Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
___________________________________________
FORM 10-Q
___________________________________________
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þ | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended March 31, 2017
OR
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¨ | 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 001-08641
____________________________________________
COEUR MINING, INC.
(Exact name of registrant as specified in its charter)
____________________________________________
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| | |
Delaware | | 82-0109423 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
| |
104 S. Michigan Ave., Suite 900 Chicago, Illinois | | 60603 |
(Address of principal executive offices) | | (Zip Code) |
(312) 489-5800
(Registrant’s 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 ¨
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 þ No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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| | | | | |
Large accelerated filer | | þ | Accelerated filer | | ¨ |
| | | |
Non-accelerated filer | | ¨ | Smaller reporting company | | ¨ |
| | | | | |
| | | Emerging growth company | | ¨ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No þ
The Company has 300,000,000 shares of common stock, par value of $0.01, authorized of which 181,449,038 shares were issued and outstanding as of April 24, 2017.
COEUR MINING, INC.
INDEX
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Part I. | | |
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| Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) | |
| | |
| Condensed Consolidated Statements of Cash Flows (Unaudited) | |
| | |
| Condensed Consolidated Balance Sheets | |
| | |
| Condensed Consolidated Statement of Changes in Stockholders’ Equity | |
| | |
| Notes to Condensed Consolidated Financial Statements (Unaudited) | |
| | |
| | |
| | |
| Consolidated Financial Results | |
| | |
| Results of Operations | |
| | |
| Liquidity and Capital Resources | |
| | |
| Non-GAAP Financial Performance Measures | |
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Part II. | | |
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| Item 5. Other Information | |
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Signatures | |
PART I
Item 1. Financial Statements
COEUR MINING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)
|
| | | | | | | | |
| | Three months ended March 31, |
| | 2017 | | 2016 |
| Notes | In thousands, except share data |
Revenue | 3 | $ | 206,138 |
| | $ | 148,387 |
|
COSTS AND EXPENSES | | | | |
Costs applicable to sales(1) | 3 | 132,712 |
| | 101,555 |
|
Amortization | | 40,104 |
| | 27,964 |
|
General and administrative | | 10,133 |
| | 8,276 |
|
Exploration | | 5,252 |
| | 1,731 |
|
Write-downs | | — |
| | 4,446 |
|
Pre-development, reclamation, and other | | 4,581 |
| | 4,204 |
|
Total costs and expenses | | 192,782 |
| | 148,176 |
|
OTHER INCOME (EXPENSE), NET | | | | |
Fair value adjustments, net | 10 | (1,200 | ) | | (8,695 | ) |
Interest expense, net of capitalized interest | 17 | (3,586 | ) | | (11,120 | ) |
Other, net | 7 | 21,139 |
| | 1,314 |
|
Total other income (expense), net | | 16,353 |
| | (18,501 | ) |
Income (loss) before income and mining taxes | | 29,709 |
| | (18,290 | ) |
Income and mining tax (expense) benefit | 8 | (11,046 | ) | | (2,106 | ) |
NET INCOME (LOSS) | | $ | 18,663 |
| | $ | (20,396 | ) |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax: | | | | |
Unrealized gain (loss) on equity securities, net of tax of ($1,101) for the three months ended March 31, 2016 | | (2,182 | ) | | 1,043 |
|
Reclassification adjustments for impairment of equity securities | | 121 |
| | — |
|
Reclassification adjustments for realized (gain) loss on sale of equity securities | | 1,471 |
| | 588 |
|
Other comprehensive income (loss) | | (590 | ) | | 1,631 |
|
COMPREHENSIVE INCOME (LOSS) | | $ | 18,073 |
| | $ | (18,765 | ) |
| | | | |
NET INCOME (LOSS) PER SHARE | 9 | | | |
Basic | | $ | 0.10 |
| | $ | (0.14 | ) |
| | | | |
Diluted | | $ | 0.10 |
| | $ | (0.14 | ) |
(1) Excludes amortization.
The accompanying notes are an integral part of these condensed consolidated financial statements.
COEUR MINING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
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| | | | | | | | |
| | Three months ended March 31, |
| | 2017 | | 2016 |
| Notes | In thousands |
CASH FLOWS FROM OPERATING ACTIVITIES: | | | | |
Net income (loss) | | $ | 18,663 |
| | (20,396 | ) |
Adjustments: | | | | |
Amortization | | 40,104 |
| | 27,964 |
|
Accretion | | 2,514 |
| | 3,169 |
|
Deferred income taxes | | 1,375 |
| | (2,105 | ) |
Fair value adjustments, net | 10 | 1,200 |
| | 8,695 |
|
Stock-based compensation | 5 | 3,307 |
| | 2,915 |
|
Gain on sale of the Joaquin project | | (21,138 | ) | | — |
|
Write-downs | | — |
| | 4,446 |
|
Other | | (2,198 | ) | | (1,435 | ) |
Changes in operating assets and liabilities: | | | | |
Receivables | | 13,106 |
| | 3,481 |
|
Prepaid expenses and other current assets | | (4,299 | ) | | 1,279 |
|
Inventory and ore on leach pads | | 14,292 |
| | (7,822 | ) |
Accounts payable and accrued liabilities | | (11,655 | ) | | (13,574 | ) |
CASH PROVIDED BY OPERATING ACTIVITIES | | 55,271 |
| | 6,617 |
|
CASH FLOWS FROM INVESTING ACTIVITIES: | | | | |
Capital expenditures | | (23,979 | ) | | (22,172 | ) |
Proceeds from the sale of assets | | 15,019 |
| | 4,009 |
|
Purchase of investments | | (1,016 | ) | | (7 | ) |
Sale of investments | | 10,020 |
| | 997 |
|
Other | | (1,546 | ) | | (1,473 | ) |
CASH USED IN INVESTING ACTIVITIES | | (1,502 | ) | | (18,646 | ) |
CASH FLOWS FROM FINANCING ACTIVITIES: | | | | |
Payments on debt, capital leases, and associated costs | | (3,226 | ) | | (5,971 | ) |
Gold production royalty payments | | — |
| | (9,131 | ) |
Other | | (3,247 | ) | | (280 | ) |
CASH USED IN FINANCING ACTIVITIES | | (6,473 | ) | | (15,382 | ) |
Effect of exchange rate changes on cash and cash equivalents | | 555 |
| | 86 |
|
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | | 47,851 |
|
| (27,325 | ) |
Cash and cash equivalents at beginning of period | | 162,182 |
| | 200,714 |
|
Cash and cash equivalents at end of period | | $ | 210,033 |
| | $ | 173,389 |
|
The accompanying notes are an integral part of these condensed consolidated financial statements.
COEUR MINING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
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| | | | | | | | |
| | March 31, 2017 (Unaudited) | | December 31, 2016 |
ASSETS | Notes | In thousands, except share data |
CURRENT ASSETS | | | | |
Cash and cash equivalents | | $ | 210,033 |
| | $ | 162,182 |
|
Receivables | 13 | 67,064 |
| | 60,431 |
|
Inventory | 14 | 73,760 |
| | 106,026 |
|
Ore on leach pads | 14 | 66,585 |
| | 64,167 |
|
Prepaid expenses and other | | 22,450 |
| | 17,981 |
|
| | 439,892 |
| | 410,787 |
|
NON-CURRENT ASSETS | | | | |
Property, plant and equipment, net | 15 | 222,617 |
| | 216,796 |
|
Mining properties, net | 16 | 549,207 |
| | 558,455 |
|
Ore on leach pads | 14 | 72,461 |
| | 67,231 |
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Restricted assets | 12 | 18,954 |
| | 17,597 |
|
Equity securities | 12 | 3,796 |
| | 4,488 |
|
Receivables | 13 | 15,558 |
| | 30,951 |
|
Other | | 15,265 |
| | 12,604 |
|
TOTAL ASSETS | | $ | 1,337,750 |
| | $ | 1,318,909 |
|
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | |
CURRENT LIABILITIES | | | | |
Accounts payable | | $ | 47,370 |
| | $ | 53,335 |
|
Accrued liabilities and other | | 37,999 |
| | 42,743 |
|
Debt | 17 | 13,451 |
| | 12,039 |
|
Royalty obligations | 10 | 4,961 |
| | 4,995 |
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Reclamation | 4 | 3,604 |
| | 3,522 |
|
| | 107,385 |
| | 116,634 |
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NON-CURRENT LIABILITIES | | | | |
Debt | 17 | 205,625 |
| | 198,857 |
|
Royalty obligations | 10 | 4,316 |
| | 4,292 |
|
Reclamation | 4 | 97,595 |
| | 95,804 |
|
Deferred tax liabilities | | 76,363 |
| | 74,798 |
|
Other long-term liabilities | | 59,846 |
| | 60,037 |
|
| | 443,745 |
| | 433,788 |
|
STOCKHOLDERS’ EQUITY | | | | |
Common stock, par value $0.01 per share; authorized 300,000,000 shares, issued and outstanding 181,492,911 at March 31, 2017 and 180,933,287 at December 31, 2016 | | 1,815 |
| | 1,809 |
|
Additional paid-in capital | | 3,314,644 |
| | 3,314,590 |
|
Accumulated other comprehensive income (loss) | | (3,078 | ) | | (2,488 | ) |
Accumulated deficit | | (2,526,761 | ) | | (2,545,424 | ) |
| | 786,620 |
| | 768,487 |
|
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | | $ | 1,337,750 |
| | $ | 1,318,909 |
|
The accompanying notes are an integral part of these condensed consolidated financial statements.
COEUR MINING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY
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| | | | | | | | | | | | | | | | | | | | | | |
In thousands | Common Stock Shares | | Common Stock Par Value | | Additional Paid-In Capital | | Accumulated Deficit | | Accumulated Other Comprehensive Income (Loss) | | Total |
Balances at December 31, 2016 | 180,933 |
| | $ | 1,809 |
| | $ | 3,314,590 |
| | $ | (2,545,424 | ) | | $ | (2,488 | ) | | $ | 768,487 |
|
Net income (loss) | — |
| | — |
| | — |
| | 18,663 |
| | — |
| | 18,663 |
|
Other comprehensive income (loss) | — |
| | — |
| | — |
| | — |
| | (590 | ) | | (590 | ) |
Common stock issued under stock-based compensation plans, net | 560 |
| | 6 |
| | 54 |
| | — |
| | — |
| | 60 |
|
Balances at March 31, 2017 (Unaudited) | 181,493 |
| | $ | 1,815 |
| | $ | 3,314,644 |
| | $ | (2,526,761 | ) | | $ | (3,078 | ) | | $ | 786,620 |
|
The accompanying notes are an integral part of these condensed consolidated financial statements.
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
NOTE 1 - BASIS OF PRESENTATION
The interim condensed consolidated financial statements of Coeur Mining, Inc. and its subsidiaries (collectively, “Coeur” or the “Company”) are unaudited. In the opinion of management, all adjustments and disclosures necessary for the fair presentation of these interim statements have been included. The results reported in these interim statements may not be indicative of the results which will be reported for the year ending December 31, 2017. The condensed consolidated December 31, 2016 balance sheet data was derived from audited consolidated financial statements. Accordingly, these unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 (the “2016 10-K”).
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Recent Accounting Standards
In January 2017, the FASB issued ASU 2017-01, “Business Combinations (Topic 805) - Clarifying the Definition of a Business,” which clarifies the definition of a business to assist entities in the evaluation of acquisitions and disposals of assets or businesses. These changes become effective for the Company’s fiscal year beginning January 1, 2018. The Company is currently evaluating the potential impact of implementing these changes on the Company’s consolidated financial position, results of operations, and cash flows.
In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230) - Restricted Cash,” which will require entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. These changes become effective for the Company’s fiscal year beginning January 1, 2018. The Company is currently evaluating the potential impact of implementing these changes on the Company’s consolidated financial position, results of operations, and cash flows.
In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments,” which provides guidance on presentation and classification of certain cash receipts and payments in the statement of cash flows. These changes become effective for the Company’s fiscal year beginning January 1, 2018. The Company is currently evaluating this standard and does not expect this ASU to materially impact the Company’s consolidated net income, financial position or cash flows.
In March 2016, the FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting,” which amends several aspects of the accounting for share-based payment transaction, including income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. These changes became effective for the Company’s fiscal year beginning January 1, 2017, and the Company’s adoption had no impact on the Company’s consolidated financial position, results of operations, and cash flows.
In February 2016, the FASB issued ASU 2016-02, “Leases,” which will require lessees to recognize assets and liabilities for the rights and obligations created by most leases on the balance sheet. These changes become effective for the Company’s fiscal year beginning January 1, 2019. Modified retrospective adoption for all leases existing at, or entered into after, the date of initial application, is required with an option to use certain transition relief. The Company is currently evaluating the potential impact of implementing these changes on the Company’s consolidated financial position, results of operations, and cash flows.
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers”, which has subsequently been amended several times. The new standard provides a five-step approach to be applied to all contracts with customers and also requires expanded disclosures about revenue recognition. These changes become effective for the Company’s fiscal year beginning January 1, 2018. The Company has substantially completed its analysis of the new standard and reviewed potential impacts from timing of when control is transferred to customers, variable consideration on concentrate sales and classification of refining fees. The Company does not expect this ASU to materially impact the Company’s consolidated net income, financial position or cash flows.
In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory,” which provides a revised, simpler measurement for inventory to be measured at the lower of cost and net realizable value. These changes become effective for the Company’s fiscal year beginning January 1, 2018. The Company is currently evaluating the potential impact of implementing these changes on the Company’s consolidated financial position, results of operations, and cash flows.
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
NOTE 3 – SEGMENT REPORTING
The Company’s operating segments include the Palmarejo complex, Rochester, Kensington, Wharf, and San Bartolomé mines. All operating segments are engaged in the discovery, mining, and production of gold and/or silver. Other includes the Endeavor silver stream, La Preciosa project, other royalties and mineral interests, strategic equity investments, corporate office, elimination of intersegment transactions, and other items necessary to reconcile to consolidated amounts. The Company eliminated Coeur Capital as a standalone reportable segment in the first quarter of 2017 and has classified the operating performance, segment assets, and capital expenditures of the Endeavor silver stream and other remaining non-core assets in Other. All prior period amounts have been adjusted to conform to the current presentation.
Financial information relating to the Company’s segments is as follows (in thousands):
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| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Three months ended March 31, 2017 | Palmarejo | | Rochester | | Kensington | | Wharf | | San Bartolomé | | Other | | Total |
Revenue | | | | | | | | | | | | | |
Metal sales | $ | 77,704 |
| | $ | 38,979 |
| | $ | 37,964 |
| | $ | 30,251 |
| | $ | 20,584 |
| | $ | 656 |
| | $ | 206,138 |
|
Costs and Expenses | | | | | | | | | | | | |
|
|
Costs applicable to sales(1) | 43,001 |
| | 26,439 |
| | 28,443 |
| | 16,320 |
| | 18,222 |
| | 287 |
| | 132,712 |
|
Amortization | 20,150 |
| | 5,816 |
| | 9,178 |
| | 3,111 |
| | 1,411 |
| | 438 |
| | 40,104 |
|
Exploration | 1,631 |
| | 144 |
| | 839 |
| | — |
| | — |
| | 2,638 |
| | 5,252 |
|
Other operating expenses | 301 |
| | 810 |
| | 345 |
| | 619 |
| | 752 |
| | 11,887 |
| | 14,714 |
|
Other income (expense) | | | | | | | | | | | | | |
Fair value adjustments, net | — |
| | (1,200 | ) | | — |
| | — |
| | — |
| | — |
| | (1,200 | ) |
Interest expense, net | (125 | ) | | (117 | ) | | (40 | ) | | (19 | ) | | (7 | ) | | (3,278 | ) | | (3,586 | ) |
Other, net | 1,794 |
| | (32 | ) | | (808 | ) | | 89 |
| | 279 |
| | 19,817 |
| | 21,139 |
|
Income and mining tax (expense) benefit | (12,245 | ) | | (498 | ) | | — |
| | (957 | ) | | (31 | ) | | 2,685 |
| | (11,046 | ) |
Net income (loss) | $ | 2,045 |
|
| $ | 3,923 |
|
| $ | (1,689 | ) |
| $ | 9,314 |
|
| $ | 440 |
|
| $ | 4,630 |
|
| $ | 18,663 |
|
Segment assets(2) | $ | 401,623 |
| | $ | 227,526 |
| | $ | 204,987 |
| | $ | 104,673 |
| | $ | 68,412 |
| | $ | 84,402 |
| | $ | 1,091,623 |
|
Capital expenditures | $ | 6,230 |
| | $ | 10,568 |
| | $ | 5,521 |
| | $ | 887 |
| | $ | 388 |
| | $ | 385 |
| | $ | 23,979 |
|
(1) Excludes amortization
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Three months ended March 31, 2016 | Palmarejo | | Rochester | | Kensington | | Wharf | | San Bartolomé | | Other | | Total |
Revenue | | | | | | | | | | | | | |
Metal sales | $ | 29,813 |
| | $ | 29,982 |
| | $ | 35,743 |
| | $ | 27,929 |
| | $ | 21,278 |
| | $ | 1,891 |
| | $ | 146,636 |
|
Royalties | — |
| | — |
| | — |
| | — |
| | — |
| | 1,751 |
| | 1,751 |
|
| 29,813 |
|
| 29,982 |
|
| 35,743 |
|
| 27,929 |
|
| 21,278 |
|
| 3,642 |
| | 148,387 |
|
Costs and Expenses | | | | | | | | | | | | | |
Costs applicable to sales(1) | 21,038 |
| | 22,485 |
| | 24,418 |
| | 15,461 |
| | 17,497 |
| | 656 |
| | 101,555 |
|
Amortization | 7,289 |
| | 5,313 |
| | 8,349 |
| | 4,051 |
| | 1,754 |
| | 1,208 |
| | 27,964 |
|
Exploration | 801 |
| | 109 |
| | (47 | ) | | — |
| | — |
| | 868 |
| | 1,731 |
|
Write-downs | — |
| | — |
| | — |
| | — |
| | — |
| | 4,446 |
| | 4,446 |
|
Other operating expenses | 315 |
| | 681 |
| | 252 |
| | 493 |
| | 291 |
| | 10,448 |
| | 12,480 |
|
Other income (expense) | | | | | | | | | | |
|
| | |
Fair value adjustments, net | (4,864 | ) | | (2,249 | ) | | — |
| | — |
| | — |
| | (1,582 | ) | | (8,695 | ) |
Interest expense, net | (734 | ) | | (171 | ) | | (43 | ) | | — |
| | (3 | ) | | (10,169 | ) | | (11,120 | ) |
Other, net | (1,235 | ) | | 3 |
| | (20 | ) | | 10 |
| | 315 |
| | 2,241 |
| | 1,314 |
|
Income and mining tax (expense) benefit | 98 |
| | (423 | ) | | — |
| | 116 |
| | (1,571 | ) | | (326 | ) | | (2,106 | ) |
Net income (loss) | $ | (6,365 | ) |
| $ | (1,446 | ) |
| $ | 2,708 |
|
| $ | 8,050 |
|
| $ | 477 |
|
| $ | (23,820 | ) | | $ | (20,396 | ) |
Segment assets(2) | $ | 422,086 |
| | $ | 209,692 |
| | $ | 192,805 |
| | $ | 113,383 |
| | $ | 87,750 |
| | $ | 92,224 |
| | $ | 1,117,940 |
|
Capital expenditures | $ | 8,815 |
| | $ | 3,289 |
| | $ | 8,090 |
| | $ | 1,410 |
| | $ | 521 |
| | $ | 47 |
| | $ | 22,172 |
|
(1) Excludes amortization
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
|
| | | | | | | |
Assets | March 31, 2017 |
| December 31, 2016 |
Total assets for reportable segments | $ | 1,091,623 |
| | $ | 1,122,038 |
|
Cash and cash equivalents | 210,033 |
| | 162,182 |
|
Other assets | 36,094 |
|
| 34,689 |
|
Total consolidated assets | $ | 1,337,750 |
|
| $ | 1,318,909 |
|
Geographic Information |
| | | | | | | |
Long-Lived Assets | March 31, 2017 |
| December 31, 2016 |
Mexico | $ | 376,890 |
| | $ | 397,697 |
|
United States | 355,736 |
| | 338,897 |
|
Bolivia | 32,422 |
| | 31,539 |
|
Australia | 2,871 |
| | 2,983 |
|
Argentina | 227 |
| | 10,228 |
|
Other | 5,601 |
| | 5,564 |
|
Total | $ | 773,747 |
|
| $ | 786,908 |
|
|
| | | | | | | |
Revenue | Three months ended March 31, |
2017 | | 2016 |
United States | $ | 107,194 |
| | $ | 93,654 |
|
Mexico | 77,704 |
| | 30,522 |
|
Bolivia | 20,584 |
| | 21,278 |
|
Australia | 656 |
| | 1,891 |
|
Other | — |
| | 1,042 |
|
Total | $ | 206,138 |
|
| $ | 148,387 |
|
NOTE 4 – RECLAMATION
Reclamation and mine closure costs are based principally on legal and regulatory requirements. Management estimates costs associated with reclamation of mining properties. On an ongoing basis, management evaluates its estimates and assumptions, and future expenditures could differ from current estimates.
Changes to the Company’s asset retirement obligations for operating sites are as follows:
|
| | | | | | | |
| Three months ended March 31, |
In thousands | 2017 | | 2016 |
Asset retirement obligation - Beginning | $ | 97,380 |
| | $ | 82,072 |
|
Accretion | 2,338 |
| | 1,960 |
|
Additions and changes in estimates | — |
| | 251 |
|
Settlements | (478 | ) | | (309 | ) |
Asset retirement obligation - Ending | $ | 99,240 |
|
| $ | 83,974 |
|
The Company has accrued $2.0 million and $1.9 million at March 31, 2017 and December 31, 2016, respectively, for reclamation liabilities related to former mining activities, which are included in Reclamation.
NOTE 5 – STOCK-BASED COMPENSATION
The Company has stock incentive plans for executives and eligible employees. Stock awards include performance shares, restricted stock and stock options. Stock-based compensation expense for the three months ended March 31, 2017 and 2016 was $3.3 million and $2.9 million, respectively. At March 31, 2017, there was $12.2 million of unrecognized stock-based compensation cost which is expected to be recognized over a weighted-average remaining vesting period of 1.8 years.
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
The following table summarizes the grants awarded during the three months ended March 31, 2017:
|
| | | | | | | | | | | | | | | | | | | | | |
Grant date | | Restricted stock | | Grant date fair value of restricted stock | | Stock options | | Grant date fair value of stock options | | Performance shares | | Grant date fair value of performance shares |
January 18, 2017 | | 236,581 |
| | $ | 11.47 |
| | — |
| | $ | — |
| | 316,213 |
| | $ | 11.58 |
|
March 7, 2017 | | 539,858 |
| | $ | 7.60 |
| | 14,820 |
| | $ | 3.91 |
| | — |
| | $ | — |
|
The following options and stock appreciation rights were exercisable during the three months ended March 31, 2017:
|
| | | | | | | | | | | | | | |
Award Type | | Number of Exercised Units | | Weighted Average Exercised Price | | Number of Exercisable Units | | Weighted Average Exercisable Price |
Stock options | | — |
| | $ | — |
| | 425,850 |
| | $ | 14.29 |
|
Stock appreciation rights | | — |
| | $ | — |
| | 42,152 |
| | $ | 14.14 |
|
NOTE 6 – RETIREMENT SAVINGS PLAN
The Company has a 401(k) retirement savings plan that covers all eligible U.S. employees. Eligible employees may elect to contribute up to 75% of base salary, subject to ERISA limitations. The Company generally makes matching contributions equal to 100% of the employee’s contribution up to 4% of the employee’s salary. The Company may also provide an additional contribution based on an eligible employee’s salary. Total plan expenses recognized for the three months ended March 31, 2017 and 2016 were $2.1 million and $1.0 million, respectively, due to timing of Company contributions. In addition, the Company has a deferred compensation plan for employees whose benefits under the 401(k) plan are limited by federal regulations.
NOTE 7 - OTHER, NET
Other, net consists of the following:
|
| | | | | | | |
| Three months ended March 31, |
In thousands | 2017 | | 2016 |
Foreign exchange gain (loss) | $ | 1,349 |
| | $ | (164 | ) |
Gain (loss) on sale of assets and investments | (2,066 | ) | | 1,085 |
|
Gain on sale of the Joaquin project | 21,138 |
| | — |
|
Impairment of equity securities | (121 | ) | | — |
|
Other | 839 |
| | 393 |
|
Other, net | $ | 21,139 |
| | $ | 1,314 |
|
NOTE 8 - INCOME AND MINING TAXES
The following table summarizes the components of Income and mining tax (expense) benefit for the three months ended March 31, 2017 and 2016 by significant jurisdiction:
|
| | | | | | | | | | | | | |
| Three months ended March 31, |
| 2017 | | 2016 |
In thousands | Income (loss) before tax | Tax (expense) benefit | | Income (loss) before tax | Tax (expense) benefit |
United States | $ | 20,714 |
| $ | (1,964 | ) | | $ | (9,361 | ) | $ | (532 | ) |
Argentina | (328 | ) | 1,124 |
| | (1,015 | ) | 1,543 |
|
Mexico | 8,650 |
| (9,923 | ) | | (7,509 | ) | 17 |
|
Bolivia | 471 |
| (31 | ) | | 2,047 |
| (1,570 | ) |
Other jurisdictions | 202 |
| (252 | ) |
| (2,452 | ) | (1,564 | ) |
| $ | 29,709 |
| $ | (11,046 | ) | | $ | (18,290 | ) | $ | (2,106 | ) |
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
The Company’s effective tax rate is impacted by recurring and nonrecurring items. These items include foreign exchange rates on deferred tax balances, uncertain tax positions, and the full valuation allowance on the deferred tax assets relating to losses in the United States and certain foreign jurisdictions. During the first quarter of 2017, foreign exchange increased income and mining tax expense by $5.6 million, predominately due to the strength of the Mexican peso. Additionally, the Company recognized $1.8 million income and mining tax expense from the sale of the Joaquin project. Also during the first quarter, favorable operating results at Palmarejo contributed to higher income and mining tax expense. The Company’s consolidated effective income and mining tax rate is a function of the combined effective tax rates and foreign exchange rates in the jurisdictions in which it operates. Variations in the jurisdictional mix of income and loss and foreign exchange rates result in significant fluctuations in our consolidated effective tax rate.
A valuation allowance is provided for deferred tax assets for which it is more likely than not that the related tax benefits will not be realized. The Company analyzes its deferred tax assets and, if it is determined that the Company will not realize all or a portion of its deferred tax assets, it will record or increase a valuation allowance. Conversely, if it is determined that the Company will ultimately be more likely than not able to realize all or a portion of the related benefits for which a valuation allowance has been provided, all or a portion of the related valuation allowance will be reduced. There are a number of factors that impact the Company’s ability to realize its deferred tax assets. For additional information, please see the sections titled “Risk Factors” set forth in the 2016 10-K.
The Company or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions. The statute of limitations remains open from 2012 forward for the U.S. federal jurisdiction and from 2008 forward for certain other foreign jurisdictions. As a result of statutes of limitation that will begin to expire within the next 12 months in various jurisdictions and possible settlements of audit-related issues with taxing authorities in various jurisdictions with respect to which none of the issues are individually significant, the Company believes that it is reasonably possible that the total amount of its net unrecognized income tax benefits will decrease between $2.5 million and $3.5 million in the next 12 months.
At March 31, 2017 and December 31, 2016, the Company had $18.7 million and $19.6 million of total gross unrecognized tax benefits, respectively. If recognized, these unrecognized tax benefits would positively impact the Company’s effective income tax rate. The Company’s continuing practice is to recognize potential interest and/or penalties related to unrecognized tax benefits as part of its income tax expense. At March 31, 2017 and December 31, 2016, the amount of accrued income-tax-related interest and penalties was $8.7 million and $8.7 million, respectively.
NOTE 9 – NET INCOME (LOSS) PER SHARE
Basic net income (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share reflects the potential dilution that would occur if securities or other contracts to issue common stock were exercised or converted into common stock.
For the three months ended March 31, 2017 and 2016, 1,368,685 and 3,321,424 of common stock equivalents, respectively, related to equity-based awards were not included in the diluted per share calculation as the shares would be antidilutive.
The 3.25% Convertible Senior Notes (“Convertible Notes”) were not included in the computation of diluted net income (loss) per share for the three months ended March 31, 2016 because there is no excess value upon conversion over the principal amount of the Convertible Notes. The outstanding Convertible Notes were redeemed in the third quarter of 2016.
|
| | | | | | | |
| Three months ended March 31, |
In thousands except per share amounts | 2017 | | 2016 |
Net income (loss) available to common stockholders | $ | 18,663 |
| | $ | (20,396 | ) |
Weighted average shares: | | | |
Basic | 178,898 |
| | 150,249 |
|
Effect of stock-based compensation plans | 4,170 |
| | — |
|
Diluted | 183,068 |
|
| 150,249 |
|
Income (loss) per share: | | | |
Basic | $ | 0.10 |
|
| $ | (0.14 | ) |
Diluted | $ | 0.10 |
|
| $ | (0.14 | ) |
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
NOTE 10 – FAIR VALUE MEASUREMENTS
|
| | | | | | | |
| Three months ended March 31, |
In thousands | 2017 | | 2016 |
Rochester net smelter returns (“NSR”) royalty obligation | $ | (1,200 | ) | | $ | (2,249 | ) |
Palmarejo royalty obligation embedded derivative | — |
| | (4,878 | ) |
Silver and gold options | — |
|
| (1,568 | ) |
Fair value adjustments, net | $ | (1,200 | ) | | $ | (8,695 | ) |
Accounting standards establish a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1), secondary priority to quoted prices in inactive markets or observable inputs (Level 2), and the lowest priority to unobservable inputs (Level 3).
The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis (at least annually) by level within the fair value hierarchy. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement:
|
| | | | | | | | | | | | | | | |
| Fair Value at March 31, 2017 |
In thousands | Total | | Level 1 | | Level 2 | | Level 3 |
Assets: | | | | | | | |
Equity securities | $ | 3,796 |
| | $ | 3,517 |
| | $ | — |
| | $ | 279 |
|
Other derivative instruments, net | 614 |
| | — |
| | 614 |
| | — |
|
| $ | 4,410 |
| | $ | 3,517 |
| | $ | 614 |
| | $ | 279 |
|
Liabilities: | | | | | | | |
Rochester NSR royalty obligation | 9,277 |
| | — |
| | — |
| | 9,277 |
|
Other derivative instruments, net | 4 |
| | — |
| | 4 |
| | — |
|
| $ | 9,281 |
| | $ | — |
| | $ | 4 |
| | $ | 9,277 |
|
|
| | | | | | | | | | | | | | | |
| Fair Value at December 31, 2016 |
In thousands | Total | | Level 1 | | Level 2 | | Level 3 |
Assets: | | | | | | | |
Equity securities | $ | 4,488 |
| | $ | 4,209 |
| | $ | — |
| | $ | 279 |
|
Liabilities: | | | | | | | |
Rochester NSR royalty obligation | 9,287 |
| | — |
| | — |
| | 9,287 |
|
Other derivative instruments, net | 762 |
| | — |
| | 762 |
| | — |
|
| $ | 10,049 |
| | $ | — |
| | $ | 762 |
| | $ | 9,287 |
|
The Company’s investments in equity securities are recorded at fair market value in the financial statements based primarily on quoted market prices. Such instruments are classified within Level 1 of the fair value hierarchy. Quoted market prices are not available for certain equity securities; these securities are valued using pricing models, which require the use of observable and unobservable inputs, and are classified within Level 3 of the fair value hierarchy.
The Company’s other derivative instruments, net, relate to concentrate and certain doré sales contracts valued using pricing models, which require inputs that are derived from observable market data, including contractual terms, forward market prices, yield curves, credit spreads, and other unobservable inputs. The model inputs can generally be verified and do not involve significant management judgment. Such instruments are classified within Level 2 of the fair value hierarchy.
The fair value of the Rochester NSR royalty obligation was estimated based on observable market data including contractual terms, forward silver and gold prices, yield curves, and credit spreads, as well as the Company’s current mine plan which is considered a significant unobservable input. Therefore, the Company has classified this obligation as Level 3 financial liabilities. Based on current mine plans, 1.6 years was used to estimate the fair value of the Rochester NSR royalty obligation at March 31, 2017.
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
No assets or liabilities were transferred between fair value levels in the three months ended March 31, 2017.
The following tables present the changes in the fair value of the Company's Level 3 financial assets and liabilities for the three months ended March 31, 2017:
|
| | | | | | | | | | | | | | | |
| Three Months Ended March 31, 2017 |
In thousands | Balance at the beginning of the period | | Revaluation | | Settlements | | Balance at the end of the period |
Assets: | | | | | | | |
Equity securities | $ | 279 |
| | $ | — |
| | $ | — |
| | $ | 279 |
|
Liabilities: | | | | | | | |
Rochester NSR royalty obligation | $ | 9,287 |
| | $ | 1,200 |
| | $ | (1,210 | ) | | $ | 9,277 |
|
The fair value of financial assets and liabilities carried at book value in the financial statements at March 31, 2017 and December 31, 2016 is presented in the following table:
|
| | | | | | | | | | | | | | | | | | | |
| March 31, 2017 |
In thousands | Book Value | | Fair Value | | Level 1 | | Level 2 | | Level 3 |
Liabilities: | | |
| | | | | | |
7.875% Senior Notes due 2021(1) | $ | 176,114 |
| | $ | 184,279 |
| | $ | — |
| | $ | 184,279 |
| | $ | — |
|
| |
(1) | Net of unamortized debt issuance costs and premium received of $1.9 million. |
|
| | | | | | | | | | | | | | | | | |
| December 31, 2016 |
In thousands | Book Value | | Fair Value | | Level 1 | | Level 2 | | Level 3 |
Liabilities: | | | | | | | | | |
7.875% Senior Notes due 2021(1) | $ | 175,991 |
| | $ | 184,373 |
| | — |
| | $ | 184,373 |
| | — |
|
| |
(1) | Net of unamortized debt issuance costs and premium received of $2.0 million. |
The fair value of the 7.875% Senior Notes due 2021 (the “Senior Notes”) was estimated using quoted market prices.
NOTE 11 – DERIVATIVE FINANCIAL INSTRUMENTS
Palmarejo Gold Production Royalty
In January 2009, the Company's subsidiary, Coeur Mexicana, S.A. de C.V. (“Coeur Mexicana”), entered into a gold production royalty agreement with a subsidiary of Franco-Nevada Corporation that covered 50% of the life of mine production from the Palmarejo mine and legacy adjacent properties. The royalty transaction included a minimum obligation of 4,167 gold ounces per month and terminated upon delivery of 400,000 gold ounces, which occurred in July 2016.
The price volatility associated with the minimum royalty obligation was considered an embedded derivative. The Company was required to recognize the change in fair value of the remaining minimum obligation due to changing gold prices. For the three months ended March 31, 2016, the mark-to-market adjustment associated with the change was a loss of $4.9 million. Payments on the royalty obligation decreased the carrying amount of the minimum obligation and the derivative liability. For the three months ended March 31, 2016, realized loss on settlement of the liability was $3.0 million. The mark-to-market adjustments and realized losses are included in Fair value adjustments, net.
Provisional Silver and Gold Sales
The Company enters into sales contracts with third-party smelters and refiners which, in some cases, provide for a provisional payment based upon preliminary 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 recorded at the forward price at the time of sale. The embedded derivatives do not qualify for hedge accounting and are marked to market through earnings each period until final settlement. Changes in silver and gold prices resulted in provisional pricing mark-to-market gains of $1.4 million and $0.6 million in the three months ended March 31, 2017 and 2016, respectively.
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
At March 31, 2017, the Company had the following provisionally priced sales that settle as follows:
|
| | | | | | | |
In thousands except average prices and notional ounces | 2017 | | Thereafter |
| | | |
Provisional silver sales contracts | $ | 1,403 |
| | $ | — |
|
Average silver price | $ | 17.74 |
| | $ | — |
|
Notional ounces | 79,084 |
| | — |
|
| | | |
Provisional gold sales contracts | $ | 35,849 |
| | $ | — |
|
Average gold price | $ | 1,211 |
| | $ | — |
|
Notional ounces | 29,603 |
| | — |
|
Silver and Gold Options
During three months ended March 31, 2016, the Company had realized losses of $1.6 million, from settled contracts. At March 31, 2017, the Company had no outstanding gold and silver options contracts.
The following summarizes the classification of the fair value of the derivative instruments:
|
| | | | | | | | | | | | | | | |
| March 31, 2017 |
In thousands | Prepaid expenses and other | | Accrued liabilities and other | | Current portion of royalty obligation | | Non-current portion of royalty obligation |
Provisional silver and gold sales contracts | $ | 614 |
| | $ | 4 |
| | $ | — |
| | $ | — |
|
|
| | | | | | | | | | | |
| December 31, 2016 |
In thousands | Prepaid expenses and other | | Accrued liabilities and other | | Current portion of royalty obligation | | Non-current portion of royalty obligation |
Provisional silver and gold sales contracts | — |
| | 762 |
| | — |
| | — |
|
The following represent mark-to-market gains (losses) on derivative instruments for the three months ended March 31, 2017 and 2016 (in thousands):
|
| | | | | | | | |
| | Three months ended March 31, |
Financial statement line | Derivative | 2017 | | 2016 |
Revenue | Provisional silver and gold sales contracts | $ | 1,372 |
| | $ | 566 |
|
Fair value adjustments, net | Palmarejo gold production royalty | — |
| | (4,878 | ) |
Fair value adjustments, net | Silver and gold options | — |
| | (1,568 | ) |
| | $ | 1,372 |
|
| $ | (5,880 | ) |
Credit Risk
The credit risk exposure related to any derivative instrument is limited to the unrealized gains, if any, on outstanding contracts based on current market prices. To reduce counter-party credit exposure, the Company enters into contracts with institutions management deems credit worthy and limits credit exposure to each institution. The Company does not anticipate non-performance by any of its counterparties.
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
NOTE 12 – INVESTMENTS
Equity Securities
The Company makes strategic investments in equity securities of silver and gold exploration and development companies. These investments are classified as available-for-sale and are measured at fair value in the financial statements with unrealized gains and losses recorded in Other comprehensive income (loss).
|
| | | | | | | | | | | | | | | |
| At March 31, 2017 |
In thousands | Cost | | Gross Unrealized Losses | | Gross Unrealized Gains | | Estimated Fair Value |
Kootenay Silver, Inc. | $ | 2,167 |
| | $ | — |
| | $ | — |
| | $ | 2,167 |
|
Rockhaven Resources Ltd | 514 |
| | (64 | ) | | — |
| | 450 |
|
Silver Bull Resources, Inc. | 131 |
| | — |
| | 356 |
| | 487 |
|
Other | 193 |
| | — |
| | 499 |
| | 692 |
|
Equity securities | $ | 3,005 |
| | $ | (64 | ) | | $ | 855 |
| | $ | 3,796 |
|
|
| | | | | | | | | | | | | | | |
| At December 31, 2016 |
In thousands | Cost | | Gross Unrealized Losses | | Gross Unrealized Gains | | Estimated Fair Value |
Kootenay Silver, Inc. | $ | 2,645 |
| | $ | — |
| | $ | — |
| | $ | 2,645 |
|
Silver Bull Resources, Inc. | 233 |
| | — |
| | 783 |
| | 1,016 |
|
Other | 229 |
| | — |
| | 598 |
| | 827 |
|
Equity securities | $ | 3,107 |
| | $ | — |
| | $ | 1,381 |
| | $ | 4,488 |
|
The Company performs a quarterly assessment on each of its equity securities with unrealized losses to determine if the security is other than temporarily impaired. The Company recorded a pre-tax other-than-temporary impairment loss of $0.1 million in the three months ended March 31, 2017, and no impairment loss in the three months ended March 31, 2016, in Other, net. The following table summarizes unrealized losses on equity securities for which other-than-temporary impairments have not been recognized and the fair values of those securities, aggregated by the length of time the individual securities have been in a continuous unrealized loss position, at March 31, 2017:
|
| | | | | | | | | | | | | | | | | | | | |
| Less than twelve months | | Twelve months or more | | Total |
In thousands | Unrealized Losses | Fair Value | | Unrealized Losses | Fair Value | | Unrealized Losses | Fair Value |
Equity securities | $ | (64 | ) | $ | 450 |
| | $ | — |
| $ | — |
| | $ | (64 | ) | $ | 450 |
|
Restricted Assets
The Company, under the terms of its self-insurance and bonding agreements with certain banks, lending institutions and regulatory agencies, is required to collateralize certain portions of its 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 applicable institutions or agencies. At March 31, 2017 and December 31, 2016, the Company held certificates of deposit and cash under these agreements of $19.0 million and $17.6 million, respectively. The ultimate timing of the release of the collateralized amounts is dependent on the timing and closure of each mine and repayment of the obligation. 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 is 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.
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
NOTE 13 – RECEIVABLES
Receivables consist of the following:
|
| | | | | | | |
In thousands | March 31, 2017 | | December 31, 2016 |
Current receivables: | | | |
Trade receivables | $ | 8,772 |
| | $ | 10,669 |
|
Income tax receivable | 11,441 |
| | 1,038 |
|
Value added tax receivable | 44,085 |
| | 46,083 |
|
Other | 2,766 |
| | 2,641 |
|
| $ | 67,064 |
| | $ | 60,431 |
|
Non-current receivables: | | | |
Value added tax receivable | $ | 15,558 |
| | $ | 19,293 |
|
Income tax receivable | — |
| | 11,658 |
|
| 15,558 |
| | 30,951 |
|
Total receivables | $ | 82,622 |
| | $ | 91,382 |
|
NOTE 14 – INVENTORY AND ORE ON LEACH PADS
Inventory consists of the following:
|
| | | | | | | |
In thousands | March 31, 2017 | | December 31, 2016 |
Inventory: | | | |
Concentrate | $ | 13,476 |
| | $ | 17,994 |
|
Precious metals | 20,938 |
| | 47,228 |
|
Supplies | 39,346 |
| | 40,804 |
|
| $ | 73,760 |
| | $ | 106,026 |
|
Ore on leach pads: | | | |
Current | $ | 66,585 |
| | $ | 64,167 |
|
Non-current | 72,461 |
| | 67,231 |
|
| $ | 139,046 |
| | $ | 131,398 |
|
Total inventory and ore on leach pads | $ | 212,806 |
| | $ | 237,424 |
|
NOTE 15 – PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment consist of the following:
|
| | | | | | | |
In thousands | March 31, 2017 | | December 31, 2016 |
Land | $ | 8,403 |
| | $ | 7,878 |
|
Facilities and equipment | 649,030 |
| | 650,480 |
|
Assets under capital leases | 63,775 |
| | 54,968 |
|
| 721,208 |
| | 713,326 |
|
Accumulated amortization (1) | (531,480 | ) | | (524,806 | ) |
| 189,728 |
| | 188,520 |
|
Construction in progress | 32,889 |
| | 28,276 |
|
Property, plant and equipment, net | $ | 222,617 |
| | $ | 216,796 |
|
(1) Includes $15.6 million of accumulated amortization related to assets under capital leases.
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
NOTE 16 – MINING PROPERTIES
Mining properties consist of the following (in thousands):
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
March 31, 2017 | Palmarejo | | Rochester | | Kensington | | Wharf | | San Bartolomé | | La Preciosa | | Other | | Total |
Mine development | $ | 179,562 |
| | $ | 171,543 |
| | $ | 279,095 |
| | $ | 37,562 |
| | $ | 39,338 |
| | $ | — |
| | $ | — |
| | $ | 707,100 |
|
Accumulated amortization | (137,215 | ) | | (139,519 | ) | | (159,485 | ) | | (12,530 | ) | | (32,625 | ) | | — |
| | — |
| | (481,374 | ) |
| 42,347 |
| | 32,024 |
| | 119,610 |
| | 25,032 |
| | 6,713 |
| | — |
| | — |
| | 225,726 |
|
Mineral interests | 629,303 |
| | — |
| | — |
| | 45,837 |
| | 12,868 |
| | 49,085 |
| | 41,272 |
| | 778,365 |
|
Accumulated amortization | (393,532 | ) | | — |
| | — |
| | (20,106 | ) | — |
| (11,762 | ) | | — |
| | (29,484 | ) | | (454,884 | ) |
| 235,771 |
| | — |
| | — |
| | 25,731 |
| | 1,106 |
| | 49,085 |
| | 11,788 |
| | 323,481 |
|
Mining properties, net | $ | 278,118 |
| | $ | 32,024 |
| | $ | 119,610 |
| | $ | 50,763 |
| | $ | 7,819 |
| | $ | 49,085 |
| | $ | 11,788 |
| | $ | 549,207 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
December 31, 2016 | Palmarejo | | Rochester | | Kensington | | Wharf | | San Bartolomé | | La Preciosa | | Joaquin | | Other | | Total |
Mine development | $ | 174,890 |
| | $ | 165,230 |
| | $ | 271,175 |
| | $ | 37,485 |
| | $ | 39,184 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 687,964 |
|
Accumulated amortization | (134,995 | ) | | (138,244 | ) | | (154,744 | ) | | (11,699 | ) | | (32,192 | ) | | — |
| |
|
| | — |
| | (471,874 | ) |
| 39,895 |
| | 26,986 |
| | 116,431 |
| | 25,786 |
| | 6,992 |
| | — |
| | — |
| | — |
| | 216,090 |
|
Mineral interests | 629,303 |
| | — |
| | — |
| | 45,837 |
| | 12,868 |
| | 49,085 |
| | 10,000 |
| | 37,272 |
| | 784,365 |
|
Accumulated amortization | (381,686 | ) | | — |
| | — |
| | (19,249 | ) | | (11,695 | ) | | — |
| | — |
| | (29,370 | ) | | (442,000 | ) |
| 247,617 |
| | — |
| | — |
| | 26,588 |
| | 1,173 |
| | 49,085 |
| | 10,000 |
| | 7,902 |
| | 342,365 |
|
Mining properties, net | $ | 287,512 |
| | $ | 26,986 |
| | $ | 116,431 |
| | $ | 52,374 |
| | $ | 8,165 |
| | $ | 49,085 |
| | $ | 10,000 |
| | $ | 7,902 |
| | $ | 558,455 |
|
In February 2017, the Company sold the Joaquin silver-gold exploration project for consideration of $27.4 million and a 2.0% NSR royalty on the Joaquin project, which is included in Other. The Company recognized a $21.1 million pre-tax gain on this sale.
NOTE 17 – DEBT
|
| | | | | | | | | | | | | | | |
| March 31, 2017 | | December 31, 2016 |
In thousands | Current | | Non-Current | | Current | | Non-Current |
Senior Notes, net(1) | $ | — |
| | $ | 176,114 |
| | $ | — |
| | $ | 175,991 |
|
Capital lease obligations | 13,451 |
| | 29,511 |
| | 12,039 |
| | 22,866 |
|
| $ | 13,451 |
| | $ | 205,625 |
| | $ | 12,039 |
| | $ | 198,857 |
|
(1) Net of unamortized debt issuance costs and premium received of $1.9 million and $2.0 million at March 31, 2017 and December 31, 2016, respectively.
7.875% Senior Notes due 2021
On or after February 1, 2017, the Company may redeem some or all of the Senior Notes at the applicable redemption prices set forth in the Indenture for the Senior Notes, together with accrued and unpaid interest.
Lines of Credit
At March 31, 2017, the Company’s subsidiary that holds the San Bartolomé mine had an available line of credit for $12.0 million that matures in June 30, 2018, bearing interest at 6.0% per annum, which is secured by machinery and equipment. There was no outstanding balance at March 31, 2017.
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
Capital Lease Obligations
From time to time, the Company acquires mining equipment under capital lease agreements. In the three months ended March 31, 2017, the Company entered into new lease financing arrangements primarily for diesel generators at Kensington and mining equipment at Rochester. All capital lease obligations are recorded, upon lease inception, at the present value of future minimum lease payments.
Interest Expense
|
| | | | | | | |
| Three months ended March 31, |
In thousands | 2017 | | 2016 |
Senior Notes | $ | 3,504 |
| | 7,457 |
|
Term Loan due 2020 | — |
| | 2,264 |
|
Capital lease obligations | 306 |
| | 265 |
|
Accretion of Palmarejo gold production royalty obligation | — |
| | 765 |
|
Amortization of debt issuance costs | 166 |
| | 631 |
|
Accretion of debt premium | (43 | ) | | (91 | ) |
Other debt obligations | 16 |
| | 32 |
|
Capitalized interest | (363 | ) | | (203 | ) |
Total interest expense, net of capitalized interest | $ | 3,586 |
| | $ | 11,120 |
|
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
NOTE 18 - SUPPLEMENTAL GUARANTOR INFORMATION
The following Consolidating Financial Statements are presented to satisfy disclosure requirements of Rule 3-10 of Regulation S-X resulting from the guarantees by Coeur Alaska, Inc., Coeur Explorations, Inc., Coeur Rochester, Inc., Coeur South America Corp., Wharf Resources (U.S.A.), Inc. and its subsidiaries, and Coeur Capital, Inc. (collectively, the “Subsidiary Guarantors”) of the Senior Notes. The following schedules present Consolidating Financial Statements of (a) Coeur, the parent company; (b) the Subsidiary Guarantors; and (c) certain wholly-owned domestic and foreign subsidiaries of the Company (collectively, the “Non-Guarantor Subsidiaries”). Each of the Subsidiary Guarantors is 100% owned by Coeur and the guarantees are full and unconditional and joint and several obligations. There are no restrictions on the ability of Coeur to obtain funds from the Subsidiary Guarantors by dividend or loan.
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)
THREE MONTHS ENDED MARCH 31, 2017 |
| | | | | | | | | | | | | | | | | | | | |
In thousands | | Coeur Mining, Inc. | | Guarantor Subsidiaries | | Non-Guarantor Subsidiaries | | Eliminations | | Consolidated |
Revenue | | $ | — |
| | $ | 107,194 |
| | $ | 98,944 |
| | $ | — |
| | $ | 206,138 |
|
COSTS AND EXPENSES | | | | | | | | | | |
Costs applicable to sales(1) | | — |
| | 71,202 |
| | 61,510 |
| | — |
| | 132,712 |
|
Amortization | | 324 |
| | 18,104 |
| | 21,676 |
| | — |
| | 40,104 |
|
General and administrative | | 10,106 |
| | 24 |
| | 3 |
| | — |
| | 10,133 |
|
Exploration | | 336 |
| | 1,727 |
| | 3,189 |
| | — |
| | 5,252 |
|
Pre-development, reclamation, and other | | 175 |
| | 1,781 |
| | 2,625 |
| | — |
| | 4,581 |
|
Total costs and expenses | | 10,941 |
| | 92,838 |
| | 89,003 |
| | — |
| | 192,782 |
|
OTHER INCOME (EXPENSE), NET | | | | | | | | | | |
Fair value adjustments, net | | — |
| | (1,200 | ) | | — |
| | — |
| | (1,200 | ) |
Other, net | | 15,222 |
| | 5,458 |
| | 1,873 |
| | (1,414 | ) | | 21,139 |
|
Interest expense, net of capitalized interest | | (3,279 | ) | | (175 | ) | | (1,546 | ) | | 1,414 |
| | (3,586 | ) |
Total other income (expense), net | | 11,943 |
| | 4,083 |
| | 327 |
| | — |
| | 16,353 |
|
Loss before income and mining taxes | | 1,002 |
| | 18,439 |
| | 10,268 |
| | — |
| | 29,709 |
|
Income and mining tax (expense) benefit | | 1,588 |
| | (2,434 | ) | | (10,200 | ) | | — |
| | (11,046 | ) |
Total loss after income and mining taxes | | 2,590 |
| | 16,005 |
| | 68 |
| | — |
| | 18,663 |
|
Equity income (loss) in consolidated subsidiaries | | 16,073 |
| | 70 |
| | (67 | ) | | (16,076 | ) | | — |
|
NET INCOME (LOSS) | | $ | 18,663 |
| | $ | 16,075 |
| | $ | 1 |
| | $ | (16,076 | ) | | $ | 18,663 |
|
OTHER COMPREHENSIVE INCOME (LOSS), net of tax: | | | | | | | | | | |
Unrealized gain (loss) on marketable securities, net of tax | | (2,182 | ) | | (279 | ) | | — |
| | 279 |
| | (2,182 | ) |
Reclassification adjustments for impairment of equity securities, net of tax | | 121 |
| | 121 |
| | — |
| | (121 | ) | | 121 |
|
Reclassification adjustments for realized gain (loss) on sale of equity securities, net of tax | | 1,471 |
| | (369 | ) | | — |
| | 369 |
| | 1,471 |
|
Other comprehensive income (loss) | | (590 | ) | | (527 | ) | | — |
| | 527 |
| | (590 | ) |
COMPREHENSIVE INCOME (LOSS) | | $ | 18,073 |
| | $ | 15,548 |
| | $ | 1 |
| | $ | (15,549 | ) | | |