Full-Year 2021 Results and Market Update

Globaltrans Investment PLC (the “Company” and together with its consolidated subsidiaries “Globaltrans” or the “Group”), (LSE/MOEX ticker: GLTR) today announces its financial and operational results for the year ended 31 December 2021 along with the update on recent developments.

In this announcement, the Group has used certain measures not recognised by EU IFRS or IFRS (referred to as “non-IFRS measures”) as supplemental measures of the Group’s operating performance. The management believes that these non-IFRS measures provide valuable information to readers, because they enable them to focus more directly on the underlying day-to-day performance of the Group’s business. The Company also reports certain operational information to illustrate the changes in the Group’s operational and financial performance during the reporting periods. Certain financial information which is derived from the management accounts is marked in this announcement with an asterisk {*}. Information (non-IFRS financial and operating measures) requiring additional explanation or defining is marked with initial capital letters and the explanations or definitions are provided at the end of this announcement. Reconciliations of the non-IFRS measures to the closest EU IFRS measures are included in the body of this announcement. The presentational currency of the Group’s financial results is the Russian rouble (“RUB”).

KEY HIGHLIGHTS

Strong market recovery, increased Free Cash Flow and reduced Net Debt further strengthened Group foundations

  • Significant H2 2021 market recovery with overall Russian freight rail turnover at an all-time high in 2021 largely driven by robust bulk cargo demand.
  • Recovery in gondola market rates starting in late Q2 2021 continued through the year with 2021 bulk volumes exceeding pre-COVID levels; tank market pricing remained robust with volume recovery accelerating in H2 2021.
  • Two key service contracts extended in 2021 - Rosneft for 5 years and Metalloinvest for 2 years (with higher service volumes agreed).
  • Adjusted EBITDA increased 8% year on year to RUB 29.0 billion.
  • Free Cash Flow increased 7% year on year to RUB 16.1 billion despite the increase in Total CAPEX.
  • Profit for the year rose 24% year on year to RUB 15.1 billion.
  • Net Debt fell 32% with Net Debt to Adjusted EBITDA at 0.6x compared to 1.0x at end 2020.
  • Above-target interim 2021 dividends delivered although the final 2021 dividends are temporarily suspended due to both technical limitations regarding upstreaming cash to the Cyprus holding company and the objective of establishing liquidity buffers.

Commenting on Globaltrans’ full-year 2021 results, CEO Valery Shpakov said:

“Globaltrans’ excellent positioning meant that the significant market recovery seen in the second half of 2021 was converted into a strong business performance for the full year. While the start of 2022 saw these robust markets continuing, we are well aware that we have entered an unprecedented time.

We are heartened by the fact that we strengthened our business across the board in 2021 with better financial results, lower leverage and renewed key long-term contracts. Our Free Cash Flow remained strong in 2021 despite the increase in Total CAPEX and our costs were held in check.

In light of current environment, it is worth noting that all of our debt is denominated in roubles and is fixed rate, with manageable repayment schedules given the ongoing level of cash generation and good level of available liquidity. Importantly, all of our key contracts continue to perform as of today.

Globaltrans has strong foundations and world-class operations and management structures. We continue to be focused on shareholder value creation although we have temporarily put on hold final dividends for 2021 on the back of factors beyond our control. While visibility going forward is understandably low, I believe we are well positioned to weather what lies ahead.”

FINANCIAL RESULTS

Increased profitability as costs controlled; strong Free Cash Flow supported successful deleveraging

  • Adjusted Revenue rose 6% year on year to RUB 58.5 billion on the back of the recovery in gondola rates in H2 2021 coupled with continued robust pricing in the tank car segment.
  • Total Operating Cash Costs were held in check contributing to an increase in the Adjusted EBITDA Margin to 50% in 2021 compared to 49% in 2020.
  • Adjusted EBITDA rose 8% to RUB 29.0 billion.
  • Strong Free Cash Flow increased 7% year on year to RUB 16.1 billion despite a 22% increase in Total CAPEX to RUB 8.4 billion following purchases of tank cars and increased maintenance CAPEX.
  • Net Debt reduced 32% in 2021 to RUB 18.5 billion compared to the end of 2020; leverage was at a low level with Net Debt to Adjusted EBITDA at 0.6x compared to 1.0x at end 2020.
  • All the Group’s debt has fixed interest rates and is denominated in RUB, the functional currency of the Group.

Portfolio optimisation to increase focus on core segments

  • BaltTransServis stake acquisition – unique competencies and 100% consolidation
    • Acquisition of the 40% outstanding stake in BaltTransServis (bringing the Company’s ownership to 100%), one of the leading Russian freight rail operators of tank cars, for RUB 9.1 billion in cash implying a 2021 P/E of about 4.5x.
    • BaltTransServis has a strong market position, long-term service contracts and unique competencies in operating its own locomotives with a total fleet of 13,136 units[1].
    • Provides increased focus on and exposure to an attractive oil products and oil segment and enables the consolidation of 100% of the Free Cash Flow of this cash generative business.
    • Globaltrans became the effective sole owner of BaltTransServis in February 2022 with closing completed in March 2022.
  • SyntezRail disposal – limited scope for value growth or synergies
    • Sale of Group’s 60% stake in small non-core container operator SyntezRail completed in October 2021 for RUB 1.1 billion in cash, implying an EV/EBITDA of about 6.8x[2] and a return on invested capital of about 3.8x.
    • Scope for synergies with core operations and potential for further value growth were both considered limited.

DIVIDENDS

Robust above-target interim 2021 dividends delivered; final 2021 dividend on hold

  • Improving dividend capacity over H1 2021 with gondola prices recovering enabled payment of above-target Interim 2021 dividends (regular and special) of RUB 4.0 billion or RUB 22.50 per share/GDR[3] in September 2021.
  • Final dividends for 2021 temporarily suspended due to both technical limitations regarding upstreaming cash to the Cyprus holding company and the objective of establishing liquidity buffers.

OPERATIONAL PERFORMANCE

Freight Rail Turnover growth resumed and gondola rates recovered amid growing demand for Globaltrans’ services

  • The Group’s Freight Rail Turnover (excluding Engaged Fleet) returned to growth in H2 2021, rising 8% on H1 2021, but could not fully compensate for the weather-related delays, congestion at key client facilities and sluggish demand in the oil products and oil segment seen in H1 2021 with full-year Freight Rail Turnover 2% lower year on year[4].
  • Average Price per Trip rose 11% year on year in 2021 reflecting a recovery in gondola market rates in H2 2021 with continued solid pricing in the oil products and oil segment.
  • Growing demand for Globaltrans’ services drove the increase in the number of leased-in gondola cars with 2.2 thousand units added and underpinned the purchase of 381 tank cars, with 197 delivered in 2021. The remainder will be delivered by the end of March 2022 along with an additional 119 tanks cars acquired in early 2022.
  • Gondola Empty Run Ratio further improved to 44% (2020: 45%) - one of the lowest in the Russian market - reflecting continued adjustments to cargo and client mix due to the ongoing impact of the COVID-19 pandemic.
  • Total Empty Run Ratio (for all types of rolling stock) was unchanged year on year at 51%.
  • Total Fleet declined 4% or 2,582 units to 69,106 units as of the end of 2021 largely reflecting the sale of the specialised container operator SyntezRail in October 2021. The average age of the Group’s Owned Fleet was 13.8 years as of the end of 2021.

Robust client retention with successful key contract extensions in 2021

  • Strong portfolio of service contracts contributed 59% of Net Revenue from Operation of Rolling Stock in 2021.
  • These long-term service contracts provide for better volume visibility and lower pricing volatility and enable logistical efficiencies.
  • Two key service contracts were successfully extended in 2021:
    • Rosneft for 5 years to the end of March 2026.
    • Metalloinvest for 2 years to the end of 2023 with serviced volumes increased to approximately 70% of Metalloinvest’s freight rail needs from 50% previously.

2021 MARKET REVIEW

Strong H2 2021 recovery: gondola rates improvement and accelerated recovery in tank car demand

  • Full-year overall Russian freight rail turnover reached an all-time high rising 3.6% year on year in 2021, exceeding the pre-COVID level of 2019 by 1.3%.
  • Strong performance continued into the beginning of 2022 with overall Russian freight rail turnover in January - February 2022 up 4.3% year on year, which is 4.5% and 1.1% higher than the same period in 2020 and 2019 respectively.

Non-oil (bulk) cargo volumes have exceeded pre-COVID levels

  • Overall non-oil (bulk) cargo volumes rose 3.0% year on year in 2021 and were up 1.8% compared to 2019.
  • Market-wide net additions of gondolas declined about 20% year on year to about 15.3 thousand units in 2021 (+2.7% compared to the end of 2020)[5].
  • Recovery in gondola rates which began in late Q2 2021 continued through 2021.

Accelerated improvement in oil products and oil segment volumes in H2 2021 despite the ongoing impact of the COVID-19 pandemic and continued OPEC+ limits

  • Overall oil products and oil volume in H2 2021 rose 8.9% year on year resulting in a 4.2% year-on-year increase for full-year 2021 which was nonetheless 6.2% below the 2019 level.
  • Market-wide net additions of oil products and oil tank cars stood at about 3.8 thousand units (+2.1% compared to the end of 2020)[6].
  • Robust pricing conditions continued through 2021.

OUTLOOK

Industry volumes are solid but visibility is now low; nonetheless Globaltrans remains well positioned to weather the unprecedented environment

  • Market demand and pricing have been relatively solid to date in 2022 but visibility is now low and volatility is expected to rise going forward.
  • Impact of sanctions on volumes of key industrial cargoes is not yet known.
  • Far East rail infrastructure expansion project is ongoing and will support rise in exports to Asia.

Globaltrans has strong operational capabilities and extensive financial buffers

  • Impact on operations to date is moderate with all key service contracts continuing to perform as of today.
  • Temporary blocking of about 5% of the Group’s Total Fleet in Ukraine mitigated by Globaltrans’ ability to make necessary logistics adjustments.
  • The Group had RUB 6.6 billion in cash as of the end of February 2022,continued free cash flow generation and moderate debt repayments of RUB 13.7 billion due in 2022. 100% of debt is RUB denominated with a fixed rate.
  • Focus on cash flow is driving a temporary suspension of expansion CAPEX and ongoing strict cost control.

Continued focus on shareholder value

  • Ongoing GDR buyback programme[7]: 0.19% of the Company’s share capital purchased in February - March 2022. The Board of Directors recommended shareholders approve at the Annual General Meeting (“AGM”) called for 26 April 2022 a new buyback programme (for up to 10% of the share capital, including GDRs already held by the Company) to run for a twelve-month period from the date of the AGM.
  • Final 2021 dividends temporarily suspended due to both technical limitations regarding upstreaming cash to the Cyprus holding company and the objective of establishing liquidity buffers.
  • Imposed suspension of GDRs trading on the London Stock Exchange and Moscow Exchange continued as of the date of publication.

DOWNLOADS

The disclosure materials along with the selection of historical operational and financial information are available on Globaltrans’ corporate website (www.globaltrans.com).

ANALYST AND INVESTOR CONFERENCE CALL / WEBCAST

The release of the Group’s financial and operational results will be accompanied by an analyst and investor conference call hosted by Valery Shpakov, CEO, and Alexander Shenets, CFO.

Date: Monday, 28 March 2022
Time: 13.00 London / 15.00 Moscow / 08.00 New York (EDT)

To participate in the conference call please dial one of the following numbers:

UK toll free:       0800 279 6877
International:     +44 (0) 330 165 4012
Russia:              +7 (8) 495 646 5137

Conference ID:
EN – 9396320
RU – 8863111

There will be a simultaneous translation for the call, with both English and Russian available using the conference IDs provided. There will also be a webcast of the call available through the Globaltrans website (www.globaltrans.com).

Q&A Session

Please note that this will be a listen-only session. Should you have any questions, please submit them by 11:30 Moscow time on 28 March 2022 to irteam@globaltrans.com.

VIRTUAL NON-DEAL ROADSHOW

The results announcement will be followed by a virtual non-deal roadshow. We are offering conference calls from 29 March to 8 April 2022. If you are interested in talking to the Company, please contact the IR Team; details are below.

ENQUIRIES

For investors
Mikhail Perestyuk / Daria Plotnikova
+357 25 328 860
irteam@globaltrans.com

For Russian media
Anna Vostrukhova
+357 25 328 863
media@globaltrans.com

For international media
Laura Gilbert, Lightship Consulting
+44 7799 413351
Laura.Gilbert@lightshipconsulting.co.uk

NOTES TO EDITORS

Globaltrans Investment PLC (“Company” and together with its consolidated subsidiaries “Globaltrans” or the “Group”) is a leading freight rail transportation group with subsidiary operations across Russia, the CIS and the Baltic countries.

The Company was founded in 2004 by a group of entrepreneurs who combined their freight rail businesses under the single brand Globaltrans. These founders remain key shareholders of the Group.

Throughout its years of operation, the Company has pursued a prudent approach to investment, expanding its fleet both by means of organic growth and through the acquisition of other rail operators. Globaltrans’ total fleet is currently almost three times larger than it was at the time of the Company’s IPO in 2008.

The Group’s dividend policy establishes a transparent and straightforward approach to the payment of dividends and is supported by a long history of delivering attractive shareholder remuneration.

Globaltrans global depositary receipts (GDRs) have been traded on the Main Market of the London Stock Exchange (ticker symbol: GLTR) since May 2008 and on the Level One quotation list of the Moscow Exchange since October 2020 (ticker symbol: GLTR)[8].

Due to its vast logistics capabilities, the Group is able to efficiently manage industrial cargo flows, transporting metallurgical cargoes, oil products and oil, coal and construction materials. The Group serves a broad range of clients in Russia and the CIS including some of Russia’s leading companies.

Globaltrans has a total fleet (including owned and leased in under finance and operating leases) of more than 69 thousand units as of the end of 2021, of which about 94% are owned by the Company. The core of the fleet is universal gondola cars used for a broad range of bulk cargoes (69% of total fleet) and tank cars for transporting oil products and oil (28% of total fleet). Globaltrans also manages its own fleet of mainline locomotives with 71 units that mostly provide traction for its block trains.

The Group’s logistics management principally aims to provide reliable services, responding promptly and flexibly to customer needs, while achieving a good level of profitability for the business. The main component of the Group’s centralised logistics system is its single dispatching centre that monitors every aspect of Globaltrans’ fleet operation. By effectively managing shipments and routes, Globaltrans ensures high utilisation of its fleet and achieves maximum productivity and quality of service.

Additional information on Globaltrans is available at www.globaltrans.com.

RESULTS IN DETAIL

The following tables provide the Group’s key financial and operational information for the years ended 31 December 2021 and 2020.

EU IFRS financial information

 

2020

2021

Change

 

RUB mln

RUB mln

%

Revenue

68,367

73,151

7%

Total cost of sales, selling and marketing costs and administrative expenses

(50,664)

(52,630)

4%

Operating profit

18,811

21,627

15%

Finance costs - net

(2,100)

(2,189)

4%

Profit before income tax

16,712

19,438

16%

Income tax expense

(4,525)

(4,338)

-4%

Profit for the year

12,187

15,100

24%

Profit attributable to:

 

 

 

   Owners of the Company

10,587

12,987

23%

   Non-controlling interests

1,600

2,113

32%

Basic and diluted earnings per share for profit attributable to the equity holders of the Company during the year (RUB per share)

59.24

72.69

23%

 

 

2020

2021

Change

 

RUB mln

RUB mln

%

Cash generated from operations (after changes in working capital)

28,278

30,058

6%

Tax paid

(3,052)

(2,808)

-8%

Net cash from operating activities

25,226

27,250

8%

Net cash used in investing activities

(6,528)

(6,854)

5%

Net cash used in financing activities

(20,357)

(12,517)

-39%

 

Non-IFRS financial information

 

2020

2021

Change

 

RUB mln

RUB mln

%

Adjusted Revenue

54,934

58,492

6%

Including

 

 

 

   Net Revenue from Operation of Rolling Stock

50,527*

54,319*

8%

   Operating lease of rolling stock

1,932

1,832

-5%

   Net Revenue from Specialised Container Transportation

1,923*

1,643*

-15%

Total Operating Cash Costs

29,121

29,751

2%

Including

 

 

 

   Empty Run Cost

15,799*

15,429*

-2%

   Employee benefit expense

4,154

5,491

32%

   Repairs and maintenance

4,261

3,969

-7%

   Fuel and spare parts - locomotives

1,630

1,972

21%

Adjusted EBITDA

26,807

29,044

8%

Adjusted EBITDA Margin, %

49%

50%

 

Total CAPEX (including maintenance CAPEX)

6,941

8,439

22%

Free Cash Flow

15,103

16,131

7%

Attributable Free Cash Flow

13,503

14,018

4%

Debt profile

 

As of
31 December

2020

As of
31 December

2021

Change

%

 

RUB mln

RUB mln

 

Total debt

32,015

31,318

-2%

Cash and cash equivalents

4,978

12,855

158%

Net Debt

27,037

18,464

-32%

Net Debt to Adjusted EBITDA (x)

1.0

0.6

 

     

 

Operational information

 

2020

2021

Change,
%

Freight Rail Turnover, billion tonnes-km (excluding Engaged Fleet)

150.3

146.8

-2%

Transportation Volume, million tonnes (excluding Engaged Fleet)

88.9

85.1

-4%

Average Price per Trip, RUB

36,909

41,075

11%

Average Rolling Stock Operated, units

57,484

57,347

0%

Average Distance of Loaded Trip, km

1,681

1,716

2%

Average Number of Loaded Trips per Railcar

23.8

23.1

-3%

Total Empty Run Ratio (for all types of rolling stock), %

51%

51%

 

Empty Run Ratio for gondola cars, %

45%

44%

 

Share of Empty Run Kilometres paid by Globaltrans, %

99%

99%

 

Total Fleet, units (at year end), including:

71,688

69,106

-4%

   Owned Fleet, units (at year end)

67,762

65,067

-4%

   Leased-in Fleet, units (at year end)

3,926

4,039

3%

Leased-out Fleet, units (at year end)

7,032

8,458

20%

Average age of Owned Fleet, years (at year end)

12.4

13.8

 

Total number of employees (at year end)

1,697

1,777

5%

PRESENTATION OF INFORMATION

The information in this announcement is subject to verification, completion and change. Accordingly, no representation or warranty, express or implied, is made or given by or on behalf of the Company or any of its shareholders, directors, officers or employees or any other person as to the accuracy, completeness or fairness of the information or opinions contained in this announcement. None of the Company nor any of its shareholders, directors, officers or any other person accepts any liability whatsoever for any loss howsoever arising from any use of the contents of this announcement or otherwise arising in connection therewith. This announcement does not constitute an offer or an advertisement of any securities in any jurisdiction.

The financial information contained in this announcement is derived from the consolidated management report and consolidated financial statements (audited) of Globaltrans Investment PLC (the “Company” and, together with its subsidiaries, “Globaltrans” or the “Group”) and has been prepared in accordance with International Financial Reporting Standards as adopted by the European Union and the requirements of Cyprus Companies Law, Cap. 113 (“EU IFRS”).

The Group’ consolidated management report and consolidated financial statements, selected operational information as at and for the years ended 31 December 2021 and 2020 along with historical financial and operational information are available at Globaltrans’ corporate website (www.globaltrans.com).

The presentation currency of the Group’s consolidated financial statements is the Russian rouble (“RUB”). In this announcement, the Group has used certain measures not recognised by EU IFRS or IFRS (referred to as “non-IFRS measures”) as supplemental measures of the Group’s operating performance. The management believes that these non-IFRS measures provide valuable information to readers, because they enable them to focus more directly on the underlying day-to-day performance of the Group’s business.

The Company also reports certain operational information to illustrate the changes in the Group’s operational and financial performance during the reporting periods.

Certain financial information which is derived from management accounts is marked in this announcement with an asterisk {*}.

Information (non-IFRS financial and operating measures) requiring additional explanation or defining is marked with initial capital letters and the explanations or definitions are provided at the end of this announcement. Reconciliations of the non-IFRS measures to the closest EU IFRS measures are included in the body of this announcement.

Rounding adjustments have been made in calculating some of the financial and operational information included in this announcement. As a result, numerical figures shown as totals in some tables may not be exact arithmetic aggregations of the figures that precede them.

The Group has obtained certain statistical, market and pricing information that is presented in this announcement on such topics as the Russian freight rail transportation market and related subjects from the following third-party sources: Federal State Statistics Service of Russian Federation (“Rosstat”), JSC Russian Railways (“RZD”) and the Federal Antimonopoly Service (“FAS”). The Group has accurately reproduced such information and, as far as it is aware and is able to ascertain from information published by such third-party sources, no facts have been omitted that would render the reproduced information inaccurate or misleading. The Group has not independently verified this third-party information. In addition, the official data published by Russian governmental agencies may be substantially less complete or researched than that of more developed countries.

All non-IFRS financial and operational information presented in this announcement should be used only as an analytical tool, and investors should not consider such information in isolation or in any combination as a substitute for analysis of the Group’s consolidated financial statements and condensed consolidated interim financial information reported under EU IFRS, which are available the Globaltrans’ corporate website www.globaltrans.com.

DEFINITIONS

Terms that require definitions are marked with capital letters in this announcement and their definitions are provided below in alphabetical order:

Adjusted EBITDA (a non-IFRS financial measure) represents EBITDA excluding “Net foreign exchange transaction (gains)/losses on financing activities”, “Share of profit/(loss) of associate”, “Other gains/(losses) - net”, “Net gain/(loss) on sale of property, plant and equipment”, “Impairment/(reversal of impairment) of property, plant and equipment”, “Impairment of intangible assets”, “Loss on derecognition arising on capital repairs” and “Reversal of impairment of intangible assets”.

Adjusted EBITDA Margin (a non-IFRS financial measure) is calculated as Adjusted EBITDA divided by Adjusted Revenue.

Adjusted Profit Attributable to Non-controlling Interests (a non-IFRS financial measure) is calculated as “Profit attributable to non-controlling interests” less share of “Impairment of property, plant and equipment” and “Impairment of intangible assets” attributable to non-controlling interests.

Adjusted Revenue (a non-IFRS financial measure) is calculated as “Total revenue” less the following “pass through” items “Infrastructure and locomotive tariffs: loaded trips” and “Services provided by other transportation organisations”.

Attributable Free Cash Flow (a non-IFRS financial measure) means Free Cash Flow less Adjusted Profit Attributable to Non-controlling Interests.

Average Distance of Loaded Trip is calculated as the sum of the distances of all loaded trips for a period divided by the number of loaded trips for the same period.

Average Number of Loaded Trips per Railcar is calculated as total number of loaded trips in the relevant period divided by Average Rolling Stock Operated.

Average Price per Trip is calculated as Net Revenue from Operation of Rolling Stock divided by the total number of loaded trips during the relevant period in the respective currency.

Average Rolling Stock Operated is calculated as the average weighted (by days) number of rolling stock available for operator services (not including rolling stock in maintenance, purchased rolling stock in transition to its first place of commercial utilisation, rolling stock leased out, Engaged Fleet, flat cars and containers used in specialised container transportation).

EBITDA (a non-IFRS financial measure) represents “Profit for the period” before “Income tax expense”, “Finance costs - net” (excluding “Net foreign exchange transaction (gains)/losses on financing activities”), “Depreciation of property, plant and equipment”, “Amortisation of intangible assets” and “Depreciation of right- of-use assets”.

Empty Run or Empty Runs means the movement of railcars without cargo for the whole or a substantial part of the journey.

Empty Run Costs (a non-IFRS financial measure meaning costs payable to RZD for forwarding empty railcars) is derived from management accounts and presented as part of the “Infrastructure and locomotive tariffs: empty run trips and other tariffs” component of “Cost of sales” reported under EU IFRS. Empty Run Costs do not include costs of relocation of rolling stock to and from maintenance, purchased rolling stock in transition to its first place of commercial utilisation, rolling stock leased in or leased out, Engaged Fleet, flat cars and containers used in specialised container transportation.

Empty Run Ratio is calculated as the total of empty trips in kilometres by respective rolling stock type divided by total loaded trips in kilometres of such rolling stock type. Empty trips are only applicable to rolling stock operated (not including rolling stock in maintenance, purchased rolling stock in transition to its first place of commercial utilisation, rolling stock leased out, Engaged Fleet, flat cars and containers used in specialised container transportation).

Engaged Fleet is defined as rolling stock subcontracted or otherwise engaged from a third-party rail operator for a loaded trip from the point of origination to the cargo’s destination, at which point the railcar is then released to such third-party.

Free Cash Flow (a non-IFRS financial measure) is calculated as “Cash generated from operations” (after “Changes in working capital”) less “Tax paid”, “Purchases of property, plant and equipment” (including maintenance CAPEX), “Purchases of intangible assets”, “Acquisition of subsidiary undertakings - net of cash acquired”, “Principal elements of lease payments for leases with financial institutions”, “Principal elements of lease payments for other lease liabilities”, “Interest paid on other lease liabilities”, “Interest paid on bank borrowings and non-convertible unsecured bonds”, “Interest paid on leases with financial institutions” and “Acquisition of non-controlling interest” plus “Cash inflow from disposal of subsidiary undertakings - net of cash disposed of”.

Freight Rail Turnover is a measure of freight carriage activity over a particular period calculated as the sum of tonnage of each loaded trip multiplied by the distance of each loaded trip, expressed in tonnes-km. It excludes volumes transported by Engaged Fleet (unless otherwise stated) and the performance of the specialised container transportation business.

Infrastructure and Locomotive Tariffs - Other Tariffs (a non-IFRS financial measure, derived from management accounts) is presented as part of the ‘‘Infrastructure and locomotive tariffs: empty run trips and other tariffs’’ component of “Cost of sales” reported under EU IFRS. This cost item includes the costs of relocation of rolling stock to and from maintenance, transition of purchased rolling stock to its first place of commercial utilisation, and relocation of rolling stock in and from lease operations, as well as other expenses.

Leased-in Fleet is defined as fleet leased in under operating leases, including railcars, locomotives and specialised containers.

Leased-out Fleet is defined as fleet leased out to third parties under operating leases (excluding flat cars and containers used in specialised container transportation).

Leverage Ratio or Net Debt to Adjusted EBITDA (a non-IFRS financial measure) is the ratio of Net Debt on the last day of a particular financial period to Adjusted EBITDA in respect of the twelve months to the end of that same period.

Net Debt (a non-IFRS financial measure) is defined as the sum of total borrowings (including interest accrued) less “Cash and cash equivalents”.

Net Revenue from Engaged Fleet (a non-IFRS financial measure, derived from management accounts) represents the net sum of the price charged for transportation to clients by the Group utilising Engaged Fleet less the loaded railway tariffs charged by RZD (included in the EU IFRS line item “Infrastructure and locomotive tariffs: loaded trips”) less the cost of attracting fleet from third-party operators (included in the EU IFRS line item “Services provided by other transportation organisations”).

Net Revenue from Operation of Rolling Stock is a non-IFRS financial measure, derived from management accounts, describing the net revenue generated from freight rail transportation services which is adjusted for respective “pass through” loaded railway tariffs charged by RZD (included in the EU IFRS line item “Infrastructure and locomotive tariffs: loaded trips”).

Net Revenue from Specialised Container Transportation is a non-IFRS financial measure, derived from management accounts, that represents the revenue generated from the specialised container operations (included in the EU IFRS line item: “Revenue from specialised container transportation”) less the respective “pass through” loaded railway tariffs charged by RZD (included in the EU IFRS line item “Infrastructure and locomotive tariffs: loaded trips”).

Net Working Capital (a non-IFRS financial measure) is calculated as the sum of the current portions of “Inventories”, “Current income tax assets”, “Trade receivables - net”, “Other receivables - net” (“Other receivables - third parties” and “Other receivables - related parties” net of “Provision for impairment of other receivables”), “Prepayments - third parties”, “Prepayments - related parties” and “VAT recoverable”, less the sum of the current portions of “Trade payables to third parties”, “Trade payables to related parties”, “Other payables to third parties”, “Other payables to related parties”, "Accrued expenses", “Accrued key management compensation, including share-based payment”, “VAT payable and other taxes”, “Contract liabilities” and “Current tax liabilities”.

Other Operating Cash Costs (a non-IFRS financial measure) include the following cost items: “Advertising and promotion”, “Auditors’ remuneration”, “Communication costs”, “Information services”, “Legal, consulting and other professional fees”, “Expense relating to short-term leases - tank containers”, “Expense relating to short- term leases (office)”, “Taxes (other than income tax and value added taxes)” and “Other expenses”.

Owned Fleet is defined as the fleet owned and leased in under finance lease as at the end of the reporting period. It includes railcars, locomotives and specialised containers, unless otherwise stated, and excludes Engaged Fleet.

Share of Empty Run Kilometres paid by Globaltrans is defined as the percentage of empty run kilometres paid by Globaltrans divided by the total amount of empty run kilometres incurred by the fleet operated by Globaltrans (not including relocation of rolling stock to and from maintenance, purchased rolling stock in transition to its first place of commercial utilisation, and rolling stock leased-out, Engaged Fleet, flat cars and containers used in specialised container transportation) in the relevant period.

Total CAPEX (a non-IFRS financial measure) calculated on a cash basis as the sum of “Purchases of property, plant and equipment” (which includes maintenance CAPEX), “Purchases of intangible assets”, “Acquisition of subsidiary undertakings - net of cash acquired” and “Principal elements of lease payments for leases with financial institutions” (as part of the capital expenditures was financed with a finance lease).

Total Empty Run Ratio is calculated as total kilometres travelled empty divided by the total kilometres travelled loaded by the rolling stock fleet operated by Globaltrans (not including the relocation of rolling stock to and from maintenance, purchased rolling stock in transition to its first place of commercial utilisation, or rolling stock leased out, Engaged Fleet, flat cars and containers used in specialised container transportation) in the relevant period.

Total Fleet is defined as the fleet owned and leased in under finance and operating leases as at the end of reporting period. It includes railcars, locomotives and specialised containers, unless otherwise stated, and excludes Engaged Fleet.

Total Operating Cash Costs (a non-IFRS financial measure) represent operating cost items payable in cash and calculated as “Total cost of sales, selling and marketing costs and administrative expenses” less the “pass through” items: “Infrastructure and locomotive tariffs: loaded trips” and “Services provided by other transportation organisations” and non-cash items: “Depreciation of property, plant and equipment”, “Amortisation of intangible assets”, “Depreciation of right-of-use assets”, “Loss on derecognition arising on capital repairs”, “Net impairment losses on trade and other receivables”, “Impairment/(reversal of impairment) of property, plant and equipment” and “Net (gain)/loss on sale of property, plant and equipment”.

Total Operating Non-Cash Costs (a non-IFRS financial measure) include the following cost items: “Depreciation of property, plant and equipment”, “Amortisation of intangible assets”, “Depreciation of right-of- use assets”, “Loss on derecognition arising on capital repairs”, “Net impairment losses on trade and other receivables”, “Impairment/(reversal of impairment) of property, plant and equipment ” and “Net (gain)/loss on sale of property, plant and equipment”.

Transportation Volume is a measure of freight carriage activity over a particular period, measuring weight of cargo carried in tonnes. It excludes volumes transported by Engaged Fleet (unless otherwise stated) and volumes related to the specialised container transportation business.

LEGAL DISCLAIMER

Information contained in this announcement concerning Globaltrans Investment PLC, a company organised and existing under the laws of Cyprus (the “Company” and together with its consolidated subsidiaries “Globaltrans” or the “Group”) is for general information purposes only. The opinions presented herein are based on general information gathered at the time of writing and are subject to change without notice. The Company relies on information obtained from sources believed to be reliable but does not guarantee the accuracy or completeness of such information.

The information in this announcement is subject to verification, completion and change. Accordingly, no representation or warranty, express or implied, is made or given by or on behalf of the Company or any of its shareholders, directors, officers or employees or any other person as to the accuracy, completeness or fairness of the information or opinions contained in this announcement. None of the Company nor any of its shareholders, directors, officers or any other person accepts any liability whatsoever for any loss howsoever arising from any use of the contents of this announcement or otherwise arising in connection therewith.

This announcement may contain forward-looking statements regarding future events or the future financial performance of Globaltrans. You can identify forward looking statements by terms such as “expect”, “believe”, “estimate”, “anticipate”, “intend”, “will”, “could”, “may”, or “might”, the negative of such terms or other similar expressions. These forward-looking statements include matters that are not historical facts and statements regarding the Company’s intentions, beliefs or current expectations concerning, among other things, Globaltrans’ results of operations, financial condition, liquidity, prospects, growth, strategies, and the industry in which the Company operates. By their nature, forward looking statements involve risks and uncertainties, because they relate to events and depend on circumstances that may or may not occur in the future. The Company cautions you that forward-looking statements are not guarantees of future performance and that Globaltrans’ actual results of operations, financial condition, liquidity, prospects, growth, strategies and the development of the industry in which Globaltrans operates may differ materially from those described in or suggested by the forward-looking statements contained in this announcement. In addition, even if Globaltrans’ results of operations, financial condition, liquidity, prospects, growth strategies and the development of the industry in which the Company operates are consistent with the forward-looking statements contained in this announcement, those results or developments may not be indicative of results or developments in future periods. The Company does not intend to update this announcement or reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause actual results to differ materially from those contained in forward-looking statements of Globaltrans, including, among others, general economic conditions, the competitive environment, risks associated with operating in Russia, market changes in the Russian freight rail market, as well as many of the risks specifically related to Globaltrans and its operations. No reliance may be placed for any purposes whatsoever on the information contained in this announcement or on its completeness, accuracy or fairness.


[1] Including 5,471 units leased in from other Group subsidiaries and 1,693 units leased in from third parties.

[2] Based on estimated financial results of SyntezRail for 2021, normalised assuming that all 500 new specialised containers delivered in 2021 were operational from 1 January 2021 and excluding the impact of IFRS 16.

[3] Global Depositary Receipt.

[4] The Group’s Transportation Volumes (excluding Engaged Fleet) decreased 4% year on year in 2021 and were up 1% in H2 2021 compared to H1 2021.

[5] Estimated by the Company. Net change in Russia’s overall fleet of gondola cars as of 31 December 2021 compared to the end of 2020.

[6] Estimated by the Company. Net change in Russia’s overall fleet of oil products and oil tank cars as of 31 December 2021 compared to the end of 2020.

[7] The Programme is for the Company's GDRs listed on the Main Market of the London Stock Exchange and the Moscow Exchange and is executed under the authority that was granted by shareholders at the AGM held on 29 April 2021. This authority lasts for a period of twelve months from that date and permits the Company to repurchase a total number of GDRs not to exceed 5% of the Company’s share capital (equivalent to 8,937,046 shares, with each GDR representing one ordinary share). The actual number of GDRs repurchased by the Company will depend on market conditions.

[8] Imposed suspension of GDRs trading on the London Stock Exchange and Moscow Exchange continued as of the date of publication.