Information memorandum Full name of organization: Open Joint Stock Company "SvetlogorskKhimvolokno" Abbreviated name: OJSC "SvetlogorskKhimvolokno" Legal address: 247400, Republic of Belarus, Gomel reg., Svetlogorsk, st. Zavodskaya, 5 Website address: www.sohim.by Information on state registration: the company has been registered by Svetlogorsk executive committee of the Gomel regional executive committee dd. 10.01.2012 in the Unified State Register of legal entities and individual entrepreneurs with the registration number 400031289 (Certificate number KO 0071999) Head: CEO Kostyukevich Vasily Chief Accountant: Rashuk Tatiana Telephone of reception: +375 2342 7-00-77. Fax +375 2342 2-88-00. E-mail: sohim@sohim.by or oprg@sohim.by I. General information about the company History of the company The history of the company began in 1964 with the commissioning of the first cord production facilities of the artificial fiber plant (design capacity - 35.5 thousand tons of cord per year) Key Milestones: 1984 - Commissioning of a polyester textile yarn plant (design capacity - 23.53 tons per year); 1989 - Commissioning of Phase 1 of carbon materials production facilities, mastered a production of carbon filled thermoplastics and thermosets, carbon fiber sorbents; 1993 - Organization of production of bags made of film polypropylene yarn with a capacity of 10 million pieces per year; 1995 - started a production of new nonwoven material "Spunbond" from polypropylene with a capacity of 2.96 thousand tons per year; 2003-2004 - Reconstruction of the polyester textile yarn plant at the expense of a credit from a Kuwait Fund for Arab Economic development. During 2009-2012, the reconstruction of the polyester textile yarns plant was completed. New process equipment (spinning machines and texturing machines) were installed using a credit of Japan Bank for International Cooperation, attracted under the guarantee of the Government of the Republic of Belarus. 2005-2011 - Within a framework of a Program of long-term development of the company several investment projects were realized and allowed: to develop new types of polyester textile yarn (with KDK effect, fancy, "trilobal" and others) and new yarn dyeing technologies, to upgrade preparation scheme of raw materials (PET chips), to ensure full processing of fiber waste and to improve quality and competitiveness of products. 1 2008 - Commissioning of facilities for production of soft packaging: soft containers of "big bag" type and polypropylene bags of box type. 2009 - Completion of a project on the organization of production of new generation nonwoven materials made of polypropylene continuous filaments by extrusion and using thermo- or hydro-bonding processes (SpunBel, AquaSpun). 2011 – 1) the 2nd stage of the investment project "Reconstruction of Nonwovens workshop" was completed. Commissioning of the facility allowed increasing the production of nonwovens AquaSpun with density up to 250 g/m2. 2) The investment project "Expansion of production of soft polypropylene package" was realized. The production of soft polymer containers "big bag" type increased 4 times (from 200.000 to 800.000 pcs. per year), the production of polypropylene packaging increased 3 times (from 3.5 mln. m2 to 11 mln. m2 per year). 2012 – The investment project “Production capacity increasing of Polyester Textile Yarns Plant up to 38.500 ton per year of polyester textile yarns (1st and 2nd start complexes)” was completed. The park of equipment of the Spinning Workshop was completely renewed, and equipment of the Textile Workshop was 80 per cent renewed. 2013 – As a result of realization of the investment project "Production of hay baler twine from polymer materials waste" at Polyester Textile Yarns Plant, the production of a new product was organized - Hay baler twine on the basis of wastes of polyester textile yarn production and recycled polypropylene re-granulate. The equipment allows to process around 1.7 thousand tons of fiber waste of polyester production and produce 1.5 thousand tons. At present OJSC "SvetlogorskKhimvolokno" is the largest enterprise of chemical industry of the Republic of Belarus. In accordance with the Decision of the Council of Ministers of the Republic of Belarus of March 21st, 2011 № 348 “On approval of the Plan of privatization of legal entities owned by the Republic of Belarus for the period of 2011-2013 and Plan of reorganization of the republican unitary enterprises into the open joint stock companies for the period of 2011-2013” the Republican Unitary Enterprise "SvetlogorskKhimvolokno" was reorganized into OJSC "SvetlogorskKhimvolokno" in January 2012. As of January 1, 2015 the authorized capital of OJSC "SvetlogorskKhimvolokno" is 686 614 500 000 rubles and is divided into 6,866,145 common (ordinary) shares with a nominal value of 100 000 rubles each. In the authorized capital of OJSC "SvetlogorskKhimvolokno" the state's share is 100 percent. OJSC "SvetlogorskKhimvolokno" is a resident of FEZ "Gomel-Raton" till December 31, 2019. Structure of OJSC "SvetlogorskKhimvolokno" OJSC "SvetlogorskKhimvolokno" currently includes: Polyester textile yarn plant (hereinafter referred to as PTYP), Artificial fiber plant (hereinafter referred to as AFP), Main activity: production of artificial and synthetic fibers. In total revenue the share of this type of activity for the year 2014 amounted to 47,4%. 2 Capacities of the company in 2014 Year of commissioning Capacity utilization Polyester textile yarn 1984-1985 90,3 % Carbon fiber materials 1990-1992 76,0 % Nonwoven material SpunBel (old plant) 1994 99,9 % SpunBel, AquaSpun (new plant) 2009 98,8 % Polypropylene film yarn 1995-1999 84,6 % Arselon yarns and fibers 1977-1986 97,6 % Name Advantages of the company: - Availability of production and engineering infrastructure; - Availability of developed transport infrastructure for delivery of raw materials and shipment of products; - Established relations with suppliers and consumers; - High level of qualification of engineers, technicians and technological personnel; - Quality of OJSC "SvetlogorskKhimvolokno" products has been certified with ISO 9001 2001. Licenses, patents, certificates OJSC "SvetlogorskKhimvolokno" has 10 licenses 3 certificates for inventions, 16 trademarks, 12 patents for useful models: All products manufactured by OJSC "SvetlogorskKhimvolokno" which are subject to mandatory conformity certification, have conformity certificates or declaration of conformity duly registered in the established order. Declarations of conformity with technical regulations TR 2009/013 / BY for material SpunBel IV, laminated material SpunBel and TR 2010/014 / BY into liquid nitrogen and sulfur fertilizers have been registered in accordance with the requirements of the National confirmation of conformity system; The products ’accordance with the technical regulations’ requirement of the Customs Union is certified by 15 Declarations of Conformity (for manufactured packaging – with Requirements TR TC 005/2011, light industry goods – with TR NC 017/2011). OJSC "SvetlogorskHimvolokno" has international certificates "Oeko-Tex" for polyester textile filament yarns, for polypropylene nonwovens SpunBel and AquaSpun. At consumers’ request a voluntary certification of soft polypropylene containers isperformed: II. Financial indicators of business activity of the company* 2012 2013 2014 Net asset value, million BYR 1 946 400 2 308 029 2 188 972 Revenue from sales of products, works and services, million BYR 1 537 406 1 588 568 1 704 455 Indicator 3 2012 2013 2014 3 500 7 336 56 909 5 116 6 746 5 348 2 46 84 0,2 0,5 3,6 Receivables*, million BYR 98 664 85 178 108 641 Payables *, million BYR 116 115 81 965 93 050 Average salary, million BYR 4 104,2 5 035,9 5 989,0 Indicator Profit from sales of products, works and services, million BYR Profit (Loss) before taxes (p.160 of the Profit and Loss Statement), million BYR Net profit, million BYR Profitability of sold products, works and services, % * Accounts receivable and payable are shown as of 01.01.2013, 01.01.2014, 01.01.2015. III. Extended nomenclature of products produced Nomenclature of major products produced by OJSC "SvetlogorskKhimvolokno" includes polyester textile yarns, nonwovens, carbon materials, Arselon products, polyethylene and polypropylene products, knitted fabrics, as well as a wide range of consumer goods. Product name Unit 2011 2012 2013 2014 Polyester yarn t 31 269 38 175 36 984 33 241 Yarn for cord and technical goods t 405 89 87 68 thousand m2 998 524 10 2 Arselon yarn t 160 145 231 283 Polypropylene film yarn t 5 107 5 048 4 771 4 375 Polypropylene twine t 1 411 1 151 1 007 674,5 14 587 14 655 15 543 14 638 2 187 3 001 3 105 3 056 Cord fabric Polypropylene bags SpunBel (old plant) thousand pcs. t SpunBel, AquaSpun (new plant) t 4 945 7 406 8 166 9 019 Polyethylene film t 1 759 1 463 1 127 1 145 Carbon materials t 87 118 120 143 4 IV. Investment activity. Completed projects from 2009 to 2014. Increase of production capacity of Polyester Textile Yarn Plant. As a result of the project realization due to the new high-performance equipment a modern industrial and technological base for production of high quality competitive products has been created. The production capacities were increased, the equipment park of a spinning workshop and 80% of textile workshops of the plant were fully renovated. Reconstruction of nonwovens workshop As a result of the project realization the company mastered a production of modern, hightech polypropylene nonwoven materials SpunBel and AquaSpun produced by thermal and hydro-bonding methods, respectively. Increase in soft polypropylene package production A modern, high-tech and cost-effective production of soft polypropylene packaging has been created. Within the framework of the project the company obtained extrusion, weaving, sewing and other equipment on which box type valve bags, flat polypropylene bags, "Big Bag" containers, wagon liners, polypropylene and film yarns, fabrics and twine are manufactured. Expansion of carbon fiber materials production The project realization enabled the company to meet more fully the demand of consumers in carbon fiber materials by increasing the production capacity up to 360 tons per year. Hay baler twine production from waste polymers Production of a new product - hay baler twine on the basis of production waste of polyester textile yarn and primary granulate or polypropylene regranulate has been organized for selling, mainly in the domestic market. The installed equipment enables to process 1,700 tons per year of fiber waste of polyester yarn production. The planned annual production of twine from waste polymers is 2000 tons. Development strategy The main objective of the development strategies of the enterprise in 2016 - 2020 is to increase the efficiency of production and competitiveness of the products of "SvetlogorskKhimvolokno" based on the use of advanced technologies and equipment. The main areas of strategic development of OJSC "SvetlogorskHimvolokno" in the period up to year 2020 include: - The development of high technological and science-based productions: nonwovens; carbon fiber materials; viscose staple fiber; - Renovation of production facilities of the existing production on the basis of energysaving technologies; - Increasing output and expanding the product assortment, increasing its competitiveness in accordance with international standards, - Development of new products (duplicated nonwoven material, new types of carbon fiber materials and nonwoven materials, polyolefin film), including import substitution based on domestic raw materials (viscose staple fiber); - The development of technology and production of textile filament yarns with special properties and different polymer composition on the production base of PTFP (production of 5 non-combustible yarns, yarns with a profiled cross-section of the filament (hollow, hygroscopic), microfilament yarns, air textured yarns, polyamide textured yarns from POY polyamide); - Participation in R & D aimed at developing technologies and pilot plants that allow to start manufacturing of high-value-added products competitive in world markets. The objectives of the Strategy include: modernization, renovation and expansion of existing production facilities, organization and creation of new high-tech, including import substitution, production; output with special properties; improving the efficiency of production and sales of products. The company’s development strategy implies: projects for the organization and creation of new high-tech, including import substitution, production; Implementation of fast-paying back investment projects with a small volume of investments aimed at improving technological processes and deepening of existing product; creating conditions for the stable operation of the company (establishment of competitive prices for intraindustry raw materials and energy resources); finding a strategic investor. OJSC "SvetlogorskKhimvolokno" is actively seeking a strategic investor interested in privatization of OJSC "SvetlogorskKhimvolokno" and ready to offer other development patterns. As part of the development of this issue summaries of investment projects were submitted to the company "Belneftekhim Shanghai Trading"; the market value of OJSC "SvetlogorskKhmvolokno" is determined as of 01.09.2013; letters were sent to the "The National Agency of Investment and Privatization", Minsk, and the Ministry of Foreign Affairs – with the request for an assistance to attract investors interested in buying shares in the company; investment proposals (information memorandum, a presentation) are prepared to study the issue of attracting Chinese companies to privatization and the development of OJSC "SvetlogorskKhmvolokno" under the terms of sale to the investor in the first phase of 25% plus one share of the Company with an investment in its development with the further possibility of increasing the investor's share in the charter Company funds; OJSC "SvetlogorskKhmvolokno" cooperates with OJSC "RT-Khimcomposit" (Russian Federation) on the possibility to participate in the implementation of the Programme of the Union State and the privatization of OJSC "SvetlogorskKhmvolokno"; negotiations with Italian companies “Sinterama S.pa” and “Noyfil”, and Spanish company “Antex” were held; concrete proposals on options for cooperation in the future projects of OJSC "SvetlogorskKhmvolokno" were sent to the Turkish company «ARMET DEMIR CELIK ve MADENCILIK TEKSTIL SANAYI ve TICARET LIMITED SIRKETI», the Russian company "Sibur Holding". The list of potential investors to which OJSC "SvetlogorskKhimvolokno" is in correspondence and regular negotiations include Chinese companies: OJSC "The Chinese Engineering company CAMC (CAMCE), SPTDC, ChinaTexmatech, concern CHTC, CTIEI, «CITIC construction Co., LTD», Russian companies "Sibur Holding", OJSC "RTKhimcomposit". meetings and talks with representatives of the Taiwan Textile Research Institute of the Republic of China Taiwan, Taipei, are regularly held for the purpose of further mutually beneficial cooperation in determining the areas of business correspondence in the field of production of functional synthetic fibers and textiles. 6 OJSC "SvetlogorskKhimvolokno" is on the list for 2015 works on sale at auction and at a competitive bidding of shares belonging to the Republic of Belarus (shares in the authorized capital) of companies, posted on the website of State Property Committee of Belarus http://www.gki.gov.by / auction / auinf / auishares /. Terms of Sale: providing by the investor a plan for the future development of the company and ensuring its implementation. In the years 2016-2020 the investment activity of OJSC "SvetlogorskKhimvolokno" is aimed at the implementation of the following investment projects: 1. “Organization of production of duplicated (laminated) nonwoven material” (implementation period - 2011-2016). 2. “Reconstruction of Dyeing workshop of Polyester Textile Yarn Plant” (implementation period - 2011-2016.). 3. “Expansion of the range of carbon fiber materials” (implementation period - 2012-2016.), including: 3.1. Organization of pilot production of ground (cut) carbon fibers of the optimal fractional composition for filling PTFE composites; 3.2. Organization of pilot production to obtain carbon-carbon multifunctional materials. 4. ”Organization of production of air textured yarns at Polyester Textile Yarn Plant” (implementation period - 2015-2016). 5. “Expansion of production of nonwovens for construction application” (implementation period - 2015-2017). 6. “Organization of production of polyolefin film” (implementation period - 2016-2018). 7. “Organization of production of viscose staple fiber” (implementation period - 2015-2019). Information about the projects planned to be realized Organization of production of duplicated (laminated) nonwoven material The project is implemented in order to organize the production of a new type of nonwoven polypropylene material, duplicated with breathable polyethylene film. The project is aimed at deepening of processing of the PP nonwovens SpunBel and AquaSpun produced at the company, and value addition. The project envisages the purchase of a laminating plant for bonding the nonwoven material SpunBel and AquaSpun with a membrane material. The planned production capacity - 3000 tons per year. A business plan and an architectural design for the project have been developed. Production of duplicated materials has been included in the Register of high-tech industries and enterprises of the Republic of Belarus. Currently, a contract for the purchase of equipment has been signed with the winner of the tender, and the equipment is in manufacturing. The commissioning of the plant is scheduled for March 2016. Reconstruction of a dyeing workshop of Polyester Textile Yarn Plant The objective of the project - improving production efficiency of dyed polyester yarn and improving product quality by replacing of outdated equipment. The project provides for the replacement of 4 existing dyeing machines with new ones, introduction of modern systems for dosing and feeding of textile auxiliaries and dyestuff, and yarn dyeing and drying process control. The planned dyeing production capacity - 3500 tons per year. A business plan and an architectural design for the project have been developed. 7 Dyeing of polyester textile yarns has been included in the Register of high-tech industries and enterprises of the Republic of Belarus. Currently, a contract for the purchase of equipment has been signed with the winner of the tender, and the equipment is in manufacturing. The commissioning of the facility is scheduled for February 2016. Expansion of the range of carbon fiber materials The objective of the project - development of new products, deepening of processing of carbon fiber materials. The composition of the project: organization of pilot production of ground (cut) carbon fibers of the optimal fractional composition for filling PTFE composites; organization of pilot production to obtain carbon-carbon multifunctional materials. Works on the expansion of the range of carbon fiber materials are carried out within the framework of the Union State program "Development of innovative technologies and equipment for the production of competitive composite materials, matrices and reinforcements for year 2012-2016" under the code "Compomat." Organization of production of air textured yarns at Polyester Textile Yarn Plant The objective of the project is to increase production efficiency and expand the range of polyester filament yarns through the development of new products; increase in the production of the most profitable types of polyester textile yarns. Air textured polyester yarn can be produced gray, dope dyed and surface dyed in a wide range of colors and with various special additives (anti-bacterial, non-combustible, bleaching, anti-static). The possibility to organize the production of air textured polyester textile yarns is ensured by the availability of production facilities, separate technological equipment and own raw material base. The essence of the project is in purchasing of air texturing machine that will enable producing air textured polyester yarn of linear density in the range from 38 to 200 tex. Production capacity: 750 tons per year. Marketing studies of product markets were carried out, technical marketing of the equipment was held. The substantiation of the investment in the construction of the facility has been developed. Expansion of production of nonwovens for construction application The objective of the project is to increase production of nonwovens for construction application to be used in the construction of buildings, roads, railways, hydraulic facilities. The essence of the project is in purchasing of plant for the production of nonwovens for construction application. Production capacity: 7 thous.tons. The development of capacities is planned to be effected step-by-step over 3 years, taking into account the time for development of samples, pilot batches and colors, testing them on the consumers’ production facilities. Currently marketing research of raw materials, products, equipment and technology markets are carried out. Organization of production of polyolefin film 8 With the development of the production of duplicated materials the project on organization of the production of polyolefin membrane can be considered as an event aimed at increasing the added value and efficiency of the production of nonwovens and replacement of raw materials purchased by imports. The objective of the project - development of new products, deepening of processing of the company’s products The composition of the project: the installation for the production of breathable polyolefin film for the manufacture of duplicated (laminated) fabrics. Planned production capacity: 5 thousand tons per year. Currently marketing research of raw materials, products, equipment and technology markets are carried out. Organization of Viscose Staple Fiber production. The idea of the project – organization of viscose staple fiber production at the newly-built and abandoned production areas of the Artificial Fiber Plant. The objective of the project - ensuring the positive dynamics of economic development of the enterprise as a whole due to the organization of production of a new type of viscose production. Production capacity: 80,000 tons per year. The finished product - viscose staple fiber raw white, and dope dyed, bright and dull with nominal linear density 0,1–0,6 tex and cutting length 32–120 mm. The preconditions for organization of viscose staple fiber production based on the facilities of OJSC "SvetlogorskKhimvolokno" are as follows: • Excess of demand over production to the volume of its production (the ratio of 6 % to 2.8 - 3 per cent). • Manufacturing process of viscose staple fiber production is similar to that of viscose industrial yarns; • The possibility to use cellulose by OJSC “Svetlogorsk pulp-and-paper mill” as a raw material; • Availability of suitable and non-operating process equipment; • The absence of producers of similar products in CIS markets; • Proximity of the major marketing outlets; • Availability of production and engineering infrastructure; • Availability of developed transport infrastructure to deliver raw materials and ship the finished products; • Specialists and workers’ high skill level. Implementation of the project will enable to organize in the Republic of Belarus a flow chart of intensive processing of wood, starting from pulp production at OJSC"Svetlogorsk PPM" up to the production of garments and knitwear by textile industry. III. Structure of working personnel as of 01.01.2015: 4105 265 3983 1914 Total number of employees: - Number of administrative staff - Number of production staff including number of main workers 9 IV. Structure of sales: Structure (%) 2012 2013 2014 Domestic market 33,6 32,1 28,1 External market 66,4 67,9 71,9 Total 100 100 100 The main markets for products selling are Russia, Ukraine, Poland, Slovakia, Germany, Italy, France, Romania and Baltic countries. V. Information on land plots in use. The total area of the production area - 184.6 hectares. VI. Information on capital structures (buildings, structures, isolated rooms). 467 real estate objects (buildings, isolated premises) are on the balance sheet of OJSC "SvetlogorskKhimvolokno". Title documents are available for all real estate objects. VII. Information about the machines and equipment Manufacturing activities of the company is characterized by technical potential, which is represented by the equipment of main and auxiliary productions. All the equipment is in good technical condition, equipped with facilities of proper monitoring and recording of main processes parameters, which allows producing products in accordance with the standards. Information on depreciation of the equipment by main production facilities Equipment depreciation Number of units Share, % rate,% 5 767 52,7 Up to50 5 185 47,3 From 51 to 75 From 76 to 100 10 952 100,0 Total As of January 1, 2015 the company was operating 10 952 units of equipment in the main production workshops; the age composition of the equipment is given in the table. Information on the age structure of the equipment for the main production workshops Age of equipment, years Quantity, total Share, % 1 209 11,0 From 1 to 5 2 188 20,0 From 5 to 10 810 7,4 From 10 to 15 6 745 61,6 Over 15 years 10 952 100,0 Total 10