 Includes commodities sold with agreement to repurchase.

 

 

 

Based on the implied equity funding for the marketing activities' working capital requirements, as well as the relatively modest level of non current assets employed in the marketing activities (assumed to be equity funded), the return on notional equity for the marketing activities continued to be very healthy in 2011. The industrial activities' return on notional equity, although respectable, is being held back by mostly mid stage oil, copper, coal and gold development and expansion projects, where significant investments have been made to date, however the projects did not contribute to earnings in the year at anywhere near where their full production potential is expected to be.

 

 

Going concern

 

The financial position of the Group, its cash flows, liquidity position and borrowing facilities are outlined above and the business activities of the Group's segments are detailed in the sections following. Furthermore, note 23 of the consolidated financial statements includes the Group's objectives and policies for managing its capital, its financial risk management objectives, details of its financial instruments and hedging activities and its exposure to credit and liquidity risk.

 

In May 2011, the Company's shares were admitted to trading on the London and Hong Kong Stock Exchanges. Concurrently with this admission process, the Company implemented an offer for subscription of new ordinary shares. Pursuant to this offer, 922,713,511 ordinary shares were issued, representing 16.94% of the Group's post admission issued share capital raising proceeds of $ 7,291 million net of expenses.

 

The Directors believe, having made appropriate enquiries, that the Group has adequate resources to continue its operational existence for the foreseeable future. For this reason they continue to adopt the going concern basis in preparing the financial statements.

 

The Directors have made this assessment after consideration of the Company's budgeted cash flows and related assumptions, undrawn debt facilities, debt maturity review, analysis of debt covenants, and in accordance with Going Concern and Liquidity Risk: Guidance for Directors of UK Companies 2009 published by the UK Financial Reporting Council.

 

 

Subsequent events Affecting OUR FINANCIAL POSITION

 

• On 7 February 2012, Glencore announced its intention to acquire an additional 37.5% stake in Chemoil for cash consideration of $ 174 million. The transaction is expected to close in Q2 2012.

• On 7 February 2012, the Glencore Directors and the Independent Xstrata Directors announced that they had reached an agreement on the terms of a recommended all-share merger (the "Merger") of equals of Glencore and Xstrata to create a unique $ 90 billion natural resources group. The terms of the Merger provide Xstrata shareholders with 2.8 newly issued shares in Glencore for each Xstrata share held. The Merger is to be effected by way of a Court sanctioned scheme of arrangement of Xstrata under Part 26 of the UK Companies Act, pursuant to which Glencore will acquire the entire issued and to be issued ordinary share capital of Xstrata not already owned by the Glencore Group. The Merger is subject to shareholder, anti-trust and regulatory approvals.

 



 

Metals and minerals

 

US $ million

Marketing activities

Industrial activities

Marketing activities

2010








Revenue

43 317

8 667

51 984

37 889

7 322

45 211

Adjusted EBITDA

1 247

2 122

3 369

1 401

1 868

3 269

Adjusted EBIT

1 242

1 357

2 599

1 401

1 160

2 561

Adjusted EBITDA margin (%)

3%

24%

-

4%

26%

-

Allocated average CE1

7 746

15 108

22 854

7 018

12 208

19 226

Adjusted EBIT return on average CE

16%

9%

11%

20%

10%

13%


1
The simple average of segment current and non current capital employed (see note 2 of the financial statements), adjusted for production related inventories, is applied as a proxy for marketing and industrial activities respectively.

 

 

 

Market conditions

 

Selected average commodity prices

 


2011

Change





S&P GSCI Industrial Metals Index

440

393

12%

LME (cash) zinc price ($/t)

2 193

2 159

2%

LME (cash) copper price ($/t)

8 813

7 543

17%

LME (cash) lead price ($/t)

2 397

2 147

12%

Gold price ($/oz)

1 573

1 227

28%

Metal Bulletin alumina price ($/t)

374

332

13%

LME (cash) aluminium price ($/t)

2 398

2 173

10%

LME (cash) nickel price ($/t)

22 843

21 811

5%

Metal Bulletin cobalt price 99.3% ($/lb)

16

18

- 11%

Iron ore (Platts 62% CFR North China) price ($/DMT)

169

147

15%

 

 

Currency table

 


Average

2011

Average

2010

Change in
average prices







AUD:USD

1.03

1.02

0.92

1.02

12%

USD:COP

1 848

1 939

1 897

1 908

- 3%

EUR:USD

1.39

1.30

1.33

1.34

5%

GBP:USD

1.60

1.55

1.55

1.56

3%

USD:CHF

0.89

0.94

1.04

0.94

- 14%

USD:KZT

147

148

147

147

0%

USD:ZAR

7.26

8.09

7.32

6.63

-1%

 

 

Metal prices generally increased over 2011 compared to 2010 with the GSCI Industrial Metals Index increasing by 12% from -December 2010 to December 2011. However, with the exception of aluminium, base metals prices were on average 10%-15% lower in H2 2011 compared to H1 2011, which reflected increased investor and end user caution on the global growth outlook.

 

2011 was impacted by various macro events, such as the nuclear accident in Japan, social upheavals in North Africa and the Middle East and the ongoing sovereign debt crisis in Europe. The pressures on equity and debt markets, driven by the financial uncertainties, had a knock-on effect on commodity markets, where prices decreased and demand weakened.

 

Zinc/Copper/Lead

2011 markets were particularly characterised by supply disruptions and continuing decline in mine ore grades. Chile, which produces around one third of the world's copper, saw its year on year production fall by 3.2%, while production from Indonesia was severely impacted by the more than three month strike at the Grasberg mine. Production declined on an outright basis and is expected to continue to do so well into 2012 until the production cycle from ore to metal is re-established. This lack of supply growth explains the relative strength in prices witnessed in the face of weak demand in Europe and USA. Lack of new production is also relevant for zinc, though with China not being a net importer, zinc metal prices were relatively weaker.

 

The second half was dominated by reactions to the European financial crisis, in terms of price volatility on the terminal markets and consumer behaviour and purchasing patterns. Inventories in China had declined from the high levels since the purchases in 2009 and 2010 when prices were lower. Inventories in the US and Europe, which had seen major drawdowns since 2009, had not been rebuilt amid the uncertainty over Europe and were in fact cut even further throughout 2011 and remain that way. Chinese buyers on the other hand, have used price weakness in the fourth quarter to purchase large amounts of metal for nearby delivery and rebuild the inventory pipeline to a more 'normal' level, particularly for copper. We also saw the first signs of demand strength in the US during Q4 2011, most evident in the automobile sector where production was ramped up, following the supply chain disruptions in Japan and Thailand. There has been good consumer demand for zinc although purchasing was for current demand with no emphasis on restocking.

 

Alumina/Aluminium

The above mentioned market disruptions added complexity to the alumina/aluminium business, which created several profitable transaction opportunities that allowed the department to maintain a robust and profitable base in 2011.

 

The more recent decline in prices has increased producer margin pressure with many no longer able to cover their production cost. Indications for aluminium premiums for duty unpaid, in-warehouse material at the beginning of 2011 were $ 110-135 per tonne, with an average 2011 range of approximately $ 110-130 per tonne and a more recent level of $ 95-120 per tonne. Investor demand for physical metal, supported by wide contangos, has kept overall physical markets reasonably balanced.

 

Ferroalloys/Nickel/Cobalt/Iron Ore

The global stainless steel industry experienced a continued slowdown in H2 2011, due to interalia destocking in all markets across the distribution chain. Other ferroalloy consuming industries such as aerospace, automotive, oil and gas and plating remained strong throughout the second half.

 

The 2011 cobalt price was lower (11%) compared to 2010. The main reasons were (i) overstocking in the Chinese battery market, (ii) oversupply of producer metal and (iii) the loss of market share of Japanese battery producers (mostly due to a strong Yen). These factors were especially acute in Q4. Many producers reduced their inventory over year-end, based on pessimistic forecasts for
Q1 2012 however, we believe activity will be reasonable based on strong demand in the superalloy and battery sectors.

 

The iron ore price initially kept at a high level due to strong Chinese crude steel production matching the increased availability of material however, this balance started to change around September 2011. Prices declined due to the postponement of certain European allocations, tighter credit availability and poor steel sales in China. These concerns led to market prices falling c. $ 60 per DMT in a six week period to c. $ 115 per DMT at the end of October. Despite lower Chinese steel production levels, prices then recovered and stabilised in the $ 135-140 per DMT range, slightly above many marginal-cost producers' cost of production.

 

 

MARKETING

 

Highlights

Overall the 2011 result was solid albeit lower than the record 2010 performance. The decline in performance was partly due to lower profits from the ferroalloys and zinc/copper departments (which performed strongly in 2010 when physical purchasing and restocking in Asia was particularly intensive), offset by higher volumes and profits in the aluminium/alumina department.

 

Adjusted EBIT for 2011 was $ 1,242 million, compared to $ 1,401 million in 2010, a reduction of 11%.

 

Financial information

 

US $ million

2011

Change





Revenue

43 317

37 889

14%

Adjusted EBITDA

1 247

1 401

- 11%

Adjusted EBIT

1 242

1 401

- 11%

 

 

Selected marketing volumes sold

 


Units

2011

Change






Zinc metal and concentrates1

million MT

2.7

2.9

-7%

Copper metal and concentrates1

million MT

1.9

1.9

-

Lead metal and concentrates1

million MT

0.7

0.7

-

Gold

thousand toz

756

589

28%

Silver

thousand toz

11 128

8 527

31%

Alumina/aluminium

million MT

11.4

10.6

8%

Ferroalloys (incl. agency)

million MT

2.7

2.6

4%

Nickel

thousand MT

191.4

193.9

-1%

Cobalt

thousand MT

22.9

17.9

28%

Iron ore

million MT

10.3

9.3

11%


1 Estimated metal unit contained.

 

 

 

Zinc/Copper/Lead

2011 zinc volumes were lower at 2.7 million tonnes vs. 2.9 million tonnes in 2010, while copper and lead volumes were consistent between the two years. 2011 profits were lower than 2010 but remained strong. The decline was from a high base in 2010 which benefited from strong physical purchases and restocking in Asia.

 

Alumina/Aluminium

In 2011, the marketed volumes for alumina/aluminium increased to 11.4 million tonnes compared to 10.6 million tonnes in 2010, representing an increase of 8%. Arbitrage opportunities in aluminium were more favourable in 2011, with increased opportunities for inventory financing transactions and cash and carry deals. 2011 profits were higher than 2010.

 

Ferroalloys/Nickel/Cobalt/Iron Ore

Chrome ore output levels from South African producers continued to ramp up during 2011, which ensured a steady increase in monthly volumes.

 

Overall nickel volumes for all types of products remained strong and were similar to 2010 levels.

 

Cobalt volumes remained strong for the whole of 2011 compared with 2010 and confirmed existing trends in intermediate products, with a marked increase in exports.

 

Despite a slow start to the year due to severe supply disruptions in Canada, Brazil and Australia and the loss of supply from India due to the monsoon and the export ban iron ore volumes increased by 1 million tonnes in 2011 compared to 2010, mainly due to increased availability of spot cargos in H2 2011.

 

Overall profits in 2011 were slightly below 2010 levels with a mixture of positive and negative year-on-year performances within the various individual commodity books.

 

 

INDUSTRIAL ACTIVITIES

 

Highlights

• Metals and minerals' industrial activities performance continued to improve during 2011, driven by higher average prices in 2011 and increased production volumes at many of our operations.

• Total industrial revenues for metals and minerals were $ 8,667 billion, up 18% from $ 7,322 billion in 2010. Adjusted EBITDA and Adjusted EBIT for 2011 were $ 2,122 million and $ 1,357 million, up 14% and 17%, compared to $1,868 million and $ 1,160 million in 2010.

 

Financial information

 

US $ million

2011

Change





Revenue




Kazzinc

2 262

1 855

22%

Other Zinc

1 029

901

14%

Zinc

3 291

2 756

19%

Katanga

528

496

6%

Mopani

1 155

863

34%

Other Copper

2 493

2 072

20%

Copper

4 176

3 431

22%

Alumina/Aluminium

520

422

23%

Ferroalloys/Nickel/Cobalt/Iron ore

680

713

- 5%

Total

8 667

7 322

18%





Adjusted EBITDA




Kazzinc

862

815

6%

Other Zinc

297

225

32%

Zinc

1 159

1 040

11%

Katanga

198

168

18%

Mopani

328

218

50%

Other Copper

219

214

2%

Copper

745

600

24%

Alumina/Aluminium

60

- 9

n.m.

Ferroalloys/Nickel/Cobalt/Iron ore

83

189

- 56%.

Share of income from associates and dividends (includes Mutanda)

75

48

56%

Total

2 122

1 868

14%

Adjusted EBITDA margin (%)

24%

26%

-





Adjusted EBIT




Kazzinc

561

579

- 3%

Other Zinc

191

115

66%

Zinc

752

694

8%

Katanga

141

109

29%

Mopani

207

68

204%

Other Copper

161

179

- 10%

Copper

509

356

43%

Alumina/Aluminium

50

- 17

n.m.

Ferroalloys/Nickel/Cobalt/Iron ore

- 29

79

n.m.

Share of income from associates and dividends (includes Mutanda)

75

48

56%

Total

1 357

1 160

17%





Capex




Kazzinc

439

350

-

Other Zinc

131

110

-

Zinc

570

460

-

Katanga

325

221

-

Mopani

163

130

-

Other Copper

116

92

-

Copper

604

443

-

Alumina/Aluminium

20

31

-

Ferroalloys/Nickel/Cobalt/Iron ore

76

67

-

Total

1 270

1 001

-

 

 

Production data

 

thousand¹


Using feed from own sources

Using feed from third party
sources

2011

Total

Using feed from own sources

Using feed from third party
sources

2010

Total

Own feed change










Kazzinc









Zinc metal

MT

246.0

 54.8

 300.8

 239.1

 61.7

 300.8

3%

Lead metal²

MT

35.6

66.2

 101.8

 33.1

 67.7

 100.8

8%

Copper metal³

MT

51.2

1.8

 53.0

 48.0

 1.8

 49.8

7%

Gold

toz

390

39

 429

 326

 22

 348

20%

Silver

toz

4 299

5 571

 9 870

 5 182

 1 549

 6 731

-17%

Katanga









Copper metal³

MT

 91.2

 -

 91.2

 58.2

-

 58.2

57%

Cobalt 4

MT

 2.4

 -

 2.4

 3.4

-

 3.4

- 29%

Mutanda









Copper metal³

MT

 63.7

-

 63.7

 16.3

-

 16.3

291%

Cobalt 4

MT

 7.9

-

 7.9

 8.9

-

 8.9

- 11%

Mopani









Copper metal³

MT

 101.4

 103.0

 204.4

 94.4

 103.0

 197.4

7%

Cobalt 4

MT

 0.6

 0.3

 0.9

 0.8

 0.3

 1.1

- 25%

Other Zinc (Los Quenuales, Sinchi Wayra,

AR Zinc, Portovesme)




Zinc metal

MT

 30.5

 123.2

 153.7

 27.9

 116.7

 144.6

9%

Zinc oxide

DMT

 75.5

-

 75.5

 68.0

-

 68.0

11%

Zinc concentrates

DMT

 461.2

-

 461.2

 390.6

-

 390.6

18%

Lead metal

MT

 11.9

-

 11.9

 14.2

-

 14.2

- 16%

Lead concentrates

DMT

 61.0

-

 61.0

 56.6

-

 56.6

8%

Tin concentrates

DMT

 4.7

-

 4.7

 3.8

-

 3.8

24%

Silver metal

toz

 754

-

 754

 871

-

 871

- 13%

Silver in concentrates

toz

 7 978

-

 7 978

 7 781

-

 7 781

3%

Other Copper (Cobar, Pasar, Punitaqui)






Copper metal

MT

-

 164.1

 164.1

-

 176.0

 176.0

n.m.

Copper concentrates

DMT

 204.9

-

 204.9

 185.5

-

 185.5

10%

Cobalt

MT

-

 0.2

 0.2

-

-

-

n.m.

Silver contained

toz

 1 035

-

 1 035

 450

-

 450

130%

Alumina/Aluminium (Sherwin)






Alumina

MT

-

 1 460

 1 460

-

 1 259

 1 259

n.m.

Nickel/Cobalt (Murrin Murrin)






Nickel metal

MT

 28.5

 1.5

 30.0

 27.7

 0.7

 28.4

3%

Cobalt

MT

 1.9

 0.2

 2.1

 1.9

 0.1

 2.0

0%










Total Zinc contained

MT

 563.1

 178.0

 741.1

 514.3

 178.4

 692.7

9%

Total Copper -contained

MT

 362.6

 268.9

 631.5

 268.6

 280.9

 549.5

35%

Total Lead contained

MT

 82.5

 66.2

 148.7

 77.8

 67.6

 145.4

6%

Total Tin contained

MT

 2.2

-

 2.2

 1.9

-

 1.9

16%

Gold (incl. Gold equivalents)5

toz

706

 164

 870

 562

 47

 609

26%

Total Alumina

MT

-

 1 460

 1 460

-

 1 259

 1 259

n.m.

Total Nickel

MT

 28.5

 1.5

 30.0

 27.7

 0.7

 28.4

3%

Total Cobalt

MT

 12.8

 0.7

 13.5

 15.0

 0.4

 15.4

- 15%


¹ Production is included on a 100% basis. Controlled industrial assets only with the exception of Mutanda (40% owned) where Glencore has operational control.

² Lead metal includes lead contained in lead concentrates.

³ Copper metal includes copper contained in copper concentrates and blister copper.

4 Cobalt contained in concentrates and hydroxide.

5 Gold/Silver conversion ratio of 1/44.53 and 1/60.63 for 2011 and 2010 respectively based on average prices.

 

 

Operations

 

Kazzinc (Glencore interest: 50.7%)

Zinc and lead output in 2011 was in line with 2010 production levels. Processing silver-rich Dukatsky concentrate contributed to a 47% increase in silver production from 6.7 million toz in 2010 to 9.9 million toz in 2011. Production of gold was 429,000 toz, a 23% increase compared to 2010 production of 348,000 toz.

 

Kazzinc is near completion of its New Metallurgy project at an estimated cost of $ 926 million. The project consisted of the construction of a 70,000 tonnes per annum IsaSmelt Copper smelter/refinery, a new acid plant, modernisation of the existing lead plant and construction of the necessary auxiliary operations.

 

The new copper smelter was commissioned in August 2011 with first copper cathode produced in the last few days of August which met all international requirements. By the end of 2011, nearly 13,000 tonnes of copper cathode had been produced at the Ust-Kamenogorsk copper smelter with a gradual ramp up to the 70,000 tonnes per annum design capacity expected in 2012.

 

Ore processing at Altyntau Kokshetau was 5.7 million tonnes in 2011, a 61% increase compared to 2010. The Altyntau mills were each stopped in June and July for 45 days to allow work to be completed which is expected to result in processing production capacity increasing to 8.0 million tonnes per annum by 2013. Reinforcement of the foundations underneath the two ball mills went well with both mills coming back into operation by the end of July and end of August respectively. Some gold recovery issues still exist despite the installation of extra fine grinding capacity during the 45 days stoppage period, which is expected to allow the liberation of more gold in the grinding stage and therefore increased recovery. This challenge predominantly relates to the extremely hard nature of the ore which makes it difficult to grind below the necessary 4 microns in order to recover the gold. As a result, Kazzinc failed to meet its gold production target in 2011, however gold recovery rates have recently been improving.

 

In April 2011, Glencore conditionally agreed to increase its stake in Kazzinc from 50.7% to 93.0% for a total transaction consideration of $ 3.2 billion (consisting of the issuance of $ 1 billion of Glencore shares at its IPO price, equating to approximately 117 million shares, and $ 2.2 billion in cash). Glencore and the seller are currently targeting an agreed Q3 2012 completion date.

 

As a result of further exploration drilling and technical studies, Kazzinc significantly increased its JORC compliant mineral reserves, at the Vasilkovskoye, Maleevsky and Ridder-Sokolny deposits with gold up 50%, silver up 84%, copper up 136%, lead up 62% and zinc up 67% compared to the JORC compliant reserves outlined in the IPO prospectus adjusted for depletion during 2011 (see separate RNS release 5 March 2012). The effect of the higher mineral reserves has been to increase copper production, as compared to the plan outlined in the IPO prospectus, from own mined sources by 76% in 2012 and 230% in 2015.

 

Katanga (Glencore interest: 75.2%)

Katanga's contained copper in ore mined in 2011 amounted to 198,600 tonnes, a 51% increase compared to 2010.

 

Ore mined and hoisted at the KTO underground mine in 2011 was 1.6 million tonnes (at an average 3.71% copper content), an increase of 23% compared to 2010, whilst ore mined at the KOV Open Pit in 2011 was 2.5 million tonnes, 249% above 2010 production levels. The copper grade of ore mined from the KOV Open Pit for 2011 averaged 4.98% copper content.

 

Ore milled at the Kamoto concentrator in 2011 amounted to 4.1 million tonnes, an increase of 40% compared to 2010. The current milling capacity at Kamoto of 7.7 million tonnes per annum of ore is sufficient to support the life of mine plan through to 2014.

 

479,900 tonnes of total concentrate were produced, representing a 58% increase compared to 2010. Katanga continued to increase the production of oxide concentrate for sale as a finished product. The construction of a 120,000 tonnes per annum concentrate filtration and bagging facility was commissioned in the third quarter of 2011.

 

Copper produced in metal and concentrate for 2011 totalled approximately 91,200 tonnes, an increase of 57% compared to 2010. Total cobalt production in 2011 was 2,400 tonnes, 29% lower than in 2010 as a result of lower head grades in the current copper ore body.

 

Katanga experienced certain operational disruptions at the old existing installations during 2011. During Q4 2011, Katanga's Board announced that it had approved the Updated Phase IV Expansion. This acceleration of the Phase IV will address the problems experienced during 2011. Consistent with the completion of the Phase III Expansion project Katanga commissioned a front end engineering and early works report, which identified the following key items:

 

• an additional 100,000 tonnes per annum solvent extraction plant, over and above the 200,000 tonnes per annum solvent extraction ("SX") plant described in the ITR ("Independent Technical Report") to be constructed in front of the existing Luilu electrowinning ("EW") plant. The ITR detailed the conversion of the existing copper electrowinning facility at the Luilu refinery to a 200,000 tonnes per annum capacity copper electrowinning facility fed by the 200,000 tonnes per annum solvent extraction plant;

• Katanga reaching higher copper and cobalt production levels sooner than the timelines described in the ITR;

• an increase in expansionary capital expenditures from approximately $ 537 million (as described in the ITR) to approximately $ 635 million due primarily to the inclusion of the additional solvent extraction plant and an in-pit crusher at KOV Open Pit; and

• the increase of copper production to 270,000 tonnes per annum of LME Grade A copper and thereafter the expansion of copper production to 310,000 tonnes per annum, utilising anticipated cash flows from operating activities.

 

In order to expedite the commencement of the Updated Phase IV Expansion project, Katanga finalised the execution of a facility of up to $ 515.5 million from Glencore which will fund the portion of the project not already covered by Katanga's existing operating cash flow.

 

A further facility of $ 120 million was drawn in full to fund the redemption on 30 December 2011 of Katanga's outstanding CAD 125  million 14% debentures which otherwise would have been due for repayment on 30 November 2013.

 

For further information please visit www.katangamining.com

 

Mutanda (Glencore interest: 40%)

Mutanda is accounted for as an associate under Glencore's operational control.

 

Total copper production in 2011, including both cathodes and copper in concentrate, was 63,700 tonnes. Copper cathodes contributed 44,000 tonnes to the year's production which was significantly higher than the forecast of 24,000 tonnes. Total copper production in H2 2011 of 37,900 tonnes was 47% higher than the 25,800 tonnes in H1 2011.

 

Total cobalt production in 2011, including both cobalt in hydroxide and cobalt in concentrate, was 7,900 tonnes. Total cobalt production in both concentrate and hydroxide in H2 2011 was 4,300 tonnes, an 18% increase compared to the 3,600 tonnes produced in H1 2011.

 

The Phase I Hydrometallurgical Plant achieved design capacity of 20,000 tonnes per annum of annualised copper cathode production in January 2011. Under the Phase II project (construction of a 40,000 tonnes per annum SX/EW plant), EW2 and EW3 tank houses were commissioned ahead of schedule in April and June respectively.

 

The completion of the front end (milling and leaching) of the Phase II plant and associated cobalt circuit is expected in Q1 2012. This, along with the already commissioned EW2 and EW3 tank houses, will increase overall plant capacity to 60,000 tonnes per annum of copper cathodes and 18,000 tonnes per annum of cobalt in hydroxide at design feed grades.

 

The optimisation of the front end of the Phase III plant and the associated cobalt circuit is expected to be completed by the end of Q2 2012 and Q4 2012 respectively which, along with the already commissioned EW4 tank house, will result in the overall hydrometallurgical complex being capable of producing 110,000 tonnes per annum of copper cathodes and 23,000 tonnes per annum of cobalt in hydroxide at design feed grades.

 

The acid plant, which has a design capacity of 390 tonnes per day sulphuric acid and 73 tonnes per day SO2 capacity, is currently being commissioned. The cost of the sulphuric acid plant and all three Phases of the Hydrometallurgical Plant is expected to be $ 734 million.

 

Mutanda also continues to assess various other expansion options and is currently considering whether to expand the current plant capacity to 210,000 tonnes per annum (with an initial cost estimate of $ 670 million) or to expand the existing plant capacity to 150,000 tonnes per annum in conjunction with the construction of a new 100,000 tonnes unit sulphide concentrator.

 

Mutanda, in conjunction with Katanga and Kansuki, is engaged in a project to secure power for all three operations through the refurbishment of two turbines at the Inga dam which is expected to provide 450 megawatts of power. The project is being executed in partnership with SNEL, the national power operator in the DRC, and EGMF, the project contractor. The initial cost estimate is $ 340 million, which will be contributed by Mutanda, Katanga and Kansuki. The amount invested will be recovered via lower electricity tariffs.

 

Glencore holds a 50% interest in Kansuki Investments Sprl which in turn holds a 75% interest in Kansuki Sprl, the owner of the Kansuki concession, thereby giving Glencore an effective interest of 37.5%. Kansuki is a 185 square kilometre copper and cobalt pre-development project which borders the Mutanda concession. A total of $ 135 million of capital expenditure for mine and plant development has been committed of which $ 103 million has been spent. Exploration of the Kansuki concession is ongoing.  Discussions with respect to a potential combination of the Mutanda and Kansuki operations are ongoing with a view to ultimately obtaining a majority stake in the merged entity.

 

Mopani (Glencore interest: 73.1%)

Total contained copper in ore hoisted and mined was 6% higher than in 2010 whilst total contained copper in concentrate for 2011 was 9% higher than 2010 due to the improved ore deliveries from mining. 2011 gross anode production from the smelter of 208,200 tonnes was 5% higher than 2010 levels, which was driven by increased concentrate receipts and improved recoveries.

 

Total finished copper from own sources in 2011 was 7% higher compared to 2010 whilst total finished copper for 2011 at 204,400 tonnes, including purchased material and toll, was the highest achieved since Mopani's inception.

 

Finished cobalt production in 2011 was 18% lower compared to 2010, primarily due to the lower cobalt grades in both Mopani and purchased concentrates. Cobalt production was further adversely affected by the re-alignment of the Nkana concentrator to maximise copper concentrate production as well as the cobalt roaster being put on care and maintenance.

 

There are a series of major capital expenditure projects underway to increase mine production and continue to improve and modernise the smelter. The Synclinorium project is a new shaft development which should provide access to 115 million tonnes of copper ore and is expected to yield 4 million tonnes per annum of ore by 2018 replacing and improving on production from the current ore bodies in Nkana. It will be mined for approximately 18 years with an average grade of 1.85% copper content and 0.06% cobalt content. Forecast capital expenditure for the project is $ 323 million.

 

In metallurgy, the Smelter Phase III project is currently underway and includes the installation of three new converters, gas cleaning equipment and a second acid plant, which will improve sulphur dioxide emissions capture to above 97%. The project is on schedule and forecast capital expenditure for the project is $ 145 million.

 

Other Zinc

Los Quenuales (Glencore share: 97.5%)

Los Quenuales, which comprises of the Iscaycruz and Yauliyacu mines, continued its strong production performance in H1 2011 throughout the whole year.

 

Total ore processed at Iscaycruz was 43% higher than in 2010 (the mine having reopened in April 2010). Zinc and lead head grades did decline modestly but the higher overall volumes resulted in a 24% increase in the production of zinc concentrates whilst lead concentrate production levels effectively remained unchanged.

 

Total ore processed at Yauliyacu was 2% lower than in 2010, although zinc concentrate production remained unchanged due to improvements in recovery and head grade. In late April 2011, Los Quenuales ceased production of a single complex bulk concentrate, instead opting for separation into lead and copper concentrates. These separate concentrates are more readily saleable under current market conditions. In aggregate, as a result of the slight reduction in volumes treated and lower head grades, Yauliyacu produced 5% less bulk/lead/copper concentrates in 2011.

 

Sinchi Wayra (Glencore share: 100%)

Production at Sinchi Wayra was significantly higher compared to 2010. Ore treated and zinc concentrate produced was 15% higher whilst lead and tin concentrates produced were 29% and 25% higher respectively. These improvements were the result of a number of efficiency programs and low value/short pay-back capex expansion projects. These positive factors were slightly offset by a heavier than normal rainy season. Recovery issues in the Colquiri concentrator, as noted in the Interim Report 2011, have been addressed and largely resolved.

 

Negotiations with the Bolivian government to amend Sinchi Wayra's mining contracts in accordance with the new constitution are ongoing and whilst progress has been made, the final outcome and the timing thereof cannot be determined at this stage.

 

AR Zinc (Glencore share: 100%)

Production levels were consistent with prior years and in line with expectations, with zinc metal production increasing by 6% year on year.

 

The Palpala lead smelter had a maintenance shutdown during January and returned to full capacity thereafter however, as a result of the shutdown, lead metal production for the year was 17% lower than 2010 levels.

 

The Aguilar mine produced 15% more lead in concentrate compared to 2010, with the surplus unable to be treated at Palpala -being exported.

 

Perkoa (Glencore interest: 50.1%)

Construction is currently ongoing, with first production expected later this year. It is expected that the mine plan will be improved by adding a new opencut source of ore, increasing planned plant capacity. These planned improvements which should also -increase the life of mine and total overall production.

 

Other Copper

Cobar (Glencore interest: 100%)

Total production for 2011 was 44,700 tonnes of copper contained, an 11% reduction compared to 2010. This decrease is largely attributable to a temporary reduction in loader availability and lower head grades.

 

The main capital expenditure project currently underway is the shaft extension which will reduce operating costs per unit, allow access to more ore and increase production. The project is expected to be completed by the end of 2013 and total forecast capital expenditure for the project is $ 175 million.

 

Punitaqui (Glencore interest: 100%)

During 2011 Punitaqui produced 39,000 tonnes of copper concentrates, an encouraging first full year of production given operations only started toward the end of 2010, following the mine's acquisition in February 2010 and subsequent refurbishment.

 

Alumina/Aluminium

Sherwin Alumina (Glencore interest: 100%)

Production in 2011 was 1,460,100 tonnes, an increase of 16% compared to 2010, which was primarily due to the restart of the fifth digestor unit at the beginning of 2011.

 

Key capital expenditure projects include the re-bundling of the vertical heat exchangers which is ongoing and the increase in calciner capacity which is close to completion.

 

Ferroalloys/Nickel/Cobalt/Iron Ore

Murrin Murrin (Glencore interest: 100%)

Production in 2011 was 30,000 tonnes of nickel packaged and 2,100 tonnes of cobalt packaged, a 6% and 5% increase compared to 2010 production of 28,400 tonnes of nickel and 2,000 tonnes of cobalt. This increase was despite production being impacted by various issues including a series of electrical storms, heavy rain and flooding as well as maintenance issues.

 

The failure of an acid plant heat exchanger in June saw production continuing at a reduced rate before the tie-in of a new temporary unit in July. In October, the acid plant was shut to facilitate the tie-in of the replacement heat exchanger. Production subsequently improved in the second half of the year, reflecting increased plant availability and increased processed ore-grade following the ramp-up to full production from the Murrin Murrin East ore body.

 

Capital expenditure in 2011 was strictly contained and included the development of the Murrin Murrin East mine, commissioning of the high-density slurry project and work on a sixth reduction autoclave and second flash vessel unit in the refinery's nickel circuit, all of which commenced prior to 2011.

 

In September 2011, Glencore launched an all cash offer to acquire all the remaining Minara shares not already owned by Glencore. In November, following the successful closure of the offer, Glencore acquired the remaining shares and now owns 100%. The total consideration in respect of the minority buyout was approximately $ 265 million.

Energy products

 

US $ million

Marketing activities

Industrial activities

Marketing activities

2010








Revenue

114 756

2 309

117 065

87 850

1 499

89 349

Adjusted EBITDA

724

571

1 295

470

359

829

Adjusted EBIT

697

375

1 072

450

235

685

Adjusted EBITDA margin (%)

1%

25%

-

1%

24%

-

Allocated average CE1

5 168

4 7622

9 9302

5 6142

3 3762

8 9892

Adjusted EBIT return on average CE

13%

8%

11%

8%

7%

8%


1
The simple average of segment current and non current capital employed (see note 2 of the financial statements), adjusted for production related inventories, is applied as a proxy for marketing and industrial activities respectively.

2 For the purposes of this calculation, capital employed has been adjusted to exclude Russneft, Atlas, PT Bakrie and Oteko Group loans
(see note 8 of the financial statements), which generate interest income and do not contribute to Adjusted EBIT.

 

 

 

Market conditions

 

Selected average commodity prices

 


2011

Change

S&P GSCI Energy Index

333

266

25%

API2 ($/t)

122

93

31%

API4 ($/t)

116

92

26%

Prodeco realised price ($/t)1

95

82

16%

Shanduka realised export price ($/t)

108

96

13%

Shanduka realised domestic price ($/t)

43

35

23%

Oil price - Brent ($/bbl)

111

80

39%


1 As at 31 December 2011, 27
million tonnes had been sold forward at an average price of $94 per tonne.

 

 

The underlying fundamentals of global energy markets generally improved during 2011 with average prices appreciably higher during 2011 than 2010. The GSCI Energy Index increased by 25% from December 2010 to December 2011.

 

Coal

During H1 2011 demand for coal was strongly supported by cold weather related demand, combined with supply shortages due to Australian flooding and adverse weather conditions in Colombia, which left the traded market relatively tight. The effect of the Japanese earthquake and tsunami on nuclear generation also played a role in increasing -demand for coal, especially in the environmentally sensitive Atlantic markets.

 

Thereafter, the global financial crisis and uncertainty surrounding consumption patterns led to many players taking a cautious approach towards longer term commitments and a move to a more spot price oriented market. This resulted in lower demand and   prices. Prices fell further towards the end of the year, impacted by mild weather and robust coal supplies, especially from the US, which affected the Atlantic markets, whereas the Asian markets remained more robust and -resilient, although the general trend was also lower.

 

Oil

Brent front month prices started the year at $ 95 per barrel and ended at $ 107 per barrel, ranging between $ 93 per barrel and $ 127 per barrel, with most of the volatility seen during the first half of the year. During 2010, the range was between $ 70 per barrel to $ 95 per barrel. The increased volatility in H1 2011, driven by events in the Middle East and North Africa, the Japanese Tsunami and nuclear accident, European sovereign debt concerns and the IEA's decision to release strategic reserves in June, provided numerous marketing opportunities. For example, the removal of Libya's light sweet crude caused a sharp tightening of supplies of this grade. During H2 2011, oil prices trended downwards, and oil markets became dominated by bank and sovereign credit developments. The resulting unpredictability during this period resulted in more challenging trading conditions.

 

WTI became further dislocated from international grades in the second half of the year due to the domestic US crude benchmark's captive delivery location. The differential between Brent-WTI started the year at $ 2 per barrel differential, reaching a peak of $ 28 per barrel in mid-October before narrowing to $ 9 per barrel at the end of December 2011. The market ended with Brent and gasoil in backwardation but with gasoline showing the expected contango into the driving season.

 

Marketing

 

Highlights

2011 saw a strong year-on-year improvement, however this reflects, to a large extent, the weak base comparable period for oil marketing in 2010. 2011 continued to be negatively impacted by the weak freight environment in both the dry and wet market segments.

 

Adjusted EBIT for 2011 was $ 697 million, compared to $ 450 million in 2010, an increase of 55%.

 

Financial information

 

US $ million

2011

Change





Revenue

114 756

87 850

31%

Adjusted EBITDA

724

470

54%

Adjusted EBIT

697

450

55%

 

 

Selected marketing volumes sold

 

million

2011

Change





Thermal coal (MT)

91.0

92.2

-1%

Metallurgical coal (MT)

4.1

8.0

- 49%

Coke (MT)

0.3

0.7

-57%

Crude oil (bbls)

271.4

375.0

-28%

Oil products (bbls)

577.8

522.9

10%

 

 

Coal

Actual volume reduction was applicable to the more specialised metallurgical coal and coke products, whereas thermal coal volumes were fairly stable year on year.

 

The reduced volatility and lower overall freight rates resulted in fewer arbitrage opportunities between the various origins, with smaller volumes of cross market arbitrage being available. The reduction in volumes of generally higher margin specialised products resulted in a negative variance compared to 2010, although overall profitability remained solid.

 

The outlook for 2012 remains positive, although some market weakness can be expected during the early part of the year due to the uncertainty surrounding the European sovereign debt crisis. Thereafter, we expect demand to pick up and remain stable on the back of lower inventories and reduced nuclear capacity. The availability of good quality coal is likely to remain constrained with most of the growth in production centred on lower quality products, which is therefore likely to allow good quality coal to enjoy solid premiums over the rest of the market.

 

Glencore's focus remains committed to continue a growth strategy around strengthening of global partnerships with key players in the Pacific and Atlantic markets and to build up arbitrage and multi sourcing capabilities beyond equity investments. Glencore is well placed in this respect with most of its production and equity partnerships covering premium quality coal.

 

Oil

On an overall barrels per day basis, volumes decreased by 5% to 2.3 million barrels per day in 2011 from 2.5 million barrels per day in 2010. Despite this modest decline in volume, there was no material impact to the department's overall business coverage in support of profit opportunities and future growth potential.

 

Whilst high volatility and favourable physical supply/demand conditions provided more opportunities in H1 2011, the market during H2 2011 proved more challenging, with weaker expectations for developed market economic growth, poor refining margins and weak freight rates, resulting in fewer arbitrage opportunities. Despite a general improvement in freight in the months leading up to May 2011, challenging conditions returned for the remainder of the year with the renewed sovereign debt crisis, evidenced by market oversupply (particularly of larger vessels), continuing high bunker fuel prices and lower back-haul.

 

Industrial activities

 

Highlights

The energy industrial segment delivered a substantially improved performance during 2011 on the back of production increases at our coal operations in Colombia.

Industrial revenues in 2011 were $ 2,309 million versus $ 1,499 million in 2010, an increase of 54%. Adjusted EBITDA and Adjusted EBIT for 2011 was $ 571 million and $ 375 million respectively, up 59% and 60% compared to $ 359 million and $ 235 million in 2010.

Our coal mining and infrastructure expansion in Colombia is progressing well with Puerto Nuevo more than 50% complete and expected to be commissioned in Q1 2013.

• The Aseng oil field in Block I started production in November 2011, well ahead of its initial estimated timeline, with a total production of 2.8 million barrels by year-end, in excess of 50,000 barrels per day.

 

Financial information

 

US $ million

 2011

Change





Revenue




Prodeco

1 344

954

41%

Shanduka

323

292

11%

Coal

1 667

1 246

34%

Oil

642

253

154%

Total

2 309

1 499

54%





Adjusted EBITDA




Prodeco

418

278

50%

Shanduka

75

47

60%

Coal

493

325

52%

Oil

23

- 12

n.m.

Share of income from associates and dividends

55

46

20%

Total

571

359

59%

Adjusted EBITDA margin (%)

25%

24%

-





Adjusted EBIT




Prodeco

281

199

41%

Shanduka

49

14

250%

Coal

330

213

55%

Oil

- 10

- 24

n.m.

Share of income from associates and dividends

55

46

20%

Total

375

235

60%





Capex




Prodeco

510

277

-

Shanduka

29

27

-

Coal

539

304

-

Oil

706

514

-

Total

1 245

818

-

 

 

 

Production data

 

thousand MT¹

 

Own

Buy-in

Coal

2011

Total

 

Own

Buy-in

Coal

2010

Total

Own production change









Thermal Coal








Prodeco

14 586

195

14 781

10 042

230

10 272

45%

Shanduka (Export)²

498

-

498

385

-

 385

29%

Shanduka (Domestic)²

5 422

802

 6 224

7 006

497

 7 503

- 23%

Total

20 506

997

21 503

17 433

727

18 160

18%


¹ Controlled industrial assets only. Production is on a 100% basis.

2 Shanduka production for 2010 restated to a saleable basis, previously reported on a 'ROM' (Run of Mine) basis.

 

 

thousand bbls



2011

Total

2010

Total

Change







Oil¹






Block I



2 785

-

n.m.

Total



2 785

-

n.m.


¹ On a 100% basis. Glencore's ownership interest in the Aseng field is 23.75%

 

 

 

Operations

 

Prodeco (Glencore interest: 100%)

Total own coal production in 2011 was 14.6 million tonnes, an increase of 46% compared to 10.0 million tonnes in 2010. This substantial increase is largely attributable to the broad expansion project underway, which is forecast to increase production to 21 million tonnes by Q4 2013.

 

At the Calenturitas mine, Sector A has been opened contributing 4.3 million tonnes of the 7.6 million tonnes produced in 2011, a 46% increase from 5.2 million tonnes in 2010. Production at the La Jagua mine was 7.0 million tonnes, a 46% increase compared to 4.8 million tonnes in 2010.

 

The increased production across Prodeco's mines was somewhat constrained by the previously communicated delays in delivery of mining equipment from Japan in the aftermath of the Tsunami as well as the downtime of 21 rain days in excess of budget, primarily due to exceptionally heavy rains in October and November.

 

The largest capital expenditure project currently underway is the construction of the new direct loading port (Puerto Nuevo in Cienaga), which will provide Prodeco with higher annual throughput capacity and a lower operating cost, compared with the -current port at Puerto Prodeco (Zuñiga). The project is on schedule and expected to be commissioned in Q1 2013.

 

The remaining capital expenditure projects relate to ongoing mine fleet expansion and mine-based infrastructure support, which is substantially complete.

 

Shanduka (Glencore interest: 70%)

Total saleable own coal production for 2011 was 5.9 million tonnes, a 20% decrease compared to 2010 production of 7.4 million tonnes. This decrease was primarily due to the Kendal operations being placed on care and maintenance, which had the effect of reducing lower-margin domestic sales.

 

A pre-feasibility study related to the Springboklaagte project is progressing well and is showing positive results.

 

Umcebo (Glencore interest: 43.7%)

Glencore completed the acquisition of a 43.7% stake in Umcebo in December 2011. The transaction secures access to long-life resources from South Africa's principal coal field in Mpumalanga, which has established infrastructure for the transport of export quality thermal coal. In addition, it also secures an eventual 1.5 million tonnes of export allocation in Phase V of the Richards Bay Coal Terminal expansion.

 

Umcebo currently has three thermal coal mines in operation (Middelkraal, Kleinfontein and Klippan) and a standalone wash plant, with an aggregate annual production capacity of approximately 6.0 million tonnes  of saleable coal. Furthermore, the Wonderfontein mine is scheduled to commence production in late 2012, with an annual saleable production capacity of 2.7 million tonnes.

 

Oil Exploration & Production (Glencore interest: Block I: 23.75%/Block O: 25%)

First production from the Aseng field (Block I - Equatorial Guinea) was achieved on 6 November 2011, ahead of the planned start-up of Q1 2012. Gross oil production achieved to the end of December 2011 was 2.8 million barrels, an average daily rate of over 50,000 barrels per day. Gross oil production since the start of 2012 has averaged 55,000 barrels per day.

 

Subsea development drilling and well completion work on the Alen gas/condensate field (Block O - Equatorial Guinea) remains ongoing, whilst the shallow water wellhead platform arrived and was installed in H2 2011. The project remains on schedule for first production in late 2013 with a target flow rate of 37,500 barrels per day.

Agricultural products

 

US $ million

Marketing activities

Industrial activities

Marketing activities

2010








Revenue

13 744

3 359

17 103

8 238

2 180

10 418

Adjusted EBITDA

- 8

23

15

659

107

766

Adjusted EBIT

- 8

- 39

- 47

659

58

717

Adjusted EBITDA margin (%)

n.m.

1%

8%

5%

Allocated average CE1

3 323

1 631

4 953

2 368

1 106

3 474

Adjusted EBIT return on average CE

0%

- 2%

- 1%

28%

5%

21%


1 The simple average of segment current and non current capital employed (see note 2 of the financial statements), adjusted for production related inventories, is applied as a proxy for marketing and industrial activities respectively.

 

 

 

Market conditions

 

Selected average commodity prices

 

 

2011

Change





S&P GSCI Agriculture Index

490

363

35%

CBOT corn no.2 price (US¢/bu)

680

428

59%

ICE cotton price (US¢/lb)

137

94

46%

CBOT soya beans (US¢/bu)

1 317

1 049

26%

NYMEX sugar # 11 price (US¢/lb)

27

22

23%

CBOT wheat price (US¢/bu)

709

582

22%

 

 

 

Grain and oil seeds prices weakened in H2 2011, but nevertheless remained higher than in 2010. The GSCI Agriculture Index was on average 35% higher in 2011 compared to 2010.

 

A substantial Russian wheat production recovery, a record Australian wheat crop and reduced US feed demand due to high prices provided some relief to the tight supply/demand situation. South American production was however impacted by drought and global supplies are still not burdensome. With demand underpinned by growth in Asia, good crops will be required in 2012 to match expected demand.

 

Russian and Ukrainian export restrictions were lifted mid-2011, in response to good crops in both countries, but following near record exports from Russia, domestic prices again strengthened in late 2011.

 

The cotton market began to normalise by late 2011 after a period of unprecedented volatility. In H2 2011 prices ranged between US¢ 90 and US¢ 110 per pound, having been as high as US¢ 214 per pound early in the year. As noted earlier, contract performance issues and the disconnect between futures prices and physical markets at various times during the year, created a very challenging environment.

 

 

Marketing

 

Highlights

Grain, oil seed, sugar and freight volumes all trended higher in 2011, which is a positive development in an otherwise difficult year. Marketing Adjusted EBIT/EBITDA in 2011 was - $ 8 million compared to 2010's record $ 659 million. A number of factors, as described below, had an impact on the results, however cotton was far and away, the key negative.

 

Grain and oil seeds performed reasonably well but not on a par with 2010, which was a particularly strong year. Export restrictions in H1 2011 proved challenging, as did the European debt crisis induced volatility and uncertainty. When restrictions in Russia and the Ukraine were lifted, our up country infrastructure, elevator network and port ownership proved valuable in enabling the swift export of goods.

 

As noted before, in the cotton business, non and/or delayed contract performance by suppliers in a rising market, non-performance of customer contracts in the subsequent declining market and, by historical standards, the unprecedented disconnect/imperfect correlation between the futures market and the physical markets, created enormous challenges. These factors caused significant loss/opportunity cost to numerous market participants and the industry, in general, is now undergoing a review in -respect of pricing and performance enhancing mechanisms, length of contacts etc.

 

Financial information

 

US $ million

2011

Change





Revenue

13 744

8 238

67%

Adjusted EBITDA/EBIT

- 8

659

n.m.

 

 

Selected marketing volumes sold

 

million MT

2011

Change





Grains

25.3

20.9

21%

Oil/oilseeds

10.8

9.4

15%

Cotton

0.5

0.2

150%

Sugar

0.7

0.5

40%

 

 

 

Industrial activities

 

Highlights

With the exception of biodiesel production, processed volumes were considerably higher in 2011 compared to 2010. The significant increase in wheat milling production was due to an acquisition. The asset portfolio is in a phase of targeted expansion with a focus on storage, handling and oilseed processing facilities. Two new oilseed processing plants were acquired in 2011 and our new build projects remain on budget and time schedule.

 

Financial information

 

US $ million

2011

Change





Revenue

3 359

2 180

54%

Adjusted EBITDA1

23

107

-79%

Adjusted EBIT1

- 39

58

n.m.

Adjusted EBITDA margin (%)

1%

5%

-

Capex

221

71

-

 

1 Includes share of income from associates and dividends of $18million (2010: $19million).

 

 

Production data

 

thousand MT

2011

Change





Farming

827

587

41%

Oilseed crushing

2 008

1 593

26%

Oilseed crushing long term toll agreement

948

727

30%

Biodiesel

569

831

- 32%

Rice Milling

304

212

43%

Wheat Milling

1 001

362

177%

Sugarcane Processing

906

0

n.m.

Total

6 563

4 312

52%

 

Operations

 

Rio Vermelho (Glencore interest: 100%)

 

During 2011 Rio Vermelho crushed a total of 906,000 tonnes of sugarcane, producing 75,000 cubic metres of hydrous ethanol. Production was however below expectations, due to severe frosts which affected the region in June and August, and consequently lowered agricultural yields.

 

Rio Vermelho farmed 68% of its sugarcane feedstock in 2011, the balance of which was supplied by independent farmers. The share of own-farmed sugarcane is expected to increase over subsequent crop cycles as Rio Vermelho expands its own plantations.

 

A five year expansion plan is underway to increase crushing capacity from 1.0 million tonnes to 2.6 million tonnes, construct a Very High Pol ("VHP") sugar plant with a capacity of 260,000 tonnes and an anhydrous ethanol production capability of up to 80,000  cubic metres as well as the construction of a cogeneration plant capable of supplying 200,000 megawatt hours of surplus electricity to the grid. The first phase of the project, namely the construction of the VHP sugar plant, is expected to be completed by mid-2012. The total estimated project cost is $ 322 million.

 

Other Agricultural Products

Oilseed crushing

Processed volumes increased in 2011 versus 2010, however soybean crush margins, particularly in South American in H2 2011, were subdued. In December 2011, we acquired two soft seed processing facilities at Ústí in the Czech Republic and at Bodaczów in Poland, production of which will only be realised in 2012. Our Hungarian plant construction completed and commenced commissioning in December. The Timbues soya bean facility in Argentina is scheduled for completion by the end of H1 2012. These four facilities will add 3.6 million tonnes of processing capacity to our portfolio, including Glencore's share of Timbues of 2.0 million tonnes.

 

Biodiesel

Poor biodiesel esterification margins negatively impacted the 2011 results. Overcapacity in the EU and legislative changes that effectively diminished biodiesel demand were the main underlying causes. In response, we reduced our production volume by 32% compared to 2010 and took the unfortunate, but necessary measure of mothballing the Schwarzheide plant. The outlook in Europe remains challenging. In Argentina, our Renova joint venture performed well and the outlook is more positive, supported by the government's efforts to boost local biodiesel consumption.

 

Rice and wheat milling

Rice milled volumes rose by 43% in 2011, with better Argentine and Uruguayan rice crops. Wheat milling volume rose substantially due to our late 2010 acquisition of 50% of the Brazilian milling company Predilito. Both rice and wheat milling performed satisfactorily. In Brazil, the business is supported by strong brand recognition.

 

Farming

Overall farm production rose 41% and the business performed reasonably well due to favourable weather conditions and large crops.

 



 

Consolidated statement of income

for the years ended 31 December

 

US $million

Notes

2011

2010





Revenue


186 152

144 978

Cost of goods sold


- 181 938

- 140 467

Selling and administrative expenses


- 857

- 1 063

Share of income from associates and jointly controlled entities

 

1 972

1 829

Gain/(loss) on sale of investments

 

9

- 6

Other expense - net

3

- 511

- 8

Dividend income


24

13

Interest income


339

281

Interest expense


- 1 186

- 1 217

Income before income taxes and attribution

 

4 004

4 340

Income tax credit/(expense)

4

264

- 234

Income before attribution


4 268

4 106





Attribution to hybrid profit participation shareholders

13

0

- 367

Attribution to ordinary profit participation shareholders

13

0

- 2 093





Income for the year


4 268

1 646





Attributable to:




Non controlling interests


220

355

Equity holders


4 048

1 291





Earnings per share




Basic (US $)

14

0.72

0.35

Diluted (US $)

14

0.69

0.35

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

Consolidated statement of comprehensive income

for the years ended 31 December

 

US $million

Notes

2011

2010





Income for the year


4 268

1 646





Exchange (loss)/gain on translation of foreign operations

 

- 59

26

Loss on cash flow hedges

 

- 15

- 182

(Loss)/gain on available for sale financial instruments

7

- 1
206

25

Share of other comprehensive loss from associates and jointly controlled entities

 

- 25

- 43

Income tax relating to components of other comprehensive income

 

- 2

2

Net loss recognised directly in equity

 

-
1 307

- 172

Cash flow hedges transferred to the statement of income, net of tax

 

6

6

Other comprehensive loss


-
1 301

- 166

Total comprehensive income


2 967

1 480





Attributable to:




Non controlling interests


214

373

Equity holders


2753

1 107

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

Consolidated statement of financial position

as at 31 December

 

US $million

Notes

2011

2010





Assets




Non current assets




Property, plant and equipment

5

14 639

12 088

Intangible assets

6

210

0

Investments in associates and jointly controlled entities

7

18 858

16 766

Other investments

7

1 547

2 438

Advances and loans

8

4 141

3 830

Deferred tax assets

4

1 039

369



40434

35 491

Current assets




Inventories

9

17 129

17 393

Accounts receivable

10

21 895

18 994

Other financial assets

24

5 065

5 982

Prepaid expenses and other assets


297

118

Marketable securities


40

66

Cash and cash equivalents

11

1 305

1 463



45 731

44 016

Assets held for sale

12

0

280



45 731

44 296

Total assets


86 165

79 787





Equity and liabilities




Capital and reserves - attributable to equity holders




Share capital

13

69

37

Reserves and retained earnings


29 196

5 387



29 265

5 424

Non controlling interests


3 070

2 894



32 335

8 318

Hybrid profit participation shareholders

13

0

1 823

Ordinary profit participation shareholders

13

0

12 366

Total net assets attributable to profit participation shareholders,
non controlling interests and equity holders


 

32 335


22 507

Other non current liabilities




Borrowings

17

19 844

18 251

Deferred income

18

158

164

Deferred tax liabilities

4

1 399

1 308

Provisions

19

953

719



22
354

20 442

Current liabilities




Borrowings

17

8 185

11 881

Commodities sold with agreements to repurchase

9

39

484

Accounts payable

21

18 160

15 973

Provisions

19

98

172

Other financial liabilities

24

4 804

8 066

Income tax payable


190

217



31 476

36 793

Liabilities held for sale

12

0

45



31 476

36 838

Total equity and liabilities


86 165

79 787

 

 

The accompanying notes are an integral part of these consolidated financial statements.

Consolidated statement of cash flows

for the years ended 31 December

 

US $million

Notes

2011

2010





Operating activities




Income before income taxes and attribution


4 004

4 340

Adjustments for:




Depreciation and amortisation


1 066

1 026

Share of income from associates and jointly controlled entities


- 1 972

- 1 829

Increase in non current provisions


1

11

(Gain)/loss on sale of investments - net


- 9

6

Unrealised mark to market movements on other investments


92

178

Impairments and other non cash items - net


72

- 434

Interest expense - net


847

936

Cash generated by operating activities before working capital changes


4 101

4 234

Working capital changes




Increase in accounts receivable1


- 1 797

- 4 142

Decrease/(increase) in inventories


239

- 1 724

(Decrease)/increase in accounts payable2


- 1 616

2 868

Total working capital changes


- 3 174

- 2 998

Income tax paid


- 472

- 323

Interest received


121

229

Interest paid


- 919

- 1 031

Net cash (used)/generated by operating activities


- 343

111

Investing activities




Payments of non current advances and loans


- 320

- 825

Acquisition of subsidiaries, net of cash acquired

22

- 350

- 624

Disposal of subsidiaries


4

0

Purchase of investments


- 919

- 191

Xstrata rights issue settlement via exercise of Prodeco call option

3

0

- 2 000

Proceeds from sale of investments


155

131

Purchase of property, plant and equipment


- 2 606

- 1 657

Payments for exploration and evaluation


- 204

- 233

Proceeds from sale of property, plant and equipment


184

420

Dividends received from associates


366

224

Net cash (used) by investing activities


- 3 690

- 4 755

Financing activities




Share issuance, net of issue costs

13

7 616

0

Proceeds from issuance of Swiss Franc and Euro bonds


237

2 317

(Repayment of)/proceeds from Perpetual bonds


- 681

327

Repayment of Euro bonds


- 700

0

Proceeds from Convertible bonds


0

283

Proceeds from other non current borrowings


221

776

Repayment of other non current borrowings


- 169

- 413

Proceeds from Xstrata secured bank loans


384

0

(Repayment of)/net proceeds from current borrowings


- 1 493

2 945

Acquisition of additional interest in subsidiaries


- 315

- 75

Payment of profit participation certificates


- 861

- 883

Dividend paid to non controlling interests


- 18

- 28

Dividend paid to equity holders of the parent

15

- 346

- 2

Net cash generated by financing activities


3 875

5 247

(Decrease)/increase in cash and cash equivalents


- 158

603

Cash and cash equivalents, beginning of year


1 463

860

Cash and cash equivalents, end of year


1 305

 1 463


1

Includes movements in other financial assets, prepaid expenses, other assets and other non cash current assets.


Includes movements in other financial liabilities and current provisions.

 


The accompanying notes are an integral part of these consolidated financial statements.

Consolidated statement of changes in equity

for the years ended 31 December

 

US $million

Retained earnings

Share

premium1

Other reserves1

Total
reserves

and 
retained earnings

Share capital

Total

equity

attributable to equity holders

Non

controlling interests

Total

equity










At 1 January 2010

4 413

0

- 18

4 395

46

4 441

1 258

5 699

Class B shares redeemed pursuant to the Restructuring ¹

0

0

0

0

- 46

- 46

0

- 46

Ordinary shares issued pursuant to the Restructuring ¹

0

0

9

9

37

46

0

46

At 1 January 2010 (restated)

4 413

0

- 9

4 404

37

4 441

1 258

5 699

Income for the year

1 291

0

0

1 291

0

1 291

355

1 646

Other comprehensive (loss)/income

- 43

0

- 141

- 184

0

- 184

18

- 166

Dividends paid 2

- 2

0

0

- 2

0

- 2

0

- 2

Return of capital to non controlling interests

0

0

0

0

0

0

- 28

- 28

Change in ownership interest in subsidiaries

0

0

- 134

- 134

0

- 134

59

- 75

Acquisition of subsidiaries

0

0

0

0

0

0

1 232

1 232

Equity portion of Convertible bonds

0

0

12

12

0

12

0

12

At 31 December 2010 (restated)

5 659

0

- 272

5 387

37

5 424

2 894

8 318










At 1 January 2011

5 659

0

- 272

5 387

37

5 424

2 894

8 318

Income for the year

4 048

0

0

4 048

0

4 048

220

4 268

Other comprehensive loss

- 25

0

- 1 270

- 1 295

0

- 1 295

- 6

- 1 301

Conversion of HPPS and PPS profit participation plans ¹

0

13 821

0

13 821

16

13 837

0

13 837

Conversion of LTS and LTPPS profit participation plans ¹

- 5 701

5 694

0

- 7

7

0

0

0

Issue of share capital 1

0

7 607

0

7 607

9

7 616

0

7 616

Tax on Listing related expenses 3

0

21

0

21

0

21

0

21

Equity settled share-based payments 4

58

0

0

58

0

58

0

58

Change in ownership interest in subsidiaries

0

0

- 98

- 98

0

- 98

- 235

- 333

Acquisition of subsidiaries

0

0

0

0

0

0

215

215

Dividends paid 2

0

- 346

0

- 346

0

- 346

- 18

- 364

At 31 December 2011

4 039

26 797

- 1 640

29 196

69

29 265

3 070

32 335


1
See note 13.

² See note 15.

³ See note 4.

4 See note 16.

 


The accompanying notes are an integral part of these consolidated financial statements.

 

Notes to the financial statements

 

1. Accounting policies

 

Corporate information

The Glencore Group (Glencore) is a leading integrated marketer and producer of natural resources, with worldwide activities in the marketing of metals and minerals, energy products and agricultural products and the production, refinement, processing, storage and transport of these products. Glencore operates on a global scale, marketing and distributing physical commodities sourced from third party producers and own production to industrial consumers, such as those in the automotive, steel, power generation, oil and food processing industries. Glencore also provides financing, logistics and other services to produ-cers and consumers of commodities. Glencore's long experience as a commodity merchant has allowed it to develop and build upon its expertise in the commodities which it markets and cultivate long-term relationships with a broad supplier and customer base across diverse industries and in multiple geographic regions. Glencore's marketing activities are supported by investments in industrial assets operating in Glencore's core commodities.

 

This preliminary announcement was authorised for issue in accordance with a Directors' resolution on 5 March 2012.

 

Listing/Restructuring of the Group

On 24 May 2011, Glencore International plc (the "Company") was admitted to the Official List of the UK Listing Authority and commenced trading on the London Stock Exchange's premium listed market and on the Hong Kong Stock Exchange on 25 May 2011 via a secondary listing (the "Listing"). The Company is incorporated in Jersey, domiciled in Switzerland, and is the new ultimate parent company of Glencore and owner of 100% of the issued share capital of Glencore International AG, following a restructuring of the ownership interests in Glencore International AG immediately prior to admission (the "Restructuring") (see note 13). The Company's registered office is at Queensway House, Hilgrove Street, St Helier, Jersey, JE1 1ES.

 

Although this consolidated financial information has been released in the name of the parent, Glencore International plc, it represents in-substance continuation of the existing Group, headed by Glencore International AG and the following accounting treatment has been applied to account for the Restructuring:

 

• the consolidated assets and liabilities of the subsidiary Glencore International AG were recognised and measured at the pre-Restructuring carrying amounts, without restatement to fair value;

• the retained earnings and other equity balances recognised in the consolidated statement of financial position reflect the consolidated retained earnings and other equity balances of Glencore International AG, as at 24 May 2011, immediately prior to the Restructuring, and the results of the period from 1 January 2011 to 24 May 2011, the date of the Restructuring, are those of Glencore International AG as the Company was not active prior to the Restructuring. Subsequent to the Restructuring, the equity structure reflects the applicable movements in equity of Glencore International plc, including the equity instruments issued to effect the Restructuring and the Listing; and

• comparative numbers presented in the consolidated financial statements are those reported in the consolidated financial statements of Glencore International AG, for the year ended 31 December 2010, except for the presentation of the share capital, other reserves and per share amounts, which have been restated to reflect the change in the nominal value of the ordinary shares resulting from the Restructuring as if Glencore International plc had been the parent company during such periods.

 

Basis of preparation

The financial statements included within this preliminary announcement are based on the Group's financial statements which are prepared in accordance with:

• International Financial Reporting Standards (IFRS) and interpretations as adopted by the European Union (EU) effective as of 31 December 2011; and

• IFRS and interpretations as issued by the International Accounting Standards Board (IASB) effective as of 31 December 2011.

 

The financial statements are prepared under the historical cost convention except for the revaluation to fair value of certain financial assets, liabilities and marketing inventories and have been prepared on a going concern basis. The Directors have made this assessment after consideration of the Group's budgeted cash flows and related assumptions, including appropriate stress testing thereof, key risks and uncertainties, undrawn debt facilities and debt maturity review and in accordance with the Going Concern and Liquidity Guidance for Directors of UK Companies 2009 published by the Financial Reporting Council. Further information on Glencore's business activities, cash flows, liquidity and performance are set out in the Financial Review and its objectives, policies and processes for managing its capital and financial risks are detailed in note 23.

 

All amounts are expressed in millions of United States Dollars, unless other-wise stated, consistent with the predominant functional currency of Glencore's operations.

 

The unaudited financial information for the year ended 31 December 2011 and audited financial information for the year ended 31 December 2010 contained in this document does not constitute statutory accounts as defined in Article 105 of Companies (Jersey) Law 1991. The financial information for the year ended 31 December 2011 has been extracted from the financial statements of Glencore International plc which will be delivered to the Registrar in due course. The audit report for 31 December 2011 is yet to be signed by the auditors.

 

Changes in accounting policies and comparability

The following amendments to the existing standards and interpretations were adopted as of 1 January 2011:

• IAS 24 - Related Party disclosures;

• IFRIC 14 - Prepayments of a minimum funding requirement (amendment);

• IFRIC 19 - Extinguishing financial liabilities with equity instruments.

 

The adoption of these new and revised standards and interpretations did not have a material impact on the recognition, measurement or disclosure of reported amounts.

 

In addition, Glencore adopted IFRS 2 - Share-based Payment which details the accounting and disclosure requirements with respect to the phantom equity award plan (see note 16) established concurrent with the Listing and IAS 38 - Intangible Assets with respect to the acquisition of the Pacorini Group and other business combinations completed during the year and the recognition and accounting for goodwill and other intangible assets (see notes 22 and 6).

 

At the date of authorisation of these financial statements, the following standards and interpretations applicable to Glencore were issued but not yet effective:

• IFRS 9 - Financial Instruments

• IFRS 10 - Consolidated Financial Statements

• IFRS 11 - Joint Arrangements

• IFRS 12 - Disclosure of Interests in Other Entities

• IFRS 13 - Fair Value Measurement

• IAS 19 - Employee Benefits (2011)

• IAS 27 - Separate Financial Statements (2011)

• IAS 28 - Investments in Associates and Joint Ventures (2011)

• Amendments to IFRS 7 - Financial Instruments: Disclosures

• Amendments to IAS 1 - Presentation of Items of Other Comprehensive Income

• Amendments to IAS 12 - Deferred Tax: Recovery of Underlying Assets

• Amendments to IAS 32 - Offsetting Financial Assets and Financial Liabilities

• IFRIC 20 - Stripping Costs in the Production Phase of a Surface Mine

 

The Directors are currently evaluating the impact these new standards and interpretations will have on the financial statements of Glencore.

 

Principles of consolidation

The consolidated financial statements of Glencore include the accounts of the Company and its subsidiaries. A subsidiary is an entity that is ultimately controlled by the Company. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Control is usually assumed where Glencore ultimately owns or controls more than 50% of the voting rights, unless evidence exists to the contrary. The results of subsidiaries acquired or disposed of during the year are consolidated from the effective date of acquisition or up to the effective date of disposal, as appropriate. All intercompany balances, transactions and unrealised profits are eliminated.

Non controlling interests in subsidiaries are identified separately from Glencore's equity and are initially measured either at fair value or at the non controlling interests' proportionate share of the fair value of the acquiree's identifiable net assets. Subsequent to acquisition, the carrying amount of non controlling interests is the amount of those interests at initial recognition plus the non controlling interests' share of subsequent changes in equity. Total comprehensive income is attributed to non controlling interests even if this results in the non controlling interests having a deficit balance.

 

Changes in Glencore's interests in subsidiaries that do not result in a loss of control are accounted for as equity transactions with any difference between the amount by which the non controlling interests are adjusted and the fair value of the consideration paid or received being recognised directly in equity and attributed to equity holders of Glencore.

 

Investments in associates, jointly controlled entities and joint venture operations

Associates and jointly controlled entities (together Associates) in which Glencore exercises significant influence or joint control are accounted for using the equity method. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control over those policies. Significant influence is presumed if Glencore holds between 20% and 50% of the voting rights, unless evidence exists to the contrary. Joint control is the contractually agreed sharing of control over an economic entity where strategic and/or key operating decisions require unanimous decision making.

 

Equity accounting involves Glencore recording its share of the Associate's net income and equity. Glencore's interest in an Associate is initially recorded at cost and is subsequently adjusted for Glencore's share of changes in net assets of the Associate, less any impairment in the value of individual investments. Where Glencore transacts with an Associate, unrealised profits and losses are eliminated to the extent of Glencore's interest in that Associate.

 

Changes in Glencore's interests in Associates are accounted for as a gain or loss on disposal with any difference between the amount by which the carrying value of the Associate is adjusted and the fair value of the consideration received being recognised directly in the statement of income.

 

Where Glencore undertakes activities under joint venture operation or asset arrangements, Glencore reports such interests using the proportionate consolidation method. Glencore's share of the assets, liabilities, income, expenses and cash flows of jointly controlled operations or asset arrangements are consolidated with the equivalent items in the consolidated financial statements on a line by line basis.

 

Business combinations

Acquisitions of subsidiaries and businesses are accounted for using the acquisition method of accounting, whereby the identifiable assets, liabilities and contingent liabilities (identifiable net assets) are measured on the basis of fair value at the date of acquisition. Acquisition related costs are recognised in the statement of income as incurred.

Where a business combination is achieved in stages, Glencore's previously held interests in the acquired entity are remeasured to fair value at the acquisition date (i.e. the date Glencore attains control) and the resulting gain or loss, if any, is recognised in the statement of income.

 

Where the fair value of consideration transferred for a business combination exceeds the fair values attributable to Glencore's share of the identifiable net assets, the difference is treated as purchased goodwill, which is not amortised but is reviewed
annually for impairment and when there is an indication of impairment. Any impairment identified is immediately recognised in the statement of income. If the fair value attributable to Glencore's share of the identifiable net assets exceeds the consideration transferred, the difference is immediately recognised in the statement of income.

 

Similar procedures are applied in accounting for the purchases of interests in Associates. Any goodwill arising from such purchases is included within the carrying amount of the investment in Associates, but not amortised thereafter. Any excess of Glencore's share of the net fair value of the Associate's identifiable net assets over the cost of the investment is included in the statement of income in the period of the purchase.

 

The main operating and finance subsidiaries and investments of Glencore are listed in note 30.

 

Non current assets held for sale and disposal groups

Non current assets and assets and liabilities included in disposal groups are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use, they are available for immediate
disposal and the sale is highly probable. Non current assets held for sale are measured at the lower of their carrying amount or fair value less costs to sell.

 

Revenue recognition

Revenue is recognised when the seller has transferred to the buyer all significant risks and rewards of ownership of the assets sold. Revenue excludes any applicable sales taxes and is recognised at the fair value of the consideration received or receivable to the extent that it is probable that economic benefits will flow to Glencore and the revenues and costs can be reliably measured. In most instances sales revenue is recognised when the product is delivered to the destination specified by the
customer, which is typically the vessel on which it is shipped, the destination port or the customer's premises.

 

For certain commodities, the sales price is determined on a provisional basis at the date of sale as the final selling price is subject to movements in market prices up to the date of final pricing, normally ranging from 30 to 90 days after initial booking. Revenue on provisionally priced sales is recognised based on the estimated fair value of the total consideration receivable. The revenue adjustment mechanism embedded within provisionally priced sales arrangements has the character of a commodity derivative. Accordingly, the fair value of the final sales price adjustment is re-estimated continuously and changes in fair value are recognised as an adjustment to revenue. In all cases, fair value is estimated by reference to forward market prices.

 

Interest and dividend income is recognised when the right to receive payment has been established, it is probable that the economic benefits will flow to Glencore and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the applicable effective interest rate.

 

Foreign currency translation

Glencore's reporting currency and the functional currency of the majority of its operations is the U.S. Dollar as this is assessed to be the principal currency of the economic environment in which they operate.

 

Foreign currency transactions

Transactions in foreign currencies are converted into the functional currency of each entity using the exchange rate prevailing at the transaction date. Monetary assets and liabilities outstanding at year end are converted at year end rates. The resulting exchange differences are recorded in the consolidated statement of income.

 

Translation of financial statements

For the purposes of consolidation, assets and liabilities of group companies whose functional currency is in a currency other than the U.S. Dollar are translated into U.S. Dollars using year end exchange rates, while their statements of income are translated using average rates of exchange for the year. Goodwill and fair value adjustments arising from the acquisition of a foreign -operation are treated as assets and liabilities of the foreign -operation and are translated at the closing rate. Translation adjustments are included as a separate component of shareholders' equity and have no statement of income impact to the extent that no disposal of the foreign operation has occurred.

 

Repurchase agreements

Glencore enters into repurchase transactions where it sells certain marketing inventories, but retains all or a significant portion of the risks and rewards relating to the transferred inventory. Repurchase transactions are treated as collateralised borrowings, whereby the inventories are not derecognised from the statement of financial position and the cash received is recorded as a corresponding obligation within the statement of financial position as "commodities sold with agreements to repurchase" or, if the repurchase obligation is optional, within "trade advances from buyers".

 

Borrowing costs

Borrowing costs are expensed as incurred except where they relate to the financing of construction or development of qualifying assets in which case they are capitalised up to the date when the qualifying asset is ready for its intended use.

 

Retirement benefits

Glencore operates various pension schemes in accordance with local requirements and practices of the respective countries. The annual costs for defined contribution plans that are funded by payments to separate trustee administered funds or insurance companies equal the contributions that are required under the plans and are accounted for as an expense. Glencore uses the projected unit credit actuarial method to determine the present value of its defined benefit obligations and the related current service cost and, where applicable, past service cost.

 

Actuarial gains and losses are accounted for using the corridor method. Under this method, to the extent that any cumulative unrecognised actuarial gain or loss exceeds 10% of the greater of the present value of the defined benefit obligation and the fair value of plan assets, that excess is recognised in income over the expected average remaining working lives of the employees participating in the plan. Past service cost is recognised immediately to the extent that the benefits are already vested, and otherwise is amortised on a straight line basis over the average period until the benefits become vested.

 

Share-based payments

Equity-settled share-based payments

Equity-settled share-based payments are measured at the fair value of the awards based on the market value of the shares at the grant date. Fair value excludes the effect of non market-based vesting conditions. The fair value is charged to the statement of income and credited to retained earnings on a straight-line basis over the period the estimated number of awards are expected to vest.

 

At each balance sheet date, Glencore revises its estimate of the number of equity instruments expected to vest as a result of the effect of non market-based vesting conditions. The impact of the revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to retained earnings.

 

Cash-settled share-based payments

For cash-settled share-based payments, a liability is initially recognised at fair value based on the estimated number of awards that are expected to vest, adjusting for market and non market based performance conditions. Subsequently, at each reporting period until the liability is settled, the liability is remeasured  to fair value with any changes in fair value recognised in the statement of income.

 

Income taxes

Income taxes consist of current and deferred income taxes. Current taxes represent income taxes expected to be payable based on enacted or substantively enacted tax rates at the period end and expected current taxable income, and any adjustment to tax payable in respect of previous years. Deferred taxes are recognised for temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, using enacted or substantively enacted income tax rates which will be effective at the time of reversal of the underlying temporary difference. Deferred tax assets and unused tax losses are only recognised to the extent that their recoverability is probable. Deferred tax assets are reviewed at reporting period end and amended to the extent that it is no longer probable that the related benefit will be realised. To the extent that a deferred tax asset not previously recognised fulfils the criteria for recognition, an asset is recognised.

 

Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same authority and Glencore has both the right and the intention to settle its current tax assets and liabilities on a net or simultaneous basis. The tax effect of certain temporary differences is not recognised principally with respect to the initial recognition of an asset or liability (other than those arising in a business combination or in a manner that initially impacted accounting or taxable profit) and temporary differences relating to investments in subsidiaries and associates to the extent that Glencore can control the timing of the reversal of the temporary difference and it is probable the temporary difference will not reverse in the foreseeable future. Deferred tax is provided in respect of fair value adjustments on acquisitions. These adjustments may relate to assets such as extraction rights that, in general, are not eligible for income tax allowances.

 

Royalties, extraction taxes and other levies/taxes are treated as taxation arrangements when they have the characteristics of an income tax including being imposed and determined in accordance with regulations established by the respective government's taxation authority.

 

Current and deferred tax are recognised as an expense or income in the statement of income, except when they relate to items that are recognised outside the statement of income (whether in other comprehensive income or directly in equity) or where they arise from the initial accounting for a business combination.

 

Exploration and evaluation expenditure

Exploration and evaluation expenditure relates to costs incurred on the exploration and evaluation of potential mineral and petroleum resources and includes costs such as researching and analysing historical exploration data, exploratory drilling, trenching, sampling and the costs of pre-feasibility studies. Exploration and evaluation expenditure for each area of interest, other than that acquired from the purchase of another company, is charged to the statement of income as incurred except when the expenditure will be recouped from future exploitation or sale of the area of interest and it is planned to continue with active and significant operations in relation to the area, or at the reporting period end, the activity has not reached a stage which permits a reasonable assessment of the existence of commercially recoverable reserves, in which case the expenditure is capitalised. Purchased exploration and evaluation assets are recognised at their fair value at acquisition.

 

Capitalised exploration and evaluation expenditure is recorded as a component of mineral and petroleum rights in property, plant and equipment.

 

All capitalised exploration and evaluation expenditure is monitored for indications of impairment. Where a potential impairment is indicated, an assessment is performed for each area of interest or at the cash generating unit level. To the extent that capitalised expenditure is not expected to be recovered it is charged to the statement of income.

 

Development expenditure

When commercially recoverable reserves are determined and such development receives the appropriate approvals, capitalised exploration and evaluation expenditure is transferred to construction in progress. Upon completion of development and commencement of production, capitalised development costs are transferred as required to either mineral and petroleum rights or deferred mining costs and depreciated using the unit of production method (UOP).

 

Property, plant and equipment and intangible assets

Property, plant and equipment and intangible assets are stated at cost, being the fair value of the consideration given to acquire or construct the asset, including directly attributable costs required to bring the asset to the location or to a condition necessary for operation and the direct cost of dismantling and removing the asset, less accumulated depreciation and any accumulated impairment losses. Intangible assets include goodwill, future warehousing fees and trademarks.

 

Property, plant and equipment and intangible assets are depreciated to their estimated residual value over the estimated useful life of the specific asset concerned, or the estimated remaining life of the associated mine, field or lease. Depreciation commences when the asset is available for use. Identifiable intangible assets with the finite life are amortised on a straight-line basis over their expected useful life. Goodwill is not depreciated.

 

The major categories of property, plant and equipment are depreciated on a UOP and/or straight-line basis as follows:

 

Buildings

10-45 years

Land

not depreciated

Plant and equipment

3-30 years/UOP

Mineral rights and development costs

UOP

Deferred mining costs

UOP

 

 

Assets under finance leases, where substantially all the risks and rewards of ownership transfer to the Group as lessee, are capitalised and amortised over their expected useful lives on the same basis as owned assets or, where shorter, the term of the relevant lease. All other leases are classified as operating leases, the expenditures for which, are charged against income over the accounting periods covered by the lease term.

 

 

Deferred stripping costs

Stripping costs incurred in the development of a mine (or pit) before production commences are capitalised as part of the cost of constructing the mine (or pit) and subsequently amortised over the life of the mine (or pit) on a unit of production basis. Production stripping costs are deferred when the actual stripping ratio incurred significantly exceeds the expected long term average stripping ratio and are subsequently amortised when the actual stripping ratio falls below the long term average stripping ratio. Where the ore is expected to be evenly distributed, waste removal is expensed as incurred.

 

Mineral and petroleum rights

Mineral and petroleum reserves, resources and rights (together Mineral Rights) which can be reasonably valued, are recognised in the assessment of fair values on acquisition. Mineral Rights for which values cannot be reasonably determined are not recognised. Exploitable Mineral Rights are amortised using the UOP over the commercially recoverable reserves and, in certain circumstances, other mineral resources. Mineral resources are included in amortisation calculations where there is a high degree of confidence that they will be extracted in an economic manner.

 

Restoration, rehabilitation and decommissioning

Restoration, rehabilitation and decommissioning costs -arising from the installation of plant and other site preparation work, discounted to their net present value, are provided for and capitalised at the time such an obligation arises. The costs are charged to the statement of income over the life of the operation through depreciation of the asset and the unwinding of the discount on the provision.

 

Costs for restoration of subsequent site disturbance, which is created on an ongoing basis during production, are provided for at their net present values and charged to the statement of income as extraction progresses.

 

Other investments

Equity investments, other than investments in Associates, are recorded at fair value unless such fair value is not reliably determinable in which case they are carried at cost. Changes in fair value are recorded in the statement of income unless they are classified as available for sale, in which case fair value movements are recognised in other comprehensive income and are subsequently recognised in the statement of income when realised by sale or redemption, or when a reduction in fair value is judged to be a significant or prolonged decline.

 

Impairment

Glencore conducts at least annually an internal review of asset values which is used as a source of information to assess for any indications of impairment. Formal impairment tests are carried out at least annually for cash generating units containing goodwill and for all other non current assets when events or changes in circumstances indicate the carrying value may not be recoverable.

 

 

A formal impairment test involves determining whether the carrying amounts are in excess of their recoverable amounts. An asset's recoverable amount is determined as the higher of its fair value less costs to sell and its value in use. Such reviews are undertaken on an asset-by-asset basis, except where assets do not generate cash flows independent of other assets, in which case the review is undertaken at the cash generating unit level.

 

If the carrying amount of an asset exceeds its recoverable amount, an impairment loss is recorded in the income statement to reflect the asset at the lower amount.

 

An impairment loss is reversed in the statement of income if there is a change in the estimates used to determine the recoverable amount since the prior impairment loss was recognised. The carrying amount is increased to the recoverable amount but not beyond the carrying amount net of depreciation or amortisation which would have arisen if the prior impairment loss had not been recognised. Goodwill impairments and impairments of available for sale equity investments are not subsequently reversed.

 

Provisions

Provisions are recognised when Glencore has a present obligation, as a result of past events, and it is probable that an outflow of resources embodying economic benefits that can be reliably estimated will be required to settle the liability.

 

Inventories

The majority of marketing inventories are valued at fair value less costs to sell with the remainder valued at the lower of cost or net realisable value. Unrealised gains and losses from changes in fair value are reported in cost of goods sold.

 

Production inventories are valued at the lower of cost or net realisable value. Cost is determined using the first in first out (FIFO) or the weighted average method and comprises material costs, labour costs and allocated production related overhead costs. Financing and storage costs related to inventory are -expensed as incurred.

 

Cash and cash equivalents

Cash and cash equivalents comprise cash held at bank, cash in hand and short-term bank deposits with an original maturity of three months or less. The carrying amount of these assets approximates their fair value.

 

Financial instruments

Financial assets are classified as either financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments or available for sale financial assets depending upon the purpose for which the financial assets were acquired. Financial assets are initially recognised at fair value on the trade date, including, in the case of instruments not recorded at fair value through profit or loss, directly attributable transaction costs. Subsequently, financial assets are carried at fair value (other investments, derivatives and marketable secur-ities) or amortised cost less impairment (accounts receivable and -advances and loans). Financial liabilities other than derivatives are initially recognised at fair value of consideration received net of transaction costs as appropriate and subsequently carried at amortised cost.

 

Convertible bonds

At the date of issue, the fair value of the liability component is determined by discounting the contractual future cash flows using a market rate for a similar non convertible instrument. The liability component is recorded as a liability on an amortised cost basis using the effective interest method. The equity component is recognised as the difference between the fair value of the proceeds as a whole and the fair value of the liability component and it is not subsequently remeasured. On conversion, the liability is reclassified to equity and no gain or loss is recognised in the statement of income and upon expiry of the conversion rights, any remaining equity portion will be transferred to retained earnings.

 

Derivatives and hedging activities

Derivative instruments, which include physical contracts to sell or purchase commodities that do not meet the own use exemption, are initially recognised at fair value when Glencore becomes a party to the contractual provisions of the instrument and are subsequently remeasured to fair value at the end of each reporting period. Fair values are determined using quoted market prices, dealer price quotations or using models and other valuation techniques, the key inputs for which include current market and contractual prices for the underlying instrument, time to expiry, yield curves, volatility of the underlying instrument and counterparty risk.

 

Gains and losses on derivative instruments for which hedge -accounting is not applied, other than the revenue adjustment mechanism embedded within provisionally priced sales, are recognised in cost of goods sold.

 

Those derivatives qualifying and designated as hedges are -either (i) a Fair Value Hedge of the change in fair value of a recognised asset or liability or an unrecognised firm commitment, or (ii) a Cash Flow Hedge of the change in cashflows to be received or paid relating to a recognised asset or liability or a highly probable transaction.

 

A change in the fair value of derivatives designated as a Fair Value Hedge is reflected together with the change in the fair value of the hedged item in the statement of income.

A change in the fair value of derivatives designated as a Cash Flow Hedge is initially recognised as a cash flow hedge -reserve in shareholders' equity. The deferred amount is then released to the statement of income in the same periods during which the hedged transaction affects the statement of income. Hedge ineffectiveness is recorded in the statement of income when it occurs.

 

When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time remains in shareholders' equity and is recognised in the statement of income when the committed or forecast transaction is ultimately recognised in the statement of income. However, if a forecast or committed transaction is no longer expected to occur, the cumulative gain or loss that was recognised in equity is immediately transferred to the statement of income.

A derivative may be embedded in a "host contract". Such combinations are known as hybrid instruments and at the date of issuance, the embedded derivative is separated from the host contract and accounted for as a stand alone derivative if the criteria for separation are met. The host contract is accounted for in accordance with its relevant accounting policy.

 

Critical accounting policies, key judgments and estimates

The preparation of the consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

 

The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual outcomes could differ from those estimates.

 

Glencore has identified the following areas as being critical to understanding Glencore's financial position as they require management to make complex and/or subjective judgments and estimates about matters that are inherently uncertain:

 

Valuation of derivative instruments

Derivative instruments are carried at fair value and Glencore evaluates the quality and reliability of the assumptions and data used to measure fair value in the three hierarchy levels, Level 1, 2 and 3, as prescribed by IFRS 7. Fair values are determined in the following ways: externally verified via comparison to quoted market prices in active markets (Level 1); by using models with externally verifiable inputs (Level 2); or by using alternative procedures such as comparison to comparable instruments and/or using models with unobservable market inputs requiring Glencore to make market based assumptions (Level 3). For more details refer to note 24.

 

Depreciation and amortisation of mineral and petroleum rights, project development costs and plant and equipment

Mineral and petroleum rights, project development costs and certain plant and equipment are amortised using UOP. The calculation of the UOP rate of amortisation, and therefore the annual amortisation charge to operations, can fluctuate from initial estimates. This could generally result when there are significant changes in any of the factors or assumptions used in estimating mineral or petroleum reserves, notably changes in the geology of the reserves and assumptions used in determining the economic feasibility of the reserves. Such changes in reserves could similarly impact the useful lives of assets depreciated on a straight line basis, where those lives are limited to the life of the project, which in turn is limited to the life of the proven and probable mineral or petroleum reserves. Estimates of proven and probable reserves are prepared by experts in extraction, geology and reserve determination. Assessments of UOP rates against the estimated reserve and resource base and the operating and development plan are performed regularly.

 

 

Impairments

Investments in Associates and other investments, advances and loans and property, plant and equipment and intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value may not be fully recoverable or at least annually for goodwill and other indefinite life intangible assets. If an asset's recoverable amount is less than the asset's carrying amount, an impairment loss is recognised. Future cash flow estimates which are used to calculate the asset's fair value are based on expectations about future operations primarily comprising estimates about production and sales volumes, commodity prices, reserves and resources, operating, rehabilitation and restoration costs and capital expenditures. Changes in such estimates could impact recoverable values of these assets. Estimates are reviewed regularly by management.

 

Provisions

The amount recognised as a provision, including tax, legal, restoration and rehabilitation, contractual and other exposures or obligations, is the best estimate of the consideration required to settle the related liability, including any related interest charges, taking into account the risks and uncertainties surrounding the obligation. The Group assesses its liabilities and contingencies based upon the best information available, relevant tax laws and other appropriate requirements.

 

Restoration, rehabilitation and decommissioning costs

A provision for future restoration, rehabilitation and decommissioning costs requires estimates and assumptions to be made around the relevant regulatory framework, the magnitude of the possible disturbance and the timing, extent and costs of the required closure and rehabilitation activities. To the extent that the actual future costs differ from these estimates, adjustments will be recorded and the statement of income could be impacted. The provisions including the estimates and assumptions contained therein are reviewed regularly by management.

 

Taxation

Deferred tax assets are recognised only to the extent it is considered probable that those assets will be recoverable. This involves an assessment of when those deferred tax assets are likely to reverse, and a judgement as to whether or not there will be sufficient taxable profits available to offset the tax assets when they do reverse. These judgements are subject to risk and uncertainty and hence, to the extent assumptions regarding future profitability change, there can be an increase or decrease in the amounts recognised in income in the period in which the change occurs. The recoverability of deferred tax assets including the estimates and assumptions contained therein are reviewed regularly by management.

 

 

Fair value

In addition to recognising derivative instruments at fair value, as discussed above, an assessment of fair value of assets and liabilities is also required in accounting for other transactions, most notably, business combinations and disclosures related to fair values of marketing inventories, financial assets and liabilities. In such instances, fair value measurements are estimated based on the amounts for which the assets and liabilities could be exchanged at the relevant transaction date or reporting period end, and are therefore not necessarily reflective of the likely cashflow upon actual settlements. Where fair value measurements cannot be derived from publicly available information, they are estimated using models and other valuation methods. To the extent possible, the -assumptions and inputs used take into account externally verifiable inputs. However, such information is by nature subject to uncertainty, particularly where comparable market based transactions rarely exist.

 

2. segment information

 

Glencore is organised and operates on a worldwide basis in three core business segments - metals and minerals, energy products and agricultural products, with each business segment responsible for the marketing, sourcing, hedging, logistics and industrial investment activities of their respective products and reflecting the structure used by Glencore's management to assess the performance of Glencore.

 

The business segments' contributions to the Group are primarily derived from the net margin or premium earned from physical marketing activities (net sale and purchase of physical commodities), provision of marketing and related value-add services and the margin earned from industrial asset activities (net resulting from the sale of physical commodities over the cost of production and/or cost of sales) and comprise the following underlying key commodities:

 

• Metals and minerals: Zinc, copper, lead, alumina, aluminium, ferro alloys, nickel, cobalt and iron ore, including smelting, refining,
mining, processing and storage related operations of the relevant commodities;

 

• Energy products: Crude oil, oil products, steam coal and metallurgical coal supported by investments in coal mining and oil production operations, ports, vessels and storage facilities;

 

• Agriculture products: Wheat, corn, barley, rice, oil seeds, meals, edible oils, biofuels, cotton and sugar supported by investments in farming, storage, handling, processing and port facilities.

 

Corporate and other: statement of income amounts represent Glencore's share of income related to Xstrata and other unallocated Group related expenses (mainly variable pool bonus accrual). Balance sheet amounts represent Group related balances.

 

The financial performance of the segments is principally evaluated with reference to Adjusted EBIT/EBITDA which is the net result of revenue less cost of goods sold and selling and administrative expenses plus share of income from associates and jointly controlled entities and dividend income as disclosed on the face of the consolidated statement of income. Furthermore, given that funding costs in relation to working capital employed in the marketing activities are sought to be "recovered" via transactional terms, the performance of marketing activities is also assessed at a net income level.

 

The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies. Glencore accounts for inter-segment sales and transfers where applicable as if the sales or transfers were to third parties, i.e. at current market prices.

 

2011

US $million

Metals and

minerals

Energy

products

Agricultural

products

Corporate
and other

Total







Revenue from third parties

51 984

117 065

17 103

0

186 152







Marketing activities






Adjusted EBIT

1 242

697

- 8

- 20

1 911

Depreciation and amortisation

5

27

0

11

43

Adjusted EBITDA

1 247

724

- 8

- 9

1 954







Industrial activities






Adjusted EBIT

1 357

375

- 39

1 794

3 487

Depreciation and amortisation

765

196

62

0

1 023

Adjusted EBITDA

2 122

571

23

1 794

4 510







Total adjusted EBITDA

3 369

1 295

15

1 785

6 464

Depreciation and amortisation

- 770

- 223

- 62

- 11

- 1 066

Total adjusted EBIT

2 599

1 072

- 47

1 774

5 398







Significant items ¹






  Other expense - net ²





- 511

  Share of Associates' exceptional items ³

 

 

 

 

- 45

Interest expense - net





- 847

Gain on sale of investments

 

 

 

 

9

Income tax credit





264

Income before attribution





4 268


¹ Significant items of income and expense which, due to their financial impacts, nature or the expected infrequency of the events giving rise to them, have been separated for internal reporting and analysis of Glencore's results.

² See note 3.

³ Share of Associates' exceptional items comprise Glencore's share of exceptional charges booked directly by Xstrata ($ 25 million) and Century ($ 20 million).

 

 

 

2011

US $million

Metals and

minerals

Energy

products

Agricultural

products

Corporate
and other

Total







Current assets

18 506

17 605

5 110

3 165

44 386

Current liabilities

- 7 676

- 11 312

- 1 589

- 2 675

- 23 252

Allocatable current capital employed

10 830

6 293

3 521

 490

21 134







Property, plant and equipment

9 367

4 210

1 062

0

14 639

Intangible assets

169

29

12

0

210

Investments in Associates and other investments

2 950

1 060

206

16 189

20 405

Non current advances and loans

1 280

2 723

138

0

4 141

Allocatable non current capital employed

13 766

8 022

1 418

16 189

39 395







Other assets1

0

0

0

2 384

2 384

Other liabilities2

0

0

0

- 30 578

- 30 578

Total net assets

24 596

14 315

4 939

- 11 515

32 335







Additions to non current assets

1 463

1 510

227

0

3 200


1 Other assets include deferred tax assets, marketable securities and cash and cash equivalents.

2 Other liabilities include borrowings, deferred income, deferred tax liabilities, non current provisions and commodities sold with agreements to repurchase.

 

 

 

2010

US $million

Metals and

minerals

Energy

products

Agricultural

products

Corporate
and other

Total







Revenue from third parties

45 211

89 349

10 418

0

144 978







Marketing activities






Adjusted EBIT

1 401

450

659

- 173

2 337

Depreciation and amortisation

0

20

0

10

30

Adjusted EBITDA

1 401

470

659

- 163

2 367







Industrial activities






Adjusted EBIT

1 160

235

58

1 500

2 953

Depreciation and amortisation

708

124

49

0

881

Adjusted EBITDA

1 868

359

107

1 500

3 834







Total adjusted EBITDA

3 269

829

766

1 337

6 201

Depreciation and amortisation

- 708

- 144

- 49

- 10

- 911

Total adjusted EBIT

2 561

685

717

1 327

5 290







Significant items ¹






  Other expense - net ²





- 8

  Share of Associates' exceptional items

 

 

 

 

0

Interest expense - net





- 936

Loss on sale of investments

 

 

 

 

- 6

Income tax expense





- 234

Income before attribution





4 106


¹ Significant items of income and expense which, due to their financial impacts, nature or the expected infrequency of the events giving rise to them, have been separated for internal reporting and analysis of Glencore's results.

² See note 3.

 

 

 

 

2010

US $million

Metals and

minerals

Energy

products

Agricultural

products

Corporate
and other

Total







Current assets

17 901

15 759

5 958

2 869

42 487

Current liabilities

- 8 597

- 11 237

- 2 000

- 2 594

- 24 428

Allocatable current capital employed

9 304

4 522

3 958

275

18 059







Property, plant and equipment

8 860

2 489

739

0

12 088

Investments in Associates and other investments

2 134

1 108

157

15 805

19 204

Non current advances and loans

813

2 832

113

72

3 830

Allocatable non current capital employed

11 807

6 429

1 009

15 877

35 122







Other assets1

0

0

0

2 178

2 178

Other liabilities2

0

0

0

- 32 852

- 32 852

Total net assets

21 111

10 951

4 967

- 14 522

22 507







Additions to non current assets

1 001

818

71

0

1 890


1 Other assets include deferred tax assets, marketable securities, cash and cash equivalents and assets held for sale.

2 Other liabilities include borrowings, deferred income, deferred tax liabilities, provisions, commodities sold with agreements to repurchase and liabilities held for sale.

 

 

Geographical information

 

US $million

2011

2010




Revenue from third parties1



The Americas

45 836

39 183

Europe

70 323

47 724

Asia

47 759

42 820

Africa

20 538

13 975

Oceania

1 696

1 276


186 152

144 978




Non current assets²



The Americas

4 535

3 755

Europe

17 293

15 224

Asia

5 838

5 880

Africa

4 555

2 702

Oceania

1 486

1 293


33 707

28 854


1 Revenue by geographical destination is based on the country of incorporation of the sales counterparty.

² Non current assets are non current operating assets other than financial instruments and deferred tax assets.

 

 

 

3. Other expense - net

 

US $million

Notes

2011

2010





Changes in mark to market valuations on investments held for trading - net

 

- 92

- 178

Changes in mark to market valuation of certain coal forward contracts ¹

 

25

- 790

Listing related expenses

13

- 286

0

Other Listing related expenses - Phantom equity awards

16

- 58

0

Gain on settlement of restructured Russneft loans

8

0

382

Impairment on equity interest in various Russneft Group entities

8

0

- 336

(Impairment)/impairment reversal


- 6

674

Prodeco transaction and related expenses

 

- 63

- 225

Impairment of non current inventory ¹

 

- 26

0

Revaluation of previously held interest in newly acquired businesses

22

0

462

Foreign exchange (loss)/gain


- 8

31

Other


 3

- 28

Total


- 511

- 8

¹ These other expense items, if classified by function of expense would be recognised in cost of goods sold. All other amounts in Other expense- net are classified by function.

 

 

In addition to foreign exchange gains/(losses) and mark to market movements on investments held for trading, other expense - net includes other significant items of income and expense which due to their non operational nature or expected infrequency of the events giving rise to them are reported separately from operating segment results. Other expense - net includes, but is not limited to, impairment charges/reversals, revaluation of previously held interests in business combinations, restructuring and closure costs and Listing related expenses.

 


Changes in mark to market valuations on investments held for trading - net

Primarily relates to movements on interests in other investments classified as held for trading and carried at fair value, with Glencore's interest in Century Aluminum Company cash settled equity swaps, Volcan Compania Minera S.A.A. and Nyrstar N.V.  accounting for the majority of the movement in 2011 and 2010.

 

Changes in mark to market valuation of certain coal forward contracts

Represents movements in fair value of certain fixed price forward coal sales contracts relating to Prodeco Group's (Prodeco) future production, into which it plans to physically deliver. Following the legal reacquisition of Prodeco in March 2010, from an accounting perspective, these forward sales contracts could not technically be classified as 'own use' or as cashflow hedges, which would have deferred the income statement effect until performance of the underlying future sale transactions. As at year end, approximately8.4 million tonnes (2010: 19.3 million tonnes) of such coal had been sold forward at a fixed price in respect of quarterly periods to the end of 2013. 

 

Listing related expenses

Expenses incurred in connection with the Listing that relate to obtaining the listing for ordinary shares, the Restructuring and/or change in the employee shareholder profit attribution model, rather than the costs incurred solely in relation to the issuance of the new (primary) equity (see note 13), comprise $ 91 million of stamp duty costs, $ 42 million of professional advisors' costs and $153 million of compensation related costs.

 


Impairment reversal

In 2010, during the regular assessment of whether there is an indication of an asset impairment or whether a previously recorded impairment may no longer be required, an upward revision of long term base metals and coal price assumptions resulted in an impairment reversal of $674 million against Glencore's interest in Xstrata. The recoverable amount of Glencore's share of the underlying net assets has been determined on the basis of its fair value less costs to sell using discounted cash flow techniques.

 

Prodeco transaction and related expenses

In March 2009, Xstrata acquired Prodeco for $2 billion and concurrently granted Glencore an option to repurchase Prodeco within 12 months for $2.25 billion plus notional profits accrued during the option period and the net balance of any cash invested. Given the fixed price repurchase option, the conditions for derecognition/disposal of Prodeco were not met under IFRS and as a consequence, Prodeco's operations remained in the consolidated financial statements, while the "proceeds" were deferred and recognised as a liability. In March 2010, the option was exercised. Following the exercise of the option, in addition to the option repurchase expenses (including the option premium and profit entitlement), $115million of additional depreciation expense was recognised in 2010 to reflect the depreciation that would have been charged if the related assets had not previously been classified as held for sale. Expenses recorded in 2011 relate to the final settlement of the option price.

 

Revaluation of previously held interest in newly acquired businesses

In February 2010, Kazzinc purchased the remaining 60% of Vasilkovskoye Gold (see note 22). At the date of acquisition, the previously owned 40% interest was revalued to its fair value and as a result, a net gain of $ 462 million was recognised.

 

 

4. Income taxes

 

Income taxes consist of the following:

 

US $million


2011

2010





Current income tax expense


- 417

- 292

Deferred income tax credit


681

58

Total tax credit/(expense)


264

- 234

 

 

The effective Group tax rate is different from the statutory Swiss income tax rate applicable to the Company for the following reasons:

 

US $million

2011

2010




Income before income taxes and attribution

4 004

4 340

Less: share of income from Associates

- 1 972

- 1 829

Parent company's and subsidiaries' income before income tax and attribution

2 032

2 511

Income tax expense calculated at the Swiss income tax rate

- 312

- 401

Effect of different tax rates from the standard Swiss income tax rate

- 102

- 78

Tax exempt income, net of non-deductible expenses and other permanent differences

14

254

Tax implications of the Restructuring and Listing, including deductions/losses triggered ¹

687

0

Effect of available tax losses not recognised, and other changes in the valuation of deferred tax assets 2

- 19

135

Effect of change in tax rate on deferred tax balances

- 2

- 145

Other

- 2

1

Income credit/(expense)

264

- 234


1 As part of the Restructuring (see note 13), the potential amounts owing to the shareholder employees under the various active profit participation plans were settled and crystallised income tax deductions/losses in Switzerland and other countries that can be carried forward and applied against future taxable income. $ 381 million (2010: $ nil million) of deferred tax assets related to future deductible amounts and tax losses have not been brought to account.

2 In 2010, following the regular assessment and review of business plans related to Katanga Mining Limited, it was determined that a substantial portion of the previously unrecognised tax losses could be recognised.

 

 

The tax credit/(expense) relating to components of other comprehensive income/(loss) and share premium is as follows:

 

US $million


2011

2010





Cash flow hedges ¹


- 2

2

Listing related expenses ²


21

0

Income tax relating to components of other comprehensive loss and share premium

 

19

2


¹ Recognised in other comprehensive income.

² Recognised in share premium.

 

 

 

Deferred taxes as at 31 December 2011 and 2010, are attributable to the items detailed in the table below:

 

US $million

Notes

2011

2010





Deferred tax assets1




Tax losses carried forward


892

274

Mark to market valuations


12

45

Other


135

50

Total


1 039

369





Deferred tax liabilities1




Depreciation and amortisation


- 1 217

- 926

Mark to market valuations


- 19

- 320

Other


- 163

- 62

Total


- 1 399

- 1 308

Deferred tax - net


- 360

- 939





Reconciliation of deferred tax - net

 

 

 

Opening balance


- 939

- 538

Recognised in income for the year

 

681

58

Recognised in other comprehensive loss and share premium

 

19

2

Business combination

22

- 121

- 461

Closing balance


- 360

- 939


1 Asset and liability positions in the same category reflect the impact of tax assets and liabilities arising in local tax jurisdictions that cannot be offset against tax assets and liabilities arising in other tax jurisdictions.

 

 

Deferred tax assets are recognised for tax losses carried forward only to the extent that realisation of the related tax benefit is probable. As at 31 December 2011, $1,445 million (2010: $562 million) of deferred tax assets related to available loss carry forwards have been brought to account, of which $ 892 million (2010: $274 million) are disclosed as deferred tax assets with the remaining balance being offset against deferred tax liabilities arising in the same respective entity. $ 861 million (2010: $ 257 million) of the aforementioned net deferred tax assets arise in entities that have been loss making in 2011 and 2010. In evaluating whether it is probable that taxable profits will be earned in future accounting periods, all available evidence was considered. These forecasts are consistent with those prepared and used internally for business planning and impairment testing purposes. Following this evaluation, it was determined there would be sufficient taxable income generated to realise the benefit of the deferred tax assets. Available gross tax losses carried forward and deductible temporary differences, for which no deferred tax assets have been recognised in the consolidated financial statements are detailed below and will expire as follows:

 

US $million


2011

2010





1 year


11

75

2 years


28

56

3 years


127

38

Thereafter


956

270

Unlimited usage


978

124

Total


2 100

563

 

 

As at 31 December 2011, unremitted earnings of $18,573 million (2010: $12,255 million) have been retained by subsidiaries and associates for reinvestment. No provision is made for income taxes that would be payable upon the distribution of such earnings.

 

5. Property, plant and equipment

 

 

US $million

Notes

Land

and

buildings

Plant

and

equipment

Mineral and

petroleum

rights

Deferred

mining

costs

Total








Gross carrying amount:







1 January 2011


1 281

9 187

4 484

542

15 494

Business combination

22

108

591

76

0

775

Additions


36

2 411

416

148

3 011

Disposals


- 17

- 431

0

- 2

- 450

Other movements


113

287

- 359

- 13

28

31 December 2011


12 045

4 617

18 858








Accumulated depreciation and impairment:







1 January 2011


239

2 556

548

63

3 406

Depreciation


36

710

260

56

1 062

Disposals


- 6

- 263

2

0

- 267

Impairments ¹


32

15

0

10

57

Other movements


22

- 21

- 40

0

- 39

31 December 2011


 2 997

770

4 219

Net book value 31 December 2011


1 198

9 048

3 847

546

14 639


¹ Consists of impairments of specific assets recorded during the period which are immaterial both individually and in aggregate.

 

 

 

 

US $million

Notes

Land

and

buildings

Plant

and

equipment

Mineral and

petroleum

rights

Deferred

mining

costs

Total








Gross carrying amount:







1 January 2010


1 066

6 255

1 718

229

9 268

Business combination

22

370

910

2 283

91

3 654

Additions


26

1 346

422

96

1 890

Disposals


- 35

- 525

- 38

- 2

- 600

Reclassified from held for sale

12

112

908

73

155

1 248

Other movements


- 258

293

26

- 27

34

31 December 2010


9 187

4 484

15 494








Accumulated depreciation and impairment:







1 January 2010


235

1 810

364

14

2 423

Depreciation


77

752

171

26

1 026

Disposals


- 15

- 177

- 12

0

- 204

Reclassified from held for sale

12

7

128

7

10

152

Impairments ¹


5

4

0

12

21

Other movements


- 70

39

18

1

- 12

31 December 2010


2 556

548

3 406

Net book value 31 December 2010


6 631

3 936

12 088


¹ Consists of impairments of specific assets recorded during the period which are immaterial both individually and in aggregate.

 

 

Plant and equipment includes expenditure for construction in progress of $1,389 million (2010: $1,343 million) and a net book value of $317 million (2010: $64 million) of obligations recognised under finance lease agreements. Mineral and petroleum rights include expenditures for exploration and evaluation of $306 million (2010: $379 million). Depreciation expenses included in cost of goods sold are $1,049 million (2010: $893 million), in selling and administrative expenses $13 million (2010: $18 million) and in other expense - net Prodeco transaction related expenses $nil million (2010: $115 million).

 

During 2011, $ 44 million (2010: $ 2 million) of interest was capitalised within property, plant and equipment. With the exception of project specific borrowings, the rate used to determine the amount of borrowing costs eligible for capitalisation was 4% (2010: 5%).

 

 

6. Intangible Assets

 

US $ million

Notes

Goodwill

Future warehousing fees

Other

Total







Cost:






1 January 2011


0

0

0

0

Business combination

22

36

0

13

49

Reclassified from held for sale

12, 22

133

32

0

165

31 December 2011


169

32

13

214







Accumulated amortisation and impairment:






1 January 2011


0

0

0

0

Amortisation expense¹


0

3

1

4

31 December 2011


0

3

1

4

Net carrying amount


169

29

12

210


¹ Recognised in cost of goods sold.

 

 

Pacorini

Goodwill of $ 133 million and the future warehousing fees have been recognised as part of the acquisition of the Pacorini metals warehousing business, see note 22.

 

The goodwill is attributable to synergies expected to arise in conjunction with the metals marketing division's expected increased activities. In assessing whether goodwill has been impaired, the carrying amount of the cash generating unit was compared with its recoverable amount. The recoverable amount was determined by reference to the value in use which utilises pre-tax cash flow projections based on the approved financial budgets for 5 years which incudes factors, such as inventory levels, volumes and operating costs, discounted to present value at a rate of 10%. The cash flows beyond the 5 year period have been extrapolated using a declining growth rate of 10% per annum which is the projected long term reduction in average inventory levels for the warehousing business.

 

The future warehousing fees represent the expected income receivable on metal in the warehouses as at the date of acquisition when the metal is expected to be physically withdrawn from the warehouses in future periods based on the expected holding periods. Future warehousing fees are amortised over their useful economic lives of 5 years.

 

OceanConnect

Goodwill of $ 30 million has been recognised as part of the acquisition of certain assets constituting the business of OceanConnect. The goodwill is attributable to synergies expected to arise from the enhancements to the energy products marketing division's existing business activities and improvements in its service offerings to its customers.

 

Other

Other intangible assets primarily consist of trademarks for agricultural products and are amortised over their estimated useful economic lives of 10 years.

 

 

7. Investments in associates and other investments

 

A list of the principal operating, finance and industrial subsidiaries and Associates and other investments is included in note 30.

 

US $million


2011

2010





Xstrata plc


16 187

14 616

Other listed Associates


1 337

895

Listed Associates


17 524

15 511

Non listed Associates


1 334

1 255

Investments in Associates


18 858

16 766

 

 

Listed associates

As at 31 December 2011, the fair value of listed Associates using published price quotations was $16,157 million (2010: $24,511 million). Glencore has completed a detailed assessment of the recoverable amount of investments where indicators of impairment were identified and concluded that the recoverable value supports the carrying value of these investments and that no impairment is required.

 

Optimum

In October 2011, Glencore acquired a 31.2% interest in Optimum Coal Holdings Limited ("Optimum") for $ 382 million. Glencore has agreements to acquire an additional 28.5% interest in Optimum for cash consideration of $ 304 million (ZAR 2,480 million), the closing of which is subject to the receipt of applicable regulatory approvals which are expected in 2012.

 

US $million


2011

2010





Available for sale




United Company Rusal ("UCR")


842

2 048



842

2 048

Fair value through profit and loss

 

 

 

Volcan Compania Minera S.A.A.

 

359

187

Nyrstar N.V.


105

117

Century Aluminum Company cash settled equity swaps

 

78

73

Jurong Aromatics Corporation Pte Ltd

 

55

0

Other


108

13



705

390

Other investments


1 547

2 438

 

 

 

As at 31 December 2011, $nil million (2010: $113 million) of Glencore's investment in UCR was pledged as a guarantee against certain borrowings of UCR.

 

Summarised financial information in respect of Glencore's Associates, reflecting 100% of the underlying Associate's relevant figures, are set out below.

 

US $million


2011

2010





Current assets


12 129

12 214

Non current assets


69 884

65 033

Current liabilities


- 8 919

- 9 309

Non current liabilities


- 24 620

- 23 197

Net assets


48 474

44 741

Revenue


39 940

48 116

Net profit


6 194

4 941

 

 

 

The amount of corporate guarantees in favour of joint venture entities as at 31 December 2011 was $ 50 million (2010: $ nil million). Glencore's share of joint venture entities' capital commitments amounts to $301 million (2010: $831 million).

 

8. advances and loans

 

US $million


2011

2010





Loans to Parents


0

72

Loans to Associates


840

426

Other non current receivables and loans

 

3 301

3 332

Total


4 141

3 830

 

 

Loans to Associates generally bear interest at applicable floating market rates plus a premium.

 

Other non current receivables and loans comprise the following:

 

US $million


2010





Counterparty




OAO Russneft

Interest bearing loan at 9% per annum (see note below)

 

 

2 211


2 082

Atlas Petroleum International Limited ("Atlas")

Interest bearing loans at LIBOR plus 3%1

 

 

246


477

Secured marketing related financing arrangements2

 

365

301

PT Bakrie & Brothers Tbk

Interest bearing secured loans at LIBOR plus 10%

 


80


200

Oteko Group

Interest bearing loan at LIBOR plus 6%

 

 

86

 

25

Other ³


313

247

Total


3 301

3 332


1 Primarily relates to carried interest loans associated with the development of the Aseng oil project in Equatorial Guinea, where Atlas is one of the equity partners. The operator of the field and project is Noble Energy, based in Houston. The Aseng project commenced oil production in Q42011, and loans are being repaid from oil proceeds.

2 Various marketing related financing facilities, generally secured against certain assets and/or payable from the future sale of production of the counterparty. The weighted average interest rate of the loans is 10% and on average are to be repaid over a 3 year period.

³ $ 74 million (2010: $ nil million) relates to amounts owing in respect of future rehabilitation and restoration obligations.

 

 

Russneft loans

In December 2010, OAO Russneft ("Russneft") completed a significant debt amendment and restatement with its major lenders, whereby Glencore's previously existing facilities, including some amounts which had been advanced for conversion into Russneft equity, were consolidated into a single facility. The consolidated facility, with a principal amount of $2,080 million, bears interest at 9% per annum, with 3% paid quarterly and the remaining 6% capitalised and payable along with the principal which is expected in monthly installments over a 3 year period commencing Q4 2017, but in any event, not before repayment of the debt owing to the other major lender. The facility is secured by a second ranked charge over certain of Russneft's assets.

 

In 2010, Glencore accounted for this amendment and restatement as a substantial modification, which resulted in derecognition of all amounts carried under the previous facilities including principal, accrued interest and equity conversion advances and recognition, at fair value, of the consolidated facility. The transaction resulted in a gain (after taking into account the carrying value of the principal, net of allowance for doubtful accounts, and the accrued interest ($1,413 million) and equity conversion advances
($285 million)) of $382 million during the period ended 31 December 2010.

 

The 2010 loan amendment also constituted a loss event with respect to Glencore's equity holdings in certain Russneft subsidiaries due to the increased leverage, amended repayment profile and the enhancement of prioritised security of the consolidated loans and, as a consequence, an impairment charge of $336 million was recognised against other investments during the period ended 31 December 2010.

 

 

 

9. Inventories

 

US $million


2011

2010





Production inventories


3 150

2 805

Marketing inventories


13 979

14 588

Total


17 129

17 393

 

 

Production inventories consist of materials, spare parts, work in process and finished goods held by the production entities. Marketing inventories are commodities held by the marketing entities. Marketing inventories of $ 13,785 million (2010: $ 14,331 million)  are carried at fair value less costs to sell.

 

Glencore has a number of dedicated financing facilities, which finance a portion of its marketing inventories. In each case, the inventory has not been derecognised as the Group retains the principal risks and rewards of ownership. The proceeds received are recognised as either current borrowings, commodities sold with agreements to repurchase or trade advances from buyers, depending upon their funding nature. As at 31 December 2011, the total amount of inventory secured under such facilities was $1,834 million (2010: $2,426 million). The proceeds received and recognised as current borrowings were $1,631 million (2010: $1,338 million), as commodities sold with agreements to repurchase $39 million (2010: $484 million) and as trade advances from buyers $nil million (2010: $67 million).

 

 

10. Accounts receivable

 

US $million


2011

2010





Trade receivables1


15 903

12 663

Trade advances and deposits1


3 022

4 297

Associated companies1


643

494

Other receivables


2 327

1 540

Total


21 895

18 994


1 Collectively referred to as receivables.

 

 

The average credit period on sales of goods is 28 days (2010: 28 days).

 

As at 31 December 2011, 8% (2010: 5%) of receivables were between 1-60 days overdue, and 3% (2010: 2%) were greater than 60 days overdue. Such receivables, although contractually past their due dates, are not considered impaired as there has not been a significant change in credit quality of the relevant counterparty, and the amounts are still considered recoverable taking into account customary payment patterns and in many cases, offsetting accounts payable balances.

 

The movement in allowance for doubtful accounts is detailed in the table below:

 

US $million


2011

2010





Opening balance


155

302

Released during the year


- 28

- 16

Incurred during the year


43

58

Utilised during the year ¹


- 41

- 189

Closing balance


129

155


¹ The amount utilised during 2010 primarily comprises the Russneft loan amendment and restatement (see note 8).

 

 

 

Glencore has a number of dedicated financing facilities, which finance a portion of its receivables. In each case, the receivables have not been derecognised, as the Group retains the principal risks and rewards of ownership. The proceeds received are recognised as current borrowings (see note 17). As at 31 December 2011, the total amount of trade receivables secured was $ 2,934 million (2010: $2,349 million) and proceeds received and classified as current borrowings amounted to $2,265 million (2010: $1,950 million).

 

 

11. Cash and cash equivalents

 

US $million


2011

2010





Bank and cash on hand

 

981

1 090

Deposits and treasury bills


324

373

Total


1 305

1 463

 

 

As at 31 December 2011, $80 million (2010: $23 million) was restricted. $ 47 million has been placed in escrow for the pending acquisition of Rosh Pinah (see note 26).

 

 

12. Assets and liabilities held for sale

 

In March 2011, the plan to merge the Pacorini metals warehousing business with a third party was abandoned and the net assets (assets of $ 280 million and liabilities of $ 45 million) previously classified as held for sale in 2010 were reclassified to the respective line items in the statement of financial position at depreciated cost as detailed below:

 

US $ million

Total



Property, plant and equipment

4

Intangible assets

165

Inventory

13

Accounts receivable

79

Cash and cash equivalents

19

Total assets

280



Non current borrowings

- 1

Accounts payable

- 31

Income tax payable

- 4

Current borrowings

- 9

Total liabilities

- 45

 

 

 

 

13. Share capital and reserves

 


Number of shares

(thousand)

Share capital (US $ million)

Share premium

(US $ million)





Authorised:




31 December 2011 Ordinary shares with a par value of $ 0.01 each

50 000 000

-

-





Issued and fully paid up:

 

 

 

1 January 2010 - Class B shares

150

46

0

Class B shares redeemed pursuant to the Restructuring

- 150

- 46

0

Ordinary shares issued pursuant to the Restructuring

3 716 495

37

0

1 January 2010 (restated) - Ordinary shares

3 716 495

37

0





31 December 2010 (restated) - Ordinary shares

3 716 495

37

0

Ordinary shares issued in exchange for HPPS and PPS profit participation obligations

1 617 268

16

13 821

Ordinary shares issued in exchange for LTS and LTPPS profit participation obligations

666 237

7

5 694

Ordinary shares issued at Listing ("primary issuance")

922 714

9

7 887

Share issue costs associated with the primary issuance

-

-

- 280

Tax on Listing related expenses

-

-

21

Dividends paid

-

-

- 346

31 December 2011 - Ordinary shares

6 922 714

69

26 797

 

 

Restructuring

Prior to the Listing, Glencore's articles of incorporation authorised the issuance of non voting profit participation certificates ("PPC") with no nominal value to its employees enabling them to participate in four profit sharing arrangements: Hybrid Profit Participation Shareholders (HPPS), Ordinary Profit Participation Shareholders (PPS), Glencore L.T.E. Profit Participation Shareholders (LTS) and Long Term Profit Participation Shareholders (LTPPS). The profit sharing arrangements entitled the employees to a portion of Glencore shareholders' funds accumulated during the period that such employees held the PPCs. The PPCs attributed Glencore International AG's consolidated net income pro rata based on the 150,000 Class B shares issued as at 31 December 2010.

 

Immediately prior to the Listing, Glencore implemented a Restructuring whereby amounts owing to the then shareholder employees under the various active profit participation plans were settled in exchange for new ordinary shares and the ultimate ownership interests in Glencore International AG were assumed via Glencore International plc. The accounting outcome of these transactions is outlined below:

 

Settlement of the profit participation plans

The accounting for the settlement of the four profit participation plans was similar, whereby the outstanding balances under each

plan prior to Listing were exchanged for an equivalent number of ordinary shares at the Listing price of 530 pence ($ 8.56) per share. The difference between the nominal and fair value of the new ordinary shares issued was recognised as a share premium.

 

Reorganisation of the ultimate parent company

Following the settlement of the profit participation plans described above, Glencore International plc replaced Glencore Holding AG as the ultimate parent company and Glencore International AG became a wholly owned subsidiary of Glencore International plc, the entity listed on the London and Hong Kong stock exchanges.

 

Listing

On 24 May 2011, Glencore International plc issued 922,713,511 ordinary shares which comprised 891,463,511 shares to institutional

investors (the "International Offer") at a price of 530 pence ($8.56) per share on the London Stock Exchange, and 31,250,000 shares

to professional and retail investors in Hong Kong (the "Hong Kong Offer") at a price of HK$66.53 ($8.56) per ordinary share. The gross proceeds raised were $ 7,896 million and total transaction (Restructuring and Listing) and related expenses incurred were $566 million. $280 million of the transaction costs were attributable to the issue of new (primary) equity and have been deducted against share premium while $286 million were attributable to stamp duty and other expenses associated with the above noted Restructuring as well as an allocation of transaction costs that jointly related to the issuing of the new (primary) equity and the listing of the Company and as such have been charged to income during the year (see note 3). Joint transaction costs were allocated based on the ratio of new shares issued, in relation to total shares outstanding.

Reserves

 

US $million

Notes

Translation adjustment

Equity portion of Convertible bonds

Cash flow hedge reserve

Net
unrealised gain/
(loss)

Net ownership changes in
subsidiaries

Other reserves

Total










At 1 January 2010


- 7

77

- 89

0

0

1

- 18

Ordinary shares issued pursuant to the Restructuring

 

0

0

0

0

0

9

9

At 1 January 2010 (restated)


- 7

77

- 89

0

0

10

- 9

Exchange gain on translation of foreign operations

 

8

0

0

0

0

0

8

Loss on cash flow hedges, net of tax

23

0

0

- 180

0

0

0

- 180

Gain on available for sale financial instruments

7

0

0

0

25

0

0

25

Cash flow hedges transferred to the statement of income, net of tax

 

 

0

 

0

 

6

 

0

 

0

 

0

 

6

Change in ownership interest in subsidiaries

22

0

0

0

0

- 134

0

- 134

Equity portion of Convertible bonds

17

0

12

0

0

0

0

12

At 31 December 2010 (restated)


1

89

- 263

25

- 134

10

- 272










At 1 January 2011


1

89

- 263

25

- 134

10

- 272

Exchange loss on translation of foreign operations

 

- 53

0

0

0

0

0

- 53

Loss on cash flow hedges, net of tax

23

0

0

- 17

0

0

0

- 17

Loss on available for sale financial instruments

7

0

0

0

- 1 206

0

0

- 1 206

Cash flow hedges transferred to the statement of income, net of tax

 

 

0

 

0

 

6

 

0

 

0

 

0

 

6

Change in ownership interest in subsidiaries

22

0

0

0

0

- 98

0

- 98

At 31 December 2011


- 52

89

- 274

- 1 181

- 232

10

- 1 640

 

 

 

14. Earnings per share

 

US $ million

Notes

2011

2010





Profit attributable to equity holders for basic earnings per share

 

4 048

1 291

Interest in respect of Convertible bonds

 

135

130

Profit attributable to equity holders for diluted earnings per share

 

4 183

1 421





Weighted average number of shares for the purposes of basic earnings per share (thousand)

 

5 657 794

3 716 495

Effect of dilution:




Equity settled share-based payments

16

22 790

0

Convertible bonds

17

406 738

238 061

Weighted average number of shares for the purposes of diluted earnings per share (thousand)

 

6 087 322

3 954 556





Basic earnings per share (US $)

 

0.72

0.35

Diluted earnings per share (US $)

 

0.69

0.35

 

 

 

15. Dividends

 

US $ million

2011

2010




Paid during the year:



Final dividend for 2010 - $nil per Class B share (2009 - $13.33 per Class B share)

0

 2

Interim dividend for 2011 - $0.05 per ordinary share (2010 - $nil per Class B share)

 346

0

Total

 346

 2




Proposed final dividend for 2011 - $0.10 per ordinary share (2010 - $13.33 per Class B share)

 692

 2

 

 

 

The proposed final dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. Dividends declared in respect of the year ended 31 December 2011 will be paid on 1June2012. The 2011 interim dividend was paid on 30 September 2011.

 

 

16. Share-based payments

 

2011 Phantom Equity Awards

In April and May 2011 in connection with the Listing, phantom equity awards were made to certain employees in lieu of interests in Glencore's existing equity ownership schemes. These equity awards will vest on or before 31 December 2013, subject to the continued employment of the award holder. Phantom equity awards may be satisfied in shares by the issue of new ordinary shares, by the transfer of ordinary shares held in treasury or by the transfer of ordinary shares purchased in the market (in each case with a market value equal to the value of the award at vesting, including dividends paid between Listing and vesting), or in cash. Glencore currently intends to settle these awards through the issuance of shares. Based on the Listing offer price, the aggregate number of ordinary shares underlying the awards is 24,024,765. The fair value of the awards at the issue date was $8.56 per award for an aggregate fair value of $206 million determined by reference to the Listing price at the grant date. As at year end, the number of shares underlying the awards was 22,789,924. The total expense recognised in the period was $58 million (2010: $nil million).

 

 

17. Borrowings

 

US $million

Notes

2011

2010





Non current borrowings




144A Notes


947

946

Xstrata secured bank loans


2 688

0

Convertible bonds


2 152

2 132

Eurobonds


3 612

3 725

Sterling bonds


996

999

Swiss Franc bonds


882

639

Perpetual notes


347

735

Ordinary profit participation certificates


750

1 059

Committed syndicated revolving credit facility

 

5 907

6 744

Finance lease obligations

26

278

63

Other bank loans


1 285

1 209

Total non current borrowings


19 844

18 251





Current borrowings




Committed syndicated revolving credit facility

 

0

515

Committed secured inventory/receivables facility

9/10

1 700

1 700

Committed secured receivables facilities

10

1 181

700

Bilateral uncommitted secured inventory facilities

9

1 015

888

U.S. commercial paper


512

310

Xstrata secured bank loans


0

2 292

Eurobonds


0

765

Perpetual notes


0

292

Ordinary profit participation certificates


533

796

Finance lease obligations

26

39

4

Other bank loans1


3 205

3 619

Total current borrowings


8 185

11 881


¹
C
omprises various uncommitted bilateral bank credit facilities and other financings.

 

 

144A Notes

$950 million 6% coupon Notes due 2014. The Notes are recognised at amortised cost at an effective interest rate of 6.15% per annum.

 

Xstrata secured bank loans

In June 2011, Glencore refinanced the $2.8 billion facilities ($ 2.3 billion drawn) with new 2 year $2.7 billion equivalent facilities. The facilities have been accounted for as secured bank loans which bear interest at a rate of U.S. $LIBOR plus 95 basis points per annum. As at 31December 2011, shares representing $5,343 million (2010: $4,199 million) of the carrying value of Glencore's investment in Xstrata were pledged as security.

 

Convertible bonds

$ 2,300 million 5% coupon convertible bonds due December 2014. The bonds are convertible at the option of the investors into 406,737,932 ordinary shares of Glencore International plc. The bonds consist of a liability component and an equity component. The fair values of the liability component ($2,211 million) and the equity component ($89 million) were determined, using the residual method, at issuance of the bonds. The liability component is measured at amortised cost at an effective interest rate of 5.90% per annum.

 

Euro, Sterling and Swiss Franc bonds

The Group has issued bonds denominated in Euro, Sterling and Swiss Franc where upon issuance, the principal amounts and the future interest payments were swapped (using instruments which qualify as cash flow hedges) into their U.S. Dollar equivalent. The details of amounts issued and outstanding are as follows:

 

US $million

Maturity

Initial US $

equivalent

US $fixed

interest

rate in %

2011

2010







Euro 600 million 5.375% coupon bonds

Sep 2011

-

-

0

765

Euro 850 million 5.250% coupon bonds

Oct 2013

1 078

6.60

1 045

1 080

Euro 750 million 7.125% coupon bonds

April 2015

1 200

6.86

944

968

Euro 1 250 million 5.250% coupon bonds

March 2017

1 708

6.07

1 623

1 677

Eurobonds


3 986


3 612

4 490







GBP 650 million 6.50% coupon bonds

Feb 2019

1 266

6.58

996

999

CHF 825 million 3.625% coupon bonds

April 2016

828

4.87

882

639

Total


6 080


5 490

6 128

 

 

 

In January 2011, Glencore issued additional CHF 225 million ($235 million) 3.625% interest bearing bonds due April 2016.

 

Perpetual notes

During 2011, Glencore redeemed $700 million of the 8% perpetual notes at par, leaving a total of $350 million of 7.5% Perpetual bonds outstanding.

 

Ordinary profit participation certificates

Profit participation certificates bear interest at 6 month U.S. $LIBOR, are repayable over 5 years and in the event of certain triggering events, which include any breach of a financial covenant, would be subordinated to unsecured lenders.

 

Committed revolving credit facilities

In May 2011, Glencore replaced the previous 364 day $1,375 million and $515 million committed revolving credit facilities with two new 364 day committed revolving credit facilities for $2,925 million and $610 million respectively, both with a one year term extension option at Glencore's discretion. In addition, Glencore extended the final maturity of $8,340 million of the $8,370 million medium term revolver for a further year to May 2014. In aggregate, the new facilities represent an overall increase in committed available liquidity of $1,645 million. Funds drawn under the facilities bear interest at U.S. $LIBOR plus a margin ranging from 110 to 175 basis points per annum.

 

Committed secured inventory/receivables facility

In November 2011, Glencore renewed the 364 day committed $1.7 billion secured inventory and receivables borrowing base facility under the same terms. Under the program, Glencore has the option to pledge up to $750 million of eligible base metals inventory or up to $1.7 billion of eligible receivables. Funds drawn under the facility bear interest at U.S. $LIBOR plus 110 basis points per annum.

 

Committed secured receivables facilities

Includes a 364 day $200 million committed secured receivables financing program due February 2012 which, has been extended to August 2012, and a six month $750 million multi-currency program due June 2012. Funds drawn under the facilities bear interest at U.S. $LIBOR or, in relation to any loan in Euro, EURIBOR, plus a margin ranging from 105 to 115 basis points per annum.

 

U.S. commercial paper

Glencore has in place a stand alone U.S. commercial paper program for $1,000 million rated A2 and P2 respectively by Standard & Poor's and Moody's rating agencies. The notes issued under this program carry interest at floating market rates and mature not more than 270 days from the date of issue.

 

 

 

18. deferred income

 

During 2006, Glencore entered into an agreement to deliver a fixed quantity of silver concentrate, a by-product from its mining operations, for a period of 15 years at a fixed price for which Glencore received an upfront payment of $285 million. The outstanding balance represents the remaining non current portion of the upfront payment. The upfront payment is released to revenue at a rate consistent with the implied forward price curve at the time of the transaction and the actual quantities delivered.

 

 

19. Provisions

 

Non current

 


US $
million


Post

retirement benefits¹

Employee

entitlement

Rehabilitation

costs

Other²

Total








1 January 2010


59

85

236

165

545

Provision utilised in the year

 

- 4

- 2

- 5

- 22

- 33

Accretion in the year


0

0

22

0

22

Provisions assumed in business combination

 

4

0

3

0

7

Additional provision in the year

 

1

15

123

39

178

31 December 2010


60

98

379

182

719








1 January 2011


60

98

379

182

719

Provision utilised in the year

 

- 1

- 17

- 14

- 56

- 88

Accretion in the year


0

0

24

0

24

Provisions assumed in business combination

 

0

0

43

14

57

Additional provision in the year

 

2

35

142

62

241

31 December 2011


61

116

574

202

953


¹ See note 20.

2 Other includes provisions in respect of mine concession obligations of $ 52 million (2010: $ 54 million), construction related contractual provisions of $ 27 million (2010: $29 million), export levies of $ 45 million (2010: $ 42 million) and deferred purchase consideration of $ 33 million (2010:$21million).

 

 

Employee entitlement

The employee entitlement provision represents the value of state governed employee entitlements due to employees upon their termination of employment. The associated expenditure will occur in a pattern consistent with when employees choose to exercise their entitlements.

 

Rehabilitation costs

Rehabilitation provision represents the accrued cost required to provide adequate restoration and rehabilitation upon the completion of extraction activities. These amounts will be settled when rehabilitation is undertaken, generally at the end of a project's life, which ranges from 2 to 50 years. In South Africa, the Group makes contributions to rehabilitation trusts to meet some of the costs of rehabilitation liabilities.

 

 

Current

 


US $
million

Onerous contracts

Demurrage and related claims

Other

Total






1 January 2010

1

51

23

75

Provision utilised in the year

0

- 14

- 6

- 20

Additional provision in the year

92

24

1

117

31 December 2010

93

61

18

172






1 January 2011

93

61

18

172

Provision utilised in the year

- 89

- 10

- 8

- 107

Additional provision in the year

0

23

10

33

31 December 2011

4

74

20

98

 

 

 

20. Personnel costs and employee benefits

 

Total personnel costs, which includes salaries, wages, social security, other personnel costs and share-based payments but excludes attribution to profit participation shareholders, incurred for the years ended December 31, 2011 and 2010, were $1,723 million and $1,677 million, respectively. Personnel costs related to consolidated industrial subsidiaries of $1,203million (2010: $885million) are included in cost of goods sold. Other personnel costs are included in selling and administrative expenses and share-based payments are included in other expense.

 

The Company and certain subsidiaries sponsor various pension schemes in accordance with local regulations and practices. Eligibility for participation in the various plans is either based on completion of a specified period of continuous service, or date of hire. The plans provide for certain employee and employer contributions, ranging from 5% to 16% of annual salaries, depending on the employee's years of service. Among these schemes are defined contribution plans as well as defined benefit plans. The main locations with defined benefit plans are Switzerland, the UK and the US.

 

Defined contribution plans

Glencore's contributions under these plans amounted to $21 million in 2011 and $11 million in 2010.

 

Defined benefit plans

The amounts recognised in the statement of income are as follows:

 

US $million


2011

2010





Current service cost


19

14

Interest cost


19

16

Expected return on plan assets

 

- 15

- 11

Net actuarial losses recognised in the year

 

13

5

Past service cost


2

1

Exchange differences


- 2

0

Total


36

25

 

 

The actual return on plan assets amounted to a gain of $4 million (2010: gain of $14 million).

 

The amounts recognised in the statement of financial position are determined as follows:

 

US $million

Notes

2011

2010





Present value of defined benefit obligations

 

513

422

Less: fair value of plan assets

 

- 284

- 267

Unrecognised actuarial losses


- 164

- 91

Restrictions of assets recognised


- 4

- 4

Liability in the statement of financial position

19

61

60

 

 

Movement in the present value of the defined benefit obligation is as follows:

 

US $million


2011

2010





Opening defined benefit obligation


422

363

Current service cost


19

14

Interest cost


19

16

Past service cost


2

1

Benefits paid


- 26

- 27

Actuarial loss


67

17

Exchange differences on foreign plans

 

 1

- 5

Other movements


9

43

Closing defined benefit obligation


513

422

 

 

Movement in the present value of the plan assets is as -follows:

 

US $million


2011

2010





Opening fair value of plan assets

 

267

232

Expected return on plan assets

 

15

11

Contribution from the employer


26

27

Actuarial loss


- 20

- 5

Exchange differences on foreign plans

 

 3

- 5

Other movements


- 7

7

Closing fair value of plan assets

 

284

267

 

 

The plan assets consist of the following:

 

US $million


2011

2010





Cash and short term investments

 

10

5

Fixed income


109

115

Equities


120

96

Other


45

51

Total


284

267

 

 

The overall expected rate of return is a weighted average of the expected returns of the various categories of plan assets held. Glencore's assessment of the expected returns is based on historical return trends and analysts' predictions of the market for the asset class in the next twelve months.

 

The principal actuarial assumptions used were as follows:

 

 

 

2011

2010





Discount rate


3-7%

3-6%

Expected return on plan assets

 

3-8%

3-8%

Future salary increases


2-5%

2-6%

Future pension increases


3-4%

3-4%

 

 

Mortality assumptions are based on the latest available standard mortality tables for the individual countries concerned. These tables imply expected future lifetimes (in years) for employees aged 65 as at the 31 December 2011 of 18 to 24 for males (2010: 18 to 24) and 20 to 25 (2010: 22 to 25) for females. The assumptions for each country are reviewed each year and are adjusted where necessary to reflect changes in fund experience and actuarial recommendations.

The Group expects to make a contribution of $26 million (2010: $27 million) to the defined benefit plans during the next financial year.

Summary historical information:

 

US $million

Present value of

defined benefit

obligation

Fair value of plan assets

 

 

 

2009

363

232

2008

324

190

2007

370

260

 

 

 

21. ACCOUNTS PAYABLE

 

US $million


2011

2010





Trade payables


14 523

12 278

Trade advances from buyers


852

634

Associated companies


1 511

1 788

Other payables and accrued liabilities

 

1 274

1 273

Total


18 160

15 973

 

 

 

22. Acquisition and disposal of subsidiaries

 

2011

Acquisitions

During 2011, Glencore acquired interests in various businesses, the most significant being Umcebo Mining (Pty) Ltd ("Umcebo"). The net cash used in the acquisition of subsidiaries and the fair value of the assets acquired and liabilities assumed at the date of acquisition are detailed below:

 

US $million



Umcebo1

Other

Total







Property, plant and equipment



555

220

775

Intangible assets



0

13

13

Investments in Associates



10

0

10

Loans and advances ²



30

6

36

Inventories



10

13

23

Accounts receivable ²



34

19

53

Cash and cash equivalents



4

14

18

Non controlling interest



- 208

- 7

- 215

Non current borrowings



- 57

- 12

- 69

Deferred tax liabilities



- 118

- 3

- 121

Provisions



- 53

- 4

- 57

Accounts payable



- 84

 - 28

- 112

Current borrowings



0

- 7

- 7

Total fair value of net assets acquired

 

 

123

224

347

Goodwill arising on acquisition ³



0

36

36

Less: cash and cash equivalents acquired

 

 

4

14

 18

Less: contingent consideration 4



0

15

15

Net cash used in acquisition of subsidiaries

 

 

119

231

350


1The fair values are provisional due to the complexity of the valuation process. The finalisation of the fair value of the assets and liabilities acquired will be completed within 12 months of the acquisition.

2Represents the gross contractual amount for loans and advances and accounts receivable.

3None of the goodwill arising on acquisition is deductible for tax purposes.

4The contingent consideration related to the purchase of assets of OceanConnect ranges between $ 5 million and $ 15 million based on future earnings of the business acquired.

 

 

Umcebo

In December 2011, in order to increase its South African coal market presence, Glencore completed the acquisition of a 43.7% stake in Umcebo, an unlisted South African coal mining company, for $123 million cash consideration. Although Glencore holds less than 50% of the voting rights, it has the ability to exercise control over Umcebo as the shareholder agreements allow Glencore to control the Board of Directors through the ability to appoint half of the Directors and the CEO, who has the casting vote in respect of the financial and operating policies of Umcebo. The acquisition was accounted for as a business combination with the non controlling interest being measured at its percentage of net assets acquired.

 

If the acquisition had taken place effective 1 January 2011, the operation would have contributed revenue of $309 million and a loss before attribution of $3 million. Glencore's share of income and revenue from the date of these acquisitions amounted to $nilmillion due to the fact that the acquisition was completed in late December 2011.

 

Other

Other comprises primarily acquisitions of 100% interest of crushing plants in the Czech Republic and 90.7% interest of crushing plants in Poland for cash consideration of $ 82 million and $ 71 million, respectively, a 100% interest in Sable Zinc Kabwe Limited, a Zambian metal-processing plant for cash consideration of $ 29 million and certain assets related to the business of OceanConnect for total consideration of $ 30 million. The goodwill recognised in connection with these acquisitions principally related to OceanConnect.

 

If these acquisitions had taken place effective 1 January 2011, the operations would have contributed revenue of $104 million and a loss before attribution of $19 million. Glencore's share of revenue and loss from the date of these acquisitions amounted to $ 1,321 million and $ 9 million, respectively.

 

2010

Acquisitions

During 2010, Glencore acquired controlling interests in various businesses, the most significant being Vasilkovskoye Gold, Chemoil Energy Limited (Chemoil) and Pacorini. The net cash used in the acquisition of subsidiaries and the fair value of the assets acquired and liabilities assumed at the date of acquisition are detailed below:

 

US $million

Vasilkovskoye

Chemoil

Pacorini

Other 1

Total







Property, plant and equipment

2 855

519

0

280

3 654

Investments in Associates

0

69

0

0

69

Inventories

44

317

0

93

454

Accounts receivable

103

703

0

76

882

Cash and cash equivalents

13

108

0

11

132

Assets held for sale

0

0

277

0

277

Non controlling interest

- 947

- 230

0

- 55

- 1 232

Non current borrowings

- 14

- 166

0

- 61

- 241

Deferred tax liabilities

- 365

- 96

0

0

- 461

Accounts payable

- 81

- 493

0

- 212

- 786

Current borrowings

0

- 494

0

- 10

- 504

Liabilities held for sale

0

0

- 68

- 0

- 68

Total fair value of net assets acquired

1 608

237

209

122

2 176

Less: amounts previously recognised through investments and loans

1 403

0

0

17

1 420

Less: cash and cash equivalents acquired

13

108

0

11

132

Net cash used in acquisition of subsidiaries

192

129

209

94

624


1
Includes the acquisitions of a 76% interest in Rio Vermelho, a 60% interest in Biopetrol Industries AG and a 100% interest in Minera Altos de Punitaqui.

 

 

 

Vasilkovskoye

In February 2010, Kazzinc purchased the remaining 60% of Vasilkovskoye Gold, a gold development company, that it did not previously own for $1,140 million to enhance its existing gold production base. The acquisition was funded through the payment of $205 million and the issuance of new Kazzinc shares which resulted in Glencore's ultimate ownership in Kazzinc being diluted from 69% to 50.7% (without a loss of control). The dilution resulted in a loss of $99 million which has been recognised in reserves (see note 13). Prior to acquisition, Kazzinc owned a 40% interest in Vasilkovskoye Gold which, at the date of acquisition, was revalued to its fair value of $760 million and as a result, a net gain of $462 million was recognised in other income (see note 3). The acquisition was accounted for as a business combination with the non controlling interest being measured at its percentage of net assets acquired determined by using discounted cash flow techniques with a discount rate of 8.5%.

 

For the period post acquisition, Vasilkovskoye Gold contributed revenue of $130 million and a loss before attribution of $15 million. If the acquisition had taken place effective 1 January 2010, the operation would have contributed revenue of $131 million and a loss before attribution of $22 million.

 

Chemoil

In April 2010, Glencore completed the acquisition of a 51.5% stake in Chemoil, a Singapore listed fuel oil storage and supply company, for $237 million cash consideration to strengthen its global storage and marketing capabilities. The acquisition was accounted for as a business combination with the non controlling interest being measured at its percentage of net assets acquired.

 

For the period post acquisition, Chemoil contributed revenue of $6,089 million and income before attribution of $4 million. If the acquisition had taken place effective 1 January 2010, the operation would have contributed revenue of $7,175 million and a loss before attribution of $3 million.

 

Pacorini

In September 2010, Glencore acquired the metals warehousing division of the Pacorini Group for $209 million in cash to further enhance its presence in the metals warehousing business. As contemplated at the time of the acquisition, Glencore commenced a review of the strategic alternatives to strengthen Glencore's participation in the metals warehousing business, which was expected to result in a merger involving the acquired business and a third party. As a result, the assets and liabilities were classified as held for sale in 2010.

 

In March 2011 the plan to merge the Pacorini business with a third party was abandoned due to a breakdown in final negotiations and the net assets previously classified as held for sale in 2010 were reclassified to the respective line items in the statement of financial position at depreciated cost (see note 12). Subsequent to this reclassification, the acquisition accounting was finalised as follows:

 

US $million



Provisional fair value as previously reported

Adjustments

Fair value at acquisition







Property, plant and equipment



0

3

3

Intangible assets



0

32

32

Accounts receivable



0

96

96

Cash and cash equivalents



0

21

21

Assets held for sale ¹



277

- 277

0

Non current borrowings



0

- 1

- 1

Deferred tax liabilities ²



0

- 8

- 8

Accounts payable



0

- 62

- 62

Current borrowings



0

- 5

- 5

Liabilities held for sale ¹



- 68

68

0

Total fair value of net assets acquired

 

 

209

- 133

76

Goodwill arising on acquisition ²



0

133

133

Less: cash and cash equivalents acquired

 

 

21

0

 21

Net cash used in acquisition of subsidiaries

 

 

188

0

188


¹
Assets and liabilities held for sale have been reclassified to the respective line items in the statement of financial position.

²
$ 37 million of goodwill is expected to be deductible for tax purposes.

 

 

Disposals

In 2011 and 2010, there were no material disposals of subsidiaries.

23. Financial and capital risk management

 

Financial risks arising in the normal course of business from Glencore's operations comprise market risk (including commodity price risk, interest rate risk and currency risk), credit risk (including performance risk) and liquidity risk. It is Glencore's policy and practice to identify and, where appropriate and practical, actively manage such risks to support its objectives in managing its capital and future financial security and flexibility. Glencore's overall risk management program focuses on the unpredictability of financial markets and seeks to protect its financial security and flexibility by using derivative financial instruments where possible to substantially hedge these financial risks. Glencore's finance and risk professionals, working in coordination with the commodity departments, monitor, manage and report regularly to senior management, the Audit Committee and ultimately the Board of Directors on the approach and effectiveness in managing financial risks along with the financial exposures facing the Group.

 

Glencore's objectives in managing its capital (see table below) include preserving its overall financial health and strength for the benefit of all stakeholders, maintaining an optimal capital structure in order to provide a high degree of financial flexibility at an attractive cost of capital and safeguarding its ability to continue as a going concern, while generating sustainable long term profitability. Paramount in meeting these objectives is Glencore's policy to maintain an investment grade rating status. Following the Listing, both S&P (via an upgrade) and Moody's (via stabilisation of outlook) improved their credit ratings on Glencore to BBB (stable) and Baa2 (stable) respectively. Following the announcement of the proposed merger with Xstrata, both the aforementioned  agencies have flagged possible upgrade potential.

 

US $million


2011

2010





Total net assets attributable to profit participation shareholders,
non controlling interests and equity holders

 

 

32 335

 

22 507

Less: non controlling interests


3 070

2 894

Glencore shareholders' funds


29 265

19 613

 

 

Commodity price risk

Glencore is exposed to price movements for the inventory it holds and the products it produces which are not held to meet priced forward contract obligations and forward priced purchase or sale contracts. Glencore manages a significant portion of this exposure through futures and options transactions on worldwide commodity exchanges or in over the counter (OTC) markets, to the extent available. Commodity price risk management activities are considered an integral part of Glencore's physical commodity marketing activities and the related assets and liabilities are included in other financial assets from and other financial liabilities to derivative counterparties, including clearing brokers and exchanges. Whilst it is Glencore's policy to substantially hedge its commodity price risks, there remains the possibility that the hedging instruments chosen may not always provide effective mitigation of the underlying price risk. The hedging instruments available to the marketing businesses may differ in specific characteristics to the risk exposure to be hedged, resulting in an ongoing and unavoidable basis risk exposure. Residual basis risk exposures represent a key focus point for Glencore's commodity department teams who actively engage in the management of such.

 

Glencore has entered into futures transactions to hedge the price risk of specific future operating expenditures. These trans-actions were identified as cash flow hedges. The fair value of these derivatives is as follows:

 

 

Notional amounts


Recognised fair values


US $million

Buy

Sell


Assets

Liabilities

Maturity








Commodity futures - 2011

0

181


0

101

2012

Commodity futures - 2010

0

187


0

75

2012

 

 

Value at risk

One of the tools used by Glencore to monitor and limit its primary market risk exposure, namely commodity price risk related to its physical marketing activities, is the use of a value at risk (VaR) computation. VaR is a risk measurement technique which estimates the potential loss that could occur on risk positions as a result of movements in risk factors over a specified time horizon, given a specific level of confidence. The VaR methodology is a statistically defined, probability based approach that takes into account market volatil-ities, as well as risk diversification by recognising offsetting positions and correlations between commodities and markets. In this way, risks can be measured consistently across all markets and commodities and risk measures can be aggregated to derive a single risk value. Glencore's Board has set a consolidated VaR limit (1 day 95%) of $100 million representing less than 0.5% of Glencore shareholders' funds.

 

 

Glencore uses a VaR approach based on Monte Carlo simulations and is computed at a 95% confidence level with a weighted data history using a combination of a one day and one week time horizon.

 

Position sheets are regularly distributed and monitored and weekly Monte Carlo simulations are applied to the various business groups' net marketing positions to determine potential future exposures. As at 31 December 2011, Glencore's 95%, one day market risk VaR was $28 million (2010: $58 million). Average market risk VaR (1 day 95%) during 2011 was $39 million compared to $43 million during 2010.

 

VaR does not purport to represent actual gains or losses in fair value on earnings to be incurred by Glencore, nor does Glencore claim that these VaR results are indicative of future market movements or representative of any actual impact on its future results. VaR should always be viewed in the context of its limitations; notably, the use of historical data as a proxy for estimating future events, market illiquidity risks and tail risks. Glencore recognises these limitations, and thus complements and continuously refines its VaR analysis by ana-lysing forward looking stress scenarios and back testing calculated VaR against actual movements arising in the next business week.

 

Glencore's VaR computation currently covers its business in the key base metals (aluminium, nickel, zinc, copper, lead, etc), coal, oil/natural gas and the main risks in the Agricultural products business segment (grain, oilseeds, sugar and cotton) and assesses the open-priced positions which are those subject to price risk, including inventories of these commodities. Due to the lack of a liquid terminal market, Glencore does not include a VaR calculation for products such as alumina or ferroalloy commodities as it does not consider the nature of these markets, nor the Group's underlying exposures to these products to be suited to this type of analysis. Alternative tools have been implemented and are used to monitor exposures related to these products.

 

Net present value at risk

Glencore's future cash flows related to its forecast energy, minerals and agricultural production activities are also exposed to -commodity price movements. Glencore manages this exposure through a combination of portfolio diversification, occasional shorter term hedging via futures and options transactions, insurance products and continuous internal monitoring, reporting and quantification of the underlying operations' estimated valuations.

 

Interest rate risk

Glencore is exposed to various risks associated with the effects of fluctuations in the prevailing levels of market interest rates on its assets and liabilities and cash flows. Matching of assets and liabilities is utilised as the dominant method to hedge interest rate risks. Floating rate debt which is predominantly used to fund fast turning working capital (interest is internally charged on the funding of this working capital) is primarily based on U.S. $LIBOR plus an appropriate premium. Accordingly, prevailing market interest rates are continuously factored into transactional pricing and terms.

 

Assuming the amount of floating rate liabilities at the reporting period end were outstanding for the whole year, interest rates were 50 basis points higher/lower and all other variables held constant, Glencore's income and shareholders' funds for the year ended 31 December 2011 would decrease/increase by $98 million (2010: decrease/increase by $91 million).

 

Currency risk

The U.S. Dollar is the predominant functional currency of the Group. Currency risk is the risk of loss from movements in exchange rates related to transactions and balances in currencies other than the U.S. Dollar. Such transactions include operating expenditure, capital expenditure and to a lesser extent purchases and sales in currencies other than the functional currency. Purchases or sales of commodities concluded in currencies other than the functional currency, apart from certain limited domestic sales at industrial operations which act as a hedge against local operating costs, are hedged through forward exchange contracts. Consequently, foreign exchange movements against the U.S. Dollar on recognised transactions would have an immaterial financial impact. Glencore enters into currency hedging transactions with leading financial institutions.

 

Glencore's debt related payments (both principal and interest) are denominated in or swapped using hedging instruments into U.S. Dollars. Glencore's operating expenses, being a small portion of its revenue base, are incurred in a mix of currencies of which the U.S. Dollar, Swiss Franc, Pound Sterling, Australian Dollar, Euro, Kazakhstan Tenge, Colombian Peso and South African Rand are the predominant currencies.

 

 

Glencore has issued Euro, Swiss Franc and Sterling denominated bonds (see note 17). Cross currency swaps were concluded to hedge the currency risk on the principal and related interest payments of these bonds. These contracts were designated as cash flow hedges of the foreign currency risks associated with the bonds. The fair value of these derivatives is as follows:

 


Notional amounts


Recognised fair values

Average

US $million

Buy

Sell


Assets

Liabilities

maturity¹








Cross currency swap agreements - 2011

0

6 080


0

174

2015

Cross currency swap agreements - 2010

0

6 584


0

185

2015


¹ Refer to note 17 for details.

 

 

Credit risk

Credit risk arises from the possibility that counterparties may not be able to settle obligations due to Glencore within their agreed payment terms. Financial assets which potentially expose Glencore to credit risk consist principally of cash and cash equivalents, receivables and advances, derivative instruments and non current advances and loans. Glencore's credit management process includes the assessment, monitoring and reporting of counterparty exposure on a regular basis. Glencore's cash equivalents are placed overnight with a diverse group of highly credit rated financial institutions. Credit risk with respect to receivables and advances is mitigated by the large number of customers comprising Glencore's customer base, their diversity across various industries and geographical areas, as well as Glencore's policy to mitigate these risks through letters of credit, netting, collateral and insurance arrangements where appropriate. Additionally, it is Glencore's policy that transactions and activities in trade related financial instruments be concluded under master netting agreements or long form confirmations to enable offsetting of balances due to/from a common counterparty in the event of default by the counterparty. Glencore actively and continuously monitors the credit quality of its counterparties through internal reviews and a credit scoring process, which includes, where available, public credit ratings. Balances with counterparties not having a public investment grade or equivalent internal rating are typically enhanced to investment grade through the extensive use of credit enhancement products, such as letters of credit or insurance products. Glencore has a diverse customer base, with no customer representing more than 3% (2010: 3%) of its trade receivables (on a gross basis taking into account credit enhancements) or accounting for more than 2% of its revenues over the year ended 2011 (2010: 3%).

 

The maximum exposure to credit risk, without considering netting agreements or without taking account of any collateral held or other credit enhancements, is equal to the carrying amount of Glencore's financial assets plus the guarantees to third parties and Associates (see note 27).

 

Performance risk

Performance risk arises from the possibility that counterparties may not be willing or able to meet their future contractual physical sale or purchase obligations to/from Glencore. Glencore undertakes the assessment, monitoring and reporting of performance risk within its overall credit management process. Glencore's market breadth, diversified supplier and customer base as well as the standard pricing mechanism in the majority of Glencore's commodity portfolio which does not fix prices beyond three months, with the main exception being coal and cotton where longer term fixed price contracts are common, ensure that performance risk is adequately mitigated. The commodity industry is continuing a trend towards shorter fixed price contract periods, in part to mitigate against such potential performance risk, but also due to the development of more transparent and liquid spot markets, e.g. coal and iron ore and associated derivative products and indexes.

 

Liquidity risk

Liquidity risk is the risk that Glencore is unable to meet its payment obligations when due, or that it is unable, on an ongoing basis, to borrow funds in the market on an unsecured or secured basis at an acceptable price to fund actual or proposed commitments. Prudent liquidity risk management implies maintaining sufficient cash and cash equivalents through the availability of adequate committed funding facilities. Glencore has set itself an internal minimum liquidity target to maintain at all times, available committed undrawn credit facilities of $3 billion (2010: $ 3 billion). Glencore's credit profile, diversified funding sources and committed credit facilities, ensure that sufficient liquid funds are maintained to meet its liquidity requirements. As part of its liquidity management, Glencore closely monitors and plans for its future capital expenditure and proposed investments, as well as credit facility refinancing/extension requirements, well ahead of time.

 

Certain borrowing arrangements require compliance with specific financial covenants related to working capital, minimum current ratio and a maximum long term debt to tangible net worth ratio. During the period, the Company has complied with these requirements.

 

 

As at 31 December 2011, Glencore had available committed undrawn credit facilities, cash and marketable securities amounting to $ 6,831 million (2010: $4,220 million). The maturity profile of Glencore's financial liabilities based on the contractual terms is as follows:

 

2011

US $million

After

 5 years

Due

3-5 years

Due

2-3 years

Due

 1-2 years

Due

 0-1 year


Total








Borrowings

3 285

2 178

9 985

4 396

8 185

28 029

Commodities sold with agreements to repurchase

0

0

0

0

39

39

Expected future interest payments

270

547

768

849

942

3 376

Accounts payable

0

0

0

0

18 160

18 160

Other financial liabilities

0

820

39

394

3 551

4 804

Total

3 555

3 545

10 792

5 639

30 877

54 408








Current assets





45 731

45 731

 

 

 

2010

US $million

After

 5 years

Due

3-5 years

Due

2-3 years

Due

 1-2 years

Due

 0-1 year


Total








Borrowings

4 152

4 974

7 094

2 031

11 881

30 132

Commodities sold with agreements to repurchase

0

0

0

0

484

484

Expected future interest payments

668

949

766

800

834

4 017

Accounts payable

0

0

0

0

15 973

15 973

Other financial liabilities

0

739

288

955

6 084

8 066

Liabilities held for sale

0

0

0

0

45

45

Total

4 820

6 662

8 148

3 786

35 301

58 717








Current assets





44 296

44 296

 

 

 

24. Financial Instruments

 

Fair value of financial instruments

The following table presents the carrying values and fair values of Glencore's financial instruments. Fair value is the amount at which a financial instrument could be exchanged in an arm's length transaction between informed and willing parties, other than in a forced or liquidated sale. Where available, market values have been used to determine fair values. When market values are not available, fair values have been calculated by discounting expected cash flows at prevailing interest and exchange rates. The estimated fair values have been determined using market information and appropriate valuation methodologies, but are not necessarily indicative of the amounts that Glencore could realise in the normal course of business.

 

The financial assets and liabilities are presented by class in the tables below at their carrying values, which generally approximate to the fair values. In the case of $ 28,029 million (2010: $ 30,132 million) of borrowings, the fair value at 31 December 2011 is $ 28,247  million (2010: $ 31,476 million)

 

 

 

2011
US $
million


Carrying

value1

Available

for sale


FVtPL
2


Total







Assets






Other investments3


0

842

705

1 547

Advances and loans


4 141

0

0

4 141

Accounts receivable


21 895

0

0

21 895

Other financial assets


0

0

5 065

5 065

Cash and cash equivalents and marketable securities

 

0

0

1 345

1 345

Total financial assets


26 036

842

7 115

33 993







Liabilities






Borrowings


28 029

0

0

28 029

Commodities sold with agreements to repurchase

 

39

0

0

39

Accounts payable


18 160

0

0

18 160

Other financial liabilities


0

0

4 804

4 804

Total financial liabilities


46 228

0

4 804

51 032

 

1Carrying value comprises investments, loans, accounts receivable, accounts payable and other liabilities measured at amortised cost.

2FVtPL - Fair value through profit and loss - held for trading.

3Other investments of $ 1,429 million are classified as Level 1 with the remaining balance of $ 118 million classified as Level 3.

 

 

 

2010
US $
million


Carrying

value1

Available

for sale


FVtPL
2


Total







Assets






Other investments


0

2 048

390

2 438

Advances and loans


3 830

0

0

3 830

Accounts receivable


18 994

0

0

18 994

Other financial assets


0

0

5 982

5 982

Cash and cash equivalents and marketable securities

 

0

0

1 529

1 529

Total financial assets


22 824

2 048

7 901

32 773







Liabilities






Ordinary and hybrid profit participation shareholders

 

14 189

0

0

14 189

Borrowings


30 132

0

0

30 132

Commodities sold with agreements to repurchase

 

484

0

0

484

Accounts payable


15 973

0

0

15 973

Other financial liabilities


0

0

8 066

8 066

Total financial liabilities


60 778

0

8 066

68 844

 

1Carrying value comprises investments, loans, accounts receivable, accounts payable and other liabilities measured at amortised cost.

2FVtPL - Fair value through profit and loss - held for trading.

 

 

The following tables show the fair values of the derivative financial instruments including trade related financial and physical forward purchase and sale commitments by type of contract as at 31 December 2011 and 2010. Fair values are primarily determined using quoted market prices or standard pricing models using observable market inputs where available and are presented to reflect the expected gross future cash in/outflows. Glencore classifies the fair values of its financial instruments into a three level hierarchy based on the degree of the source and observability of the inputs that are used to derive the fair value of the financial asset or liability as follows:

 

Level 1    unadjusted quoted inputs in active markets for identical assets or liabilities; or

Level 2    inputs other than quoted inputs included in Level 1 that are directly or indirectly observable in the market; or

Level 3    unobservable market inputs or observable but can not be market corroborated, requiring Glencore to make market

                   based assumptions.

 

Level 1 classifications primarily include futures with a tenor of less than one year and options that are exchange traded. Level 2 classi-fications primarily include futures with a tenor greater than one year, over the counter options, swaps and physical forward transactions which derive their fair value primarily from exchange quotes and readily observable broker quotes. Level 3 classifications primarily include physical forward transactions which derive their fair value predominately from models that use broker quotes and applicable market based estimates surrounding location, quality and credit differentials. In circumstances where Glencore cannot verify fair value with observable market inputs (Level 3 fair values), it is possible that a different valuation model could produce a materially different estimate of fair value.

 

It is Glencore's policy that transactions and activities in trade related financial instruments be concluded under master netting agreements or long form confirmations to enable balances due to/from a common counterparty to be offset in the event of default by the counterparty.

 

Other financial assets

 

2011

US $million



Level 1


Level 2


Level 3


Total







Commodity related contracts






Futures


2 521

528

0

3 049

Options


50

0

0

50

Swaps


67

239

0

306

Physical forwards


0

1 015

458

1 473

Financial contracts






Cross currency swaps


0

76

0

76

Foreign currency and interest rate contracts

 

61

50

0

111

Total


2 699

1 908

458

5 065

 

 

 

2010

US $million



Level 1


Level 2


Level 3


Total







Commodity related contracts






Futures


1 168

628

0

1 796

Options


106

43

0

149

Swaps


174

471

0

645

Physical forwards


0

1 744

1 374

3 118

Financial contracts






Cross currency swaps


0

149

0

149

Foreign currency and interest rate contracts

 

45

80

0

125

Total


1 493

3 115

1 374

5 982

 

 

Other financial liabilities

 

2011

US $million




Level 1


Level 2


Level 3

Total







Commodity related contracts






Futures


1 643

758

0

2 401

Options


61

51

25

137

Swaps


31

372

0

403

Physical forwards


0

590

416

1 006

Financial contracts






Cross currency swaps


0

766

0

766

Foreign currency and interest rate contracts

 

76

15

0

91

Total


1 811

2 552

441

4 804

 

 

 

2010

US $million




Level 1


Level 2


Level 3

Total







Commodity related contracts






Futures


2 786

1 356

0

4 142

Options


25

70

99

194

Swaps


295

489

0

784

Physical forwards


0

1 199

1 019

2 218

Financial contracts






Cross currency swaps


0

660

0

660

Foreign currency and interest rate contracts

 

37

31

0

68

Total


3 143

3 805

 1 118

8 066

 

 

The following table shows the net changes in fair value of Level 3 other financial assets and other financial liabilities:

 

 

US $million


Swaps

Physical

forwards


Options

Total
Level 3






1 January 2010

- 1

681

- 88

592

Total gain/(loss) recognised in cost of goods sold

2

- 209

- 58

- 265

Sales

0

0

- 41

- 41

Realised

- 1

- 117

88

- 30

31 December 2010

0

355

- 99

256






1 January 2011

0

355

- 99

256

Total gain/(loss) recognised in cost of goods sold

0

- 269

1

- 268

Sales

0

0

0

0

Realised

0

- 44

73

29

31 December 2011

0

42

- 25

17

 

 

 

25. AUDITORS' REMUNERATION

 

US $million


2011

2010





Remuneration in respect of the audit of Glencore's consolidated financial statements

 

3

3

Other audit fees, primarily in respect of audits of accounts of subsidiaries

 

13

11

Total audit fees


16

14

Audit-related assurance services


2

1

Corporate finance services ¹


12

7

Taxation compliance services


2

1

Other taxation advisory services


1

1

Other services


1

1

Total non-audit fees


18

11

Total professional fees


34

25


1
Included within corporate finance services is $ 9 million (2010: $ 6 million) of professional fees related directly to the auditors role as Reporting Accountant in connection with the Listing. The expenses have been classified as Listing related expenses (see note 13).

 

 

 

 

26. Future commitments

 

Capital expenditure for the acquisition of property, plant and equipment is generally funded through the cash flow generated by the respective industrial entities. As at 31 December 2011, $884 million (2010: $787 million), of which 92% (2010: 100%) relates to expenditure to be incurred over the next year, was contractually committed for the acquisition of property, plant and equipment.

 

Certain of Glencore's exploration tenements and licenses require it to spend a minimum amount per year on development activities, a significant portion of which would have been incurred in the ordinary course of operations. As at 31 December 2011, $549 million (2010: $404 million) of such development expenditures are to be incurred, of which 57% (2010: 36%) are for commitments to be settled over the next year.

 

Glencore procures seagoing vessel/chartering services to meet its overall marketing objectives and commitments. At year end, Glencore has committed to future hire costs to meet future physical delivery and sale obligations and expectations of $2,171 million (2010: $2,608 million) of which $570 million (2010: $325 million) are with associated companies. 50% (2010: 50%) of these charters are for services to be received over the next 2 years.

 

As part of Glencore's ordinary sourcing and procurement of physical commodities and other ordinary marketing obligations, the selling party may request that a financial institution act as either a) the paying party upon the delivery of product and qualifying documents through the issuance of a letter of credit or b) the guarantor by way of issuing a bank guarantee accepting responsibility for Glencore's contractual obligations. As at 31 December 2011, $8,642 million (2010: $8,956 million) of such commitments have been issued on behalf of Glencore, which will generally be settled simultaneously with the payment for such commodity.

 

Glencore has entered into various operating leases mainly as lessee for office and warehouse/storage facilities. Rental expenses for these leases totalled respectively $77 million and $66 million for the years ended 31 December 2011 and 2010. Future net minimum lease payments under non cancellable operating leases are as follows:

 

US $million


2011

2010





Within 1 year


76

97

Between 2 and 5 years


147

225

After 5 years


120

151

Total


343

473

 

 

Glencore has entered into finance leases for various plant and equipment items, primarily vessels and machinery. Future net minimum lease payments under finance leases together with the future finance charges are as follows:

 

 

Undiscounted minimum

lease payments


Present value of minimum

lease payments

US $million

2011

2010


2011

2010







Within 1 year

50

5


39

4

Between 2 and 5 years

197

23


164

18

After 5 years

136

95


114

45

Total minimum lease payments

383

123


317

67

Less: amounts representing finance lease charges

 66

 56




Present value of minimum lease payments

317

67


317

67

 

 

Future development and related commitments

 

Kazzinc

In April 2011, Glencore agreed to acquire additional stakes in Kazzinc. Upon closing, these purchases will increase Glencore's ownership from 50.7% to 93.0% for a total transaction consideration of $ 2.2 billion in cash and $ 1.0 billion in equity based on the Listing price (116.8 million shares). Glencore and seller are currently targeting an agreed Q3 2012 completion date.

 

 

Kansuki

In August 2010, Glencore acquired an ultimate 37.5% interest in the Kansuki concession (Kansuki), a 185 square kilometre copper and cobalt pre-development project which borders Glencore's partly owned Mutanda concession in the DRC. In exchange, Glencore has a) an obligation to finance the first $400 million of development related expenditures, if any, as and when such expenditure is incurred, b) the right to operate the operations and c) a life of mine off-take agreement for all copper and cobalt produced by Kansuki. In addition, one of the partners in Kansuki has the right to sell an additional 18.75% ultimate interest to Glencore at the then calculated equity value of the operation, at the earlier of the date the operation produces a minimum annual 70,000 tonnes of copper and August 2013.  A total of $ 135 million of capital expenditure for mine and plant development has been committed of which $ 103 million has been spent. Exploration of the Kansuki concession is ongoing. Discussions with respect to a potential combination of the Mutanda and Kansuki operations are ongoing, with a view to ultimately obtaining a majority stake in the merged entity.

 

Prodeco

Prodeco currently exports the majority of its coal through Puerto Prodeco which operates under a private concession awarded by the Colombian government. This concession expired in March 2009, however the Colombian government has continued to grant Prodeco the right to use the port under annual lease agreements. To comply with new government regulations on loading methods, which became effective from July 2010 and to alleviate itself from the uncertainty of the annual concession renewal process associated with Puerto Prodeco, Prodeco has commenced construction of a new, wholly owned, port facility (Puerto Nuevo) which is estimated to cost $567 million and be commissioned over the first half of 2013. If the concession does not continue to be extended, Prodeco's export capability could be curtailed, which would significantly impact operations until Puerto Nuevo is operational. As at 31 December 2011, $246 million of the estimated initial investment has been incurred and $ 157 million has been contractually committed and is included in the capital expenditure commitments disclosure above.

 

Rosh Pinah Zinc Corporation (Proprietary) Limited

In December 2011, Glencore entered into an agreement to acquire an 80.1% interest in Rosh Pinah, an underground zinc/lead mine in south-western Namibia for total consideration of approximately $ 175 million. As at 31 December 2011, $ 47 million have been placed in escrow (see note 11). Closing is subject to the receipt of applicable regulatory approvals which are expected in 2012.

 

 

27. Contingent liabilities

 

The amount of corporate guarantees in favour of associated and third parties as at 31 December 2011, was $53 million (2010: $69 million). Also see note 7.

 

Litigation

Certain legal actions, other claims and unresolved disputes are pending against Glencore. Whilst Glencore cannot predict the results of any litigation, it believes that it has meritorious defenses against those actions or claims. Glencore believes the likelihood of any material liability arising from these claims to be remote and that the liability, if any, resulting from any litigation will not have a material adverse effect on its consolidated income, financial position or cashflows.

 

Environmental contingencies

Glencore's operations, mainly those arising from the ownership in industrial investments, are subject to various environmental laws and regulations. Glencore is in material compliance with those laws and regulations. Glencore accrues for environmental contingencies when such contingencies are probable and reasonably estimable. Such accruals are adjusted as new information develops or circumstances change. Recoveries of environmental remediation costs from insurance companies and other parties are recorded as assets when the recoveries are virtually certain. At this time, Glencore is unaware of any material environmental incidents at its locations.

 

Bolivian constitution

In 2009 the Government of Bolivia enacted a new constitution. One of the principles of the constitution requires mining entities to form joint ventures with the government. Glencore, through its subsidiary Sinchi Wayra, has, in good faith, entered into negoti-ations with the Bolivian government regarding this requirement. Whilst progress has been made, the final outcome and the timing thereof cannot be determined at this stage.

 

 

 

28. Related party transactions

 

In the normal course of business, Glencore enters into various arm's length transactions with related parties (including Xstrata and Century), including fixed price commitments to sell and to purchase commodities, forward sale and purchase contracts, agency agreements and management service agreements. Outstanding balances at period end are unsecured and settlement occurs in cash (see notes 8, 10, 13 and 21). There have been no guarantees provided or received for any related party receivables or payables.

 

All transactions between Glencore and its subsidiaries are eliminated on consolidation along with any unrealised profits and losses

between its subsidiaries and Associates. Glencore entered into the following transactions with its Associates:

 

US $million



2011

2010






Sales



1 666

1 086

Purchases



- 10 414

- 9 472

Interest income



42

34

Interest expense



- 1

- 1

Agency income



69

82

Agency expense



0

- 5

 

 

Remuneration of key management personnel

The remuneration of Directors and other members of key management personnel recognised in the statement of income including salaries and other current employee benefits amounted to $170 million (2010: $146 million). Immediately prior to the Listing, Glencore implemented a Restructuring whereby $ 6,130 million of PPS and HPPS amounts owing to the Directors and other members of key management personnel were settled in exchange for new ordinary shares (see note 13).

 

 

29. Subsequent events

 

Subsequent to year end, the following significant events occurred:

 

•On 7 February 2012, Glencore announced its intention to acquire an additional 37.5% stake in Chemoil for cash consideration of $ 174 million. The transaction is expected to close in Q2 2012.

•On 7 February 2012, the Glencore Directors and the Independent Xstrata Directors announced that they had reached an agreement on the terms of a recommended all-share merger (the "Merger") of equals of Glencore and Xstrata to create a unique $ 90 billion natural resources group. The terms of the Merger provide Xstrata shareholders with 2.8 newly issued shares in Glencore for each Xstrata share held. The Merger is to be effected by way of a Court sanctioned scheme of arrangement of Xstrata under Part 26 of the UK Companies Act, pursuant to which Glencore will acquire the entire issued and to be issued ordinary share capital of Xstrata not already owned by the Glencore Group. The Merger is subject to shareholder, anti-trust and regulatory approvals.

 

 

 

30. List of principal operating, finance and industrial subsidiaries and investments

 

 

Method of

consolidation

in 2011

Country of

incorporation

%

interest 2011

%

interest 2010



Main activity







Glencore International plc

P

Jersey




  Glencore International AG

F

Switzerland

100.0

n.a.

Operating

    Glencore AG

F

Switzerland

100.0

100.0

Operating

      Allied Alumina Inc. (Sherwin Alumina)

F

United States

100.0

100.0

Alumina production

      Century Aluminum Company2

E

United States

46.4

44.0

Aluminium production

      Glencore Funding LLC

F

United States

100.0

100.0

Finance

    Glencore UK Ltd

F

U.K.

100.0

100.0

Operating

      Glencore Commodities Ltd

F

U.K.

100.0

100.0

Operating

      Glencore Energy UK Ltd

F

U.K.

100.0

100.0

Operating

    Glencore Group Funding Limited

F

UAE

100.0

100.0

Finance

      Glencore Finance (Bermuda) Ltd

F

Bermuda

100.0

100.0

Finance

        AR Zinc Group

F

Argentina

100.0

100.0

Zinc/Lead production

        Boundary Ventures Limited 3

E

Burkina Faso

55.7

0.0

Zinc development

        Empresa Minera Los Quenuales S.A.

F

Peru

97.5

97.1

Zinc/Lead production

        Glencore Exploration (EG) Ltd.

F

Bermuda

100.0

100.0

Oil exploration/development

        Glencore Finance (Europe) S.A.

F

Luxembourg

100.0

100.0

Finance

        Kansuki Group

E

DRC

37.5

37.5

Copper production

        Minera Altos de Punitaqui

F

Chile

100.0

100.0

Copper production

        Mopani Copper Mines plc

F

Zambia

73.1

73.1

Copper production

        Mutanda Group

E

DRC

40.0

40.0

Copper production

        Prodeco Group

F

Colombia

100.0

100.0

Coal production

        Recylex S.A.

E

France

32.2

32.2

Zinc/Lead production

        Sinchi Wayra Group

F

Bolivia

100.0

100.0

Zinc/Tin production

        United Company Rusal Limited

O

Jersey

8.8

8.8

Aluminium production

    Finges Investment B.V.

F

Netherlands

100.0

100.0

Finance

      Biopetrol Industries AG4

F

Switzerland

60.3

60.3

Biodiesel production

      Glencore Grain B.V.

F

Netherlands

100.0

100.0

Operating

      Nyrstar N.V.

O

Belgium

7.8

7.8

Zinc/Lead production

      Optimum Coal Holdings Limited

E

South Africa

31.2

0.0

Coal production

      Pannon Vegetable Oil Manufacturing

F

Hungary

100.0

100.0

Vegetable oil production

      Rio Vermelho

F

Brazil

100.0

76.0

Sugar cane/ethanol production

      Sable Zinc Kabwe Limited

F

Zambia

100.0

0.0

Copper production

      Umcebo Mining (Pty) Ltd 5

F

South Africa

43.7

0.0

Coal production

      Usti Oilseed Group

F

Czech Republic

100.0

0.0

Edible oil production

      Xstrata plc

E

U.K.

34.5

34.5

Diversified production

      Zaklady Tluszczowe w Bodaczowie

F

Poland

90.7

0.0

Edible oil production

    Chemoil Energy Limited6

F

Hong Kong

51.5

51.5

Oil storage and bunkering

    Cobar Group

F

Australia

100.0

100.0

Copper production

    Glencore Singapore Pte Ltd

F

Singapore

100.0

100.0

Operating

    Kazzinc Ltd.

F

Kazakhstan

50.7

50.7

Zinc/Lead/Copper production

      Vasilkovskoye Gold

F

Kazakhstan

100.0

100.0

Gold production

 

1P=Parent; F = Full consolidation; E = Equity method; O = Other investment

2Represents Glencore's economic interest in Century, comprising 41.6% (2010: 39.1%) voting interest and 4.8% (2010: 4.9%) non voting interest.

3Although Glencore holds more than 50% of the voting rights, it does not have the ability to exercise control over Boundary Ventures as a result of shareholder agreements which provide for joint control over the governance of the financial and operating policies.

4Publicly traded on the Frankfurt Stock Exchange under the symbol A0HNQ5. Glencore owns 46,812,601 shares.

5Although Glencore holds less than 50% of the voting rights, it has the ability to exercise control over Umcebo as a result of shareholder agreements which provide Glencore the ability to control the Board of Directors.

6Publicly traded on the Singapore Exchange under the symbol CHEL.SI. Glencore owns 666,204,594 shares.

 

Method of

consolidation

in 2011

Country of

incorporation

%

interest 2011

%

interest 2010



Main activity







    Katanga Mining Limited 7

F

Bermuda

75.2

74.4

Copper production

    Murrin Murrin Group

F

Australia

100.0

82.4

Nickel production

    Moinho Agua Branca S.A.

F

Brazil

97.0

97.0

Wheat flour milling

    Moreno Group

F

Argentina

100.0

100.0

Edible oils production

    Pacorini Group

F

Switzerland

100.0

100.0

Metals warehousing

    Pasar Group

F

Philippines

78.2

78.2

Copper production

    Polymet Mining Corp.

E

Canada

24.1

6.3

Copper production

    Portovesme S.r.L.

F

Italy

100.0

100.0

Zinc/Lead production

    Renova S.A.

E

Argentina

33.5

33.3

Vegetable oil production

    Russneft Group (various companies)8

O

Russia

40.0-49.0

40.0-49.0

Oil production

    Shanduka Coal (Pty) Ltd

F

South Africa

70.0

70.0

Coal production

    ST Shipping & Transport Pte Ltd

F

Singapore

100.0

100.0

Operating

    Topley Corporation

F

B.V.I.

100.0

100.0

Ship owner

    Volcan Compania Minera S.A.A.

O

Peru

6.9

4.1

Zinc production

7Publicly traded on the Toronto Stock Exchange under the symbol KAT.TO. Glencore owns 1,433,702,634 shares.

8Although Glencore holds more than 20% of the voting rights, it has limited key management influence and thus does not exercise significant influence.

 



 

Glossary

Available committed liquidity

 

US $ million

2011

2010




Cash and cash equivalents and marketable securities

1 345

1529

Headline committed syndicated revolving credit facilities

11 905

10260

Amount drawn under syndicated revolving credit facilities

- 5 907

-7259

Amount drawn under US commercial paper program

- 512

-310

Total

6 831

4220

 

 

ADJUSTED CURRENT RATIO

Current assets over current liabilities, both adjusted to exclude other financial liabilities.

 

ADJUSTED EBIT/EBITDA

 

US $ million

2011

2010




Revenue

186 152

144978

Cost of goods sold

- 181 938

-140467

Selling and administrative expenses

- 857

-1063

Share of income from associates and jointly controlled entities

1 972

1829

Dividend income

24

13

Share of Associates' exceptional items

45

0

Adjusted EBIT

5 398

5 290

Depreciation and amortisation

1 066

 911

Adjusted EBITDA

6 464

6201

 

 

 

CURRENT CAPITAL EMPLOYED

Current capital employed is current assets, presented before assets held for sale, less accounts payable, other financial liabilities, current provisions and income tax payable.

 

Copper equivalent

Glencore has adopted a copper equivalent measure to assist in analysing and evaluating across its varied commodity portfolio. The copper equivalent measure is determined by multiplying the volumes of the respective commodity produced or marketed by the ratio of the respective commodity's average price over the average copper price in the prevailing period.

 

GLENCORE NET INCOME

Income before attribution less attribution to non controlling interests.

 

 

GLENCORE SHAREHOLDERS' FUNDS

Total net assets attributable to profit participation shareholders, non controlling interests and equity holders less non controlling interests.

 

 

Readily marketable inventories

Readily marketable inventories are readily convertible into cash due to their very liquid nature, widely available markets and the fact that the price risk is covered either by a physical sale transaction or hedge transaction on a commodity exchange or with a highly rated counterparty.

 

---------------------------------------------------------

 

This announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for any securities. The making of this announcement does not constitute a recommendation regarding any securities.

 

This announcement may include statements that are, or may be deemed to be, "forward looking statements", beliefs or opinions, including statements with respect to the business, financial condition, results of operations, prospects, strategies and plans of Glencore. These forward looking statements involve known and unknown risks and uncertainties, many of which are beyond Glencore's control and all of which are based on the Glencore board of director's current beliefs and expectations about future events. These forward looking statements may be identified by the use of forward looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "will", "could", or "should" or in each case, their negative or other variations thereon or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward looking statements include all matters that are not historical facts. Forward looking statements may and often do differ materially from actual results. Other than in accordance with its legal or regulatory obligations (including under the UK Listing Rules and the Disclosure and Transparency Rules of the Financial Services Authority and the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited), Glencore is not under any obligation and Glencore and its affiliates expressly disclaim any intention or obligation to update or revise any forward looking statements, whether as a result of new information, future events or otherwise.

 

No assurance can be given that such future results will be achieved; actual events or results may differ materially as a result of risks and uncertainties facing Glencore. Such risks and uncertainties could cause actual results to vary materially from the future results indicated, expressed or implied in such forward looking statements. Forward looking statements speak only as of the date of this announcement.

 

The financial information contained in this results announcement has been prepared to comply with the terms of Glencore's listed debt and should not be relied on for any other purpose.

 

No statement in this announcement is intended as a profit forecast or a profit estimate and no statement in this announcement should be interpreted to mean that earnings per Glencore share for the current or future financial years would necessarily match or exceed the historical published earnings per Glencore share.


This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
FR UGUMPWUPPGBC

Companies

Glencore (GLEN)
UK 100