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Completion is subject to the receipt of necessary approval from the
Pursuant to Rule 26.1 of the Hong Kong Takeovers Code, upon receipt of
MOFCOM approval and completion of the Share Purchase Agreement,
IMM is a leading designer and manufacturer of underground longwall coal
mining equipment in
"A core part of our business strategy has been to position ourselves for
the high growth of the emerging markets, and the investment in IMM is a
major step in the execution of that strategy," said
Investor Conference Call
Management will host a conference call on
Management has posted a presentation on its website that provides additional information on this transaction, and which will be referred to during the conference call. The presentation can be accessed at http://investors.joyglobal.com/events.cfm.
Alternatively, interested parties can listen to a live webcast of the
call on the
About
Advisors
UBS AG and Goldman Sachs (
*Appendix A
| IMM Adjusted EBITDA Reconciliation | |||||||
| Year Ended December 31, 2010 | |||||||
| RMB | USD* | ||||||
| (In Millions) | (In Thousands) | ||||||
| EBITDA | 498.8 | $ | 76.8 | ||||
| Initial Public Offering Expenses | 119.5 | 18.4 | |||||
| Waiver of Legacy Tax Liability | (32.9 | ) | (5.1 | ) | |||
| Adjusted EBITDA | 585.4 | $ | 90.1 | ||||
|
IMM EBITDA Reconciliation |
|||||||
| Year Ended December 31, 2010 | |||||||
| RMB | USD* | ||||||
| (In Millions) | (In Thousands) | ||||||
| EBITDA | 498.8 | $ | 76.8 | ||||
| Depreciation & Amortization | (70.8 | ) | (10.9 | ) | |||
| Net - Finance Costs | (11.1 | ) | (1.7 | ) | |||
| Income Tax Expense | (66.9 | ) | (10.3 | ) | |||
| Profit For the Year (Net Income) | 350.0 | $ | 53.9 | ||||
*USD results are calculated using exchange rates in effect during 2010
Source : 2010 IMM Annual Report
IMM's consolidated financial statements are prepared in accordance with
International Financial Reporting Standards issued by the
Forward Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Terms
such as "anticipate," "believe," "estimate," "expect," "indicate," "may
be," "objective," "plan," "predict," "will," "will be," and the like are
intended to identify forward-looking statements. The forward-looking
statements in this press release are based on our current expectations
and are made only as of the date of this press release. In addition,
certain market outlook information is based on third-party sources that
we cannot independently verify, but that we believe reliable. We
undertake no obligation to update forward-looking statements to reflect
new information. We cannot assure you the projected results or events
will be achieved. Because forward-looking statements involve risks and
uncertainties, they are subject to change at any time. Such risks and
uncertainties, many of which are beyond our control, include, but are
not limited to: (i) risks of international operations, including
currency fluctuations, (ii) risks associated with acquisitions, (iii)
risks associated with indebtedness, (iv) risks associated with the
cyclical nature of our business, (v) risks associated with the
international and U.S. coal and copper commodity markets, (vi) risks
associated with access to major purchased items, such as steel,
castings, forgings and bearings, and (vii) risks associated with labor
markets and other risks, uncertainties and cautionary factors set forth
in our public filings with the
Use of Non-GAAP Financial Measures
In this press release "EBITDA", which is not recognized as a financial measurement under GAAP accounting rules, is used as a performance measure. Management uses EBITDA and other operating metrics as tools to evaluate the profitability of IMM's operations and the effectiveness of its various initiatives. EBITDA is calculated as net profit before taxes, plus depreciation, amortization and net finance costs. "Adjusted EBITDA" excludes material charges related to IMM's Global Offering in 2010 as well as its receipt of a waiver of taxes for periods prior to formation of the IMM. We believe that the presentation of Adjusted EBITDA included in this press release provides useful information to investors regarding IMM's results of operations because it assists in analyzing and benchmarking the performance and value of IMM's business. Presenting Adjusted EBITDA facilitates company-to-company operating performance comparisons of companies within the same or similar industries by backing out differences caused by variations in capital structure, taxation and depreciation of facilities and equipment (affecting relative depreciation expense), which may vary for different companies for reasons unrelated to operating performance. These measures provide an assessment of controllable operating expenses and afford management the ability to make decisions which are expected to facilitate meeting current financial goals as well as achieve optimal financial performance. These measures also provide an indicator for management to determine if adjustments to current spending decisions are needed. Furthermore, the presentation of Adjusted EBITDA has economic substance because it provides important insight into IMM's profitability trends, and allows management and investors to analyze operating results with and without the impact of depreciation and amortization, interest and income tax expense and material related to IMM's Global Offering in 2010 as well as its receipt of a waiver of taxes for the periods prior to formation of IMM. Accordingly, these metrics measure financial performance based on operational factors that management can impact in the short-term, namely the operational cost structure and expenses of the business. In addition, Adjusted EBITDA is used by securities analysts, investors and other interested parties in evaluating companies, many of which present an EBITDA measure when reporting their results. Although Adjusted EBITDA is used as a financial measure to assess the performance of this business, the use of Adjusted EBITDA is limited because they do not include certain material costs, such as depreciation, amortization and interest, necessary to operate the business. The reconciliation between EBITDA and Adjusted EBITDA and net income is disclosed to compensate for this limitation. While net income is used as a significant measure of profitability, Adjusted EBITDA, when presented along with net income, provides balanced disclosure which, for the reasons set forth above, is useful to investors in evaluating operating performance and profitability. Adjusted EBITDA included in this press release should be considered in addition to, and not as a substitute for, net income as calculated in accordance with GAAP as a measure of IMM's performance.
Responsibility Statement
The directors of
JOYG-G
Executive Vice
President,
Chief Financial Officer and Treasurer
414-319-8507
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