Polymetal finds a buyer for its Russian assets

By Rhod Mackenzie

Polymetal Int has agreed to sell its Russian business for $3.69 billion. The deal is expected to closed by the end of March 2024, subject to regulatory approvals and approval by the shareholders' meeting, which will be held on March 7, 2024 in Astana (Kazakhstan).

The sale of 100% of the shares of Polymetal JSC to Mangazeya Plus JSC (businessman Sergei Yanchukov) will implement the deal. Polymetal's assets are valued at $3.69 billion, including external and intragroup debt, according to the terms of the deal.

The valuation amount comprises a total cash consideration of $1.479 billion, which includes dividends of $1.429 billion to be paid from JSC Polymetal to Polymetal Int before the transaction closes. Of this amount, $278 million will be used for general corporate purposes, and approximately $1.151 billion will be used to fully repay Polymetal Int's intra-group debt to Polymetal JSC. This includes cash consideration in the amount of $50 million and net debt of approximately $2.21 billion, which remains on the balance sheet of Polymetal JSC.

All payments will be made in Russian rubles through financial organizations that are not targets of sanctions. All rights reserved.

The company's board of directors plans to use the $300 million proceeds from the sale to finance the construction of Irtysh MMC in Kazakhstan and improve liquidity.

The terms of the transaction also require the efficient processing of Kyzyl concentrate into dore alloy at Amur MMC, a subsidiary of Polymetal JSC, until the launch of Irtysh MMC in Kazakhstan through tolling. The Polymetal Special Committee is still in communication with the US Department of State and OFAC to ensure that there is no possibility of secondary US sanctions against Polymetal after the transaction due to the execution of the tolling agreement.

The valuation of JSC Polymetal, based on adjusted EBITDA for the 12 months ended June 30, 2023 ($694 million) and forecast adjusted EBITDA for 2023 (approximately $1.0 billion), implies an EV/EBITDA multiple of 5.3x and 3.6x, respectively.

Polymetal Int reported production of 1.714 million ounces (53.311 tons) of precious metals in gold equivalent in 2023. Overall, production at Russian assets increased by 4% to 1,228 million ounces (38,195 tonnes) of gold equivalent, while production at assets in Kazakhstan decreased by 10% to 486 thousand ounces (15,116 tonnes) of gold equivalent.