ANNUAL REPORT & ACCOUNTS 2025
IRON WILL
THE VALUE OF BEING
AGILE IN 2025
AT A GLANCE
Ferrexpo is a leading European
producer and supplier of a variety of
premium grade iron ore products that
are enabling the transition to green
steel. Our products are important to
Ukraine and to our customers around
the world.
At home, we are determined to remain
strong, so that we can protect our
people and our assets and make
a meaningful contribution to Ukrainian
society and the economy.
Despite ongoing challenges, we
continue to operate responsibly and
reliably, maintaining supply to our
global customers while supporting
the long-term sustainability of our
business and the communities in
which we operate.
CONTENTS
Overview
At a Glance IFC
Interim Executive Chair’s Letter 4
Strategic report 8
Group Chief Financial Officer’s Statement 10
Market Review 12
Operating during a time of war 18
Our People 22
Our Business Model 28
Strategic Framework 32
Key Performance Indicators 36
Operational Review 40
Financial Review 50
Responsible Business 62
Stakeholder Engagement
and Section 172(1) Statement 74
TCFD 80
Risk Management 100
Principal Risks 102
Viability Statement 116
Corporate Governance report 119
Interim Executive Chair’s Introduction 121
Corporate Governance Compliance 124
Board of Directors and Executive Committee 126
Corporate Governance Report 129
Audit Committee Report 146
Nominations Committee Report 158
Remuneration Report 163
Directors’ Report 181
Statement of Directors’ Responsibilities 188
Financial statements 189
Independent Auditor’s Report 190
Primary Statements 200
Notes to the Consolidated Financial Statements 205
Additional Information
Glossary 268
Useful Contact Information 271
WHAT WE DO
We are a vertically integrated producer
and supplier of premium grade iron ore
products. Our long-life deposits feed
ore to our modern processing and
beneficiation plants to produce a variety
of premium grade iron ore products,
including iron ore pellets, pellet feeds,
and concentrates, which we can deliver
to customers by rail, barge or sea.
PURPOSE AND VALUES
Our purpose is to deliver value to
our stakeholders by producing and
marketing premium grade iron ore
products in a socially responsible and
sustainable manner. We are focused
on taking an ethical approach to our
business, strong corporate governance,
and positive relationships with all
our stakeholders.
STRATEGIC DIRECTION
The war has taught us to be more
innovative, flexible, and adaptive to the
many challenges that we face. Our focus
is on the safety and wellbeing of our
people, whilst preserving the integrity
of our assets. We also consider our
longer-term strategic direction so that
we can maintain stability and resilience.
2025 HIGHLIGHTS
+6MT US$28M
Production and sales for the second
year in a row
Positive EBITDA
US$64M US$49M
Taxes and royalties paid in
Ukraine
Capital investment
0.38 US$29M
LTIFR Humanitarian aid and CSR spending
since February 2022
RESPONDING
+65%
FE CONTENT IN ALL OUR PRODUCTS
WE ARE
BY INVESTING IN NEW FACILITIES
TO EXPAND OUR PRODUCT MIX
OVERVIEW STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS ADDITIONAL INFORMATION
1FERREXPO PLC ANNUAL REPORT AND ACCOUNTS 2025
DIVERSIFYING
WE ARE
5 new customers
PRODUCTS SOLD TO CUSTOMERS IN 10 COUNTRIES IN 2025
REACHING NEW CUSTOMERS
IN NEW GEOGRAPHIES
2 FERREXPO PLC ANNUAL REPORT AND ACCOUNTS 2025
INNOVATING
WE ARE
–
37%
REDUCTION IN CO
2
EMISSIONS IN STEELMAKING
USING FERREXPO FDP PELLETS
INVESTING IN PREMIUM PRODUCTS AND CUSTOMISATION
TO DRIVE FUTURE GROWTH AND DECARBONISATION
OVERVIEW STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS ADDITIONAL INFORMATION
3FERREXPO PLC ANNUAL REPORT AND ACCOUNTS 2025
INTERIM EXECUTIVE CHAIR’S LETTER
This year saw the Group face increasing external
challenges which have hindered our ability to
operate and generate the socio-economic
contributions we provide for our people
and Ukraine.
Lucio Genovese
Interim Executive Chair,
Ferrexpo Plc
4 FERREXPO PLC ANNUAL REPORT AND ACCOUNTS 2025
Dear Shareholder,
It continues to take an iron will to operate
a business through the war in Ukraine.
That will is first and foremost represented
by the resilience of our workforce.
Over the last four years our business has
demonstrated new-found levels of agility,
resulting in adaptive responses to existing,
and new challenges. These remarkable
responses are down to the ardour and
readiness of everyone involved to
keep going.
This year saw the Group face increasing
external challenges which have hindered
our ability to operate and generate the
socio-economic contributions we provide
for our people and Ukraine.
For Ferrexpo these challenges were
exacerbated by the decision by tax
authorities to withhold VAT refunds during
the year, putting pressure on our working
capital availability and ultimately forcing us
to reduce our pellet line capacity from the
50% capacity we were achieving early in
the year down to 25%.
Towards year end, numerous attacks
on the country’s energy infrastructure,
coupled with lack of availability of port and
other infrastructure placed even further
challenges in front of us. The resulting
rise in electricity prices and lack of export
availability forced us to shut down
operations completely for a period of time.
Despite all of this, the Company continues
to support its people, employ the workforce,
and support those serving in, and returning
from the war.
WAR
24 February 2026 marked the anniversary
date of war in Ukraine entering its fifth year.
This is now the longest war on European soil
since the Second World War, which ended
more than 80 years ago. These dates are
not statistics, they are part of a human
chronology. This is the reality for the near
38 million people living in Ukraine, and
more than 55,000 people living in the
wider Horishni Plavni region, a city and
region built upon and dependent on our
operations and activities.
This continues to remain vitally important,
because as she says, it not only keeps
Ferrexpo relevant, and ensures sustainable
livelihoods and communities, but also, it
means that we are part of the rear that
helps to sustain the front. There is no front
without the hard work and energy that our
employees endure to provide fiscal, social
and humanitarian contributions.
We mourn the passing of all our colleagues,
and we pray for the safe return of the 814
colleagues who are currently serving in the
Armed Forces of Ukraine.
VAT
As the war continued the domestic challenges
facing businesses in Ukraine intensified.
Throughout the year, Ukraine’s public finances
remained under significant pressure, with the
State Budget running a deficit of
approximately 18.3% of GDP as of
31 December 2025. One way that government
has sought to plug this fiscal hole is by
withholding VAT refunds to many Ukrainian
businesses, including Ferrexpo.
In March 2025, we received the first of
several unexpected notifications from the
Ukrainian tax authorities of a decision to
suspend the refund of VAT for the month
of January 2025 for FPM and FYM.
Unfortunately, the withholding of VAT
refunds continued throughout all of 2025
and remains ongoing to the present day.
As at 30 June 2026, the Group’s net VAT
receivable balance in Ukraine was over
US$88 million.
The explanation provided by the tax
authorities for the suspension relates to
the imposition of personal sanctions on
Kostiantyn Zhevago. Because the sanctions
are personal in nature to Mr Zhevago and
have not been imposed directly on the
Group or any of its subsidiaries, our view,
and the court’s, is that they should not be
used as an instrument to place financial
pressure on Ferrexpo.
This decision to withhold the VAT refunds
we are entitled to receive has had a severe
impact on our business, our people and the
broader communities. In response to the
foreseeable reduction in our available liquidity,
in April we were forced to move quickly to
downscale production and cut costs. It is
regrettable that we have had to place people
on reduced working hours or furlough.
It is with profound sadness that I reflect on
the continuing human cost of the war for our
people and our communities. As at the end
of 2025, a total of 56 of our colleagues have
been killed since February 2022. Since then,
and as at the date of this report, a further
12 colleagues have lost their lives in defence
of Ukraine, bringing the total to 68.
Each of these deaths is a deeply personal
tragedy. Behind every number is a valued
colleague, family member, friend and a
member of the wider Ferrexpo community.
Their loss is felt deeply across Horishni Plavni
and the surrounding communities, as well as
by those who worked alongside them. Each
time we learn that another colleague
has been killed, it brings a moment of
profound grief and reflection. We honour
the memory of those we have lost and
extend our heartfelt condolences to their
families, loved ones and all those affected.
At the time of the publication of this report,
there are 814 colleagues actively serving in
the Armed Forces of Ukraine. This is more
than at any point since the full-scale invasion
of Ukraine began. By the end of 2025, 207
colleagues had been discharged, of whom
over half were fit and ready to return to
work as alumni of the Ferrexpo Veterans
rehabilitation programme. Discharge,
however, does not necessarily mean
a permanent end of service. I am aware
of seven colleagues who have been
remobilised, either out of choice or by
demand. I am also aware that whilst the vast
majority of colleagues serving in the Armed
Forces of Ukraine are men, there are eight
female colleagues who are currently serving.
Exceptionally, these brave women are all
volunteers, defending Ukraine in diverse
roles, from working in military headquarters
to combat mission on the front lines.
We acknowledge every one of our people
who is serving, or has served in the Ukrainian
Armed Forces, and I wish to salute and
honour this small cohort of brave women.
This also reminds me of an important factor
that is less well understood in Western
Europe. As my fellow Board member, Fiona
MacAulay explains in her Q&A in this report,
the most important thing that we can do
during a time of war is to continue to operate.
She notes that at the start of the full-scale
invasion of Ukraine, our people wanted to
stay and wanted to continue working.
OVERVIEW STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS ADDITIONAL INFORMATION
5FERREXPO PLC ANNUAL REPORT AND ACCOUNTS 2025
Despite us demonstrating
great operational agility,
the withheld VAT refunds
and power related issues
have had a major impact
on our finances and ability
to ramp up operations
to profitable levels.
INTERIM EXECUTIVE CHAIR’S LETTER
CONTINUED
We also implemented programmes to
optimise stripping rates, repairs and
maintenance, and reduce non-essential
spending across the business, including
capital expenditure, corporate and
social responsibility activities, and
humanitarian funding.
In their own words, throughout this
report, I have directed my fellow Board
members to discuss the full impact of VAT
refunds in detail so that shareholders can
fully understand how various parts of the
business are being affected by the Ukrainian
tax authority’s decision. It is also important
to understand that we have been proactive
in our efforts to recover VAT with the
relevant authorities, government
ministries, business associations and
international stakeholders, as well as
in the Ukrainian courts, but have so far
been unsuccessful.
ENERGY
Outside of attacks on energy infrastructure
in late 2022 that caused a period of
suspended operations, the availability of
power for the past three years has mostly
been reliable and sufficient for Ferrexpo,
albeit at higher costs due to the import
of up to 80% of electricity from
European neighbours.
This changed towards the end of 2025
when a higher intensity and frequency
of attacks on Ukraine’s energy generation
and transmission infrastructure returned.
And so, in November 2025 we were once
again forced to temporarily suspend
production. Despite a brief restart following
speedy repairs, further attacks in December
and again in January 2026, meant we were
forced to suspend production yet again.
My colleague, Viktor Lotous, explains this
issue in more detail in the Operational
Review section of this report. And for my
part, I am pleased to report that at the time
of the publication of this report, Viktor and
his dedicated team have been successful
in bringing production back online.
LIQUIDITY AND CASH
Despite us taking all the necessary actions
to mitigate the situation, the withheld VAT
refunds and power-related issues have had
a major impact on our finances. We opened
2025 with a cash position of US$106 million
and started the year on a strong operational
footing. The first quarter of 2025 recorded
our best quarterly production since the
full-scale invasion of Ukraine, once again
down to the resilience and fortitude of our
brave workforce, an increase in production
of high-grade concentrates – sold to
customers in Asia – and stable production
of Ferrexpo premium pellets.
However, we could not continue at this
record war time pace given the penalties
associated with the refusal of VAT refunds.
By the end of June 2025, our cash position
had fallen to US$52 million, a level that
due to the efficiencies and cost-cutting
measures was largely maintained with
US$58 million at the year-end.
The situation has been devastating to our
business, and has also, indirectly, caused
harm to a broader set of stakeholders.
Employees, communities, suppliers, and
paradoxically the tax authorities, all received
lower contributions from Ferrexpo in 2025.
Our calculations in April 2025 suggested
a broader US$180 million was lost from our
socio-economic contributions to Ukraine.
Our CFO Nikolay Kladiev discusses this
in more detail in his statement and Q&A
introduction to the Financial Review section
of this report.
At the date of the publication of this report,
in order to strengthen the Group’s working
capital position and fund its ongoing
operations, the Company intends to launch
alongside the publication of this report an
equity capital raise to raise gross proceeds
of approximately US$100 million through
a conditional placing and conditional
subscription of new Ordinary Shares, which
is still conditional on the relevant resolutions
being passed by the shareholders of
Ferrexpo plc.
6 FERREXPO PLC ANNUAL REPORT AND ACCOUNTS 2025
2025 was a year of survival
within an increasingly
difficult environment, not
only due to the war, but
because of the specific
circumstances Ferrexpo
has been confronted with
in Ukraine.
THANKS
2025 was a year of survival within an
increasingly difficult environment, not only
due to the war but because of the specific
challenges Ferrexpo has been confronted
with within Ukraine.
I am grateful to every colleague for their
unwavering resilience. I am also grateful for
the support of our shareholders through
these challenging times. As we follow
political developments in Ukraine and
abroad, we remain hopeful that an
end to the war is near. Our business is very
different today from what it was before
the full-scale invasion and I am hopeful
these new levels of agility and our even
stronger bond with the community will
serve us well in a post-war environment.
We must continue to work to keep our
people safe, whilst we continue our efforts
to recover withheld VAT refunds and
ensure the integrity of our assets.
Lucio Genovese
Interim Executive Chair,
Ferrexpo Plc
6.6MT
Customer sales
in 2025
Agile decision-making that helps
strengthen Ferrexpo
Nominations Committee The role of the Nominations Committee
is to assist the Board in regularly
reviewing its composition and those
of its committees, to lead the process
for Board appointments, and ensure
effective succession planning for the
Board and senior management.
Raffaele Lucio Genovese
Interim Executive Chair
Find out more on page 158
Audit Committee The Audit Committee oversees financial
reporting, internal controls, and
audit-related matters. Its role is defined
in the Company’s Audit Committee
Terms of Reference, which outline its
responsibilities in line with UK corporate
governance expectations.
Stuart Brown
Independent Non-executive Director
Find out more on page 146
Remuneration Committee The Remuneration Committee
establishes and maintains, on behalf
of the Board, a policy on executive
remuneration to deliver the Company’s
strategy and value for shareholders;
to agree, monitor and report on the
remuneration of Directors and senior
executives; and to review wider
workforce remuneration and other
policies in accordance with the
UK Corporate Governance Code.
Fiona MacAulay
Senior Independent Non-executive Director
Find out more on page 163
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7FERREXPO PLC ANNUAL REPORT AND ACCOUNTS 2025
Strategic
report
8 FERREXPO PLC ANNUAL REPORT AND ACCOUNTS 2025
CONTENTS
Group Chief Financial Officer’s
Statement 10
Market Review 12
Operating during a time of war 18
Our People 22
Our Business Model 28
Strategic Framework 32
Key Performance Indicators 36
Operational Review 40
Financial Review 50
Responsible Business 62
Stakeholder Engagement
and Section 172(1) Statement 74
TCFD 80
Risk Management 100
Principal Risks 102
Viability Statement 116
OVERVIEW STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS ADDITIONAL INFORMATION
9FERREXPO PLC ANNUAL REPORT AND ACCOUNTS 2025
GROUP CHIEF FINANCIAL OFFICER’S STATEMENT
Rising to a new financial challenge
Throughout 2025, the economic costs of war continued
to weigh heavily on our business, coupled with the
cyclical dynamics of the global iron ore and steel industry
in which we operate. However, ranked above these
challenges, was the pressure brought on by the Ukrainian
tax authorities decision to withhold US$61 million
of VAT refunds over the course of the financial year,
forcing a significant reshaping of our business.
10 FERREXPO PLC ANNUAL REPORT AND ACCOUNTS 2025
Dear Stakeholder,
We started the year on a strong footing.
We ramped up production, targeting
a blended sales mix of iron ore pellets,
complemented by a surge in concentrate
sales to Asia. A strategy aimed at achieving
an economies-of-scale benefit on unit costs
as we spread out our fixed overheads.
This strategy showed early signs of success.
By the end of February, working capital was
starting to improve and there were signs we
could consider adding even more capacity.
It felt as if we had found an optimal structure
to operate during wartime, having honed our
ability to be nimble and respond quickly to
changes in our customer demands, pivoting
to multiple products, for different markets,
depending on demand.
This all came to a halt in March, when we
received notice from the Ukrainian tax
authorities that they would not be refunding
the US$12.5 million of VAT owed to our two
major Ukrainian operating subsidiaries,
FPM and FYM, for the month of January.
Everything changed. Concerned that VAT
refunds for subsequent months could also
be withheld, we set out with urgency to
immediately develop a production and sales
plan for a downscaled business to preserve
cash and secure our business.
This was a complex challenge, something we
have become used to overcoming. Requiring
iterations of analysis for everything, from
determining which parts of the orebody
to focus on, with the appropriate availability
of equipment, repairs and maintenance
schedules, all the way to identifying the
optimal products and customer sales to
maximise for quicker payment terms and
a shorter cash cycle.
In addition, end-to-end profitability analysis
and the diligent allocation of a reducing cash
balance were critical – made even more
challenging by the fact that our business
drivers were changing on an almost daily
basis, amidst ongoing attacks on Ukraine’s
energy and logistics infrastructure.
For 2025, the Group reported a net loss
of US$224 million. This, however, is largely
due to the total impairment loss of
US$154 million on the Group’s non-current
operating assets, which was recorded as at
30 June 2025. The impairment primarily
resulted from the impact of the withheld
VAT refunds, which had to be adequately
reflected in the Group’s long-term models
used for the impairment tests. The
suspension of VAT refunds reduces the
Group’s expected cash flow generation
and thus affects the timing of any potential
return to pre-war production and sales levels
after the war ends.
Capital expenditure totalled US$49 million
for 2025, significantly lower than
US$102 million in the prior year as we
took action to only focus on essential
expenditure. This helped to preserve
cash. The Group ended 2025, effectively
with no debt and a net cash position of
US$47 million, holding close to the
US$50 million reported in the interim
results, though lower than the
US$101 million at the end of 2024.
I would like to express my sincere gratitude
to all colleagues across our business for
their extraordinary commitment throughout
the year and on into 2026, often working
through rolling black outs with limited
heating, yet continuing to perform their
duties diligently.
Thank you. Slava Ukraini.
Nikolay Kladiev
Group Chief Financial Officer
Several rounds of cost cutting were
implemented. Decisions to cut non-essential
capital expenditure were easily made,
though the decision to place part of our
workforce on furlough or reduced hours
was not made lightly. I am deeply grateful
to colleagues for their understanding
and commitment.
The effects of these actions started to show
through in the second half of 2025. C1 and
C4 cash cost of production improved 4%
and 5% respectively compared to the first
half of the year – though this comparison is
not wholly accurate because we were forced
to temporarily halt production at various
times in November and December.
Indeed, it is fair to say that the financial
results for 2025 are not directly comparable
with the previous year. Even prior to the
impact of the tax decision, our decision to
sell more concentrates in response to weak
demand for iron ore pellets in European
markets affected certain Group financial
metrics and ratios, given the lower price
and profitability of a concentrate product.
In this business, it is not just about achieving
premium pricing, but also volumes.
Overall, the Group’s underlying EBITDA
remained positive at US$28 million in 2025
though down from US$69 million in 2024,
compared to losses of US$224 million and
US$50 million in those two years. This
decline, besides lower production levels,
was also driven by lower operating profit
margins, coupled with lower realised prices
and later, the impact of the adjusted
production plan and power curtailments.
The effect from the lower realised prices
could not be offset by the savings from
C1 and C4 cash cost of production and the
further cost-cutting measures initiated by
the Group after the first quarter of 2025.
11FERREXPO PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS ADDITIONAL INFORMATION
In my day-to-day
interactions, from the
Board, to colleagues
on the ground, the
resolve to address our
challenges is iron-willed.