e10vq
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
|
|
|
þ |
|
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended March 31, 2010
OR
|
|
|
o |
|
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the transition period from to
Commission file number 001-8641
COEUR DALENE MINES CORPORATION
(Exact name of registrant as specified in its
charter)
|
|
|
Idaho
|
|
82-0109423 |
|
|
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer Identification No.) |
|
|
|
PO Box I, |
|
|
505 Front Ave. |
|
|
Coeur dAlene, Idaho
|
|
83816 |
|
|
|
(Address of principal executive offices)
|
|
(Zip Code) |
(208) 667-3511
(Registrants telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days: Yes þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its
corporate Web site, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months
(or for such shorter period that the registrant was required to submit and post such files.)
Yes o No o
Indicate by check mark whether the registrant is a
large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting
company. See the definitions of large accelerated filer, accelerated filer
and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Large accelerated filer þ
|
|
Accelerated filer o
|
|
Non-accelerated filer o
|
|
Smaller reporting company o |
|
|
|
|
(Do not check if a smaller reporting company) |
|
|
Indicate by check mark if the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes o No þ
The
Company has 150,000,000 shares of common stock, par value of $0.01,
authorized of which 88,043,852 shares were issued and outstanding as
of May 6, 2010.
COEUR DALENE MINES CORPORATION
INDEX
3
COEUR DALENE MINES CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, |
|
|
December 31, |
|
|
|
Notes |
|
|
2010 |
|
|
2009 |
|
|
|
|
|
|
|
(In thousands, |
|
|
|
|
|
|
|
except share data) |
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
|
|
|
$ |
55,962 |
|
|
$ |
22,782 |
|
Receivables |
|
|
|
|
|
|
74,662 |
|
|
|
58,981 |
|
Ore on leach pad |
|
|
2 |
|
|
|
7,661 |
|
|
|
9,641 |
|
Metal and other inventory |
|
|
5 |
|
|
|
71,754 |
|
|
|
67,712 |
|
Prepaid expenses and other |
|
|
|
|
|
|
25,211 |
|
|
|
26,920 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
235,250 |
|
|
|
186,036 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NON-CURRENT ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment, net |
|
|
6 |
|
|
|
550,854 |
|
|
|
539,037 |
|
Mining properties, net |
|
|
7 |
|
|
|
2,254,769 |
|
|
|
2,240,056 |
|
Ore on leach pad, non-current portion |
|
|
2 |
|
|
|
14,985 |
|
|
|
14,391 |
|
Restricted assets |
|
|
|
|
|
|
27,391 |
|
|
|
26,546 |
|
Receivables, non current |
|
|
|
|
|
|
36,505 |
|
|
|
37,534 |
|
Debt issuance costs, net |
|
|
|
|
|
|
7,263 |
|
|
|
3,544 |
|
Deferred tax assets |
|
|
10 |
|
|
|
2,077 |
|
|
|
2,355 |
|
Other |
|
|
|
|
|
|
4,408 |
|
|
|
4,536 |
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS |
|
|
|
|
|
$ |
3,133,502 |
|
|
$ |
3,054,035 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable |
|
|
|
|
|
$ |
58,398 |
|
|
$ |
77,003 |
|
Accrued liabilities and other |
|
|
|
|
|
|
24,243 |
|
|
|
33,517 |
|
Accrued income taxes |
|
|
|
|
|
|
10,742 |
|
|
|
11,783 |
|
Accrued payroll and related benefits |
|
|
|
|
|
|
9,612 |
|
|
|
9,815 |
|
Accrued interest payable |
|
|
|
|
|
|
670 |
|
|
|
1,744 |
|
Current portion of capital leases and other debt obligations |
|
|
8 |
|
|
|
51,155 |
|
|
|
15,403 |
|
Current portion of royalty obligation |
|
|
8 |
|
|
|
35,551 |
|
|
|
34,672 |
|
Current portion of reclamation and mine closure |
|
|
9 |
|
|
|
4,673 |
|
|
|
4,671 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
195,044 |
|
|
|
188,608 |
|
NON-CURRENT LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
|
Long-term debt |
|
|
8 |
|
|
|
190,697 |
|
|
|
185,397 |
|
Non-current portion of royalty obligation |
|
|
8 |
|
|
|
128,119 |
|
|
|
128,107 |
|
Reclamation and mine closure |
|
|
9 |
|
|
|
34,837 |
|
|
|
35,241 |
|
Deferred income taxes |
|
|
10 |
|
|
|
504,827 |
|
|
|
516,678 |
|
Other long-term liabilities |
|
|
|
|
|
|
7,545 |
|
|
|
6,799 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
866,025 |
|
|
|
872,222 |
|
COMMITMENTS AND CONTINGENCIES |
|
|
|
|
|
|
|
|
|
|
|
|
(Notes 7, 8, 12, 13, 14 and 16) |
|
|
|
|
|
|
|
|
|
|
|
|
SHAREHOLDERS EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock, par value $0.01 per share; authorized
150,000,000 shares, 86,061,082 issued at March 31, 2010 and
80,310,347 issued at December 31, 2009 |
|
|
|
|
|
|
861 |
|
|
|
803 |
|
Additional paid-in capital |
|
|
|
|
|
|
2,531,454 |
|
|
|
2,444,262 |
|
Accumulated deficit |
|
|
|
|
|
|
(459,882 |
) |
|
|
(451,865 |
) |
Accumulated other comprehensive income |
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,072,433 |
|
|
|
1,993,205 |
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND SHAREHOLDERS EQUITY |
|
|
|
|
|
$ |
3,133,502 |
|
|
$ |
3,054,035 |
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these consolidated financial statements.
4
COEUR DALENE MINES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
(In thousands, |
|
|
|
except per share data) |
|
Sales of metal |
|
$ |
87,505 |
|
|
$ |
45,084 |
|
Production costs applicable to sales |
|
|
(51,019 |
) |
|
|
(25,930 |
) |
Depreciation, depletion and amortization |
|
|
(28,773 |
) |
|
|
(8,532 |
) |
|
|
|
|
|
|
|
Gross profit |
|
|
7,713 |
|
|
|
10,622 |
|
COSTS AND EXPENSES |
|
|
|
|
|
|
|
|
Administrative and general |
|
|
6,717 |
|
|
|
7,548 |
|
Exploration |
|
|
2,520 |
|
|
|
3,827 |
|
Care and maintenance and other |
|
|
1,463 |
|
|
|
1,526 |
|
|
|
|
|
|
|
|
Total cost and expenses |
|
|
10,700 |
|
|
|
12,901 |
|
|
|
|
|
|
|
|
OPERATING LOSS |
|
|
(2,987 |
) |
|
|
(2,279 |
) |
OTHER INCOME AND EXPENSE |
|
|
|
|
|
|
|
|
Gain (loss) on debt extinguishments |
|
|
(7,858 |
) |
|
|
15,703 |
|
Fair value adjustments, net |
|
|
(4,258 |
) |
|
|
(9,402 |
) |
Interest and other income |
|
|
1,396 |
|
|
|
1,043 |
|
Interest expense, net of capitalized interest |
|
|
(5,805 |
) |
|
|
(765 |
) |
|
|
|
|
|
|
|
Total other income and expense |
|
|
(16,525 |
) |
|
|
6,579 |
|
|
|
|
|
|
|
|
Income (loss) from continuing operations before income taxes |
|
|
(19,512 |
) |
|
|
4,300 |
|
Income tax benefit |
|
|
11,495 |
|
|
|
85 |
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
|
(8,017 |
) |
|
|
4,385 |
|
Income from discontinued operations, net of income taxes |
|
|
|
|
|
|
1,673 |
|
|
|
|
|
|
|
|
NET INCOME (LOSS) |
|
|
(8,017 |
) |
|
|
6,058 |
|
Other comprehensive loss |
|
|
(5 |
) |
|
|
(1 |
) |
|
|
|
|
|
|
|
COMPREHENSIVE INCOME (LOSS) |
|
$ |
(8,022 |
) |
|
$ |
6,057 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BASIC AND DILUTED INCOME PER SHARE |
|
|
|
|
|
|
|
|
Basic income per share: |
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
(0.10 |
) |
|
|
0.07 |
|
Income from discontinued operations |
|
|
|
|
|
|
0.03 |
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
(0.10 |
) |
|
$ |
0.10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted income per share: |
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
(0.10 |
) |
|
|
0.07 |
|
Income from discontinued operations |
|
|
|
|
|
|
0.03 |
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
(0.10 |
) |
|
$ |
0.10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares of common stock |
|
|
|
|
|
|
|
|
Basic |
|
|
81,753 |
|
|
|
61,145 |
|
Diluted |
|
|
81,753 |
|
|
|
61,160 |
|
The accompanying notes are an integral part of these consolidated financial statements.
5
COEUR DALENE MINES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY
Three Months Ended March 31, 2010
(In thousands, except share data)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
Common |
|
|
Common |
|
|
Additional |
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Stock |
|
|
Stock |
|
|
Paid-In |
|
|
Accumulated |
|
|
Comprehensive |
|
|
|
|
|
|
Shares |
|
|
Par Value |
|
|
Capital |
|
|
(Deficit) |
|
|
Income |
|
|
Total |
|
Balances at December 31, 2009 |
|
|
80,310 |
|
|
$ |
803 |
|
|
$ |
2,444,262 |
|
|
$ |
(451,865 |
) |
|
|
5 |
|
|
|
1,993,205 |
|
Net loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(8,017 |
) |
|
|
|
|
|
|
(8,017 |
) |
Common stock issued for
payment of principal,
interest and financing fees
on 6.5% Senior Secured Notes |
|
|
1,009 |
|
|
|
10 |
|
|
|
14,540 |
|
|
|
|
|
|
|
|
|
|
|
14,550 |
|
Common stock issued to
extinguish 3.25% and 1.25%
debt |
|
|
4,756 |
|
|
|
48 |
|
|
|
72,693 |
|
|
|
|
|
|
|
|
|
|
|
72,741 |
|
Common stock cancelled under
long-term incentive plans,
net |
|
|
(14 |
) |
|
|
|
|
|
|
(41 |
) |
|
|
|
|
|
|
|
|
|
|
(41 |
) |
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5 |
) |
|
|
(5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances at March 31, 2010 |
|
|
86,061 |
|
|
$ |
861 |
|
|
$ |
2,531,454 |
|
|
$ |
(459,882 |
) |
|
|
|
|
|
$ |
2,072,433 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these consolidated financial statements.
6
COEUR DALENE MINES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
(8,017 |
) |
|
$ |
6,058 |
|
Add (deduct) non-cash items: |
|
|
|
|
|
|
|
|
Depreciation, depletion and amortization |
|
|
28,773 |
|
|
|
9,279 |
|
Accretion of royalty obligation |
|
|
4,992 |
|
|
|
|
|
Deferred income taxes |
|
|
(11,337 |
) |
|
|
(1,514 |
) |
Loss (gain) on debt extinguishment |
|
|
7,858 |
|
|
|
(15,703 |
) |
Fair value adjustments, net |
|
|
3,672 |
|
|
|
6,958 |
|
Loss (gain) on foreign currency transactions |
|
|
350 |
|
|
|
(66 |
) |
Share-based compensation |
|
|
1,387 |
|
|
|
1,703 |
|
Other non-cash charges |
|
|
36 |
|
|
|
79 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
Receivables and other current assets |
|
|
(11,287 |
) |
|
|
2,653 |
|
Inventories |
|
|
(2,657 |
) |
|
|
(5,162 |
) |
Accounts payable and accrued liabilities |
|
|
(23,000 |
) |
|
|
(1,239 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH PROVIDED (USED) BY OPERATING ACTIVITIES |
|
|
(9,230 |
) |
|
|
3,046 |
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES: |
|
|
|
|
|
|
|
|
Purchases of investments |
|
|
|
|
|
|
(7,358 |
) |
Proceeds from sales of investments |
|
|
|
|
|
|
15,252 |
|
Capital expenditures |
|
|
(47,189 |
) |
|
|
(78,130 |
) |
Other |
|
|
(74 |
) |
|
|
(142 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH USED IN INVESTING ACTIVITIES |
|
|
(47,263 |
) |
|
|
(70,378 |
) |
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
|
|
|
|
Proceeds from sale of gold production royalty |
|
|
|
|
|
|
75,000 |
|
Payments on gold production royalty |
|
|
(8,951 |
) |
|
|
|
|
Proceeds from issuance of short-term and senior convertible notes |
|
|
100,000 |
|
|
|
20,368 |
|
Proceeds from gold lease facility |
|
|
4,517 |
|
|
|
|
|
Payments on gold lease facility |
|
|
(14,891 |
) |
|
|
(1,627 |
) |
Proceeds from bank borrowings |
|
|
12,769 |
|
|
|
|
|
Repayment of credit facility, long-term debt and capital leases |
|
|
(5,710 |
) |
|
|
(8,950 |
) |
Payments of common stock and debt issuance costs |
|
|
(2,156 |
) |
|
|
(73 |
) |
Proceeds from sale-leaseback transactions |
|
|
4,853 |
|
|
|
|
|
Additions to restricted assets associated with the Kensington
Term Facility |
|
|
(798 |
) |
|
|
|
|
Other |
|
|
40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH PROVIDED BY FINANCING ACTIVITIES: |
|
|
89,673 |
|
|
|
84,718 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INCREASE IN CASH AND CASH EQUIVALENTS |
|
|
33,180 |
|
|
|
17,386 |
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period |
|
|
22,782 |
|
|
|
20,760 |
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
|
$ |
55,962 |
|
|
$ |
38,146 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these consolidated financial statements.
7
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
NOTE 1 BASIS OF PRESENTATION
These consolidated financial statements have been prepared under United States Generally
Accepted Accounting Principles (U.S. GAAP) for interim financial information and the instructions
for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by U.S. GAAP for complete financial statements. In the opinion
of management, all adjustments (consisting of normal recurring adjustments) considered necessary
for a fair presentation have been included. Operating results for the three-month period ended
March 31, 2010 are not necessarily indicative of the results that may be expected for the year
ending December 31, 2010. The balance sheet at December 31, 2009 has been derived from the audited
financial statements at that date. For further information, refer to the consolidated financial
statements and footnotes thereto included in the Coeur dAlene Mines Corporation (Coeur or the
Company) Annual Report on Form 10-K for the year ended December 31, 2009.
Effective July 1, 2009, the Company sold to Perilya Broken Hill Ltd. its 100% interest in
silver contained at the Broken Hill mine for $55.0 million in cash. Consequently, for all of the
periods presented, income from Broken Hill has been presented within discontinued operations in the
consolidated statements of operations.
In May 2009, the Companys Board of Directors authorized the Company to proceed with a
1-for-10 reverse stock split. To ensure comparability of financial information, all common stock
information (including information related to options to purchase shares, restricted stock,
restricted units, performance shares and performance units under the Companys share-based
compensation plans as described in Note 11) and all per share information related to common stock
in the consolidated financial statements have been restated to reflect the 1-for-10 reverse stock
split. In addition, in May 2009 the Companys stockholders approved a change in the par value from
$1.00 per share to $0.01 per share. As a result, for all periods presented, the carrying value of
the common stock was reduced and a corresponding adjustment was recorded within additional paid-in
capital.
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation: The consolidated financial statements include the
wholly-owned subsidiaries of the Company, the most significant of which are Empressa Minera
Manquiri S.A., Coeur Mexicana S.A. de C.V. (formerly Planet Gold S.A. de C.V.), Coeur Rochester,
Inc., Coeur Alaska, Inc. (Coeur Alaska), CDE Cerro Bayo Ltd., Coeur Argentina S.R.L. and CDE
Australia Pty. Ltd. Intercompany balances and transactions have been eliminated in consolidation.
Revenue Recognition: Revenue is recognized when persuasive evidence of an arrangement
exists, delivery has occurred, the price is fixed or determinable, no obligations remain and
collection is probable. The passing of title to the customer is based on the terms of the sales
contract. Product pricing is determined at the point revenue is recognized by reference to active
and freely traded commodity markets, for example the London Bullion Market for both gold and
silver, in an identical form to the product sold.
Under our concentrate sales contracts with certain third-party smelters, final gold and silver
prices are set on a specified future quotational period, typically one to three months, after the
shipment date based on market metal prices. Revenues and production costs applicable to sales are
recorded on a gross basis under these contracts at the time title passes to the buyer based on the
forward price for the expected settlement period. The contracts, in general, provide for
provisional payment based upon provisional assays and quoted metal prices. Final settlement is
based on the average applicable price for a specified future period and generally occurs from three
to six months after shipment. Final sales are settled using smelter weights, settlement assays
(average of assays exchanged and/or umpire assay results) and are
priced as specified in the smelter contract. The Companys provisionally priced sales
contain an embedded derivative that is required to be separated from the host contract for
accounting purposes.
8
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
The host contract is the receivable from the sale of concentrates measured at the forward
price at the time of sale. The embedded derivative does not qualify for hedge accounting. The
embedded derivative is recorded as a derivative asset in prepaid expenses and other assets or as a
derivative liability in accrued liabilities and other on the balance sheet and is adjusted to fair
value through revenue each period until the date of final gold and silver settlement. The form of
the material being sold, after deduction for smelting and refining, is in an identical form to that
sold on the London Bullion Market. The form of the product is metal in flotation concentrate,
which is the final process for which the Company is responsible. Revenue includes the sales of
by-product gold from the Companys mining operations.
The effects of forward sales contracts are reflected in revenue at the date the related
precious metals are delivered or the contracts expire. Third party smelting and refining costs of
$2.7 million for the three months ended March 31, 2010 and $1.5 million for the three months ended
March 31, 2009 were recorded as a reduction of revenue.
At March 31, 2010, the Company had outstanding provisionally priced sales of $18.7 million,
consisting of 1.0 million ounces of silver and 1,266 ounces of gold, which had a fair value of
$19.3 million including the embedded derivative. For each one cent per ounce change in realized
silver price, revenue would vary (plus or minus) approximately $10,000; and for each one dollar per
ounce change in realized gold price, revenue would vary (plus or minus) approximately $1,300. At
December 31, 2009, the Company had outstanding provisionally priced sales of $19.1 million
consisting of 1.0 million ounces of silver and 1,227 ounces of gold, which had a fair value of
approximately $19.1 million including the embedded derivative. For each one cent per ounce change
in realized silver price, revenue would vary (plus or minus) approximately $10,000 and for each one
dollar per ounce change in realized gold price, revenue would vary (plus or minus) approximately
$1,200.
Ore on Leach Pad: The heap leach process is a process of extracting silver and gold
by placing ore on an impermeable pad and applying a diluted cyanide solution that dissolves a
portion of the contained silver and gold, which are then recovered in metallurgical processes. In
August 2007, the Company terminated mining and crushing operations at the Rochester mine as ore
reserves were fully mined. Residual heap leach activities are expected to continue through 2014.
The Company used several integrated steps to scientifically measure the metal content of ore
placed on the leach pads. As the ore body was drilled in preparation for the blasting process,
samples were taken of the drill residue which is assayed to determine estimated quantities of
contained metal. The Company estimated the quantity of ore by utilizing global positioning
satellite survey techniques. The Company then processed the ore through crushing facilities where
the output was again weighed and sampled for assaying. A metallurgical reconciliation with the
data collected from the mining operation was completed with appropriate adjustments made to
previous estimates. The crushed ore was then transported to the leach pad for application of the
leaching solution. As the leach solution is collected from the leach pads, it is continuously
sampled for assaying. The quantity of leach solution is measured by flow meters throughout the
leaching and precipitation process. After precipitation, the product is converted to dorè, which
is the final product produced by the mine. The inventory is stated at lower of cost or market,
with cost being determined using a weighted average cost method.
The Company reported ore on leach pad of $22.7 million as of March 31, 2010. Of this amount,
$7.7 million was reported as a current asset and $15.0 million was reported as a non-current asset.
The distinction between current and non-current is based upon the expected length of time
necessary for the leaching process to remove the metals from the broken ore. The historical cost
of the metal that is expected to be extracted within twelve months is classified as current and the
historical cost of metals
contained within the broken ore that will be extracted beyond twelve months is classified as
non-current. Inventories of ore on leach pad are valued based on actual production costs incurred
to produce and place
ore on the leach pad, adjusted for effects on monthly production of costs of abnormal production
levels, less costs allocated to minerals recovered through the leach process.
9
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
The estimate of both the ultimate recovery expected over time and the quantity of metal that
may be extracted relative to the time the leach process occurs requires the use of estimates which
are inherently inaccurate since they rely upon laboratory testwork. Testwork consists of 60 day
leach columns from which the Company projects metal recoveries up to five years in the future. The
quantities of metal contained in the ore are based upon actual weights and assay analysis. The
rate at which the leach process extracts gold and silver from the crushed ore is based upon
laboratory column tests and actual experience occurring over approximately twenty years of leach
pad operations at the Rochester Mine. The assumptions used by the Company to measure metal content
during each stage of the inventory conversion process includes estimated recovery rates based on
laboratory testing and assaying. The Company periodically reviews its estimates compared to actual
experience and revises its estimates when appropriate. During the first quarter of 2010, the
Company increased its estimated silver ounces contained in the heap inventory by 1.2 million
ounces. The increase in estimated silver ounces contained in the heap inventory is due to changes
in estimated recoveries anticipated for the remainder of the residual leach phase. There were no
significant changes in estimates related to gold contained in the heap. Consequently, the Company
believes its current residual heap leach activities are expected to continue through 2014. The
ultimate recovery will not be known until leaching operations cease.
Metal and Other Inventory: Inventories include concentrate ore, dorè, ore in
stockpiles and operating materials and supplies. The classification of inventory is determined by
the stage at which the ore is in the production process. To the extent there are work in process
inventories at the Endeavor mine, such amounts are carried as inventories. Inventories of ore in
stockpiles are sampled for gold and silver content and are valued based on the lower of actual
costs incurred or estimated net realizable value based upon the period ending prices of gold and
silver. Material that does not contain a minimum quantity of gold and silver to cover estimated
processing expense to recover the contained gold and silver is not classified as inventory and is
assigned no value. All inventories are stated at the lower of cost or market, with cost being
determined using a weighted average cost method. Concentrate and dorè inventory includes product
at the mine site and product held by refineries and are also valued at lower of cost or market
value. Concentrate inventories associated with the Endeavor mine are held by third parties. Metal
inventory costs include direct labor, materials, depreciation, depletion and amortization, as well
as administrative overhead costs relating to mining activities.
Property, Plant, and Equipment: Expenditures for new facilities, assets acquired
pursuant to capital leases, new assets or expenditures that extend the useful lives of existing
facilities are capitalized and depreciated using the straight-line method at rates sufficient to
depreciate such costs over the shorter of estimated productive lives of such facilities or the
useful life of the individual assets. Productive lives range from 7 to 31 years for buildings and
improvements, 3 to 13 years for machinery and equipment and 3 to 7 years for furniture and
fixtures. Certain mining equipment is depreciated using the units-of-production method based upon
estimated total proven and probable reserves. Maintenance and repairs are expensed as incurred.
Operational Mining Properties and Mine Development: Capitalization of mine
development costs that meet the definition of an asset begins once all operating permits have been
secured, mineralization is classified as proven and probable reserves and a final feasibility study
has been completed. Mine development costs include engineering and metallurgical studies, drilling
and other related costs to delineate an ore body, the removal of overburden to initially expose an
ore body at open pit surface mines and the building of access ways, shafts, lateral access, drifts,
ramps and other
infrastructure at underground mines. Costs incurred during the start-up phase of a mine are
expensed as incurred. Costs incurred before mineralization is classified as proven and probable
reserves are expensed and classified as Exploration or Pre-development expense. All capitalized
costs are amortized using the units of production method over the estimated life of the ore body based on recoverable ounces
to be mined from proven and probable reserves.
10
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
Interest expense allocable to the cost of
developing mining properties and to construct new facilities is capitalized until assets are ready
for their intended use. Gains or losses from sales or retirements of assets are included in other
income or expense.
Drilling and related costs incurred at our operating mines are expensed as incurred as
exploration expense, unless we can conclude with a high degree of confidence, prior to the
commencement of a drilling program, that the drilling costs will result in the conversion of a
mineral resource into proven and probable reserves. Our assessment is based on the following
factors: results from previous drill programs; results from geological models; results from a mine
scoping study confirming economic viability of the resource; and preliminary estimates of mine
inventory, ore grade, cash flow and mine life. In addition, the Company must satisfy all
permitting and/or contractual requirements necessary to have the right to, and control of, the
future benefit from the targeted ore body. The costs of a drilling program that meet these
criteria are capitalized as mine development costs. All other drilling and related costs,
including those beyond the boundaries of the development and production stage properties, are
expensed as incurred.
Drilling and related costs of approximately $1.3 million for the three months ended March 31,
2010 and $0.5 million and for the three months ended March 31, 2009, met the criteria for
capitalization at properties that are in the development and production stages.
The costs of removing overburden and waste materials to access the ore body at an open pit
mine prior to the production phase are referred to as pre-stripping costs. Pre-stripping costs
are capitalized during the development of an open pit mine. Stripping costs incurred during the
production phase of a mine are variable production costs that are included as a component of
inventory to be recognized in production costs applicable to sales in the same period as the
revenue from the sale of inventory.
Mineral Interests: Significant payments related to the acquisition of the land and
mineral rights are capitalized as incurred. Prior to acquiring such land or mineral rights, the
Company generally makes a preliminary evaluation to determine that the property has significant
potential to develop an economic ore body. The time between initial acquisition and full
evaluation of a propertys potential is variable and is determined by many factors, including
location relative to existing infrastructure, the propertys stage of development, geological
controls and metal prices. If a mineable ore body is discovered, such costs are amortized when
production begins using the units-of-production method based on ounces to be mined from proven and
probable reserves. If no mineable ore body is discovered, such costs are expensed in the period in
which it is determined the property has no future economic value. The Company amortizes its
mineral interest in the Endeavor mine using the units of production method.
Asset Impairment: Management reviews and evaluates its long-lived assets for
impairment when events and changes in circumstances indicate that the related carrying amounts of
its assets may not be recoverable. Impairment is considered to exist if total estimated future
cash flows or probability-weighted cash flows on an undiscounted basis are less than the carrying
amount of the assets, including property plant and equipment, mineral property, development
property, and any deferred costs. An impairment loss is measured and recorded based on the
difference between book value and discounted estimated future cash flows or the application of an
expected present value technique to estimate fair value in the absence of a market price. Future
cash flows include estimates of recoverable ounces, gold and silver prices (considering current and
historical prices, price trends and related factors), production levels and capital, all based on
life-of-mine plans and projections. Assumptions underlying future cash flow
estimates are subject to risks and uncertainties. If the assets are impaired, a calculation of
fair value is performed and if the fair value is lower than the carrying value of the assets, the
assets are reduced to their fair market value. Any differences between these assumptions and
actual market conditions or the Companys actual operating performance could have a material effect
on the Companys determination of ore reserves or its ability to recover the carrying amounts of
its long-lived assets resulting in impairment charges.
11
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
In estimating future cash flows, assets are
grouped at the lowest level for which there are identifiable cash flows that are largely
independent of cash flows from other asset groups. Generally, in estimating future cash flows, all
assets are grouped at a particular mine for which there is identifiable cash flow.
Restricted Assets: The Company, under the terms of its credit facility lease, self
insurance, and bonding agreements with certain banks, lending institutions and regulatory agencies,
is required to collateralize certain portions of the Companys obligations. The Company has
collateralized these obligations by assigning certificates of deposit that have maturity dates
ranging from three months to a year, to the respective institutions or agency. Under the terms of
the Companys Credit Suisse obligation, it is required to reserve cash for three months of debt
service costs. At March 31, 2010 and December 31, 2009, the Company held certificates of deposit
and cash under these agreements of $27.4 million and $26.5 million, respectively, restricted for
these purposes. The ultimate timing for the release of the collateralized amounts is dependent on
the timing and closure of each mine. In order to release the collateral, the Company must seek
approval from certain government agencies responsible for monitoring the mine closure status.
Collateral could also be released to the extent the Company was able to secure alternative
financial assurance satisfactory to the regulatory agencies. The Company believes there is a
reasonable probability that the collateral will remain in place beyond a twelve-month period and
has therefore classified these investments as long-term. In addition, at March 31, 2010 and
December 31, 2009, the Company held certificates of deposit totaling $2.3 million that were pledged
to support letters of credit to Mitsubishi International. These amounts are included in prepaids
and other.
Reclamation and Mine Closure Costs: The Company recognizes obligations associated
with the retirement of tangible long-lived assets and the associated asset retirement costs. These
legal obligations are associated with the retirement of long-lived assets that result from the
acquisition, construction, development and normal use of the asset. The fair value of a liability
for an asset retirement obligation will be recognized in the period in which it is incurred if a
reasonable estimate of fair value can be made. The fair value of the liability is added to the
carrying amount of the associated asset and this additional carrying amount is depreciated over the
life of the asset. An accretion cost, representing the increase over time in the present value of
the liability, is recorded each period in depreciation, depletion and amortization expense. As
reclamation work is performed or liabilities are otherwise settled, the recorded amount of the
liability is reduced.
Future remediation costs for inactive mines are accrued based on managements best estimate at
the end of each period of the undiscounted costs expected to be incurred at the site. Such cost
estimates include, where applicable, ongoing care and maintenance and monitoring costs. Changes in
estimates are reflected in earnings in the period an estimate is revised.
Foreign Currency: The assets and liabilities of the Companys foreign subsidiaries are
measured using U.S. dollars as their functional currency. All monetary assets and liabilities are
translated at current exchange rates and resulting adjustments are included in other income and
expenses. Revenues and expenses in foreign currencies are translated at the average exchange rate
for the period. Foreign currency transaction gains and losses are included in the determination of
net income (loss).
Derivative Financial Instruments: The Company recognizes all derivatives as either
assets or liabilities on the balance sheet and measures those instruments at fair value.
Appropriate accounting for
changes in the fair value of derivatives held is dependent on whether the derivative
instrument is designated and qualifies as an accounting hedge and on the classification of the
hedge transaction.
Fair Value: The Company defines fair value, establishes a framework for measuring
fair value and provides disclosures about fair value measurement in accordance with U.S. GAAP.
Refer to Note 3 for further details regarding the Companys assets and liabilities measured at fair
value.
12
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
Stock-based Compensation Plans: The Company estimates the fair value of each stock
option and stock appreciation rights (SARs) award using the Black-Scholes option valuation model.
The Company estimates the fair value of performance share and performance unit grants using a
Monte Carlo simulation valuation model. The Company estimates forfeitures of stock based awards on
historical data and periodically adjusts the forfeiture rate. The adjustment of the forfeiture
rate is recorded as a cumulative adjustment in the period the forfeiture estimate is changed. The
compensation costs are included in administrative and general expenses, production costs applicable
to sales and the cost of self-constructed property, plant and equipment as deemed appropriate.
Income Taxes: The Company uses an asset and liability approach which results in the
recognition of deferred tax liabilities and assets for the expected future tax consequences or
benefits of temporary differences between the financial reporting basis and the tax basis of assets
and liabilities, as well as operating loss and tax credit carryforwards, using enacted tax rates in
effect in the years in which the differences are expected to reverse.
In assessing the realizability of deferred tax assets, management considers whether it is more
likely than not that some portion or all of the deferred tax assets will not be realized.
Management considers the scheduled reversal of deferred tax liabilities, projected future taxable
income and tax planning strategies in making this assessment. A valuation allowance has been
provided for the portion of the Companys net deferred tax assets for which it is more likely than
not that they will not be realized.
The Company and its subsidiaries are subject to U.S. federal income tax as well as income tax
of multiple state and foreign jurisdictions. The Company has substantially concluded all U.S.
federal income tax matters for years through 1999. Federal income tax returns for 2000 through
2008 are subject to examination. The Companys continuing practice is to recognize interest and
penalties related to income tax matters in income tax expense. There were no significant interest
or penalties accrued at March 31, 2010.
Comprehensive Income (Loss): Comprehensive income (loss) includes net income (loss)
as well as changes in stockholders equity that result from transactions and events other than
those with stockholders. Items of comprehensive income (loss) include the following:
|
|
|
|
|
|
|
|
|
|
|
Three Months |
|
|
|
Ended March 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
|
Net income (loss) |
|
$ |
(8,017 |
) |
|
$ |
6,058 |
|
Unrealized loss on marketable securities |
|
|
(5 |
) |
|
|
(1 |
) |
|
|
|
Comprehensive income (loss) |
|
$ |
(8,022 |
) |
|
$ |
6,057 |
|
|
|
|
Net Income (Loss) Per Share: Basic earnings per share is computed by dividing
net income (loss) available to common shareholders by the weighted average number of common shares
outstanding during each period. Diluted earnings per share reflect the potential dilution that
could occur if securities or other contracts to issue common stock were exercised or converted into
common stock. The effect of potentially dilutive stock options, the 1.25% Convertible Senior Notes
due 2024, the 3.25% Convertible
Senior Notes due 2028 and the Senior Term Notes due December 31, 2012 outstanding in the three
month period ended March 31, 2010 and 2009 are as follows:
13
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Three Months Ended |
|
|
|
March 31, 2010 |
|
|
March 31, 2009 |
|
|
|
(Loss) |
|
|
Shares |
|
|
Per-Share |
|
|
Income |
|
|
Shares |
|
|
Per-Share |
|
(In thousands except for EPS) |
|
(Numerator) |
|
|
(Denominator) |
|
|
Amount |
|
|
(Loss) |
|
|
(Denominator) |
|
|
Amount |
|
|
|
|
|
|
Basic EPS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
(8,017 |
) |
|
|
81,753 |
|
|
$ |
(0.10 |
) |
|
$ |
4,385 |
|
|
|
61,145 |
|
|
$ |
0.07 |
|
Income from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,673 |
|
|
|
61,145 |
|
|
|
0.03 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
(8,017 |
) |
|
|
81,753 |
|
|
$ |
(0.10 |
) |
|
$ |
6,058 |
|
|
|
61,145 |
|
|
$ |
0.10 |
|
Effect of Dilutive Securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity awards |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted EPS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
(8,017 |
) |
|
|
81,753 |
|
|
$ |
(0.10 |
) |
|
$ |
4,385 |
|
|
|
61,160 |
|
|
$ |
0.07 |
|
Net income from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,673 |
|
|
|
61,160 |
|
|
|
0.03 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
(8,017 |
) |
|
|
81,753 |
|
|
$ |
(0.10 |
) |
|
$ |
6,058 |
|
|
|
61,160 |
|
|
$ |
0.10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended March, 31, 2010, 7,009,035 common stock equivalents related to
convertible debt and 531,843 options have not been included in the diluted per share calculation,
as the Company has recorded a net loss for the period. The options which expire between 2010 and
2019 are outstanding at March 31, 2010. For the three months ended March 31, 2009, 2,076,974
common stock equivalents related to convertible debt were not included in the computation of
diluted EPS because their effect was anti-dilutive and 655,571 options, at exercise prices between
$8.00 and $70.90 were not included in the computation of diluted EPS because their exercise prices
exceeded the average market price of the companys common stock. Potentially dilutive shares
issuable upon conversion of the 3.25% Convertible Senior Notes were not included in the computation
of diluted EPS for the three months ended March 31, 2010 and 2009 because there is no excess
conversion value over the principal amount of the notes.
Debt Issuance Costs: Costs associated with the issuance of debt are included in other
noncurrent assets and are amortized over the term of the related debt using the effective interest
method.
Use of Estimates: The preparation of the Companys consolidated financial statements
in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the
amounts reported in their consolidated financial statements and accompanying notes. The areas
requiring significant management estimates and assumptions relate to recoverable ounces from proven
and probable reserves that are the basis of future cash flow estimates and units-of-production
depreciation and amortization calculations; useful lives utilized for depreciation, depletion and
amortization; estimates of future cash flows for long lived assets; estimates of recoverable gold
and silver ounces in ore on leach pad; the amount and timing of reclamation and remediation costs;
valuation allowance for deferred tax assets; and other employee benefit liabilities.
Reclassifications: Certain reclassifications of prior year balances have been made to
conform to the current year presentation. These reclassifications had no material impact on the
Companys consolidated financial position, results of operations or cash flows for the periods
presented.
NOTE 3 FAIR VALUE MEASUREMENTS
The Company follows U.S. GAAP related to fair value measurements of financial assets and
financial liabilities. U.S. GAAP defines fair value as the price that would be received to sell an
asset or paid to transfer a liability in an orderly transaction between market participants at the
measurement date. The accounting principles include established a fair value hierarchy that
distinguishes between (1) market participant assumptions developed based on market data obtained
from independent sources
(observable inputs) and (2) an entitys own assumptions about market participant assumptions
developed based on the best information available in the circumstances (unobservable inputs). The
fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted
quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest
priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are
described below:
|
|
|
Level 1
|
|
Unadjusted quoted prices in active markets that are accessible at
the measurement date for identical, unrestricted assets or
liabilities. |
14
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
|
|
|
Level 2
|
|
Quoted prices in markets that are not active or inputs that are
observable, either directly or indirectly, for substantially the
full term of the asset or liability. |
|
|
|
Level 3
|
|
Prices or valuation techniques that require inputs that are both
significant to the fair value measurement and unobservable
(supported by little or no market activity). |
The following table sets forth the Companys financial assets and liabilities measured at fair
value by level within the fair value hierarchy. As required, assets and liabilities are classified
in their entirety based on the lowest level of input that is significant to the fair value
measurement (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value at March 31, 2010 |
|
|
|
Total |
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash equivalants |
|
$ |
40,001 |
|
|
$ |
|
|
|
$ |
40,001 |
|
|
$ |
|
|
Restricted certificates of desposits |
|
|
5,440 |
|
|
|
|
|
|
|
5,440 |
|
|
|
|
|
Other derivative instruments, net |
|
|
2,421 |
|
|
|
|
|
|
|
2,421 |
|
|
|
|
|
Franco-Nevada warrant |
|
|
7,643 |
|
|
|
|
|
|
|
7,643 |
|
|
|
|
|
Put and call options |
|
|
7 |
|
|
|
|
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
55,512 |
|
|
$ |
|
|
|
$ |
55,512 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gold lease facility |
|
$ |
18,705 |
|
|
$ |
|
|
|
$ |
18,705 |
|
|
$ |
|
|
Royalty obligation embedded derivative |
|
|
79,699 |
|
|
|
|
|
|
|
79,699 |
|
|
|
|
|
Put and call options |
|
|
1,427 |
|
|
|
|
|
|
|
1,427 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
99,831 |
|
|
$ |
|
|
|
$ |
99,831 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value at December 31, 2009 |
|
|
|
Total |
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted certificates of deposits |
|
$ |
5,440 |
|
|
$ |
|
|
|
$ |
5,440 |
|
|
$ |
|
|
Other derivative instruments, net |
|
|
1,379 |
|
|
|
|
|
|
|
1,379 |
|
|
|
|
|
Franco-Nevada warrant |
|
|
6,339 |
|
|
|
|
|
|
|
6,339 |
|
|
|
|
|
Put and call options |
|
|
121 |
|
|
|
|
|
|
|
121 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
13,279 |
|
|
$ |
|
|
|
$ |
13,279 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gold lease facility |
|
$ |
28,506 |
|
|
$ |
|
|
|
$ |
28,506 |
|
|
$ |
|
|
Royalty obligation embedded derivative |
|
|
78,013 |
|
|
|
|
|
|
|
78,013 |
|
|
|
|
|
Put and call options |
|
|
964 |
|
|
|
|
|
|
|
964 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
107,483 |
|
|
$ |
|
|
|
$ |
107,483 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Companys cash equivalents, restricted certificates of deposits, Franco-Nevada warrant and
other derivative instruments, net are valued using pricing models which require inputs that are
derived from observable market data and as such are classified within Level 2 of the fair value
hierarchy.
The Companys derivative instruments related to the concentrate sales contracts, foreign
exchange contracts, royalty obligation embedded derivative, put and call options and gold lease
facility are valued using quoted market prices and other significant observable inputs, including
fair value modeling techniques. Such instruments are classified within Level 2 of the fair value
hierarchy.
15
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
NOTE 4 DISCONTINUED OPERATIONS
Effective July 1, 2009, the Company sold to Perilya Broken Hill Ltd. its 100% interest in the
silver contained at the Broken Hill mine for $55.0 million in cash. As a result of this
transaction, the Company realized an after tax gain on the sale of approximately $25.5 million, net
of income taxes in 2009. Coeur originally purchased this interest from Perilya Broken Hill, Ltd.
in September 2005 for $36.9 million. This transaction closed on July 30, 2009.
The following table details selected financial information included in the income from
discontinued operations for the three months ended March 31, 2009 (in thousands):
|
|
|
|
|
|
|
March 31, |
|
|
|
2009 |
|
Sales of metal |
|
$ |
4,709 |
|
Production costs applicable to sales |
|
|
(786 |
) |
Depreciation and depletion |
|
|
(747 |
) |
Income tax expense |
|
|
(1,503 |
) |
|
|
|
|
Net income from discontinued operations |
|
$ |
1,673 |
|
|
|
|
|
NOTE 5 METAL AND OTHER INVENTORY
Inventory consist of the following:
|
|
|
|
|
|
|
|
|
|
|
March 31, |
|
|
December 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
(in thousands) |
|
Concentrate and doré inventory |
|
$ |
43,446 |
|
|
$ |
39,487 |
|
Supplies |
|
|
28,308 |
|
|
|
28,225 |
|
|
|
|
|
|
|
|
Metal and other inventory |
|
$ |
71,754 |
|
|
$ |
67,712 |
|
|
|
|
|
|
|
|
NOTE 6 PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment consist of the following (in thousands):
|
|
|
|
|
|
|
|
|
|
|
March 31, |
|
|
December 31, |
|
|
|
2010 |
|
|
2009 |
|
Land |
|
$ |
1,133 |
|
|
$ |
1,133 |
|
Building improvements |
|
|
395,802 |
|
|
|
384,107 |
|
Machinery and equipment |
|
|
236,240 |
|
|
|
229,898 |
|
Capitalized leases for machinery and
equipment and buildings |
|
|
60,509 |
|
|
|
53,278 |
|
|
|
|
|
|
|
|
|
|
|
693,684 |
|
|
|
668,416 |
|
Accumulated depreciation |
|
|
(142,830 |
) |
|
|
(129,379 |
) |
|
|
|
|
|
|
|
|
|
$ |
550,854 |
|
|
$ |
539,037 |
|
|
|
|
|
|
|
|
16
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
NOTE 7 MINING PROPERTIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
San |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bartolomé |
|
|
Martha |
|
|
Cerro Bayo |
|
|
Palmarejo |
|
|
Rochester |
|
|
Endeavor |
|
|
Kensington |
|
|
Other |
|
|
Total |
|
March 31, 2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operational mining properties: |
|
$ |
67,327 |
|
|
$ |
10,000 |
|
|
$ |
43,556 |
|
|
$ |
117,201 |
|
|
$ |
97,435 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
335,519 |
|
Accumulated depletion |
|
|
(6,401 |
) |
|
|
(9,276 |
) |
|
|
(25,679 |
) |
|
|
(10,511 |
) |
|
|
(97,435 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(149,302 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
60,926 |
|
|
|
724 |
|
|
|
17,877 |
|
|
|
106,690 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
186,217 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mineral interest(A) |
|
|
26,642 |
|
|
|
|
|
|
|
|
|
|
|
1,657,188 |
|
|
|
|
|
|
|
44,033 |
|
|
|
|
|
|
|
|
|
|
|
1,727,863 |
|
Accumulated depletion |
|
|
(2,507 |
) |
|
|
|
|
|
|
|
|
|
|
(33,937 |
) |
|
|
|
|
|
|
(5,557 |
) |
|
|
|
|
|
|
|
|
|
|
(42,001 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24,135 |
|
|
|
|
|
|
|
|
|
|
|
1,623,251 |
|
|
|
|
|
|
|
38,476 |
|
|
|
|
|
|
|
|
|
|
|
1,685,862 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-producing and development
properties |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
382,548 |
|
|
|
142 |
|
|
|
382,690 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total mining properties |
|
$ |
85,061 |
|
|
$ |
724 |
|
|
$ |
17,877 |
|
|
$ |
1,729,941 |
|
|
$ |
|
|
|
$ |
38,476 |
|
|
$ |
382,548 |
|
|
$ |
142 |
|
|
$ |
2,254,769 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
San |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bartolomé |
|
|
Martha |
|
|
Cerro Bayo |
|
|
Palmarejo |
|
|
Rochester |
|
|
Endeavor |
|
|
Kensington |
|
|
Other |
|
|
Total |
|
December 31, 2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operational mining properties: |
|
$ |
67,327 |
|
|
$ |
10,000 |
|
|
$ |
43,554 |
|
|
$ |
113,167 |
|
|
$ |
97,435 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
331,483 |
|
Accumulated depletion |
|
|
(5,793 |
) |
|
|
(8,968 |
) |
|
|
(25,679 |
) |
|
|
(7,232 |
) |
|
|
(97,435 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(145,107 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
61,534 |
|
|
|
1,032 |
|
|
|
17,875 |
|
|
|
105,935 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
186,376 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mineral interest(A) |
|
|
26,642 |
|
|
|
|
|
|
|
|
|
|
|
1,657,188 |
|
|
|
|
|
|
|
44,033 |
|
|
|
|
|
|
|
|
|
|
|
1,727,863 |
|
Accumulated depletion |
|
|
(2,284 |
) |
|
|
|
|
|
|
|
|
|
|
(24,171 |
) |
|
|
|
|
|
|
(4,897 |
) |
|
|
|
|
|
|
|
|
|
|
(31,352 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24,358 |
|
|
|
|
|
|
|
|
|
|
|
1,633,017 |
|
|
|
|
|
|
|
39,136 |
|
|
|
|
|
|
|
|
|
|
|
1,696,511 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-producing and development
properties |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
357,027 |
|
|
|
142 |
|
|
|
357,169 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total mining properties |
|
$ |
85,892 |
|
|
$ |
1,032 |
|
|
$ |
17,875 |
|
|
$ |
1,738,952 |
|
|
$ |
|
|
|
$ |
39,136 |
|
|
$ |
357,027 |
|
|
$ |
142 |
|
|
$ |
2,240,056 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(A) |
|
Balance represents acquisition cost of mineral interest |
Operational Mining Properties
Palmarejo: Palmarejo is located in the State of Chihuahua in northern Mexico, and its
principal silver and gold properties are collectively referred to as the Palmarejo mine. The
Palmarejo mine commenced production in April 2009.
San Bartolomé Mine: The San Bartolomé Mine is a silver mine located near the city of
Potosi, Bolivia. The mineral rights for the San Bartolomé project are held through long-term joint
venture/lease agreements with several local independent mining co-operatives and the Bolivian State
owned mining company, (COMIBOL). The Company commenced commercial production in June 2008.
Rochester Mine: The Company has conducted operations at the Rochester Mine, located in
Western Nevada, since September 1986. The mine utilizes the heap-leaching process to extract both
silver and gold from ore mined using open pit methods. Rochesters primary product is silver with
gold produced as a by-product.
Martha Mine: The Martha Mine is an underground silver mine located in Argentina,
approximately 270 miles southeast of Coeurs Cerro Bayo mine. Coeur acquired a 100% interest in
the Martha mine in April 2002. In July 2002, Coeur commenced shipment of ore from the Martha Mine
to the Cerro Bayo facility for processing. In December 2007, the Company completed a 240 tonne per
day flotation mill, which produces a flotation concentrate. The Company anticipates that operating
activities will cease in late 2010 unless additional mineralization is discovered during the year.
17
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
Cerro Bayo Mine: The Cerro Bayo Mine is a gold and silver underground mine located in
southern Chile. Commercial production commenced on April 18, 2002. Operations were suspended in
October 2008 in order to allow the Company to develop additional reserves and a new mine plan.
Mineral Interests
Endeavor Mine: The Endeavor mine is an underground silver and base metal operation
located in North Central New South Wales. On May 23, 2005, CDE Australia Pty. Ltd. (CDE
Australia), a wholly-owned subsidiary of Coeur acquired all of the silver production and reserves,
up to a maximum 17.7 million payable ounces, contained at the Endeavor Mine in Australia, which is
owned and operated by Cobar Operations Pty. Limited (Cobar), a wholly-owned subsidiary of CBH
Resources Ltd. (CBH), for $44.0 million, including transaction fees. Under the terms of the
original agreement, CDE Australia paid Cobar $15.4 million of cash at the closing. In addition,
CDE Australia agreed to pay Cobar approximately $26.5 million upon the receipt of a report
confirming that the reserves at the Endeavor mine are equal to or greater than the reported ore
reserves for 2004. In addition to these upfront payments, CDE Australia originally committed to pay
Cobar an operating cost contribution of $1.00 for each ounce of payable silver plus a further
increment when the silver price exceeds $5.23 per ounce. This further increment was to have begun
on the second anniversary of this agreement and is 50% of the amount by which the silver price
exceeds $5.23 per ounce. A cost contribution of $0.25 per ounce is also payable by CDE Australia
in respect of new ounces of proven and probable silver reserves as they are developed. During the
first quarter of 2007, $2.1 million was paid for additional ounces of proven and probable silver
reserves under the terms of the contract. This amount was capitalized as a cost of the mineral
interest acquired and is being amortized using the units of production method.
On March 28, 2006, CDE Australia reached an agreement with CBH to modify the terms of the
original silver purchase agreement. Under the modified terms, CDE Australia owns all silver
production and reserves up to a total of 20.0 million payable ounces, up from 17.7 million payable
ounces in the original agreement. The silver price-sharing provision was deferred until such time
as CDE Australia has received approximately 2 million cumulative ounces of silver from the mine or
June 2007, whichever is later. In addition, the silver price-sharing threshold increased to $7.00
per ounce, from the previous level of $5.23 per ounce. The conditions relating to the second
payment were also modified and tied to certain paste fill plant performance criteria and mill
throughput tests. In January 2008, the mine met the criteria for payment of the additional $26.2
million. This amount was paid on April 1, 2008, plus accrued interest at the rate of 7.5% per
annum from January 24, 2008. During late November 2008, the mine exceeded the 2.0 million
cumulative ounce thresholds and therefore, CDE Australia realized a reduction in revenues in the
fourth quarter of 2008 of approximately $73,000 as a result of the silver price sharing provision.
CDE Australia has received approximately 2.7 million payable ounces to-date and the current ore
reserve contains approximately 9.8 million payable ounces based on current metallurgical recovery
and current smelter contract terms. Expansion of the ore reserve will be required to achieve
the maximum payable ounces of silver production as set forth in the modified contract. It is
expected that future expansion to the ore reserve will occur as a result of the conversion of
portions of the propertys existing inventory of mineralized material and future exploration
discoveries. CBH conducts regular exploration to discover new mineralization and to define
reserves from surface and underground drilling platforms.
Non-Producing and Development Properties
Kensington: Kensington is a gold property located near Juneau, Alaska where production
is expected to commence in July 2010. The mine has been constructed as an underground gold mine
accessed by a horizontal tunnel and will utilize conventional and mechanized underground mining
methods. The ore will be processed in a flotation mill that produces a concentrate which will be
sold to third-party smelters.
18
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
NOTE 8 LONG TERM DEBT AND ROYALTY OBLIGATION
|
|
|
|
|
|
|
|
|
|
|
March 31, |
|
|
December 31, |
|
(In thousands) |
|
2010 |
|
|
2009 |
|
3.25% Convertible Senior Notes due March 2028 |
|
$ |
79,584 |
|
|
$ |
125,323 |
|
1.25% Convertible Senior Notes due January 2024 |
|
|
1,859 |
|
|
|
22,232 |
|
Senior Term Notes due December 31, 2012 |
|
|
91,667 |
|
|
|
|
|
Capital lease obligations |
|
|
33,866 |
|
|
|
30,305 |
|
Kensington term facility |
|
|
28,233 |
|
|
|
15,464 |
|
Bank loans |
|
|
6,643 |
|
|
|
7,476 |
|
|
|
|
|
|
|
|
Total |
|
|
241,852 |
|
|
|
200,800 |
|
|
|
|
|
|
|
|
Less: current portion |
|
|
(51,155 |
) |
|
|
(15,403 |
) |
|
|
|
|
|
|
|
Total long-term debt |
|
$ |
190,697 |
|
|
$ |
185,397 |
|
|
|
|
|
|
|
|
3.25% Convertible Senior Notes due 2028
As of March 31, 2010, the outstanding balance of the 3.25% convertible Senior Notes was $93.1
million or $79.6 million, net of debt discount. The notes are unsecured and bear interest at a
rate of 3.25% per year, payable on March 15 and September 15 of each year. The notes mature on
March 15, 2028, unless earlier converted, redeemed or repurchased by the Company.
Each holder of the notes may require that the Company repurchase some or all of such holders
notes on March 15, 2013, March 15, 2015, March 15, 2018 and March 15, 2023 at a repurchase price
equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid
interest, in cash, shares of common stock or a combination of cash and shares of common stock, at
the Companys election. Holders will also have the right, following certain fundamental change
transactions, to require the Company to repurchase all or any part of their notes for cash at a
repurchase price equal to 100% of the principal amount of the notes to be repurchased plus accrued
and unpaid interest. The Company may redeem the notes for cash in whole or in part at any time on
or after March 22, 2015 at 100% of the principal amount of the notes to be redeemed plus accrued
and unpaid interest.
The notes provide for net share settlement of any conversions. Pursuant to this feature,
upon conversion of the notes, the Company (1) will pay the note holder an amount in cash equal to
the lesser of the conversion obligation or the principal amount of the notes and (2) will settle
any excess of the conversion obligation above the notes principal amount in the Companys common
stock, cash or a combination thereof, at the Companys election.
The notes are convertible under certain circumstances, as defined in the indenture agreement,
at the holders option, at an initial conversion rate of 17.60254 shares of the Companys common
stock per $1,000 principal amount of notes, which is equivalent to an initial conversion price of
approximately $56.81 per share, subject to adjustment in certain circumstances.
During the first quarter of 2010, $55.3 million of the 3.25% Convertible Senior Notes due 2028
were repurchased in exchange for 3.6 million shares of the Companys common stock. The Company
recognized a loss on the repurchase of $5.1 million.
The fair value of the notes outstanding, as determined by market transactions at March 31,
2010 and December 31, 2009, was $89.4 million and $131.3 million, respectively. The carrying value
of the equity component at March 31, 2010 and December 31, 2009 was $20.9 million and $33.4
million, respectively.
19
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
At March 31, 2010 and 2009, the Company had $13.5 million and $39.7 million, respectively, of
debt discount remaining and the effective interest rate on the notes was 8.9%, as a result of
adopting the new accounting standard.
During the first quarters of 2010 and 2009, interest expense was $1.2 million and $1.8
million, respectively, and accretion of the debt discount was $1.4 million and $2.2 million,
respectively.
1.25% Convertible Senior Notes due 2024
As of March 31, 2010, the Company had outstanding $1.9 million of its 1.25% Convertible Senior
Notes due 2024. The remaining $1.9 million principal amount of 1.25% Convertible Notes are
convertible into shares of common stock at the option of the holder on January 15, 2011, 2014, and
2019, unless previously redeemed, at an initial conversion price of $76.00 per share, subject to
adjustment in certain circumstances.
The Company is required to make semi-annual interest payments. The notes are redeemable at the
option of the Company before January 18, 2011, if the closing price of the Companys common stock
over a specified number of trading days has exceeded 150% of the conversion price, and anytime
after January 18, 2011. Before January 18, 2011, the redemption price is equal to 100% of the
principal amount of the notes, plus an amount equal to 8.75% of the principal amount of the notes,
less the amount of any interest actually paid on the notes on or prior to the redemption date. The
notes are due on January 15, 2024.
Each holder of the notes may require that the Company repurchase some or all of the holders
notes on January 15, 2011, January 15, 2014 and January 15, 2019 at a repurchase price equal to
100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest, in
cash, shares of common stock or a combination of cash and shares of common stock, at the Companys
election. Holders will also have the right, following certain fundamental change transactions, to
require the Company to repurchase all or any part of their notes for cash at a repurchase price
equal to 100% of the principal amount of the notes to be repurchased plus accrued and unpaid
interest.
During the first quarter of 2010, $20.4 million of the 1.25% Convertible Senior Notes due 2024
were repurchased in exchange for 1.2 million shares of the Companys common stock which reduced the
principal amount of the notes outstanding to $1.9 million as of March 31, 2010. The Company
recognized a loss on the repurchase of $1.7 million.
The fair value of the notes outstanding, as determined by market transactions on March 31,
2010 and December 31, 2009, was $1.7 million and $22.8 million, respectively.
Interest on the notes for the quarter ended March 31, 2010 was $0.01 million. Interest on the
notes for the quarter ended March 31, 2009 was $0.5 million.
Senior Term Notes due December 31, 2012
On February 5, 2010 the Company completed the sale of $100 million of Senior Term Notes due in
quarterly payments through December 31, 2012. In conjunction with the sale of these notes, the
Company also issued shares of its common stock valued at $4.2 million as financing costs. The
principal of the Notes is payable in twelve equal quarterly installments, with the first such
installment paid on March 31, 2010. The Company has the option of paying amounts due on the Notes
in cash, shares of common stock or a combination of cash and shares of common stock.
20
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
The stated
interest rate on the Notes is 6.50%, but the payments for principal and interest due on any payment
date will be computed to give effect to recent share prices, valuing the shares of common stock at
90% of a weighted average share price over a pricing period ending shortly before the payment date.
In March 2010, the Company paid $8.3 million in principal and $1.0 million in interest in exchange
for 712,003 shares of the Companys stock. The effective interest rate was approximately 13%,
which includes a loss of $1.0 million in connection with this quarterly debt payment, recorded in
gain (loss) on debt extinguishments.
Kensington Term Facility
On October 27, 2009 the Company entered into a term facility with Credit Suisse whereby Credit
Suisse agreed to provide Coeur Alaska, a wholly-owned subsidiary of Coeur, a $45 million, five-year
term facility to fund the remaining construction at the Companys Kensington Gold Mine in Alaska.
The Company began drawing down the facility during the fourth quarter of 2009. Beginning three
months after an approximate twelve month grace period commencing November 2009, Coeur Alaska will
repay the loan in equal quarterly payments with interest based on a margin over the three-month
LIBOR rate. The facility is secured by the mineral rights and infrastructure at Kensington as well
as a pledge of the shares of Coeur Alaska owned by Coeur.
As of March 31, 2010, the Company has $28.2 million outstanding bearing interest at 5.2%
(three month Libor rate plus 5% margin). The Company is also subject to financial covenants
including (i) guarantor tangible net worth; (ii) borrower tangible net worth; (iii) debt to equity
ratio; (iv) debt service coverage ratio; and (v) maximum production cost. Events of default in the
Kensington term facility include (i) a cross-default of other indebtedness; (ii) a material adverse
event; (iii) loss of or failure to obtain applicable permits; or (iv) failure to achieve final
completion date.
As a condition of the Kensington term facility with Credit Suisse noted above, the Company
agreed to enter into a gold hedging program which protects a minimum of 125,000 ounces of gold
production over the life of the facility against the risk associated with fluctuations in the
market price of gold. This program took the form of a series of zero cost collars which consist of
a floor price and a ceiling price of gold. The required collars of 125,000 ounces of gold were
entered into in November and December 2009. The collars mature quarterly beginning September 2010
and conclude in December 2014. The weighted average put feature of each collar is $862.50 per
ounce and the weighted average call feature of each collar is $1,688.50 per ounce.
Bank Loans
On November 27, 2009, the Companys wholly owned Bolivian subsidiary, Empressa Minera
Manquiri, received proceeds from short-term borrowings from Banco Bisa in the amount of $5.0
million bearing interest at approximately 6.5% to fund working capital requirements. The
short-term bank loan matures on November 17, 2011.
During 2008, Empressa Minera Manquiri received proceeds from short-term borrowings from Banco
Bisa and Banco de Credito de Bolivia in the amount of $3.0 million to fund working capital
requirements. The short-term bank loans matured and were repaid in April 2009.
During the fourth quarter of 2008, the Companys wholly-owned Argentinean subsidiary entered
into several temporary credit lines in the amount of $3.5 million with the Standard Bank of
Argentina secured by a standby letter of credit by Cerro Bayo, (a wholly owned subsidiary of the
Company), to fund working capital requirements. The credit lines matured and were repaid on April
13, 2009, June 30, 2009 and July 24, 2009.
21
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
Palmarejo Gold Production Royalty Obligation
On January 21, 2009, the Company entered into a gold production royalty transaction with
Franco-Nevada Corporation under which Franco-Nevada purchased a royalty covering 50% of the life of
mine gold to be produced by Coeur from its Palmarejo silver and gold mine in Mexico. Coeur received
total consideration of $78.0 million consisting of $75.0 million in cash, plus a warrant to acquire
Franco-Nevada Common Shares (the Franco-Nevada warrant), which was valued at $3.0 million at
closing of the Franco-Nevada transaction and is yet to be exercised. The royalty obligation is
accreted to its expected value over the expected minimum payment
period based on an implicit
interest rate. The Company used an interest rate of 27.4% to discount the original obligation. The
royalty obligation is payable in an amount equal to the greater of the minimum of 4,167 ounces of
gold or 50% of actual gold production per month multiplied by the market price of gold in excess of
$400 (increasing by 1% per annum beginning on the fourth anniversary of the transaction). The
minimum royalty obligation commenced on July 1, 2009 and ends when payments have been made on a
total of 400,000 ounces of gold. The price volatility associated with this minimum royalty
obligation is considered an embedded derivative under U.S. GAAP and is described in Note 13,
Derivative Financial Instruments and Fair Value of Financial Instruments, Palmarejo Gold production
royalty. During the three months ended March 31, 2010, the Company paid $9.0 million of the
Royalty Obligation. As of March 31, 2010 and December 31, 2009, the remaining obligation balance
was $84.0 million and $84.8 million, respectively.
Capitalized Interest
The Company capitalizes interest incurred on its various debt instruments as a cost of
properties under development. For the three months ended March 31, 2010 and 2009, the Company
capitalized interest of $4.1 million and $17.7 million, respectively.
NOTE 9 RECLAMATION AND MINE CLOSURE
Reclamation and mine closure costs are based principally on legal and regulatory requirements.
Management estimates costs associated with reclamation of mining properties as well as remediation
cost for inactive properties. The Company uses assumptions about future costs, mineral prices,
mineral processing recovery rates, production levels and capital and reclamation costs. Such
assumptions are based on the Companys current mining plan and the best available information for
making such
estimates. On an ongoing basis, management evaluates its estimates and assumptions; however,
actual amounts could differ from those based on such estimates and assumptions.
Changes to the Companys asset retirement obligations are as follows:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
March 31, |
|
|
2010 |
|
2009 |
|
|
|
Asset retirement obligation January 1 |
|
$ |
38,193 |
|
|
$ |
34,662 |
|
Accretion |
|
|
835 |
|
|
|
770 |
|
Addition and changes in estimates |
|
|
18 |
|
|
|
|
|
Settlements |
|
|
(1,134 |
) |
|
|
(245 |
) |
|
|
|
Asset retirement obligation March 31 |
|
$ |
37,912 |
|
|
$ |
35,187 |
|
|
|
|
In addition, the Company has accrued $1.6 million and $1.7 million as of March 31, 2010
and December 31, 2009, respectively, for reclamation liabilities related to former mining
activities. These amounts are also included in reclamation and mine closure liabilities.
22
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
NOTE 10 INCOME TAXES
For the three months ended March 31, 2010, the Company reported an income tax benefit of
approximately $11.5 million compared to an income tax benefit of $0.1 million for the three months
ended March 31, 2009. The following table summarizes the components of the Companys income tax
provision for the three months ended March 31, 2010 and 2009:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31, |
|
|
|
2010 |
|
|
2009 |
|
Current: |
|
|
|
|
|
|
|
|
United States Alternative minimum tax |
|
$ |
|
|
|
$ |
(269 |
) |
United States Foreign withholding |
|
|
(491 |
) |
|
|
(260 |
) |
Argentina |
|
|
(13 |
) |
|
|
(465 |
) |
Australia |
|
|
|
|
|
|
(158 |
) |
Mexico |
|
|
(50 |
) |
|
|
(42 |
) |
Bolivia |
|
|
831 |
|
|
|
|
|
Deferred: |
|
|
|
|
|
|
|
|
United States |
|
|
1,571 |
|
|
|
1,549 |
|
Australia |
|
|
(290 |
) |
|
|
(327 |
) |
Bolivia |
|
|
(1,423 |
) |
|
|
(4,418 |
) |
Chile |
|
|
(343 |
) |
|
|
339 |
|
Mexico |
|
|
11,703 |
|
|
|
4,136 |
|
|
|
|
|
|
|
|
Income tax benefit |
|
$ |
11,495 |
|
|
$ |
85 |
|
|
|
|
|
|
|
|
The income tax benefit for the three months ended March 31, 2010 and 2009 varies from the
statutory rate primarily because of differences in tax rates for the Companys foreign operations
and changes in valuation allowances for net deferred tax assets, permanent differences and foreign
exchange rate differences. The Company has U.S. net operating loss carryforwards which expire in
2010 through 2025. Net operating losses in foreign countries have an indefinite carryforward
period, except in Mexico where net operating loss carryforwards are limited to ten years.
NOTE 11 STOCK-BASED COMPENSATION PLANS
The Company has an Annual Incentive Plan, a Long-Term Incentive Plan (the 2003 Long-Term
Incentive Plan) and the 2005 Non-Employee Directors Equity Incentive Plan (2005 Non-Employee
Directors Plan). Total employee compensation charged to operations and capital projects under
these Plans was $2.2 million and $2.6 million for the three months ended March 31, 2010 and 2009,
respectively.
Stock options and Stock Appreciation Rights (SARs) granted under the Companys incentive
plans vest over three years and are exercisable over a period not to exceed ten years from the
grant date. The exercise price of the stock options and SARs is equal to the greater of the par
value of the shares or the fair market value of the shares on the date of the grant. The value of
each stock option award and SAR is estimated on the date of grant using the Black-Scholes option
pricing model. Stock options granted are accounted for as equity based awards and SARs are
accounted for as liability based awards. The value of the SARs are remeasured at each reporting
date. SARs, when vested, provide the participant the right to receive cash equal to the excess of
the market price of the shares over the exercise price when exercised.
23
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
Restricted stock and restricted stock units granted under the Companys incentive plans are
accounted for based on the market value of the underlying shares on the date of grant and vest in
equal installments annually over three years. Restricted stock awards are accounted for as
equity-based awards and restricted stock unit awards are accounted for as liability-based awards.
Restricted stock units are remeasured at each reporting date. Holders of the restricted stock are
entitled to vote the shares and to receive any dividends declared on the shares. Restricted stock
units are settled in cash based on the number of vested restricted stock units multiplied by the
current market price of the common shares when vested.
Performance shares and performance units granted under the Companys incentive plans are
accounted for at fair value. Performance share awards are accounted for as equity-based awards and
performance units are accounted for as liability based awards. Performance shares and performance
units are valued using a Monte Carlo simulation valuation model on the date of grant. The value of
the performance units is remeasured each reporting date. Vesting is contingent on meeting certain
market conditions based on relative total shareholder return. The performance shares and units vest
at the end of the three-year service period if the market conditions are met and the employee
remains an employee of the Company. The existence of a market condition requires recognition of
compensation cost for the performance share awards over the requisite period regardless of whether
the market condition is ever satisfied. Performance units are cash-based awards and are settled in
cash based on the current market price of the common shares when vested.
The compensation expense recognized in the Companys consolidated financial statements for the
three months ended March 31, 2010 and 2009 for stock based compensation awards was $1.4 million and
$1.7 million, respectively. The SARs, restricted stock units and performance units are
liability-based awards and are required to be remeasured at the end of each reporting period with
corresponding adjustments to previously recognized and future stock-based compensation expense. As
of March 31, 2010, there was $3.4 million of total unrecognized compensation cost (net of
estimated forfeitures) related to unvested stock options, SARs, restricted stock, restricted stock
units, performance shares and performance units which is expected to be recognized over a
weighted-average remaining vesting period of 1.96 years.
The following table sets forth the weighted average fair value of stock options on the date of
grant and the weighted average fair value of the SARs at March 31, 2010. There were no stock
options
granted during the first quarter of 2010. The assumptions used to estimate the fair value of the
stock options and SARs using the Black-Scholes option valuation model are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Date of Grant |
|
As of
March 31, |
|
|
SARs and |
|
|
|
|
|
|
|
|
Stock |
|
|
|
|
|
|
|
|
Options |
|
SARs |
|
SARs |
|
|
2009 |
|
2010 |
|
2010 |
Weighted average fair value of
stock options granted and SARs
outstanding |
|
$ |
3.90 |
|
|
$ |
10.19 |
|
|
$ |
10.12 |
|
Expected volatility |
|
|
70.8 |
% |
|
|
73.7 |
% |
|
|
75.2 |
% |
Expected life |
|
6.0 years |
|
|
6.0 years |
|
|
5.5 years |
|
Risk-free interest rate |
|
|
2.1 |
% |
|
|
2.7 |
% |
|
|
2.7 |
% |
Expected dividend yield |
|
|
|
|
|
|
|
|
|
|
|
|
The expected volatility is determined using historical volatilities based on historical
stock prices. The Company estimated the expected life of the options and SARs granted using the
midpoint between the vesting date and the original contractual term. The risk free rate was
determined using the yield available on U.S. Treasury zero-coupon issues with a remaining term
equal to the expected life of the option or SAR. The Company has not paid dividends on its common
stock since 1996.
24
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
The following table summarizes stock option and SARs activity for the three months ended March
31, 2010:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock Options |
|
SARs |
|
|
|
|
|
|
Weighted |
|
|
|
|
|
Weighted |
|
|
|
|
|
|
Average |
|
|
|
|
|
Average |
|
|
Shares |
|
Exercise Price |
|
Shares |
|
Exercise Price |
Outstanding at December 31, 2009 |
|
|
392,678 |
|
|
$ |
23.48 |
|
|
|
112,471 |
|
|
$ |
10.00 |
|
Granted |
|
|
|
|
|
|
|
|
|
|
151,287 |
|
|
|
15.40 |
|
Exercised |
|
|
(3,978 |
) |
|
|
10.00 |
|
|
|
(2,732 |
) |
|
|
10.00 |
|
Canceled/forfeited |
|
|
(27,435 |
) |
|
|
19.56 |
|
|
|
(11,584 |
) |
|
|
10.00 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at March 31, 2010 |
|
|
361,265 |
|
|
$ |
23.93 |
|
|
|
249,442 |
|
|
$ |
13.28 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options to purchase 254,162 shares were exercisable at March 31, 2010 at a weighted
average exercise price of $28.17.
As of March 31, 2010, there was $1.0 million of unrecognized compensation cost related to
non-vested stock options and SARs to be recognized over a weighted average period of 1.7 years.
The following table summarizes restricted stock and restricted stock units activity for the
three months ended March 31, 2010:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted Stock |
|
Restricted Stock Units |
|
|
|
|
|
|
Weighted |
|
|
|
|
|
Weighted |
|
|
Number of |
|
Average Grant |
|
Number of |
|
Average |
|
|
Shares |
|
Date Fair Value |
|
Units |
|
Fair Value |
Outstanding at December 31, 2009 |
|
|
134,389 |
|
|
$ |
15.95 |
|
|
|
67,485 |
|
|
$ |
18.06 |
|
Granted |
|
|
|
|
|
|
|
|
|
|
91,378 |
|
|
|
15.40 |
|
Vested |
|
|
(53,198 |
) |
|
|
20.82 |
|
|
|
(22,500 |
) |
|
|
15.24 |
|
Cancelled/Forfeited |
|
|
(11,585 |
) |
|
|
10.31 |
|
|
|
(6,950 |
) |
|
|
14.74 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at March 31, 2010 |
|
|
69,606 |
|
|
$ |
13.17 |
|
|
|
129,413 |
|
|
$ |
14.98 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of March 31, 2010, there was $1.0 million of total unrecognized compensation cost
related to restricted stock and restricted stock unit awards to be recognized over a
weighted-average period of 1.7 years.
The following table summarizes performance shares and performance units activity for the
three months ended March 31, 2010:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Performance Shares |
|
Performance Units |
|
|
|
|
|
|
Weighted |
|
|
|
|
|
Weighted |
|
|
Number of |
|
Average Grant |
|
Number of |
|
Average |
|
|
Shares |
|
Date Fair Value |
|
Units |
|
Fair Value |
Outstanding at December 31, 2009 |
|
|
136,298 |
|
|
$ |
16.59 |
|
|
|
67,485 |
|
|
$ |
27.53 |
|
Granted |
|
|
|
|
|
|
|
|
|
|
91,378 |
|
|
|
19.94 |
|
Vested |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cancelled/Forfeited |
|
|
(35,326 |
) |
|
|
17.94 |
|
|
|
(10,426 |
) |
|
|
20.30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at March 31, 2010 |
|
|
100,972 |
|
|
$ |
16.12 |
|
|
|
148,437 |
|
|
$ |
19.53 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of March 31, 2010, there was $1.4 million of total unrecognized compensation cost
related to performance shares and performance units to be recognized over a weighted average period
of 2.3 years.
25
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
NOTE 12 DEFINED CONTRIBUTION AND 401(k)
Defined Contribution Plan
The Company provides a noncontributory defined contribution retirement plan for all eligible
U.S. employees. Total contributions charged to expense were $0.2 million and $0.2 million for the
three months ended March 31, 2010 and 2009, respectively, which is based on a percentage of the
salary of eligible employees.
401(k) Plan
The Company maintains a retirement savings plan (which qualifies under Section 401(k) of the
U.S. Internal Revenue code) covering all eligible U.S. employees. Under the plan, employees may
elect to contribute up to 100% of their cash compensation, subject to ERISA limitations. The
Company adopted a Safe Harbor Tiered Match and is required to make matching contributions equal to
100% of the employees contribution up to 3% of the employees compensation plus matching
contributions equal to 50% of the employees contribution up to an additional 2% of the employees
compensation. Total plan expenses recognized in the Companys consolidated financial statements
for the three months ended March 31, 2010 and 2009 were $0.2 million and $0.2 million,
respectively.
NOTE 13 DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE OF FINANCIAL INSTRUMENTS
Palmarejo Gold Production Royalty
On January 21, 2009, the Company entered into the gold production royalty transaction with
Franco-Nevada Corporation that is described in Note 8, Long Term Debt, Franco Nevada Royalty
Obligation. The minimum royalty obligation ends when payments have been made on a total of 400,000
ounces of gold. The price volatility associated with minimum royalty obligation is considered an
embedded derivative financial instrument under U.S. GAAP. The fair value of the embedded derivative
at March 31, 2010 and December 31, 2009 was a liability of $79.7 million and $78.0 million,
respectively. The Franco-Nevada warrant is a contingent option to acquire 316,436 common shares of
Franco-Nevada for no additional consideration, once the mine satisfies certain completion
tests stipulated in the agreement. The Franco-Nevada warrant is considered a derivative instrument.
The fair value of the warrant at March 31, 2010 and December 31, 2009 was $7.6 million and $6.3
million, respectively. These derivative instruments are recorded in prepaid expenses and other,
current or non-current royalty obligation on the balance sheet and adjusted to fair value through
current earnings. During the three months ended March 31, 2010, mark-to-market adjustments for the
embedded derivative and warrant amounted to a loss of $1.7 million and a gain of $1.3 million,
respectively. During 2010, realized losses on settlement of the liabilities were $3.2 million.
The mark-to-market adjustments and realized losses are included in fair value adjustments, net in
the consolidated statement of operations.
Forward Foreign Exchange Contracts
Prior to December 31, 2009, the Company had entered into forward foreign currency contracts to
reduce the foreign exchange risk associated with forecasted Mexican peso (MXP) operating costs at
its Palmarejo mine. At March 31, 2010, the Company had MXP foreign exchange contracts of $18.9
million in U.S. dollars. These contracts require the Company to exchange U.S. dollars for MXP at a
weighted average exchange rate of 13.76 MXP to each U.S. dollar and had a fair value of $1.8
million at March 31, 2010. The Company recorded mark-to-market gains (losses) of $0.5 million and
$(3.8) million for the three months ended March 31, 2010 and 2009, respectively, which is reflected
in fair value adjustments, net. The Company recorded realized gains of $0.04 million and $0.6
million in production costs applicable to sales during the three months ended March 31, 2010 and
2009, respectively.
26
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
Gold Lease Facility
On December 18, 2008, the Company entered into a gold lease facility with Mitsubishi
International Corporation (MIC). Under the facility, the Company received proceeds of $20 million
for the sale of 23,529 ounces of gold leased from MIC to the Company. During 2009, the Company
repaid 2,000 ounces of gold and leased an additional 5,000 ounces of gold. As of March 31, 2010,
the Company had 17,029 ounces of gold leased from MIC. The Company has committed to deliver this
number of ounces of gold to MIC over the next four months on scheduled delivery dates. As of March
31, 2010 the Company is required to pledge certain collateral, including standby letters of credit
of $2.3 million and $9.3 million of metal inventory held at its refiners. The Company accounts for
the gold lease facility as a derivative instrument, which is recorded in accrued liabilities and
other in the balance sheet.
As of March 31, 2010 and December 31, 2009, based on the current futures metals prices for
each of the delivery dates and using a 5.1% and 5.7% discount rate, respectively, the fair value of
the instrument was a liability of $18.7 million and $28.5 million, respectively. The pre-credit
risk adjusted fair value of the net derivative liability as of March 31, 2010 was $19.0 million. A
credit risk adjustment of $0.3 million to the fair value of the derivative reduced the reported
amount of the net derivative liability on the Companys consolidated balance sheet to $18.7
million. For the three months ended March 31, 2010 and 2009, mark-to market adjustments for the
gold lease facility amounted to a gain of a $1.4 million and a loss of $0.1 million, respectively.
The Company recorded realized losses of $2.0 and $0.2 million, respectively. The mark-to-market
adjustments and realized losses are included in fair value adjustments, net.
Concentrate Sales Contracts
The Company enters into concentrate sales contracts with third-party smelters. The contracts,
in general, provide for a provisional payment based upon provisional assays and quoted metal prices
and the provisionally priced sales contain an embedded derivative that is required to be separated
from the host
contract for accounting purposes. The host contract is the receivable from the sale of
concentrates at the forward price at the time of sale. The embedded derivative, which is the final
settlement price based on a future price, does not qualify for hedge accounting. These embedded
derivatives are recorded as derivative assets (in Prepaid expenses and other), or derivative
liabilities (in Accrued liabilities and other), on the balance sheet and are adjusted to fair value
through earnings each period until the date of final settlement. At March 31, 2010, the Company
had outstanding provisionally priced sales of $18.7 million, consisting of 1.0 million ounces of
silver and 1,266 ounces of gold, which had a fair value of $19.3 million including the embedded
derivative. At December 31, 2009, the Company had outstanding provisionally priced sales of $19.1
million consisting of 1.0 million ounces of silver and 1,227 ounces of gold, which had a fair value
of approximately $19.1 million including the embedded derivative.
Commodity Derivatives
Prior to December 31, 2009, the Company had purchased silver put options to reduce the risk
associated with potential decreases in the market price of silver. The cost of these put options
was largely offset by proceeds received from the sale of gold call options. At March 31, 2010, the
Company held put options allowing it to deliver 3.6 million ounces of silver at a weighted average
strike price of $9.32 per ounce. The contracts will expire over the next six months.
27
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
In connection with the Credit Suisse credit facility described in Note 8, Kensington Term
Facility, at March 31, 2010, the Company had written outstanding call options requiring it to
deliver 125,000 ounces of gold at a weighted average strike price of $1,688.50 per ounce if the
market price of gold exceeds the strike price. In addition, the Company had purchased outstanding
put options allowing it to sell 125,000 ounces of gold at a weighted average strike price of
$862.50 per ounce if the market price of gold were to fall below the strike price. The contracts
will expire over the next five years. As of March 31, 2010 the fair market value of these
contracts was a net liability of $1.4 million.
During the three months ended March 31, 2010, outstanding put options allowing it to deliver
1.8 million ounces of silver at an average strike price of $9.00 per ounce expired. The Company
recorded realized losses of $0.7 million included in fair value adjustments, net.
As of March 31, 2010, the Company had the following derivative instruments that settle in each
of the years indicated in the table (in thousands except average rates, ounces and per share data):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
2011 |
|
2012 |
|
Thereafter |
Palmarejo gold production royalty |
|
|
17,592 |
|
|
|
24,027 |
|
|
|
24,865 |
|
|
|
108,476 |
|
Average gold price in excess of
minimum contractual deduction |
|
$ |
469.09 |
|
|
$ |
480.51 |
|
|
$ |
497.27 |
|
|
$ |
494.90 |
|
Notional ounces |
|
|
37,503 |
|
|
|
50,004 |
|
|
|
50,004 |
|
|
|
219,188 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Franco-Nevada Warrant |
|
|
5,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Share price |
|
$ |
15.80 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Notional Shares |
|
|
316,455 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mexican peso forward purchase contracts |
|
|
18,900 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Average rate (MXP/$) |
|
$ |
13.76 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Mexican peso notional amount |
|
|
260,063 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gold lease forward purchase contracts |
|
|
15,009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Average gold forward price |
|
$ |
881.36 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Notional ounces |
|
|
17,029 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Silver concentrate sales agreements |
|
|
17,286 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Average silver price |
|
$ |
16.81 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Notional ounces |
|
|
1,028,570 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gold concentrate sales agreements |
|
|
1,385 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Average gold price |
|
$ |
1,093.70 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Notional ounces |
|
|
1,266 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gold put options purchased |
|
|
360 |
|
|
|
3,240 |
|
|
|
2,880 |
|
|
|
2,520 |
|
Average gold strike price |
|
$ |
862.50 |
|
|
$ |
862.50 |
|
|
$ |
862.50 |
|
|
$ |
862.50 |
|
Notional ounces |
|
|
5,000 |
|
|
|
45,000 |
|
|
|
40,000 |
|
|
|
35,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gold call options sold |
|
|
360 |
|
|
|
3,240 |
|
|
|
2,880 |
|
|
|
2,520 |
|
Average gold strike price |
|
$ |
1,688.50 |
|
|
$ |
1,688.50 |
|
|
$ |
1,688.50 |
|
|
$ |
1,688.50 |
|
Notional ounces |
|
|
5,000 |
|
|
|
45,000 |
|
|
|
40,000 |
|
|
|
35,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Silver put options |
|
|
1,368 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Average silver strike price |
|
$ |
9.32 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Notional ounces |
|
|
3,600,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
28
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
The following summarizes classification of the fair value of the derivative instruments
as of March 31, 2010 and December 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of March 31, 2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non- |
|
|
|
Prepaid |
|
|
Accrued |
|
|
Current |
|
|
current |
|
|
|
Expenses |
|
|
liabilities |
|
|
portion of |
|
|
portion of |
|
|
|
and |
|
|
and |
|
|
royalty |
|
|
royalty |
|
|
|
other |
|
|
other |
|
|
obligation |
|
|
obligation |
|
Gold lease facility |
|
$ |
|
|
|
$ |
18,705 |
|
|
$ |
|
|
|
$ |
|
|
Forward foreign exchange contracts |
|
|
1,791 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Palmarejo gold production royalty |
|
|
|
|
|
|
|
|
|
|
12,851 |
|
|
|
66,848 |
|
Franco-Nevada warrant |
|
|
7,643 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Put and call options |
|
|
7 |
|
|
|
1,427 |
|
|
|
|
|
|
|
|
|
Concentrate sales contracts |
|
|
746 |
|
|
|
116 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
10,187 |
|
|
$ |
20,248 |
|
|
$ |
12,851 |
|
|
$ |
66,848 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2009 |
|
|
|
Prepaid |
|
|
Accrued |
|
|
Current |
|
|
Non- current |
|
|
|
Expenses |
|
|
liabilities |
|
|
portion of |
|
|
portion of |
|
|
|
and |
|
|
and |
|
|
royalty |
|
|
royalty |
|
|
|
other |
|
|
other |
|
|
obligation |
|
|
obligation |
|
Gold lease facility |
|
$ |
|
|
|
$ |
28,506 |
|
|
$ |
|
|
|
$ |
|
|
Forward foreign exchange contracts |
|
|
1,490 |
|
|
|
155 |
|
|
|
|
|
|
|
|
|
Palmarejo gold production royalty |
|
|
|
|
|
|
|
|
|
|
12,174 |
|
|
|
65,839 |
|
Franco-Nevada warrant |
|
|
6,339 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Put and call options |
|
|
121 |
|
|
|
964 |
|
|
|
|
|
|
|
|
|
Concentrate sales contracts |
|
|
624 |
|
|
|
580 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
8,574 |
|
|
$ |
30,205 |
|
|
$ |
12,174 |
|
|
$ |
65,839 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following represent mark-to-market gains (losses) on derivative instruments as of
March 31, 2010 and 2009:
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
|
March 31, |
|
|
|
2010 |
|
|
2009 |
|
Gold lease facility |
|
$ |
1,402 |
|
|
$ |
(100 |
) |
Forward foreign exchange contracts |
|
|
456 |
|
|
|
(3,754 |
) |
Palmarejo gold royalty |
|
|
(1,686 |
) |
|
|
(12,745 |
) |
Franco-Nevada warrant |
|
|
1,303 |
|
|
|
1,423 |
|
Put and call options |
|
|
164 |
|
|
|
(167 |
) |
Senior secured floating note warrant |
|
|
|
|
|
|
4,277 |
|
Senior secured floating note conversion option |
|
|
|
|
|
|
1,820 |
|
|
|
|
|
|
|
|
|
|
$ |
1,639 |
|
|
$ |
(9,246 |
) |
|
|
|
|
|
|
|
In the three months ended March 31, 2010 and 2009, the company recorded realized losses
of $5.9 million and $0.2 million in fair value adjustments, net and a gain of $0.04 million and
$0.6 million recorded in production costs applicable to sales related to forward foreign exchange
contracts.
Credit Risk
The credit risk exposure related to any potential derivative instruments is limited to the
unrealized gains, if any, on outstanding contracts based on current market prices. To reduce
counter-party credit exposure, the Company deals only with a group of large credit-worthy financial
institutions and limits credit exposure to each. The Company does not anticipate non-performance by
any of its counterparties. In addition, to allow for situations where positions may need to be
revised the Company deals only in markets that it considers highly liquid.
29
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
NOTE 14 COMMITMENTS AND CONTINGENCIES
Labor Union Contracts
The Company maintains three labor agreements in South America, consisting of a labor agreement
with Sindicato de Trabajadores de Compañía Minera Cerro Bayo Ltd. at its Cerro Bayo mine in Chile
and with Associacion Obrera Minera Argentina at its Martha mine in Argentina and Sindicato de la
Empresa Minera Manquiri at its San Bartolomé mine in Bolivia. The agreement at Cerro Bayo is
effective from December 24, 2007 to December 21, 2010 and the agreement at Mina Martha is effective
from June 12, 2006 to June 1, 2010. The Bolivian labor agreement, which became effective October
11, 2007, does not have a fixed term. As of March 31, 2010, approximately 17% of the Companys
worldwide labor force was covered by collective bargaining agreements.
Termination Benefits
In September 2005, the Company established a one-time termination benefit program at the
Rochester mine as the mine approaches the end of its mine life. The employees will be required to
render service until they are terminated in order to be eligible for benefits. Approximately 85%
of the workforce was severed by the end of 2008, while the remaining employees are expected to stay
on for residual leaching and reclamation activities. As of March 31, 2010, the total benefit
expected to be incurred under this plan is approximately $5.0 million. The liability is recognized
ratably over the minimum future service period. The amount accrued as of March 31, 2010 and 2009
is as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
|
March 31, |
|
|
|
2010 |
|
|
2009 |
|
Beginning Balance |
|
$ |
589 |
|
|
$ |
445 |
|
Accruals |
|
|
67 |
|
|
|
35 |
|
Payments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending Balance |
|
$ |
656 |
|
|
$ |
480 |
|
|
|
|
|
|
|
|
The Company does not have a written severance plan for any of its foreign operations
including Chile, Argentina, Bolivia and Mexico. However, laws in these foreign jurisdictions
require payment of certain minimum statutory termination benefits. Accordingly, in situations
where minimum statutory termination benefits must be paid to the affected employees, the company
records employee severance costs in accordance with U.S. GAAP. The Company has accrued
obligations for statutory termination benefits in these locations of approximately $3.9 million as
of March 31, 2010.
Kensington Production Royalty
On July 7, 1995, Coeur, through its wholly-owned subsidiary, Coeur Alaska, acquired the 50%
ownership interest of Echo Bay Exploration Inc. (Echo Bay) in the Kensington property from Echo
Bay and Echo Bay Alaska, Inc., giving Coeur 100% ownership of the Kensington property. The
property is located on the east side of Lynn Canal between Juneau and Haines, Alaska. Coeur
Alaska is obligated to pay Echo Bay a scaled net smelter return royalty on 1.0 million ounces of
future gold production after Coeur Alaska recoups the $32.5 million purchase price and its
construction and development expenditures incurred after July 7, 1995 in connection with placing
the property into commercial production. The royalty ranges from 1% at $400 gold prices to a
maximum of 2 1/2% at gold prices above $475, with the royalty to be capped at 1.0 million ounces of
production.
30
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
NOTE 15 SIGNIFICANT CUSTOMERS
The Company markets its refined metal and doré to credit worthy bullion trading houses, market
makers and members of the London Bullion Market Association, industrial companies and sound
financial institutions. The refined metals are sold to end users for use in electronic circuitry,
jewelry, silverware, and the pharmaceutical and technology industries. The Company has six trading
counterparties (Mitsui, Mitsubishi, Standard Bank, Auramet, Valcambi and INTL Commodities) and the
sales of metals to these companies amounted to approximately 80.2% and 73.6% of total metal sales
for the three months ended March 31, 2010 and 2009, respectively. Generally, the loss of a single
bullion trading counterparty would not adversely affect the Company due to the liquidity of the
markets and the availability of alternative trading counterparties.
The Company refines and markets its precious metals doré and concentrates using a
geographically diverse group of third party smelters and refiners, including clients located in
Mexico, Switzerland, Australia and the United States (Penoles, Valcambi, Nyrstar, Johnson Matthey).
Sales of silver concentrates to third-party smelters amounted to approximately 19.8% and 26.4% of
total metal sales for the three months ended March 31, 2010 and 2009, respectively. The loss of any
one smelting and refining client may have a material adverse effect if alternative smelters and
refineries are not available. The Company believes there is sufficient global capacity available to
address the loss of any smelter.
NOTE 16 SEGMENT REPORTING
Operating segments are defined as components of an enterprise about which separate financial
information is available that is evaluated regularly by the chief operating decision maker, or
decision-making group, in deciding how to allocate resources and in assessing performance. The
Companys chief operating decision-making group is comprised of the Chief Executive Officer, Chief
Financial Officer, the Senior Vice President of Operations and the President of South American
Operations.
The operating segments are managed separately because each segment represents a distinct use
of company resources and a separate contribution to the Companys cash flows. The Companys
reportable operating segments include the Palmarejo, San Bartolomé, Mina Martha, Rochester,
Endeavor and Cerro Bayo mining properties. As of July 30, 2009, the Company completed the sale of
its interest in the Broken Hill mine (See Note 4). All operating segments are engaged in the
discovery and/or mining of gold and silver and generate the majority of their revenues from the
sale of these precious metal concentrates and/or refined precious metals. The Martha mine sells
precious metal concentrates, typically under long-term contracts, to smelters located in Mexico.
Refined gold and silver produced by the Rochester, Palmarejo and San Bartolomé mines are
principally sold on a spot basis to precious metals trading banks, such as Mitsui, Mitsubishi,
Standard Bank, Auramet and INTL Commodities. Concentrates produced at the Endeavor mine are sold to
Nyrstar (formerly Zinifex), an Australia smelter. The Companys exploration programs are reported
in its other segment. The other segment also includes the corporate headquarters, elimination of
intersegment transactions and other items necessary to reconcile to consolidated amounts. The
accounting policies of the operating segments are the same as those described in the summary of
significant accounting policies above. The Company evaluates performance and allocates resources
based on profit or loss before interest, income taxes, depreciation and amortization, unusual and
infrequent items, and extraordinary items.
Revenues from silver sales were $59.6 million and $40.6 million in the three months ended
March 31, 2010 and 2009, respectively. Revenues from gold sales were $27.9 million and $4.5 million
in the three months ended March 31, 2010 and 2009, respectively.
31
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
Financial information relating to the Companys segments is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
San |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rochester |
|
|
Cerro Bayo |
|
|
Martha |
|
|
Endeavor |
|
|
Bartolomé |
|
|
Kensington |
|
|
Palmarejo |
|
|
|
|
|
|
|
|
|
Mine |
|
|
Mine |
|
|
Mine |
|
|
Mine |
|
|
Mine |
|
|
Project |
|
|
Mine |
|
|
Other |
|
|
Total |
|
|
|
|
Three Months Ended
March 31, 2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales of metals |
|
$ |
10,751 |
|
|
$ |
|
|
|
$ |
15,020 |
|
|
$ |
2,312 |
|
|
$ |
14,592 |
|
|
$ |
|
|
|
$ |
44,830 |
|
|
$ |
|
|
|
$ |
87,505 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Productions costs applicable to sales |
|
|
5,789 |
|
|
|
|
|
|
|
7,326 |
|
|
|
618 |
|
|
|
9,403 |
|
|
|
|
|
|
|
27,883 |
|
|
|
|
|
|
|
51,019 |
|
Depreciation and depletion |
|
|
465 |
|
|
|
1,054 |
|
|
|
2,485 |
|
|
|
660 |
|
|
|
3,177 |
|
|
|
|
|
|
|
20,793 |
|
|
|
139 |
|
|
|
28,773 |
|
Exploration expense |
|
|
21 |
|
|
|
|
|
|
|
1,210 |
|
|
|
|
|
|
|
|
|
|
|
13 |
|
|
|
480 |
|
|
|
796 |
|
|
|
2,520 |
|
Other operating expenses |
|
|
172 |
|
|
|
1,077 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
314 |
|
|
|
6,617 |
|
|
|
8,180 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest and other income |
|
|
|
|
|
|
(338 |
) |
|
|
(770 |
) |
|
|
|
|
|
|
(39 |
) |
|
|
|
|
|
|
2,164 |
|
|
|
379 |
|
|
|
1,396 |
|
Interest expense |
|
|
|
|
|
|
|
|
|
|
(38 |
) |
|
|
|
|
|
|
(71 |
) |
|
|
|
|
|
|
(5,467 |
) |
|
|
(229 |
) |
|
|
(5,805 |
) |
Loss on debt extinguishment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(7,858 |
) |
|
|
(7,858 |
) |
Fair market adjustments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(463 |
) |
|
|
(3,546 |
) |
|
|
(249 |
) |
|
|
(4,258 |
) |
Income tax benefit (expense) |
|
|
|
|
|
|
(343 |
) |
|
|
(13 |
) |
|
|
|
|
|
|
(592 |
) |
|
|
|
|
|
|
11,703 |
|
|
|
740 |
|
|
|
11,495 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
4,304 |
|
|
$ |
(2,812 |
) |
|
$ |
3,178 |
|
|
$ |
1,034 |
|
|
$ |
1,310 |
|
|
$ |
(476 |
) |
|
$ |
214 |
|
|
$ |
(14,769 |
) |
|
$ |
(8,017 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment assets (A) |
|
|
29,720 |
|
|
|
37,478 |
|
|
|
33,627 |
|
|
|
40,755 |
|
|
|
277,768 |
|
|
|
433,468 |
|
|
|
2,137,098 |
|
|
|
7,707 |
|
|
|
2,997,621 |
|
Capital expenditures (B) |
|
|
1 |
|
|
|
2 |
|
|
|
(8 |
) |
|
|
|
|
|
|
546 |
|
|
|
29,901 |
|
|
|
16,507 |
|
|
|
240 |
|
|
|
47,189 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
San |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rochester |
|
|
Cerro Bayo |
|
|
Martha |
|
|
Endeavor |
|
|
Bartolomé |
|
|
Kensington |
|
|
Palmarejo |
|
|
|
|
|
|
|
|
|
Mine |
|
|
Mine |
|
|
Mine |
|
|
Mine |
|
|
Mine |
|
|
Project |
|
|
Mine |
|
|
Other |
|
|
Total |
|
|
|
|
Three Months Ended
March 31, 2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total net sales of metals |
|
$ |
9,380 |
|
|
$ |
1,715 |
|
|
$ |
8,873 |
|
|
$ |
1,301 |
|
|
$ |
23,815 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
45,084 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Productions costs applicable to sales |
|
|
4,707 |
|
|
|
1,211 |
|
|
|
4,470 |
|
|
|
354 |
|
|
|
15,188 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,930 |
|
Depreciation and depletion |
|
|
470 |
|
|
|
1,068 |
|
|
|
1,318 |
|
|
|
365 |
|
|
|
5,173 |
|
|
|
|
|
|
|
|
|
|
|
138 |
|
|
|
8,532 |
|
Exploration expense |
|
|
(24 |
) |
|
|
738 |
|
|
|
371 |
|
|
|
|
|
|
|
|
|
|
|
12 |
|
|
|
2,097 |
|
|
|
633 |
|
|
|
3,827 |
|
Other operating expenses |
|
|
168 |
|
|
|
1,331 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
200 |
|
|
|
7,376 |
|
|
|
9,074 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest and other income |
|
|
99 |
|
|
|
743 |
|
|
|
(867 |
) |
|
|
|
|
|
|
861 |
|
|
|
|
|
|
|
85 |
|
|
|
(34 |
) |
|
|
887 |
|
Interest expense |
|
|
|
|
|
|
|
|
|
|
(107 |
) |
|
|
|
|
|
|
(44 |
) |
|
|
(7 |
) |
|
|
1,166 |
|
|
|
(1,773 |
) |
|
|
(765 |
) |
Gain on debt extinguishment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15,703 |
|
|
|
15,703 |
|
Fair value adjustments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(11,322 |
) |
|
|
2,076 |
|
|
|
(9,246 |
) |
Income tax benefit (expense) |
|
|
|
|
|
|
339 |
|
|
|
(465 |
) |
|
|
|
|
|
|
(4,418 |
) |
|
|
|
|
|
|
4,136 |
|
|
|
493 |
|
|
|
85 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from continuing operations |
|
|
4,158 |
|
|
|
(1,551 |
) |
|
|
1,275 |
|
|
|
582 |
|
|
|
(147 |
) |
|
|
(18 |
) |
|
|
(8,232 |
) |
|
|
8,318 |
|
|
|
4,385 |
|
Net income (loss) from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,673 |
|
|
|
1,673 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
4,158 |
|
|
$ |
(1,551 |
) |
|
$ |
1,275 |
|
|
$ |
582 |
|
|
$ |
(147 |
) |
|
$ |
(18 |
) |
|
$ |
(8,232 |
) |
|
$ |
9,991 |
|
|
$ |
6,058 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment assets (A) |
|
$ |
38,058 |
|
|
$ |
42,632 |
|
|
$ |
33,004 |
|
|
$ |
40,731 |
|
|
$ |
291,409 |
|
|
$ |
348,549 |
|
|
$ |
2,079,502 |
|
|
$ |
33,726 |
|
|
$ |
2,907,611 |
|
Capital expenditures(B) |
|
$ |
51 |
|
|
$ |
331 |
|
|
$ |
381 |
|
|
$ |
|
|
|
$ |
5,653 |
|
|
$ |
6,343 |
|
|
$ |
65,511 |
|
|
$ |
44 |
|
|
$ |
78,314 |
|
|
|
|
(A) |
|
Segment assets consist of receivables, prepaids, inventories, property, plant
and equipment, and mining properties |
|
(B) |
|
Balance represents cash flow amounts |
|
|
|
|
|
|
|
|
|
|
|
As of March 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
Total assets for reportable segments |
|
$ |
2,997,621 |
|
|
$ |
2,907,611 |
|
Cash and cash equivalents |
|
|
55,962 |
|
|
|
38,146 |
|
Other assets |
|
|
79,919 |
|
|
|
86,527 |
|
|
|
|
|
|
|
|
Total consolidated assets |
|
$ |
3,133,502 |
|
|
$ |
3,032,284 |
|
|
|
|
|
|
|
|
32
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
Geographic Information
|
|
|
|
|
|
|
|
|
|
|
As of March 31, |
|
|
2010 |
|
2009 |
|
|
|
Long Lived Assets: |
|
|
|
|
|
|
|
|
United States |
|
$ |
437,379 |
|
|
$ |
353,616 |
|
Australia |
|
|
38,476 |
|
|
|
63,689 |
|
Chile |
|
|
24,803 |
|
|
|
28,553 |
|
Argentina |
|
|
9,523 |
|
|
|
17,594 |
|
Bolivia |
|
|
246,371 |
|
|
|
259,982 |
|
Mexico |
|
|
2,048,927 |
|
|
|
2,045,376 |
|
Other countries |
|
|
144 |
|
|
|
154 |
|
|
|
|
Total |
|
$ |
2,805,623 |
|
|
$ |
2,768,964 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
March 31 |
|
|
2010 |
|
2009 |
|
|
|
Revenues: |
|
|
|
|
|
|
|
|
United States |
|
$ |
10,751 |
|
|
$ |
9,380 |
|
Australia |
|
|
2,312 |
|
|
|
1,301 |
|
Chile |
|
|
|
|
|
|
1,715 |
|
Argentina |
|
|
15,020 |
|
|
|
8,873 |
|
Bolivia |
|
|
14,592 |
|
|
|
23,815 |
|
Mexico |
|
|
44,830 |
|
|
|
|
|
|
|
|
Total |
|
$ |
87,505 |
|
|
$ |
45,084 |
|
|
|
|
NOTE 17 LITIGATION AND OTHER EVENTS
States of Maine, Idaho and Colorado Superfund Sites Related to Callahan Mining Corporation
During 1991, the Company acquired all of the outstanding common stock of Callahan
Mining Corporation.
During 2001, the Forest Service made a formal request for information regarding the
Deadwood Mine Site located in central Idaho. Callahan Mining Corporation had operated at this site
during the 1940s. The Forest Service believes that some cleanup action is required at the location.
However, the Company did not acquire Callahan until 1991, more than 40 years after Callahan
disposed of its interest in the Deadwood property. The Company did not make any decisions with
respect to generation, transport or disposal of hazardous waste at the site. Therefore, the Company
believes that it is not liable for any cleanup, and if Callahan might be liable, it has no
substantial assets with which to satisfy any such liability. To date, no claim has been made by the
United States for any cleanup costs against either the Company or Callahan.
During 2002, the U.S. Environmental Protection Agency, or EPA, made a formal request
for information regarding a Callahan mine site in the State of Maine. Callahan operated there in
the late 1960s, shut the operations down in the early 1970s and disposed of the property. The EPA
contends that some cleanup action is warranted at the site, and listed it on the National
Priorities List in late 2002. In 2009, the EPA and the State of Maine made additional formal
requests for information relating to the Maine Callahan mine site.
33
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
The Company believes that
because it made no decisions with respect to generation, transport or disposal of hazardous waste
at this location, it is not liable for any cleanup costs. If Callahan might have liability, it has
no substantial assets with which to satisfy such liability. To date, no claim has been made for any
cleanup costs against either the Company or Callahan.
In January 2003, the Forest Service made a formal request for information regarding a
Callahan mine site in the State of Colorado known as the Akron Mine Site. Callahan operated there
in approximately the late 1930s through the 1940s, and, to the Companys knowledge, disposed of the
property. The Company is not aware of what, if any, cleanup action the Forest Service is
contemplating. However, the Company did not make decisions with respect to generation, transport or
disposal of hazardous waste at this location, and therefore believes it is not liable for any
cleanup costs. If Callahan might have liability, it has no substantial assets with which to satisfy
such liability. To date, no claim has been made for any cleanup costs against either the Company or
Callahan.
By letter dated February 25, 2010, the State of Washington Department of Ecology notified
Callahan Mining Corporation that it found credible evidence that supports the Departments
conclusion that Callahan is a potentially liable person for a release of a hazardous substance at
the Van Stone Mine located approximately 21 miles north east of Colville, Washington. The rights
and liabilities of a potentially liable person are described under Washington law. The Department
of Ecology alleges that Callahan sold the property in 1990. This is prior to Coeurs acquisition of
Callahan, and therefore Coeur has no knowledge of the facts and circumstances surrounding
Washingtons allegations. If Callahan might have liability, it has no substantial assets with which
to satisfy it. To date no claim has been made for any cleanup costs against Callahan.
NOTE 18 SUBSEQUENT EVENTS
Pursuant to privately-negotiated agreements dated April 1, 2010, May 5, 2010 and May 6, 2010,
the Company agreed to exchange $44.4 million of its 3.25% Convertible Senior Notes due 2028 for the
number of shares of its common stock set forth below. In connection with such agreements, the
Company issued 2.3 million shares of Common Stock; and will issue a number of shares of Common
Stock equal to (a) $9,500,000, divided by (b) the arithmetic mean of the two lowest daily
volume-weighted average prices of the Companys Common Stock during the ten consecutive trading
days commencing May 7, 2010.
On May 1, 2010, the Company signed a definitive Share and Asset Purchase Agreement (SPA)
with Mandalay Resources Corporation (Mandalay) (TSX-V: MND) to purchase 100% of Coeurs
wholly-owned subsidiary Compania Minera Cerro Bayo (Minera Cerro Bayo). The chief asset of
Minera Cerro Bayo is the Cerro Bayo silver-gold mine in southern Chile, which the Company has had
on care and maintenance since October 2008. Under the terms of the SPA, Coeur will receive the
following from Mandalay in exchange for all of the outstanding shares of Minera Cerro Bayo; (i)
$6,029,000 in cash; (ii) common shares of Mandalay worth CAD$5,000,000 valued at the closing price
of the equity financing described below; (iii) 125,000 ounces of silver to be delivered in six
equal installments commencing in the third quarter of 2011; (iv) a 2.0% Net Smelter Royalty (NSR)
on production from Cerro Bayo in excess of a cumulative 50,000 ounces of gold and 5,000,000 ounces
of silver; and (v) existing value-added taxes (VAT) collected from the Chilean government in
excess of $3.5 million will be payable to Coeur. As part of the transaction, Mandalay will also
pay the next $6,000,000 of reclamation costs associated with Minera Cerro Bayos nearby Furioso
property. Any reclamation costs above that amount will be shared equally by Mandalay and Coeur.
The transaction is subject to several conditions including completion of an equity financing by
Mandalay to fund the cash portion of the purchase price, restart costs and working capital, and
appropriate regulatory approval. The transaction is expected to close by the end of May 2010 and
will result in a loss of approximately $1.0 million to be recorded in our second quarter of 2010.
34
Coeur dAlene Mines Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited) (Continued)
On April 14, 2010, the Companys wholly owned Bolivian subsidiary, Empressa Minera Manquiri,
entered into a short-term borrowing with Banco de Credito in the amount of $2.5 million bearing
interest at approximately 5%. The short-term bank loan matures on June 20, 2010.
The Company has evaluated subsequent events occurring through May 10, 2010.
35
Item 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Managements Discussion and Analysis of Financial Condition and Results of Operations (MD&A)
is designed to provide a reader of our financial statements with a narrative from the perspective
of management on our financial condition, results of operations, liquidity and other factors that
may affect our future results. We believe it is important to read our MD&A in conjunction with our
Annual Report on Form 10-K for the year ended December 31, 2009, as well as other publicly
available information.
This report contains numerous forward-looking statements relating to the Companys gold and
silver mining business, including estimated production data, expected operating schedules, expected
capital costs and other operating data and permit and other regulatory approvals. Such
forward-looking statements are identified by the use of words such as believes, intends,
expects, hopes, may, should, plan, projected, contemplates, anticipates or similar
words. Actual production, operating schedules, results of operations, ore reserve and resource
estimates and other projections and estimates could differ materially from those projected in the
forward-looking statements. The factors that could cause actual results to differ materially from
those projected in the forward-looking statements include (i) the risk factors set forth below
under Item 1A, (ii) the risks and hazards inherent in the mining business (including environmental
hazards, industrial accidents, weather or geologically related conditions), (iii) changes in the
market prices of gold and silver, (iv) the uncertainties inherent in the Companys production,
exploratory and developmental activities, including risks relating to permitting and regulatory
delays, (v) any future labor disputes or work stoppages, (vi) the uncertainties inherent in the
estimation of gold and silver ore reserves, (vii) changes that could result from the Companys
future acquisition of new mining properties or businesses, (viii) reliance on third parties to
operate certain mines where the Company owns silver production and reserves, (ix) the loss of any
third-party smelter to which the Company markets silver and gold, (x) the effects of environmental
and other governmental regulations, (xi) the risks inherent in the ownership or operation of or
investment in mining properties or businesses in foreign countries, (xii) the worldwide economic
downturn and difficult conditions in the global capital and credit markets, and (xiii) the
Companys ability to raise additional financing necessary to conduct its business, make payments or
refinance its debt. Readers are cautioned not to put undue reliance on forward-looking statements.
The Company disclaims any intent or obligation to update publicly these forward-looking statements,
whether as a result of new information, future events or otherwise.
MD&A includes references to total operating cash costs and cash costs per ounce of silver
produced both on an individual mine basis and on a consolidated basis. Total cash operating costs
per ounce and cash costs per ounce are measurements that management uses to monitor and evaluate
the performance of its mining operations and is not a measurement calculated under U.S. GAAP. A
reconciliation of total operating cash costs and cash costs per ounce to production expenses, which
is calculated under U.S. GAAP, is also provided in the section titled Operating Statistics herein
and should be referred to when reading the total cash costs per ounce measurement.
General
The Company is a large primary silver producer with growing gold production and it has assets
located in the United States, Mexico, Bolivia, Argentina, Chile and Australia. The Palmarejo mine,
San Bartolomé mine, Rochester mine and Martha mine, each of which is operated by the Company, and
the Endeavor mine, which is operated by a non-affiliated party, constituted the Companys principal
sources of mining revenues during the first quarter of 2010. Coeur is an Idaho corporation
incorporated in 1928.
The Companys business strategy is to discover, acquire, develop and operate low-cost silver
and gold operations that will produce long-term cashflow, provide opportunities for growth through
continued exploration, and generate superior and sustainable returns for shareholders.
36
The
Companys management focuses on maximizing cash flow from its existing operations, the main factors
of which are silver and gold
prices, cash costs of production and capital expenditures. The Company also focuses on
reducing its non-operating costs in order to maximize cashflow.
The results of the Companys operations are significantly affected by fluctuation in prices of
silver and gold, which may fluctuate widely and are affected by numerous factors beyond our
control, including interest rates, expectations regarding inflation, currency values, governmental
decisions regarding the disposal of precious metals stockpiles, global and regional political and
economic conditions and other factors. In addition, we face challenges including raising capital
and increasing production and dealing with social, political and environmental issues. Operating
costs at our mines are subject to variation due to a number of factors such as changing commodity
prices, ore grades, metallurgy, revisions to mine plans and changes in accounting principles. At
foreign locations, operating costs are also influenced by currency fluctuations that may affect our
U.S. dollar costs.
In addition to the matters discussed above regarding the key factors of the Companys business
strategy, the most important matters management considers in evaluating the Companys financial
condition and results of operations include:
|
|
The average price of silver (Handy & Harman) and gold (London Final) for the three months
ended March 31, 2010 was $16.92 and $1,109 per ounce, respectively. The market price of silver
and gold on May 6, 2010 was $17.60 per ounce and $1,185 per ounce, respectively. |
|
|
The Company owns 100% of Coeur Mexicana S.A. de C.V., which operates the underground and
surface Palmarejo silver and gold mine in Mexico. The Palmarejo mine poured its first
silver/gold doré on March 30, 2009 and began shipping doré on April 16, 2009. During the first
quarter of 2010 Palmarejo produced 1.3 million ounces of silver and 22,577 gold ounces.
Silver recoveries improved to 72.7% as compared to recoveries of 66.3% in 2009. |
|
|
The Company owns 100% of Empresa Minera Manquiri S.A., a Bolivian company that controls the
mining rights for the San Bartolomé mine, a surface silver mine in Bolivia where commercial
production commenced in June 2008. San Bartolomé produced 1.0 million ounces of silver during
the first quarter of 2010. San Bartolomé has begun mining operations in a high grade material
located in the Huacajchi deposit above the 4,400 meter level under its agreement with the
Cooperative Reserva Fiscal. The Huacajchi was confirmed to be excluded from the October 2009
resolution restricting mining above the 4,400 meter level of Cerro Rico Mountain. Access to
the Huacajchi and its higher grade material is expected to have a beneficial impact on
production and costs at the mine. Other mining areas above the 4,400 meter level continue to
be temporarily suspended while stability studies of Cerro Rico Mountain are under taken by
COMIBOL, the state owned mining organization. See discussion under operating highlights and
statistics, San Bartolomé for further details. |
|
|
The Company owns 100% of Coeur Alaska, Inc. (Coeur Alaska), which owns the Kensington
property, an advanced underground gold property located north of Juneau, Alaska. Construction
activities remain on schedule and on budget and production is expected to begin in July 2010. |
|
|
The Company owns 100% of Coeur Rochester, Inc., which operated the Rochester mine, a silver
and gold surface mining operation located in northwestern Nevada since 1986. The active mining
of ore at the Rochester mine was completed during 2007; however, silver and gold production is
expected to continue through 2014 as a result of continuing heap leaching operations. During
2009, the Company completed a technical and economic evaluation of the continuation of mining
operations at its Rochester mine. This study envisions an average of 2.9 million ounces of
incremental annual silver production and 30,000 ounces of further gold production through
2017. The Company expects to complete the permitting necessary for construction of facilities
this year to restart active mining in early 2011. Rochester produced 0.5 million ounces of silver and
2,690 ounces of gold in the first quarter of 2010. |
37
|
|
The Company owns 100% of the capital stock of Coeur Argentina S.R.L. which owns and operates
the underground high-grade silver and gold Martha mine located in Santa Cruz, Argentina.
During the first quarter of 2010, Martha produced 365,226 ounces of silver. Due to depletion
of the ore reserve at the Martha mine, the Company expects operating activities will cease in
late 2010, unless additional mineralization is discovered during the year. In addition, the
Company is pursuing strategic alternatives at Martha. |
Coeur also has interests in other properties that are subject to silver or gold exploration
activities upon which no minable ore reserves have yet been delineated.
Operating Highlights and Statistics
South American Operations
San Bartolomé Mine:
Silver production for the first quarter of 2010 was 1.0 million ounces of silver compared to
2.1 million ounces of silver in the first quarter of 2009. Total operating costs per ounce during
the first quarter of 2010 were $9.98 and total cash costs per ounce, which include royalties and
taxes, were $10.84 compared to total cash operating costs per ounce of $6.74 and total cash costs
per ounce of $8.17 during the first quarter of 2009. The decreased production and the increased
total cash costs per ounce occurred primarily because of the temporary suspension of mining above
the 4,400 meter level of the Cerro Rico Mountain which was mandated in October 2009 as discussed
below.
On October 14, 2009, the Bolivian state-owned mining organization, (COMIBOL), announced by
resolution its temporarily suspension of mining activities above the elevation of 4,400 meters
above sea level while stability studies of Cerro Rico mountain are undertaken. The Company holds
rights to mine above this elevation under valid contracts backed by Supreme Decree with COMIBOL as
well as contracts with local mining cooperatives who hold their rights through COMIBOL. The
Company has told COMIBOL that it will temporarily adjust its mine plan to confine its activities to
the ore deposits below 4,400 meters above sea level. Cerro Rico mountain is a historic mining area
that is the subject of centuries of unregulated underground mining by numerous groups and
individuals. The Company does not use explosives in its surface-only mining activities and is
sensitive to the preservation of the mountain under its contracts with the state-owned mining
entity and the local cooperatives. It is uncertain at this time how long the temporary suspension
will remain in place.
In March, 2010, San Bartolomé resumed mining operations of high grade material located in the
Huacajchi deposit above the 4,400 meter level under its agreement with the Cooperative Reserva
Fiscal. The Huacajchi was confirmed to be excluded from the October 2009 resolution restricting
mining above the 4,400 meter level of Cerro Rico Mountain. Access to the Huacajchi deposit and its
higher grade material is expected to have a beneficial impact on production and costs at the mine.
Monthly production levels increased to approximately 452,000 ounces of silver during March 2010, up
from 282,000 ounces of silver in January 2010. Other mining areas above the 4,400 meter level
continue to be temporarily suspended while stability studies of Cerro Rico Mountain are under taken
by COMIBOL.
Martha Mine:
Silver production decreased 54.8% to 365,226 ounces in the first quarter of 2010 compared to
808,007 ounces in the first quarter of 2009. The decrease in silver production was primarily due to
a 36.8% decrease in tons milled and a decrease of 22.4% in silver grades.
38
Total cash operating
costs per
ounce in the first quarter of 2010 were $15.47 and total cash costs per ounce, including
royalties and taxes, were $15.95 as compared to $5.74 and $6.21, respectively, during the first
quarter of 2009. The increase in total cash cost per ounce was primarily due to a decrease in
silver production attributable to a 36.8% decrease in tons milled in the first quarter of 2010
compared to the first quarter of 2009. The Company expects active mining operations will cease in
late 2010 unless additional mineralization is discovered during the year. In addition, the Company
is pursuing strategic alternatives at Martha.
Cerro Bayo Mine:
On October 31, 2008, the Company temporarily suspended operating activities at the Cerro Bayo
mine due primarily to higher operating costs. There was no production at the mine during the three
months ended March 31, 2010 and 2009. On May 4, 2010, the Company announced that it had agreed to
sell to Mandalay Resources its 100% of the shares of its wholly owned subsidiary Compania Minera
Cerro Bayo. See Note 18, Subsequent Events, for further details.
North American Operations
Palmarejo Mine:
The Palmarejo mine commenced commercial production on April 20, 2009. Silver production
during the first quarter of 2010 was 1.3 million ounces and 22,577 ounces of gold. Cash operating
costs and total cash costs per ounce during the first quarter were $5.41. Silver production
increased 10% and gold production increased 9% over the prior quarter while cash operating costs
per ounce declined 12%. In addition, silver recoveries continued to increase during the first
quarter of 2010.
Rochester Mine:
Silver production was 522,159 ounces and gold production was 2,690 ounces during the first
quarter of 2010 compared to 469,861 ounces of silver and 2,818 ounces of gold in the first quarter
of 2009. Production was higher due to increased ounces recovered from the ore on leach pad. Total
cash operating costs per ounce in the first quarter of 2010 were $1.68 and total cash costs per
ounce, including production taxes, were $2.35 in the first quarter of 2010 as compared to total
cash operating costs per ounce of $2.82 and total cash costs per ounce of $3.36 in the first
quarter of 2009. The decrease in total cash cost per ounce was primarily due to an increase in
by-product credits related to increases in gold prices as compared to the first quarter of 2009.
The Company completed a study for continuation of active mining operations in the first
quarter of 2010 and is working towards a potential expansion of mining activities in early 2011.
Australia Operations
Endeavor Mine:
Silver production at the Endeavor mine in the first quarter of 2010 was 204,253 ounces of
silver compared to 141,814 ounces of silver in the first quarter of 2009. The increase in silver
production was primarily due to a 174.8% increase in ore grades partially offset by a 22.2%
decrease in tons milled as compared to the first quarter of 2009. Total cash costs per ounce of
silver produced were $7.40 in the first quarter of 2010 compared to $4.94 in the first quarter of
2009. The increase in total cash cost per ounce was primarily due to the price participation
component terms of the transaction which were not in effect during the first quarter of 2009. Under
the terms of the price participation component, CDE Australia Pty. Ltd, a subsidiary of the
Company, pays an additional operating cost contribution of 50% of the amount by which the silver
price exceeds $7.00 per ounce.
As of March 31, 2010, CDE Australia had recovered approximately 52% of the transaction
consideration consisting of 2.7 million payable ounces, or 13.3% of the 20 million maximum payable
silver ounces to which CDE Australia is entitled under the terms of the silver sale and purchase agreement. No assurances can be made that the mine will achieve its 20.0 million payable silver
ounce cap to which CDE Australia is entitled under the terms of the silver sale and purchase
agreement.
39
Operating Statistics from Continuing Operations
The following table presents information by mine and consolidated sales information for the
three-month periods ended March 31, 2010 and 2009:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
2010 |
|
2009 |
Palmarejo(A) |
|
|
|
|
|
|
|
|
Tons milled |
|
|
458,006 |
|
|
|
|
|
Ore grade/Ag oz |
|
|
3.91 |
|
|
|
|
|
Ore grade/Au oz |
|
|
0.05 |
|
|
|
|
|
Recovery/Ag oz (A) |
|
|
72.7 |
% |
|
|
|
|
Recovery/Au oz (A) |
|
|
92.1 |
% |
|
|
|
|
Silver production ounces |
|
|
1,300,593 |
|
|
|
|
|
Gold production ounces |
|
|
22,577 |
|
|
|
|
|
Cash operating costs/oz |
|
$ |
5.41 |
|
|
|
|
|
Cash cost/oz |
|
$ |
5.41 |
|
|
|
|
|
Total production cost/oz |
|
$ |
21.39 |
|
|
|
|
|
San Bartolomé |
|
|
|
|
|
|
|
|
Tons milled |
|
|
293,106 |
|
|
|
363,779 |
|
Ore grade/Ag oz |
|
|
3.74 |
|
|
|
6.80 |
|
Recovery/Ag oz |
|
|
94.8 |
% |
|
|
85.4 |
% |
Silver production ounces |
|
|
1,039,926 |
|
|
|
2,113,551 |
|
Cash operating costs/oz |
|
$ |
9.98 |
|
|
$ |
6.74 |
|
Cash cost/oz |
|
$ |
10.84 |
|
|
$ |
8.17 |
|
Total production cost/oz |
|
$ |
13.89 |
|
|
$ |
10.62 |
|
Martha Mine |
|
|
|
|
|
|
|
|
Tons milled |
|
|
17,575 |
|
|
|
27,817 |
|
Ore grade/Ag oz |
|
|
24.59 |
|
|
|
31.69 |
|
Ore grade/Au oz |
|
|
0.03 |
|
|
|
0.04 |
|
Recovery/Ag oz |
|
|
84.5 |
% |
|
|
91.7 |
% |
Recovery/Au oz |
|
|
88.5 |
% |
|
|
84.4 |
% |
Silver production ounces |
|
|
365,226 |
|
|
|
808,007 |
|
Gold production ounces |
|
|
515 |
|
|
|
973 |
|
Cash operating costs/oz |
|
$ |
15.47 |
|
|
$ |
5.74 |
|
Cash cost/oz |
|
$ |
15.95 |
|
|
$ |
6.21 |
|
Total production cost/oz |
|
$ |
22.31 |
|
|
$ |
7.62 |
|
Rochester(B) |
|
|
|
|
|
|
|
|
Silver production ounces |
|
|
522,159 |
|
|
|
469,861 |
|
Gold production ounces |
|
|
2,690 |
|
|
|
2,818 |
|
Cash operating costs/oz |
|
$ |
1.68 |
|
|
$ |
2.82 |
|
Cash cost/oz |
|
$ |
2.35 |
|
|
$ |
3.36 |
|
Total production cost/oz |
|
$ |
3.37 |
|
|
$ |
4.44 |
|
Endeavor |
|
|
|
|
|
|
|
|
Tons milled |
|
|
129,872 |
|
|
|
166,971 |
|
Ore grade/Ag oz |
|
|
3.27 |
|
|
|
1.19 |
|
Recovery/Ag oz |
|
|
48.1 |
% |
|
|
71.5 |
% |
Silver production ounces |
|
|
204,253 |
|
|
|
141,814 |
|
Cash operating costs/oz |
|
$ |
7.40 |
|
|
$ |
4.94 |
|
Cash cost/oz |
|
$ |
7.40 |
|
|
$ |
4.94 |
|
Total production cost/oz |
|
$ |
10.63 |
|
|
$ |
7.52 |
|
CONSOLIDATED PRODUCTION TOTALS(C) |
|
|
|
|
|
|
|
|
Silver ounces |
|
|
3,432,157 |
|
|
|
3,533,233 |
|
Gold ounces |
|
|
25,782 |
|
|
|
3,791 |
|
Cash operating costs/oz |
|
$ |
7.41 |
|
|
$ |
5.92 |
|
Cash cost per oz/silver |
|
$ |
7.83 |
|
|
$ |
6.95 |
|
Total production cost/oz |
|
$ |
15.84 |
|
|
$ |
8.99 |
|
CONSOLIDATED SALES TOTALS (D) |
|
|
|
|
|
|
|
|
Silver ounces sold |
|
|
3,633,695 |
|
|
|
3,224,285 |
|
Gold ounces sold |
|
|
25,734 |
|
|
|
5,096 |
|
Realized price per silver ounce |
|
$ |
16.84 |
|
|
$ |
12.34 |
|
Realized price per gold ounce |
|
$ |
1,104 |
|
|
$ |
876 |
|
40
|
|
|
(A) |
|
Palmarejo achieved commercial production on April 20, 2009. |
|
(B) |
|
The leach cycle at Rochester requires 5 to 10 years to recover gold and silver
contained in the ore. The Company estimates the ultimate recovery to be approximately 61.5%
for silver and 93% for gold. However, ultimate recoveries will not be known until leaching
operations cease, which is currently estimated for 2014. Current recovery may vary
significantly from ultimate recovery. See Critical Accounting Policies and Estimates Ore on
Leach Pad. |
|
(C) |
|
Current production ounces and recoveries reflect final metal settlements of
previously reported production ounces. |
|
(D) |
|
Units sold at realized metal prices will not match reported metal sales due
primarily to the effects on revenues of mark-to-market adjustments on embedded derivatives in
the Companys provisionally priced sales contracts. |
Operating Costs per Ounce and Cash Costs per Ounce are calculated by dividing the
operating cash costs and cash costs computed for each of the Companys mining properties for a
specified period by the amount of gold ounces or silver ounces produced by that property during
that same period. Management uses cash operating costs and cash costs per ounce as key indicators
of the profitability of each of its mining properties. Gold and silver are sold and priced in the
world financial markets on a U.S. dollar per ounce basis.
Cash Operating Costs and Cash Costs are costs directly related to the physical activities of
producing silver and gold, and include mining, processing and other plant costs, third-party
refining and smelting costs, marketing expenses, on-site general and administrative costs,
royalties, in-mine drilling expenditures that are related to production and other direct costs.
Sales of by-product metals are deducted from the above in computing cash costs. Cash costs exclude
depreciation, depletion and amortization, accretion, corporate general and administrative expenses,
exploration, interest, and pre-feasibility costs. Cash operating costs include all cash costs
except production taxes and royalties, if applicable. Cash costs are calculated and presented
using the Gold Institute Production Cost Standard applied consistently for all periods presented.
Total operating costs and cash costs per ounce are non-U.S. GAAP measures and investors are
cautioned not to place undue reliance on them it and are urged to read all U.S. GAAP accounting
disclosures presented in the consolidated financial statements and accompanying footnotes. In
addition, see the reconciliation of cash costs to production costs under Reconciliation of
Non-U.S. GAAP Cash Costs to U.S. GAAP Production Costs set forth below.
41
The following tables present a reconciliation between non-U.S. GAAP cash operating costs
per ounce and cash costs per ounce to production costs applicable to sales including depreciation,
depletion and amortization, which is calculated in accordance with U.S. GAAP:
Three Months Ended March 31, 2010
(In thousands except ounces and per ounce costs)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
San |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Palmarejo(1) |
|
|
Bartolomé |
|
|
Martha |
|
|
Rochester |
|
|
Endeavor |
|
|
Total |
|
Production of silver (ounces) |
|
|
1,300,593 |
|
|
|
1,039,926 |
|
|
|
365,226 |
|
|
|
522,159 |
|
|
|
204,253 |
|
|
|
3,432,157 |
|
Cash operating cost per ounce |
|
$ |
5.41 |
|
|
$ |
9.98 |
|
|
$ |
15.47 |
|
|
$ |
1.68 |
|
|
$ |
7.40 |
|
|
$ |
7.41 |
|
Cash costs per ounce |
|
$ |
5.41 |
|
|
$ |
10.84 |
|
|
$ |
15.95 |
|
|
$ |
2.35 |
|
|
$ |
7.40 |
|
|
$ |
7.83 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Operating Cost (Non-U.S.
GAAP) |
|
|
7,030 |
|
|
|
10,379 |
|
|
|
5,648 |
|
|
|
878 |
|
|
|
1,511 |
|
|
|
25,446 |
|
Royalties |
|
|
|
|
|
|
892 |
|
|
|
177 |
|
|
|
|
|
|
|
|
|
|
|
1,069 |
|
Production taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
348 |
|
|
|
|
|
|
|
348 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Cash Costs (Non-U.S. GAAP) |
|
|
7,030 |
|
|
|
11,271 |
|
|
|
5,825 |
|
|
|
1,226 |
|
|
|
1,511 |
|
|
|
26,863 |
|
Add/Subtract: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Third party smelting costs |
|
|
(784 |
) |
|
|
|
|
|
|
(693 |
) |
|
|
|
|
|
|
(264 |
) |
|
|
(1,741 |
) |
By-product credit (2) |
|
|
25,045 |
|
|
|
|
|
|
|
571 |
|
|
|
2,988 |
|
|
|
|
|
|
|
28,604 |
|
Other adjustments |
|
|
|
|
|
|
|
|
|
|
6 |
|
|
|
68 |
|
|
|
|
|
|
|
74 |
|
Change in inventory |
|
|
(3,408 |
) |
|
|
(1,868 |
) |
|
|
1,617 |
|
|
|
1,507 |
|
|
|
(629 |
) |
|
|
(2,781 |
) |
Depreciation, depletion and
amortization |
|
|
20,793 |
|
|
|
3,177 |
|
|
|
2,317 |
|
|
|
465 |
|
|
|
660 |
|
|
|
27,412 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production costs applicable to
sales, including depreciation,
depletion and amortization
(U.S. GAAP) |
|
$ |
48,676 |
|
|
$ |
12,580 |
|
|
$ |
9,643 |
|
|
$ |
6,254 |
|
|
$ |
1,278 |
|
|
$ |
78,431 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2009
(In thousands except ounces and per ounce costs)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
San |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Palmarejo |
|
|
Bartolomé |
|
|
Martha |
|
|
Rochester |
|
|
Endeavor |
|
|
Total |
|
Production of silver (ounces) |
|
|
|
|
|
|
2,113,551 |
|
|
|
808,007 |
|
|
|
469,861 |
|
|
|
141,814 |
|
|
|
3,533,233 |
|
Cash operating costs per ounce |
|
$ |
|
|
|
$ |
6.74 |
|
|
$ |
5.74 |
|
|
$ |
2.82 |
|
|
$ |
4.94 |
|
|
$ |
5.92 |
|
Cash costs per ounce |
|
$ |
|
|
|
$ |
8.17 |
|
|
$ |
6.21 |
|
|
$ |
3.36 |
|
|
$ |
4.94 |
|
|
$ |
6.95 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating cost (Non-U.S. GAAP) |
|
$ |
|
|
|
$ |
14,247 |
|
|
$ |
4,635 |
|
|
$ |
1,326 |
|
|
$ |
701 |
|
|
$ |
20,909 |
|
Royalties |
|
|
|
|
|
|
3,024 |
|
|
|
384 |
|
|
|
|
|
|
|
|
|
|
|
3,408 |
|
Production taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
254 |
|
|
|
|
|
|
|
254 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total cash costs (Non-U.S. GAAP) |
|
|
|
|
|
|
17,271 |
|
|
|
5,019 |
|
|
|
1,580 |
|
|
|
701 |
|
|
|
24,571 |
|
Add/Subtract: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Third party smelting costs |
|
|
|
|
|
|
|
|
|
|
(1,467 |
) |
|
|
|
|
|
|
(272 |
) |
|
|
(1,739 |
) |
By-product credit(2) |
|
|
|
|
|
|
|
|
|
|
883 |
|
|
|
2,557 |
|
|
|
|
|
|
|
3,440 |
|
Other adjustments |
|
|
|
|
|
|
8 |
|
|
|
|
|
|
|
35 |
|
|
|
|
|
|
|
43 |
|
Change in inventory |
|
|
|
|
|
|
(2,091 |
) |
|
|
35 |
|
|
|
535 |
|
|
|
(73 |
) |
|
|
(1,594 |
) |
Depreciation, depletion and amortization |
|
|
|
|
|
|
5,173 |
|
|
|
1,140 |
|
|
|
470 |
|
|
|
365 |
|
|
|
7,148 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production costs applicable to sales,
including depreciation, depletion and
amortization (U.S. GAAP) |
|
$ |
|
|
|
$ |
20,361 |
|
|
$ |
5,610 |
|
|
$ |
5,177 |
|
|
$ |
721 |
|
|
$ |
31,869 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
The Palmarejo gold production royalty is currently reflected as a minimum royalty
obligation which commenced on July 1, 2009 and ends when payments have been made on a total of
400,000 ounces of gold, at which time a royalty expense will be recorded. |
|
(2) |
|
Amounts include final metal settlement adjustments. |
42
The following tables present a reconciliation between non-U.S. GAAP cash costs per ounce
to U.S. GAAP production costs applicable to sales reported in Discontinued Operations for the
years ended (see Note 4 Discontinued Operations):
|
|
|
|
|
|
|
Three Months |
|
|
|
Ended |
|
|
|
March 31, |
|
Broken Hill |
|
2009 |
|
Production of Silver (ounces) |
|
|
389,410 |
|
|
|
|
|
|
Cash operating costs per ounce |
|
$ |
3.45 |
|
|
|
|
|
Cash Costs per ounce |
|
$ |
3.45 |
|
|
|
|
|
|
|
|
|
|
Total Cash Costs (Non-U.S. GAAP) |
|
|
1,343 |
|
Add/Subtract: |
|
|
|
|
Third party smelting costs |
|
|
(530 |
) |
Change in inventory |
|
|
(28 |
) |
Depreciation, depletion and amortization |
|
|
747 |
|
|
|
|
|
|
|
|
|
|
Production costs applicable to sales,
including depreciation, depletion and
amortization (U.S. GAAP) |
|
$ |
1,532 |
|
|
|
|
|
Exploration Activity
In the three months ended March 31, 2010, the Company spent approximately $3.8 million on its
global exploration program. The majority of this was devoted to exploration around its large
operating properties.
Palmarejo (Mexico)
The Company spent $1.6 million on exploration at the Palmarejo District during the three
months ended March 31, 2010 to discover new silver and gold mineralization and define new ore
reserves.
The major part of this work was on drilling around the Palmarejo mine from both surface and
underground platforms. Over 11,400 meters (37,400 feet) of core drill was completed in the
quarter. In addition drilling recommenced on the Guadalupe Norte target at the north end of the
long Guadalupe mineral system in the Palmarejo District.
Cerro Bayo Mine (Chile)
No exploration was conducted at Cerro Bayo during the first quarter of 2010.
Martha Mine (Argentina)
No exploration work was conducted at the mine in the first quarter of 2010.
In addition to its holdings at the Martha mine, the Company also conducts exploration in other
parts of the Santa Cruz Province in Argentina. In the first quarter of 2010 the Company focused
this effort on the Joaquin property, on which the Company has an option to acquire a majority,
managing joint venture interest with Mirasol Resources Ltd. At Joaquin a fourth phase of drilling
and further reconnaissance to identify new targets commenced in the first quarter of 2010. Nearly
3,800 meters (12,500 feet) was completed at the La Negra and La Morocha targets. A total of $1.2
million was spent in Argentina in the quarter.
Kensington (USA)
Exploration consisted of mapping and sampling, and completion of a new drill drift to support
exploration drilling in the second quarter of 2010. The drilling activities in the first quarter
were focused
on tight-spaced definition of areas slated for mining this year. Drilling will continue on
these areas and will start in second quarter of 2010.
43
Rochester (USA)
Exploration work consisted of mapping, sampling and detailed modeling of ore zones slated for
future mining at Rochester. In addition, plans for an exploration drill campaign were prepared
with a goal of a late second quarter start-up.
Development Projects:
Kensington (Alaska)
The Company invested $29.9 million at Kensington during the first quarter of 2010 and expects
to invest an additional $28 million during the second quarter of 2010 prior to production
commencing in July 2010. Production during the mines initial, partial year is expected to be
approximately 50,000 ounces of gold. Based on an initial 12.5 year mine life from current proven
and probable mineral reserves, the Company expects gold production to average approximately 125,000
ounces annually and total operating costs to average $475 per ounce.
Critical Accounting Policies and Estimates
Management considers the following policies to be most critical in understanding the judgments
that are involved in preparing the Companys consolidated financial statements and the
uncertainties that could impact its results of operations, financial condition and cash flows. Our
consolidated financial statements are affected by the accounting policies used and the estimates
and assumptions made by management during their preparation. We have identified the policies below
as critical to our business operations and the understanding of our results of operations. The
information provided herein is based on our consolidated financial statements, which have been
prepared in accordance with U.S. GAAP. The preparation of these statements requires that we make
estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of
contingent assets and liabilities at the date of our financial statements, and the reported amounts
of revenue and expenses during the reporting period. We base these estimates on historical
experience and on assumptions that we consider reasonable under the circumstances; however,
reported results could differ from those based on the current estimates under different assumptions
or conditions. The effects and associated risks of these policies on our business operations are
discussed throughout this discussion and analysis. The areas requiring the use of managements
estimates and assumptions relate to recoverable ounces from proven and probable reserves that are
the basis of future cash flow estimates and units-of-production depreciation and amortization
calculations; useful lives utilized for depreciation, depletion, and long lived assets; estimates
of recoverable gold and silver ounces in ore on leach pad; reclamation and remediation costs;
valuation allowance for deferred tax assets; and post-employment and other employee benefit
liabilities. For a detailed discussion on the application of these and other accounting policies,
see Note 2 in the Notes to the Consolidated Financial Statements of this Form 10-Q.
Revenue Recognition. Revenue includes sales value received for our principal product, silver,
and associated by-product revenues from the sale of by-product metals consisting primarily of gold
and copper. Revenue is recognized when title to silver and gold passes to the buyer and when
collectability is reasonably assured. Title passes to the customer based on terms of the sales
contract. Product pricing is determined at the point revenue is recognized by reference to active
and freely traded commodity markets, for example, the London Bullion Market for both gold and
silver, in an identical form to the product sold.
Under our concentrate sales contracts with third-party smelters, final gold and silver prices
are set on a specified future quotational period, typically one to three months, after the shipment
date based on
market metal prices. Revenues are recorded under these contracts at the time title passes to
the buyer based on the forward price for the expected settlement period.
44
The contracts, in
general, provide for provisional payment based upon provisional assays and quoted metal prices.
Final settlement is based on the average applicable price for a specified future period and
generally occurs from three to six months after shipment. Final sales are settled using smelter
weights, settlement assays (average of assays exchanged and/or umpire assay results) and are priced
as specified in the smelter contract. The Companys provisionally priced sales contain an embedded
derivative that is required to be separated from the host contract for accounting purposes. The
host contract is the receivable from the sale of concentrates at the forward price at the time of
sale. The embedded derivative does not qualify for hedge accounting. The embedded derivative is
recorded as a derivative asset in prepaid expenses and other assets or as a derivative liability in
accrued liabilities and other on the balance sheet and is adjusted to fair value through revenue
each period until the date of final gold and silver settlement. The form of the material being
sold, after deduction for smelting and refining, is in an identical form to that sold on the London
Bullion Market. The form of the product is metal in flotation concentrate, which is the final
process for which the Company is responsible. Revenue includes sales of by-product gold from its
mining operations.
The effects of forward sales contracts are reflected in revenue at the date the related
precious metals are delivered. Third-party smelting and refining costs are recorded as a reduction
of revenue.
At March 31, 2010, the Company had outstanding provisionally priced sales of $18.7 million,
consisting of 1.0 million ounces of silver and 1,266 ounces of gold, which had a fair value of
$19.3 million including the embedded derivative. For each one cent per ounce change in realized
silver price, revenue would vary (plus or minus) approximately $10,000; and for each one dollar per
ounce change in realized gold price, revenue would vary (plus or minus) approximately $1,300. At
December 31, 2009, the Company had outstanding provisionally priced sales of $19.1 million
consisting of 1.0 million ounces of silver and 1,227 ounces of gold, which had a fair value of
approximately $19.1 million including the embedded derivative. For each one cent per ounce change
in realized silver price, revenue would vary (plus or minus) approximately $10,000 and for each one
dollar per ounce change in realized gold price, revenue would vary (plus or minus) approximately
$1,200.
Estimates. The preparation of the Companys consolidated financial statements in conformity
with U.S. GAAP requires management to make estimates and assumptions that affect the reported
amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of
our financial statements, and the reported amounts of revenue and expenses during the reporting
period. There can be no assurance that actual results will not differ from those estimates. The
most critical accounting principles upon which the Companys financial status depends are those
requiring estimates of recoverable ounces from proven and probable reserves and/or assumptions of
future commodity prices. There are a number of uncertainties inherent in estimating quantities of
reserves, including many factors beyond our control. Ore reserves estimates are based upon
engineering evaluations of samplings of drill holes and other openings. These estimates involve
assumptions regarding future silver and gold prices, the geology of our mines, the mining methods
we use and the related costs we incur to develop and mine our reserves. Changes in these
assumptions could result in material adjustments to our reserve estimates. We use reserve
estimates in determining the units-of-production depreciation and amortization expense, as well as
in evaluating mine asset impairments.
We review and evaluate our long-lived assets for impairment when events or changes in
circumstances indicate that the related carrying amounts may not be recoverable. An impairment is
considered to exist if total estimated future cash flows or probability-weighted cash flows on an
undiscounted basis are less than the carrying amount of the assets, including property, plant and
equipment, mineral property, development property, and any deferred costs. The accounting
estimates related to impairment are critical accounting estimates because the future cash flows
used to determine whether an impairment exists is dependent on reserve estimates and other
assumptions, including silver and gold prices, production levels, and capital and reclamation
costs, all of which are based on detailed engineering life-of-mine plans.
45
We depreciate our property, plant and equipment, mining properties and mine development using
the units-of-production method over the estimated life of the ore body based on our proven and
probable recoverable reserves or on a straight-line basis over the useful life, whichever is
shorter. The accounting estimates related to depreciation and amortization are critical accounting
estimates because 1) the determination of reserves involves uncertainties with respect to the
ultimate geology of our reserves and the assumptions used in determining the economic feasibility
of mining those reserves and 2) changes in estimated proven and probable reserves and useful asset
lives can have a material impact on net income.
Ore on Leach Pad. The heap leach process is a process of extracting silver and gold by
placing ore on an impermeable pad and applying a diluted cyanide solution that dissolves a portion
of the contained silver and gold, which are then recovered in metallurgical processes. In August
2007, the Company terminated mining and crushing operations at the Rochester mine as ore reserves
were fully mined. Residual heap leach activities are expected to continue through 2014.
The Company used several integrated steps to scientifically measure the metal content of ore
placed on the leach pads. As the ore body was drilled in preparation for the blasting process,
samples were taken of the drill residue which is assayed to determine estimated quantities of
contained metal. The Company estimated the quantity of ore by utilizing global positioning
satellite survey techniques. The Company then processed the ore through crushing facilities where
the output was again weighed and sampled for assaying. A metallurgical reconciliation with the
data collected from the mining operation was completed with appropriate adjustments made to
previous estimates. The crushed ore was then transported to the leach pad for application of the
leaching solution. As the leach solution is collected from the leach pads, it is continuously
sampled for assaying. The quantity of leach solution is measured by flow meters throughout the
leaching and precipitation process. After precipitation, the product is converted to dorè, which
is the final product produced by the mine. The inventory is stated at lower of cost or market,
with cost being determined using a weighted average cost method.
The Company reported ore on leach pad of $22.7 million as of March 31, 2010. Of this amount,
$7.7 million is reported as a current asset and $15.0 million is reported as a non-current asset.
The distinction between current and non-current is based upon the expected length of time necessary
for the leaching process to remove the metals from the broken ore. The historical cost of the
metal that is expected to be extracted within twelve months is classified as current and the
historical cost of metals contained within the broken ore that will be extracted beyond twelve
months is classified as non-current. Inventories of ore on leach pad are valued based on actual
production costs incurred to produce and place ore on the leach pad, adjusted for effects on
monthly production of costs of abnormal production levels, less costs allocated to minerals
recovered through the leach process.
The estimate of both the ultimate recovery expected over time and the quantity of metal that
may be extracted relative to the time the leach process occurs requires the use of estimates which
are inherently inaccurate since they rely upon laboratory testwork. Testwork consists of 60 day
leach columns from which the Company projects metal recoveries up to five years in the future. The
quantities of metal contained in the ore are based upon actual weights and assay analysis. The
rate at which the leach process extracts gold and silver from the crushed ore is based upon
laboratory column tests and actual experience occurring over more than twenty years of leach pad
operations at the Rochester Mine. The assumptions used by the Company to measure metal content
during each stage of the inventory conversion process includes estimated recovery rates based on
laboratory testing and assaying. The Company periodically reviews its estimates compared to actual
experience and revises its estimates when appropriate. During the first quarter of 2010, the
Company increased its estimated silver ounces contained in the heap inventory by 1.2 million
ounces. The increase in estimated silver ounces contained in the heap inventory is due to changes
in estimated recoveries anticipated for the remainder of the residual leach phase. There were no
significant changes in estimates related to gold contained in the heap. Consequently, the Company
believes its current residual heap leach activities are expected to continue through 2014. The
ultimate recovery will
not be known until leaching operations cease. If our estimate of ultimate recovery requires
adjustment, the impact upon our valuation and upon our income statement would be as follows:
46
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Positive/Negative |
|
Positive/Negative |
|
|
Change in Silver Recovery |
|
Change in Gold Recovery |
|
|
1% |
|
2% |
|
3% |
|
1% |
|
2% |
|
3% |
Quantity of recoverable
ounces |
|
1.7 million |
|
3.5 million |
|
5.2 million |
|
|
13,240 |
|
|
|
26,480 |
|
|
|
39,720 |
|
Positive impact on
future cost of
production per silver
equivalent ounce for
increases in recovery
rates |
|
$ |
3.09 |
|
|
$ |
2.50 |
|
|
$ |
2.10 |
|
|
$ |
3.51 |
|
|
$ |
3.10 |
|
|
$ |
2.77 |
|
Negative impact on
future cost of
production per silver
equivalent ounce for
decreases in recovery
rates |
|
$ |
5.87 |
|
|
$ |
10.65 |
|
|
$ |
12.21 |
|
|
$ |
4.78 |
|
|
$ |
5.84 |
|
|
$ |
6.05 |
|
Inventories of ore on leach pads are valued based upon actual production costs incurred
to produce and place such ore on the leach pad during the current period, adjusted for the effects
on monthly production of costs of abnormal production levels, less costs allocated to minerals
recovered through the leach process. The costs consist of those production activities occurring at
the mine site and include the costs, including depreciation, associated with mining, crushing and
precipitation circuits. In addition, refining is provided by a third-party refiner to place the
metal extracted from the leach pad in a saleable form. These additional costs are considered in the
valuation of inventory.
Reclamation and remediation costs. The Company recognizes obligations associated with the
retirement of tangible long-lived assets and the associated asset retirement costs. These legal
obligations are associated with the retirement of long-lived assets that result from the
acquisition, construction, development and normal use of the asset. The fair value of a liability
for an asset retirement obligation will be recognized in the period in which it is incurred if a
reasonable estimate of fair value can be made. The fair value of the liability is added to the
carrying amount of the associated asset and this additional carrying amount is depreciated over the
life of the asset. An accretion cost, representing the increase over time in the present value of
the liability, is recorded each period in depreciation, depletion and amortization expense. As
reclamation work is performed or liabilities are otherwise settled, the recorded amount of the
liability is reduced.
Future remediation costs for inactive mines are accrued based on managements best estimate at
the end of each period of the undiscounted costs expected to be incurred at the site. Such cost
estimates include, where applicable, ongoing care and maintenance and monitoring costs. Changes in
estimates are reflected in earnings in the period an estimate is revised.
Income taxes. The Company computes income taxes using an asset and liability approach which
results in the recognition of deferred tax liabilities and assets for the expected future tax
consequences or benefits of temporary differences between the financial reporting bases and the tax
bases of assets and liabilities, as well as operating loss and tax credit carryforwards, using
enacted tax rates in effect in the years in which the differences are expected to reverse.
In assessing the realizability of deferred tax assets, management considers whether it is more
likely than not that some portion or all of its deferred tax assets will not be realized.
Management considers the scheduled reversal of deferred tax liabilities, projected future taxable
income and tax planning strategies in making this assessment. A valuation allowance has been
provided for the portion of the Companys net deferred tax assets for which it is more likely than
not that they will not be realized.
47
The Company and its subsidiaries are subject to U.S. federal income tax as well as income tax
of multiple state and foreign jurisdictions. The Company has substantially concluded all U.S.
federal income
tax matters for years through 1999. Federal income tax returns for 2000 through 2008 are
subject to examination. The Companys practice is to recognize interest and/or penalties related to
income tax matters in income tax expense. There were no significant accrued interest or penalties
at March 31, 2010.
RESULTS OF OPERATIONS
Three Months Ended March 31, 2010 Compared to Three Months Ended March 31, 2009
Sales of metal from continuing operations in the first quarter of 2010 increased by 94.1% or
$42.4 million to $87.5 million. The increase in sales of metal was primarily due to an increase in
the quantity of gold ounces sold due to contributions from the Companys Palmarejo silver and gold
mine, which began commercial production on April 20, 2009. In the first quarter of 2010, the
Company sold 3.6 million ounces of silver and 25,734 ounces of gold compared to 3.2 million ounces
of silver and 5,096 ounces of gold for the same period in 2009. Realized silver and gold prices
were $16.84 and $1,104 per ounce, respectively, in the first quarter of 2010, compared to $12.34
and $876 per ounce, respectively, in the comparable quarter of 2009.
Included in revenues is the by-product revenue derived from the sale of gold. During the
first quarter of 2010, by-product revenues totaled $27.9 million compared to $4.5 million in the
first quarter of 2009. The increase is due to additional ounces of gold sold in the first quarter
of 2010 primarily as a result of the Companys Palmarejo mine which operated for the entire first
quarter of 2010. The Company believes that presentation of these revenue streams as by-products
from its current operations will continue to be appropriate in the future.
In the first quarter of 2010, the Company produced a total of 3.4 million ounces of silver and
25,782 ounces of gold, compared to 3.5 million ounces of silver and 3,791 ounces of gold in the
first quarter of 2009. The decrease in silver production is primarily due to the decrease of 1.1
million ounces at the San Bartolomé mine, due to mining restrictions above the 4,400 meter level in
2010 and a decrease of 442,781 ounces at the Martha mine, offset by an increase of 1.3 million
ounces from the Companys Palmarejo mine, which operated at full capacity during the quarter. The
increase in gold production in the first quarter of 2010 compared to the first quarter of 2009 is
primarily due to the increase of 22,577 ounces of gold from the Palmarejo mine.
Production costs applicable to sales of metal in the first quarter of 2010 increased to $51.0
million, from $25.9 million in the first quarter of 2009. The increase in production costs is
primarily due to costs related to the commencement of operating activities at the Palmarejo mine,
which was not in production during the first quarter of 2009.
Depreciation and depletion increased by $20.3 million, from $8.5 million to $28.8 million, as
compared to the first quarter of 2009. The increase is due to depreciation and depletion expense
from the Palmarejo mine, which was not in production during the first quarter of 2009.
Costs and Expenses
Administrative and general expenses decreased by $0.8 million, from $7.5 million to $6.7
million, as compared to the first quarter of 2009. The decrease of 11% is primarily due to
ongoing reductions in corporate administrative costs.
Exploration expenses decreased by $1.3 million to $2.5 million in the first quarter of 2010
compared to $3.8 million in the same period of 2009 as a result of a decreased exploration
activities.
48
Care and maintenance expenses were $1.5 million during the first quarter of 2010 and was
comparable to the first quarter of 2009. Costs were attributed to the non-operating expenses at
the Cerro Bayo mine, where operations were temporarily suspended during the fourth quarter of
2008.
Other Income and Expenses
The Company recognized $7.9 million of losses on debt extinguishments during the first
quarter of 2010 from the exchange of a portion of the 3.25% Convertible Senior Notes and the 1.25%
Convertible Senior Notes for shares of common stock compared to a gain of $15.7 million during the
first quarter of 2009.
Fair value adjustments, net in the three months ended March 31, 2010 were $4.3 million
compared to $9.2 million recorded in the first quarter of 2009. The decrease was due to
mark-to-market adjustments driven by variations in gold prices related to the Franco Nevada
royalty obligation and warrant, the gold lease facility, warrant to acquire the senior secured
floating rate convertible notes, put and call options and forward foreign exchange contracts. See
Note 13 of the consolidated financial statements, Derivative Financial Instruments and Fair of
Value of Financial Instruments for further discussion.
Interest and other income in the first quarter of 2010 decreased by $0.5 million to $1.4
million compared with the first quarter of 2009. The decrease was primarily due to losses on
foreign currency transactions.
Interest expense, net of capitalized interest, increased to $5.8 million in the first quarter
of 2010 compared to $0.8 million in the first quarter of 2009 due to an increase in interest
expense related to accretion expense for the Franco Nevada obligation, gold lease facility,
capital lease obligations and other short-term borrowings. See Note 8 of the Companys
consolidated financial statements, Long-Term Debt, for further discussion. In addition, the
Palmarejo mine was placed into service in April 2009, thereby decreasing capitalized interest in
the first quarter of 2010.
Income Taxes
For the three months ended March 31, 2010, the Company reported an income tax benefit of
approximately $11.5 million compared to an income tax benefit of $0.1 million in the first quarter
of 2009. The following table summarizes the components of the Companys income tax provision for
the three months ended March 31, 2010 and 2009.
49
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31, |
|
|
|
2010 |
|
|
2009 |
|
Current: |
|
|
|
|
|
|
|
|
United States Alternative minimum tax |
|
$ |
|
|
|
$ |
(269 |
) |
United States Foreign withholding |
|
|
(491 |
) |
|
|
(260 |
) |
Argentina |
|
|
(13 |
) |
|
|
(465 |
) |
Australia |
|
|
|
|
|
|
(158 |
) |
Mexico |
|
|
(50 |
) |
|
|
(42 |
) |
Bolivia |
|
|
831 |
|
|
|
|
|
Deferred: |
|
|
|
|
|
|
|
|
United States |
|
|
1,571 |
|
|
|
1,549 |
|
Australia |
|
|
(290 |
) |
|
|
(327 |
) |
Bolivia |
|
|
(1,423 |
) |
|
|
(4,418 |
) |
Chile |
|
|
(343 |
) |
|
|
339 |
|
Mexico |
|
|
11,703 |
|
|
|
4,136 |
|
|
|
|
|
|
|
|
Income tax benefit |
|
$ |
11,495 |
|
|
$ |
85 |
|
|
|
|
|
|
|
|
During the three months ended March 31, 2010, the Company recognized a current benefit in
Bolivia primarily related to inflationary adjustments on non-monetary assets. Further, the Company
accrued foreign withholding taxes of approximately $0.5 million on inter-company transactions
between the U.S. parent and subsidiaries operating in Mexico, Argentina and Australia. Finally,
the Company recognized a net $11.2 million deferred tax benefit for the recognition of deferred
taxes on deductible temporary differences, foreign exchange rate adjustments and net operating loss
carryforwards in various jurisdictions (principally Mexico).
During the three months ended March 31, 2009, the Company recognized a current provision in
certain foreign jurisdictions. The Company accrued foreign withholding taxes of approximately $0.3
million on inter-company transactions between the U.S. parent and subsidiaries operating in Mexico,
Argentina and Australia. The Company recognized a $5.7 million net deferred tax benefit for the
recognition of deferred taxes on deductible temporary differences and net operating loss
carryforwards in various jurisdictions (principally Mexico). In addition, the Company recognized a
$4.4 million deferred tax provision in Bolivia for inflationary adjustments on non-monetary assets
and unrealized foreign exchange gains on U.S. dollar-denominated liabilities in Bolivia.
Results of Discontinued Operations
Effective July 1, 2009, the Company completed the sale of its mineral interest in the Broken
Hill mine to Perilya Broken Hill Ltd. for $55.0 million in cash. Pursuant to U.S. GAAP, Broken
Hill has been reported in discontinued operations for the three month period ended March 31, 2010
and 2009. Income from discontinued operations, net of taxes, was nil during the three months ended
March 31, 2010 compared to $2.2 million in the same period of 2009.
The following is a summary of the Companys discontinued operations included in the
consolidated statements of operations for the three months ended March 31, 2009 (in thousands):
|
|
|
|
|
|
|
Three Months |
|
|
|
Ended |
|
|
|
March 31, |
|
|
|
2009 |
|
Sales of metal |
|
$ |
4,709 |
|
Production costs applicable to sales |
|
|
(786 |
) |
Depreciation and depletion |
|
|
(747 |
) |
Income tax expense |
|
|
(1,503 |
) |
|
|
|
|
Net income from discontinued operations |
|
$ |
1,673 |
|
|
|
|
|
50
LIQUIDITY AND CAPITAL RESOURCES
Working Capital; Cash and Cash Equivalents
The Companys working capital at March 31, 2010, increased by $42.8 million to approximately
$40.2 million compared to a deficit in working capital of $2.6 million at December 31, 2009. The
ratio of current assets to current liabilities was 1.2 to 1.0 at March 31, 2010 compared to .99 to
1 at December 31, 2009. The increase in working capital is primarily due to the issuance of the
Companys Senior Term Notes in February 2010.
Net cash used in operating activities in the three months ended March 31, 2010 was $9.2
million compared with net cash provided by operating activities of $3.0 million in the three months
ended March 31, 2009. Excluding changes in operating assets and liabilities, the Companys
operating cash flow provided the following:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
CASH PROVIDED (USED) BY OPERATING ACTIVITIES |
|
$ |
(9,230 |
) |
|
$ |
3,046 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
Receivables and other current assets |
|
|
11,287 |
|
|
|
(2,653 |
) |
Inventories |
|
|
2,657 |
|
|
|
5,162 |
|
Accounts payable and accrued liabilities |
|
|
23,000 |
|
|
|
1,239 |
|
|
|
|
|
|
|
|
Operating cash flow |
|
$ |
27,714 |
|
|
$ |
6,794 |
|
|
|
|
|
|
|
|
A total of $48.5 million was used in investing activities in the three months ended March
31, 2010 compared to $70.4 million used in the three months ended March 31, 2009. The decrease of
$21.9 million or 31.1%, is primarily due to lower capital investment activity at the Palmarejo mine
which was placed into commercial production in April 2009.
The Companys financing activities provided $90.9 million of cash during the three months
ended March 31, 2010 compared to net cash provided by financing activities of $84.7 million during
the three months ended March 31, 2009. The increase in net cash provided by financing activities
was primarily due to cash proceeds received from the sale of $100 million Senior Term Notes due
December 31, 2012, partially offset by the cash proceeds received in the first quarter of 2009,
from the exercise of the warrant to purchase the Senior Secured Floating Rate Convertible Notes due
2012, and proceeds from the Franco Nevada gold production royalty.
Liquidity
As of March 31, 2010, the Companys cash, equivalents and short-term investments totaled $56.0
million. The Company believes that its liquidity and projected operating cashflows will be
adequate to meet its obligations for at least the next twelve months. The Company plans to invest
approximately $100 million in capital activities during the remainder of 2010 to complete the
construction of the Palmarejo and Kensington facilities/mines and for sustaining capital
investments at its existing operations.
The Company may elect to defer some capital investment activities or to secure additional
capital to provide additional liquidity. In addition, if the Company decides to pursue the
acquisition of additional mineral interests, new capital projects, or acquisitions of new
properties, mines or companies, additional
financing activities may be necessary. There can be no assurances that such financing will be
available when or if needed upon acceptable terms, or at all.
51
Capitalized Expenditures
During the three months ended March 31, 2010, capital expenditures totaled $47.2 million. The
Company expended $16.5 million at the Palmarejo project, $29.9 million for construction and
development activities at the Kensington project, $0.5 million for the development of the San
Bartolomé mine and $0.2 million at the remaining sites.
Gold Lease Facility
On December 18, 2008, the Company entered into a gold lease facility with Mitsubishi
International Corporation, or MIC. Under the facility, the Company received proceeds of $20 million
for the sale of 23,529 ounces of gold leased from MIC to the Company. During 2009, the Company
repaid 2,000 ounces of gold and leased an additional 5,000 ounces of gold. As of March 31, 2010,
the Company had 17,029 ounces of gold leased from MIC. The Company has committed to deliver this
number of ounces of gold to MIC over the next four months on scheduled delivery dates. As of March
31, 2010 the Company is required to pledge certain collateral, including standby letters of credit
of $2.3 million and $9.3 million of metal inventory held at its refiners. The Company accounts for
the gold lease facility as a derivative instrument, which is recorded in accrued liabilities and
other in the balance sheet.
Debt and Capital Resources
3.25% Convertible Senior Notes
As of March 31, 2010, the outstanding balance of the 3.25% convertible Senior Notes was $93.1
million or $79.6 million net of debt discount. The notes are unsecured and bear interest at a rate
of 3.25% per year, payable on March 15 and September 15 of each year. The notes mature on March 15,
2028, unless earlier converted, redeemed or repurchased by the Company.
Each holder of the notes may require that the Company repurchase some or all of such holders
notes on March 15, 2013, March 15, 2015, March 15, 2018 and March 15, 2023 at a repurchase price
equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid
interest, in cash, shares of common stock or a combination of cash and shares of common stock, at
the Companys election. Holders will also have the right, following certain fundamental change
transactions, to require the Company to repurchase all or any part of their notes for cash at a
repurchase price equal to 100% of the principal amount of the notes to be repurchased plus accrued
and unpaid interest. The Company may redeem the notes for cash in whole or in part at any time on
or after March 22, 2015 at 100% of the principal amount of the notes to be redeemed plus accrued
and unpaid interest.
The notes provide for net share settlement of any conversions. Pursuant to this feature,
upon conversion of the notes, the Company (1) will pay the note holder an amount in cash equal to
the lesser of the conversion obligation or the principal amount of the notes and (2) will settle
any excess of the conversion obligation above the notes principal amount in the Companys common
stock, cash or a combination thereof, at the Companys election.
The notes are convertible under certain circumstances, as defined in the indenture agreement,
at the holders option, at an initial conversion rate of 17.60254 shares of the Companys common
stock per $1,000 principal amount of notes, which is equivalent to an initial conversion price of
approximately $56.81 per share, subject to adjustment in certain circumstances.
During the first quarter of 2010, $55.3 million of the 3.25% Convertible Senior Notes due 2028
were repurchased in exchange for 3.6 million shares of the Companys common stock. The Company
recognized a loss on the repurchase of $5.1 million.
52
The fair value of the notes outstanding, as determined by market transactions at March 31,
2010 and December 31, 2009, was $89.4 million and $131.3 million, respectively. The carrying value
of the equity component at March 31, 2010 and December 31, 2009 was $20.9 million and $33.4
million, respectively.
At March 31, 2010 and 2009, the Company had $13.5 million and $39.7 million, respectively, of
debt discount remaining and the effective interest rate on the notes was 8.9%, as a result of
adopting the new accounting standard.
During the first quarters of 2010 and 2009 interest expense was $1.2 million and $1.8 million,
respectively, and accretion of the debt discount was $1.4 million and $2.2 million, respectively.
1.25% Convertible Senior Notes
As of March 31, 2010, the Company had outstanding $1.9 million of its 1.25% Convertible Senior
Notes due 2024. The remaining $1.9 million principal amount of 1.25% Convertible Notes are
convertible into shares of common stock at the option of the holder on January 15, 2011, 2014, and
2019, unless previously redeemed, at an initial conversion price of $76.00 per share, subject to
adjustment in certain circumstances.
The Company is required to make semi-annual interest payments. The notes are redeemable at the
option of the Company before January 18, 2011, if the closing price of the Companys common stock
over a specified number of trading days has exceeded 150% of the conversion price, and anytime
after January 18, 2011. Before January 18, 2011, the redemption price is equal to 100% of the
principal amount of the notes, plus an amount equal to 8.75% of the principal amount of the notes,
less the amount of any interest actually paid on the notes on or prior to the redemption date. The
notes are due on January 15, 2024.
Each holder of the notes may require that the Company repurchase some or all of the holders
notes on January 15, 2011, January 15, 2014 and January 15, 2019 at a repurchase price equal to
100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest, in
cash, shares of common stock or a combination of cash and shares of common stock, at the Companys
election. Holders will also have the right, following certain fundamental change transactions, to
require the Company to repurchase all or any part of their notes for cash at a repurchase price
equal to 100% of the principal amount of the notes to be repurchased plus accrued and unpaid
interest.
During the first quarter of 2010, $20.4 million of the 1.25% Convertible Senior Notes due 2024
were repurchased in exchange for 1.2 million shares of the Companys common stock which reduced the
principal amount of the notes outstanding to $1.9 million as of March 31, 2010. The Company
recognized a loss on the repurchase of $1.7 million.
The fair value of the notes outstanding, as determined by market transactions on March 31,
2010 and December 31, 2009, was $1.7 million and $22.8 million, respectively.
Interest on the notes for the quarter ended March 31, 2010 was $0.01 million. Interest on the
notes for the quarter ended March 31, 2009 was $0.5 million.
Senior Term Notes due December 31, 2012
On February 5, 2010 the Company completed the sale of $100 million of Senior Term Notes due in
quarterly payments through December 31, 2012. In conjunction with the sale of these notes, the
Company
also issued shares of its common stock valued at $4.2 million as financing costs. The principal of
the Notes is payable in twelve equal quarterly installments, with the first such installment paid
on March 31, 2010. The Company has the option of paying amounts due on the Notes in cash, shares
of common stock or a combination of cash and shares of common stock.
53
The stated interest rate on
the Notes is 6.50%, but the payments for principal and interest due on any payment date will be
computed to give effect to recent share prices, valuing the shares of common stock at 90% of a
weighted average share price over a pricing period ending shortly before the payment date. In
March 2010, the Company paid $8.3 million in principal and $1.0 million in interest in exchange for
712,003 shares of the Companys stock. The effective interest rate was approximately 13% which
includes a loss of $1.0 million in connection with this quarterly debt payment, recorded in gain
(loss) on debt extinguishments.
Kensington Term Facility
On October 27, 2009 the Company entered into a term facility with Credit Suisse Zurich of
Switzerland whereby Credit Suisse will provide Coeur Alaska, a wholly-owned subsidiary of Coeur, a
$45 million, five-year term facility to fund the remaining construction at the Companys Kensington
Gold Mine in Alaska. The Company began drawing down the facility during the fourth quarter of
2009. Beginning three months after an approximate twelve month grace period commencing November
2009, Coeur Alaska will repay the loan in equal quarterly payments with interest based on a margin
over the three-month LIBOR rate. The facility is secured by the mineral rights and infrastructure
at Kensington as well as a pledge of the shares of Coeur Alaska owned by Coeur.
As of March 31, 2010, the Company has $28.2 million outstanding bearing interest at 5.2%
(three month Libor rate plus 5% margin). The Company is also subject to financial covenants
including (i) guarantor tangible net worth; (ii) borrower tangible net worth; (iii) debt to equity
ratio; (iv) debt service coverage ratio; and (v) maximum production cost. Events of default in the
Kensington term facility include (i) a cross-default of other indebtedness; (ii) a material adverse
event; (iii) loss of or failure to obtain applicable permits; or (iv) failure to achieve final
completion date.
As a condition of the Kensington term facility with Credit Suisse Zurich noted above, the
Company agreed to enter into a gold hedging program which protects a minimum of 125,000 ounces of
gold production over the life of the facility against the risk associated with fluctuations in the
market price of gold. This program took the form of a series of zero-cost collars which consist of
a floor price and a ceiling price of gold. The required collars of 125,000 ounces of gold were
entered into in November and December 2009. The collars mature quarterly beginning September 2010
and conclude in December 2014. The weighted average put feature of each collar is $862.50 per
ounce and the weighted average call feature of each collar is $1,688.50 per ounce.
Bank Loans
On November 27, 2009, the Companys wholly owned Bolivian subsidiary, Empressa Minera
Manquiri, received proceeds from short-term borrowings from Banco Bisa in the amount of $5.0
million bearing interest at approximately 6.5% to fund working capital requirements. The
short-term bank loan matures on November 17, 2011.
During 2008, Empressa Minera Manquiri received proceeds from short-term borrowings from Banco
Bisa and Banco de Credito de Bolivia in the amount of $3.0 million to fund working capital
requirements. The short-term bank loans matured and were repaid in April 2009.
During the fourth quarter of 2008, the Companys wholly-owned Argentinean subsidiary entered
into several temporary credit lines in the amount of $3.5 million with the Standard Bank of
Argentina secured by a standby letter of credit by Cerro Bayo, (a wholly owned subsidiary of the
Company), to fund
working capital requirements. The credit lines matured and were repaid on April 13, 2009, June 30,
2009 and July 24, 2009.
54
Palmarejo Gold Production Royalty Obligation
On January 21, 2009, the Company entered into a gold production royalty transaction with
Franco-Nevada Corporation under which Franco-Nevada purchased a royalty covering 50% of the life of
mine gold to be produced by Coeur from its Palmarejo silver and gold mine in Mexico. Coeur received
total consideration of $78.0 million consisting of $75.0 million in cash, plus a warrant to acquire
Franco-Nevada Common Shares (the Franco-Nevada warrant), which was valued at $3.0 million at
closing of the Franco-Nevada transaction and is yet to be exercised. The royalty obligation is
accreted to its expected value over the expected minimum payment
period based on an implicit
interest rate. The Company used an interest rate of 27.4% to discount the original obligation. The
royalty obligation is payable in an amount equal to the greater of the minimum of 4,167 ounces of
gold or 50% of actual gold production per month multiplied by the market price of gold in excess of
$400 (increasing by 1% per annum beginning on the fourth anniversary of the transaction). The
minimum royalty obligation commenced on July 1, 2009 and ends when payments have been made on a
total of 400,000 ounces of gold. The price volatility associated with this minimum royalty
obligation is considered an embedded derivative under U.S. GAAP and is described in Note 13,
Derivative Financial Instruments and Fair Value of Financial Instruments, Palmarejo Gold production
royalty. During the three months ended March 31, 2010, the Company paid $9.0 million of the
Royalty Obligation. As of March 31, 2010 and December 31, 2009, the remaining obligation balance
was $84.0 million and $84.8 million, respectively.
Capitalized Interest
The Company capitalizes interest incurred on its various debt instruments as a cost of
properties under development. For the three months ended March 31, 2010 and 2009, the Company
capitalized interest of $4.1 million and $17.7 million, respectively.
Off-Balance Sheet Arrangements
The Company has no off-balance sheet arrangements.
Recent Adopted Accounting Standards
In May 2008, the Financial Accounting Standards Board, or FASB, adopted new accounting
standards related to convertible debt instruments that, by their stated terms, may be settled in
cash (or other assets) upon conversion, including partial cash settlement, unless the embedded
conversion option is required to be separately accounted for as a derivative. The new rules require
that the liability and equity components of convertible debt instruments be separately accounted
for in a manner that reflects the entitys borrowing rate. This requires an allocation of the
convertible debt proceeds between the liability component and the embedded conversion option (i.e.,
the equity component). The difference between the principal amount of the debt and the amount of
the proceeds allocated to the liability component is reported as a debt discount and subsequently
accreted as additional interest over the instruments expected life using the effective interest
method. The new accounting standards were adopted effective January 1, 2009 and have been applied
retrospectively to all periods presented. The Company determined that the provisions of the new
accounting standard were applicable to the 3.25% Convertible Senior Notes. The expected life for
purposes of the allocation was deemed to be five years which coincides with the initial put option
date of March 15, 2013. If exercised, the Company is required to repurchase some or all of the
holders notes in cash and/or shares at a repurchase price equal to 100% of the principal amount.
The Accounting Standard Codification
In June 2009, the FASB issued new accounting standards related to its accounting standards
codification of the hierarchy of generally accepted accounting principles. The new standard, or
Codification, is the source of authoritative U.S. GAAP to be applied by nongovernmental entities.
Rules and interpretive releases of the Securities and Exchange Commission, or SEC under authority
of federal securities laws are also sources of authoritative U.S. GAAP for SEC registrants. The
Codification superseded non-SEC accounting and reporting standards.
55
All accounting literature that
is not in the Codification, not issued by the SEC and not otherwise grandfathered is
nonauthoritative. The new standard is effective for the Companys interim quarterly period
beginning July 1, 2009. The adoption had no impact on the Companys consolidated financial
position, results of operations or cash flows.
Subsequent Events
In May 2009, the FASB issued new accounting standards that established accounting and
reporting standards for events that occur after the balance sheet date but before financial
statements are issued or are available to be issued. The new standard sets forth (i) a period
after the balance sheet date during which a reporting entitys management should evaluate events or
transactions for possible recognition or disclosure in financial statements, (ii) the circumstances
under which an entity should recognize events or transactions occurring after the balance sheet in
its financial statements, and (iii) the disclosures that an entity should make about events or
transactions occurring after the balance sheet date in its financial statements. The Company
adopted the provisions of the new accounting standards for the interim period ended June 30, 2009.
The adoption had no impact on the Companys consolidated financial position results of operations
or cash flows.
Derivative Instruments
In March 2008, the FASB issued new accounting standards related to enhanced disclosures about
how and why an entity uses derivative instruments, how derivative instruments and related hedged
items are accounted for and how derivative instruments and related hedged items affect an entitys
financial position, financial performance and cash flows. The new accounting standards were adopted
effective January 1, 2009 and were effective for the Companys fiscal year, beginning January 1,
2009.
Equity Linked Financial Instruments
In June 2008, the Emerging Issues Task Force, or EITF, reached a consensus which clarifies the
accounting treatment of an instrument (or an embedded feature) that is indexed to an entitys own
stock, which would qualify as a scope exception under U.S. GAAP. The adoption of the consensus
reached by the EITF was effective for the Companys fiscal year beginning January 1, 2009. Upon
adoption, the Company determined that the bifurcated embedded conversion option in its Senior
Secured Floating Rate Convertible Notes was no longer a derivative that is required to be adjusted
to fair value at the end of each period. The carrying amount of the liability of $21.6 million for
the conversion option was reclassified to shareholders equity upon adoption.
Risk Factors; Forward-Looking Statements
For information relating to important risks and uncertainties that could materially adversely
affect the Companys business, securities, financial condition or operating results, reference is
made to the disclosure set forth under Item 1A. Risk Factors. In addition, because the preceding
discussion includes numerous forward-looking statements relating to the Company, its results of
operations and financial condition and business, reference is made to the information set forth
above in Item 1. Business under the caption Important Factors Relating to Forward-Looking
Statements.
Litigation and Other Events
For a discussion of litigation and other events, see Note 17 to the Consolidated Financial
Statements of this Form 10-Q.
56
Item 3. Quantitative and Qualitative Disclosure about Market Risk
The Company is exposed to various market risks as a part of its operations. In an effort to
mitigate losses associated with these risks, the Company may, at times, enter into derivative
financial instruments. These may take the form of forward sales contracts, foreign currency
exchange contracts and interest rate swaps. The Company does not actively engage in the practice of
trading derivative instruments for profit. This discussion of the Companys market risk assessments
contains forward looking statements that contain risks and uncertainties. Actual results and
actions could differ materially from those discussed below.
The Companys operating results are substantially dependent upon the world market prices of
silver and gold. The Company has no control over silver and gold prices, which can fluctuate widely
and are affected by numerous factors, such as supply and demand and investor sentiment. In order to
mitigate some of the risk associated with these fluctuations, the Company will at times enter into
forward sale contracts. The Company continually evaluates the potential benefits of engaging in
these strategies based on current market conditions. The Company may be exposed to nonperformance
risk by counterparties as a result of its hedging activities. This exposure would be limited to the
amount that the spot price of the metal falls short of the contract price. The Company enters into
contracts and other arrangements from time to time in an effort to reduce the negative effect of
price changes on its cashflows. These arrangements typically consist of managing its exposure to
foreign currency exchange rates and market prices associated with changes in gold and silver
commodity prices. The Company may also manage price risk through the purchase of put options.
The Company enters into concentrate sales contracts with third-party smelters. The contracts,
in general, provide for a provisional payment based upon provisional assays and quoted metal
prices. The provisionally priced sales contracts contain an embedded derivative that is required to
be separated from the host contract for accounting purposes. The host contract is the receivable
from the sale of concentrates at the forward price at the time of sale. The embedded derivative,
which is the final settlement price based on a future price, does not qualify for hedge accounting.
These embedded derivatives are recorded as derivative assets in prepaid expenses and other or as
derivative liabilities in accrued liabilities and other on the balance sheet and are adjusted to
fair value through earnings each period until the date of final settlement.
At March 31, 2010, the Company had outstanding provisionally priced sales of $18.7 million,
consisting of 1.0 million ounces of silver and 1,266 ounces of gold, which had a fair value of
$19.3 million including the embedded derivative. For each one cent per ounce change in realized
silver price, revenue would vary (plus or minus) approximately $10,000; and for each one dollar per
ounce change in realized gold price, revenue would vary (plus or minus) approximately $1,300. At
December 31, 2009, the Company had outstanding provisionally priced sales of $19.1 million
consisting of 1.0 million ounces of silver and 1,227 ounces of gold, which had a fair value of
approximately $19.1 million including the embedded derivative. For each one cent per ounce change
in realized silver price, revenue would vary (plus or minus) approximately $10,000 and for each one
dollar per ounce change in realized gold price, revenue would vary (plus or minus) approximately
$1,200.
The Company operates, or has mining interests, in several foreign countries, specifically
Australia, Bolivia, Chile, Mexico and Argentina, which exposes it to risks associated with
fluctuations in the exchange rates of the currencies involved. From time to time, as part of its
program to manage foreign currency risk, the Company enters into foreign currency forward exchange
contracts. These contracts enable the Company to purchase a fixed amount of foreign currencies.
Gains and losses on foreign exchange contracts that are related to firm commitments are designated
and effective as hedges and are deferred and recognized in the same period as the related
transaction. All other contracts that do not qualify as hedges are marked to market and the
resulting gains or losses are recorded in income. The Company
continually evaluates the potential benefits of entering into these contracts to mitigate
foreign currency risk and proceeds when it believes that the exchange rates are most beneficial.
57
During 2009, the Company entered into forward foreign currency exchange contracts to reduce
the foreign exchange risk associated with forecasted Mexican peso (MXP) operating costs at its
Palmarejo mine. At March 31, 2010, the Company had MXP foreign exchange contracts of $18.9 million
in U.S. dollars. These contracts require the Company to exchange U.S. dollars for MXP at a
weighted average exchange rate of 13.76 MXP to each U.S. dollar and had a fair value of $1.8
million at March 31, 2010. The Company recorded mark-to-market gains (losses) of $0.5 million and
$(3.8) million for the three months ended March 31, 2010 and 2009, respectively, which is reflected
in the gain (loss) on derivatives. The Company recorded realized gains of $0.04 million and $0.4
million in production costs applicable to sales during the three months ended March 31, 2010 and
2009, respectively.
On December 18, 2008, the Company entered into a gold lease facility with MIC. Under the
facility, the Company received proceeds of $20 million for the sale of 23,529 ounces of gold leased
from MIC to the Company. During 2009, the Company repaid 2,000 ounces of gold and leased an
additional 5,000 ounces of gold. As of March 31, 2010, the Company had 17,029 ounces of gold
leased from MIC. The Company has committed to deliver this number of ounces of gold to MIC over
the next four months on scheduled delivery dates. As of March 31, 2010 the Company is required to
pledge certain collateral, including standby letters of credit of $2.3 million and $9.3 million of
metal inventory held at its refiners. The Company accounts for the gold lease facility as a
derivative instrument, which is recorded in accrued liabilities and other in the balance sheet.
As of March 31, 2010 and December 31, 2009, based on the current futures metals prices for
each of the delivery dates and using a 5.06% and 5.7% discount rate, respectively, the fair value
of the gold lease was a liability of $18.7 million and $28.5 million, respectively. The pre-credit
risk adjusted fair value of the net derivative liability as of March 31, 2010 was $19.0 million. A
credit risk adjustment of $0.3 million to the fair value of the derivative reduced the reported
amount of the net derivative liability on the Companys consolidated balance sheet to $18.7
million. For the three months ended March 31, 2010 and March 31, 2009, mark-to-market adjustments
for the gold lease facility amounted to a gain of a $1.4 million and a gain of $0.1 million,
respectively. The Company recorded realized losses of $2.0 and $0.2 million, respectively.
During 2009, the Company purchased silver put options to reduce the risk associated with
potential decreases in the market price of silver. The cost of these put options was largely offset
by proceeds received from the sale of gold call options. At March 31, 2010, the Company held put
options allowing it to deliver 3.6 million ounces of silver at a weighted average strike price of
$9.32 per ounce. The contracts will expire over the next six months.
At March 31, 2010, the Company also had written outstanding call options requiring it to
deliver 125,000 ounces of gold at a weighted average strike price of $1,688.50 per ounce if the
market price of gold exceeds the weighted average strike price. In addition, the Company had
purchased outstanding put options allowing it to sell 125,000 ounces of gold at a weighted average
strike price of $862.50 per ounce if the market price of gold were to fall below the strike price.
The contracts will expire over the next five years. As of March 31, 2010 the fair market value of
these contracts was a net liability of $1.4 million.
On January 21, 2009, the Company entered into a gold production royalty transaction with
Franco-Nevada Corporation under which Franco-Nevada purchased a royalty covering 50% of the life of
mine gold to be produced by the Company from its Palmarejo silver and gold mine in Mexico. The
Company received total consideration of $78.0 million consisting of $75.0 million in cash, plus the
Franco-Nevada warrant, which was valued at $3.0 million at closing of the Franco-Nevada
transaction. The royalty obligation is payable in an amount equal to the greater of the minimum of
4,167 ounces of gold or 50% of actual gold production per month multiplied by the market price of
gold in excess of $400 (increasing by
1% per annum beginning on the fourth anniversary of the transaction). The minimum royalty
obligation commenced on July 1, 2009 and ends when payments have been made on a total of 400,000
ounces of gold. The 400,000 ounces of gold minimum is considered an embedded derivative financial
instrument under U.S. GAAP.
58
The royalty obligation is accreted to its expected value over the
expected minimum payment period based on the implicit interest rate. The fair value of the embedded
derivative at March 31, 2010 was a liability of $79.7 million. The Franco-Nevada warrant is a
contingent option to acquire 316,436 common shares of Franco-Nevada for no additional
consideration, once the mine satisfies certain completion tests stipulated in the agreement. The
Franco-Nevada warrant is considered a derivative instrument. The fair value of the warrant was $7.6
million at March 31, 2010. These derivative instruments are recorded in prepaid expenses and other
and current or non-current royalty obligation on the balance sheet and adjusted to fair value
through current earnings. During the three months ended March 31, 2010, mark-to-market adjustments
for the embedded derivative and warrant amounted to a loss of $1.7 million and a gain of $1.3
million, respectively. During 2010, realized losses on settlement of the liabilities were $3.2
million. At March 31, 2010 the Company had a minimum quantity of 356,699 ounces of gold
outstanding, which had a fair value of $163.7 million. For each one dollar change in gold price,
the undiscounted derivative would vary (plus or minus) by approximately $0.4 million.
Item 4. Controls and Procedures
(a) Disclosure Controls and Procedures
As of the end of the period covered by this quarterly report, the Company carried out an
evaluation, under the supervision and with the participation of the Companys management, including
its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and
operation of the Companys disclosure controls and procedures (as such term is defined in Rules
13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 (the Exchange Act), and management
necessarily applied its judgment in assessing the costs and benefits of such controls and
procedures, which by their nature, can provide only reasonable assurance regarding managements
control objectives. The design of any system of controls is based in part upon certain assumptions
about the likelihood of future events. Based upon the foregoing, the Companys Chief Executive
Officer and Chief Financial Officer concluded that the Companys disclosure controls and procedures
were effective and operating to provide reasonable assurance that information required to be
disclosed by it in the reports it files or submits under the Exchange Act is recorded, processed,
summarized and reported, within the time periods specified in the SECs rules and forms, and to
provide reasonable assurance that such information is accumulated and communicated to the Companys
management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to
allow timely decisions regarding required disclosure.
(b) Changes in Internal Control over Financial Reporting
Based on an evaluation by the Companys Chief Executive Officer and Chief Financial Officer,
such officers concluded that there was no change in the Companys internal control over financial
reporting during the quarter ending March 31, 2010 that has materially affected, or is reasonably
likely to materially affect, the Companys internal control over financial reporting.
PART II. Other Information
Item 1. Legal Proceedings
The information contained under Note 17 to the consolidated financial statements of this Form
10-Q is incorporated herein by reference.
Item 1A. Risk Factors
Item 1A (Risk Factors) of the Companys Annual Report on Form 10-K for the year ended
December 31, 2009 sets forth information relating to important risks and uncertainties that could
materially adversely affect the Companys business, financial condition or operating results.
59
Those risk
factors continue to be relevant to an understanding of the Companys business, financial
condition and operating results. Certain of those risk factors have been updated in this Form 10-Q
to provide updated information, as set forth below. References to we, our and us in these
risk factors refer to the Company. Additional risks and uncertainties that we do not presently
know or that we currently deem immaterial may also impair our business operations.
The market prices of silver and gold are volatile. Low silver and gold prices could result in
decreased revenues, decreased net income or losses and decreased cash flows, and may negatively
affect our business.
Silver and gold are commodities. Their prices fluctuate, and are affected by many factors
beyond our control, including interest rates, expectations regarding inflation, speculation,
currency values, governmental decisions regarding the disposal of precious metals stockpiles,
global and regional demand and production, political and economic conditions and other factors.
Because we currently derive approximately 68% of our revenues from continuing operations from sales
of silver and 32% from gold, our earnings are primarily related to the price of these metals.
The
market prices of silver (Handy & Harman) and gold (London Final) on May 6, 2010 were
$17.60 per ounce and $1,185 per ounce, respectively. The prices of silver and gold may decline in
the future. Factors that are generally understood to contribute to a decline in the price of silver
include sales by private and government holders, and a general global economic slowdown.
If the prices of silver and gold are depressed for a sustained period and our net losses
continue, we may be forced to suspend mining at one or more of our properties until the prices
increase, and to record additional asset impairment write-downs. Any lost revenues, continued or
increased net losses or additional asset impairment write-downs would adversely affect our
financial condition and results of operations.
High levels of violence in Mexico could affect our operations at our Palmarejo gold and silver
mine.
Our Palmarejo mine is located in Chihuahua, an area of Mexico that currently is experiencing
high levels of violence. Security at our Palmarejo mine is an important consideration. High
levels of violence in the area could adversely affect our ability to staff the operations at
Palmarejo in an optimal fashion, to supply and operate the mine at design capacity and to deliver
gold and silver to refiners.
Our business depends on good relations with our employees.
The Company could experience labor disputes, work stoppages or other disruptions in production
that could adversely affect us. As of March 31, 2010, unions represented approximately 17% of our
worldwide workforce. On that date, the Company had 7 employees at its Cerro Bayo mine and 55
employees at its Martha mine who were working under a collective bargaining agreement. The
agreement covering the Cerro Bayo mine expires on December 21, 2010 and a collective bargaining
agreement covering the Martha mine expires on June 1, 2010. Additionally, the Company had 174
employees at its San Bartolomé mine working under a labor agreement which became effective October
11, 2007, and does not have a fixed term.
60
Item 2A. Unregistered Sales of Equity Securities and Use of Proceeds
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Maximum number |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(or approximate |
|
|
|
|
|
|
|
|
|
|
|
Total number of |
|
|
dollar value) of |
|
|
|
|
|
|
|
|
|
|
|
shares (or units) |
|
|
shares (or units) |
|
|
|
|
|
|
|
|
|
|
|
purchased as |
|
|
that may yet be |
|
|
|
Total number of |
|
|
Average price |
|
|
part of publicly |
|
|
purchased under |
|
|
|
shares (or units) |
|
|
paid per share |
|
|
announced plans |
|
|
the plans or |
|
Period |
|
purchased(1) |
|
|
(or unit) |
|
|
or programs |
|
|
programs |
|
1/1/10 - 1/31/10 |
|
|
3,464 |
|
|
$ |
19.40 |
|
|
|
|
|
|
|
|
|
2/1/10 - 2/29/10 |
|
|
10,023 |
|
|
$ |
15.24 |
|
|
|
|
|
|
|
|
|
3/1/10 - 3/31/10 |
|
|
2,913 |
|
|
$ |
15.61 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
16,400 |
|
|
$ |
16.25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents shares withheld from employees to pay taxes related to the vesting of
restricted shares. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Maximum number |
|
|
|
|
|
|
|
|
|
|
|
Total number of |
|
|
(or approximate |
|
|
|
|
|
|
|
|
|
|
|
shares (or units) |
|
|
dollar value) of |
|
|
|
|
|
|
|
|
|
|
|
sold as |
|
|
shares (or units) |
|
|
|
Total number of |
|
|
Average price |
|
|
part of publicly |
|
|
that may yet be |
|
|
|
shares (or units) |
|
|
received per share |
|
|
announced plans |
|
|
sold under the |
|
Period |
|
sold(1) |
|
|
(or unit) |
|
|
or programs |
|
|
plans or programs |
|
1/1/10 - 1/31/10 |
|
|
1,058,981 |
|
|
$ |
17.70 |
|
|
|
|
|
|
|
|
|
2/1/10 - 2/29/10 |
|
|
701,786 |
|
|
$ |
14.44 |
|
|
|
|
|
|
|
|
|
3/1/10 - 3/31/10 |
|
|
4,004,355 |
|
|
$ |
15.33 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
5,765,122 |
|
|
$ |
15.66 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Pursuant to privately negotiated agreements, the Company agreed to exchange $20.4
million and $55.3 million aggregate principal amount of its 1.25% and 3.25% Convertible Notes due
2024 and 2028, respectively. |
61
Item 6. Exhibits
|
|
|
Exhibits |
|
|
3.1
|
|
Restated and Amended Articles of Incorporation of the Registrant,
as amended effective May 26, 2009.
|
|
|
|
3.2
|
|
Bylaws of the Registrant, as amended effective July 16, 2007.
(Incorporated herein by reference to Exhibit 3 to the
Registrants Quarterly Report on Form 10-Q for the quarter ended
September 30, 2007).
|
|
|
|
3.3
|
|
Certificate of Designation, Preferences and Rights of Series B
Junior Preferred Stock of the Registrant, as filed with Idaho
Secretary of State on May 13, 1999. (Incorporated herein by
reference to Exhibit 3(c) to the Registrants Annual Report on
Form 10-K for the year ended December 31, 2002).
|
|
|
|
3.4
|
|
Certificate of Amendment to the Certificate of Designation,
Preferences and Rights of Series B Junior Preferred Stock of the
Registrant, dated December 7, 2007. (Incorporated herein by
reference to Exhibit 3(g) to the Registrants Annual Report on
Form 10-K for the year ended December 31, 2007).
|
|
|
|
4.1
|
|
Indenture between the Registrant and The Bank of New York Mellon,
as trustee, dated as of February 5, 2010. (Incorporated by
reference to Exhibit 4.1 to the Registrants Current Report on
Form 8-K filed on February 9, 2010).
|
|
|
|
4.2
|
|
First Supplemental Indenture between the Registrant and The Bank
of New York Mellon, as trustee, dated as of February 5, 2010.
(Incorporated by reference to Exhibit 4.2 to the Registrants
Current Report on Form 8-K filed on February 9, 2010).
|
|
|
|
4.3
|
|
Form of Senior Term Note due December 31, 2012, dated February 5,
2010. (Incorporated by reference to Exhibit 4.3 to the
Registrants Current Report on Form 8-K filed on February 9,
2010).
|
|
|
|
10.1
|
|
Securities Purchase Agreement among the Registrant, Sonoma
Capital Offshore, Ltd., Sonoma Capital, L.P., Manchester
Securities Corp, JGB Capital L.P., JGB Capital Offshore Ltd. and
SAMC LLC, dated as of February 5, 2010. (Incorporated by
reference to Exhibit 10.1 to the Registrants Current Report on
Form 8-K filed on February 9, 2010).
|
|
|
|
10.2
|
|
Amended and Restated Employment Agreement, dated December 31,
2008, between the Registrant and K. Leon Hardy. (Incorporated
herein by reference to Exhibit 10.1 to the Registrants Current
Report on Form 8-K filed on March 2, 2010).
|
|
|
|
10.3
|
|
First Amendment to Restated Employment Agreement, dated July 31,
2009, between the Registrant and K. Leon Hardy. (Incorporated
herein by reference to Exhibit 10.2 to the Registrants Current
Report on Form 8-K filed on March 2, 2010).
|
|
|
|
10.4
|
|
Second Amendment to Restated Employment Agreement, dated March 2,
2010, between the Registrant and K. Leon Hardy. (Incorporated
herein by reference to Exhibit 10.3 to the Registrants Current
Report on Form 8-K filed on March 2, 2010).
|
|
|
|
31.1
|
|
Certification of the CEO |
|
|
|
31.2
|
|
Certification of the CFO |
|
|
|
32.1
|
|
Certification of the CEO (18 U.S.C. Section 1350) |
|
|
|
32.2
|
|
Certification of the CFO (18 U.S.C. Section 1350) |
62
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
|
|
|
|
|
COEUR DALENE MINES CORPORATION
(Registrant)
|
|
Dated May 10, 2010 |
/s/ Dennis E. Wheeler
|
|
|
DENNIS E. WHEELER |
|
|
Chairman, President and
Chief Executive Officer |
|
|
|
|
|
Dated May 10, 2010 |
/s/ Mitchell J. Krebs
|
|
|
MITCHELL J. KREBS |
|
|
Senior Vice President and
Chief Financial Officer |
|
|
63