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Watchlist
Account
Coeur Mining
CDE
#1611
Rank
$13.28 B
Marketcap
๐บ๐ธ
United States
Country
$20.68
Share price
1.77%
Change (1 day)
205.01%
Change (1 year)
โ๏ธ Mining
โ๏ธ Silver Mining
โ๏ธ Gold mining
Categories
Market cap
Revenue
Earnings
Price history
P/E ratio
P/S ratio
More
Price history
P/E ratio
P/S ratio
P/B ratio
Operating margin
EPS
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Shares outstanding
Fails to deliver
Cost to borrow
Total assets
Total liabilities
Total debt
Cash on Hand
Net Assets
Annual Reports (10-K)
Coeur Mining
Quarterly Reports (10-Q)
Financial Year FY2015 Q2
Coeur Mining - 10-Q quarterly report FY2015 Q2
Text size:
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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
June 30, 2015
OR
¨
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)
____________________________________________
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 or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
þ
Accelerated filer
¨
Non-accelerated filer
¨
Smaller reporting company
¨
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 137,114,122 shares were issued and outstanding as of July 31, 2015.
COEUR MINING, INC.
INDEX
Page
Part I.
Financial Information
Item 1.
Financial Statements
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)
3
Condensed Consolidated Statements of Cash Flows (Unaudited)
4
Condensed Consolidated Balance Sheets
5
Condensed Consolidated Statement of Changes in Stockholders' Equity
6
Notes to Condensed Consolidated Financial Statements (Unaudited)
7
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
32
Consolidated Financial Results
33
Results of Operations
36
Liquidity and Capital Resources
39
Non-GAAP Financial Performance Measures
42
Item 3.
Quantitative and Qualitative Disclosures about Market Risk
45
Item 4.
Controls and Procedures
47
Part II.
Other Information
Item 1.
Legal Proceedings
48
Item 1A.
Risk Factors
48
Item 4.
Mine Safety Disclosures
48
Item 6.
Exhibits
49
Signatures
50
2
PART I. Financial Information
Item 1. Financial Statements
COEUR MINING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)
Three months ended June 30,
Six months ended June 30,
2015
2014
2015
2014
Notes
In thousands, except share data
Revenue
3
$
166,263
$
164,562
$
319,219
$
324,195
COSTS AND EXPENSES
Costs applicable to sales
(1)
3
119,097
118,687
234,160
225,583
Amortization
38,974
41,422
72,064
81,849
General and administrative
8,451
9,398
17,286
23,294
Exploration
3,579
5,153
7,845
9,370
Pre-development, reclamation, and other
2,267
8,760
9,030
15,775
Total costs and expenses
172,368
183,420
340,385
355,871
OTHER INCOME (EXPENSE), NET
Fair value adjustments, net
9
2,754
(8,282
)
(2,130
)
(19,717
)
Impairment of equity securities
12
(31
)
(934
)
(1,545
)
(3,522
)
Interest income and other, net
(2,821
)
(116
)
(3,817
)
(2,100
)
Interest expense, net of capitalized interest
17
(10,734
)
(12,310
)
(21,499
)
(25,365
)
Total other income (expense), net
(10,832
)
(21,642
)
(28,991
)
(50,704
)
Income (loss) before income and mining taxes
(16,937
)
(40,500
)
(50,157
)
(82,380
)
Income and mining tax (expense) benefit
7
260
(2,621
)
192
2,068
NET INCOME (LOSS)
$
(16,677
)
$
(43,121
)
$
(49,965
)
$
(80,312
)
OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
Unrealized gain (loss) on equity securities, net of tax of $7 for the three months ended June 30, 2015 and $487 and $253 for the three and six months ended June 30, 2014, respectively
(1,312
)
(773
)
(2,813
)
(401
)
Reclassification adjustments for impairment of equity securities, net of tax of $(362) and $(1,363) for the three and six months ended June 30, 2014, respectively
31
572
1,545
2,159
Reclassification adjustments for realized loss on sale of equity securities, net of tax of $(10) for the three and six months ended June 30, 2014, respectively
904
17
904
17
Other comprehensive income (loss)
(377
)
(184
)
(364
)
1,775
COMPREHENSIVE INCOME (LOSS)
$
(17,054
)
$
(43,305
)
$
(50,329
)
$
(78,537
)
NET INCOME (LOSS) PER SHARE
8
Basic
$
(0.12
)
$
(0.42
)
$
(0.42
)
$
(0.78
)
Diluted
$
(0.12
)
$
(0.42
)
$
(0.42
)
$
(0.78
)
(1) Excludes amortization.
The accompanying notes are an integral part of these condensed consolidated financial statements.
3
COEUR MINING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three months ended June 30,
Six months ended June 30,
2015
2014
2015
2014
Notes
In thousands
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)
$
(16,677
)
$
(43,121
)
$
(49,965
)
(80,312
)
Adjustments:
Amortization
38,974
41,422
72,064
81,849
Accretion
3,526
4,502
6,676
9,093
Deferred income taxes
(5,053
)
(3,844
)
(7,237
)
(15,705
)
Loss on termination of revolving credit facility
—
—
—
3,035
Fair value adjustments, net
(2,754
)
8,282
2,130
19,717
Stock-based compensation
5
2,604
2,385
4,754
4,950
Impairment of equity securities
12
31
934
1,545
3,522
Foreign exchange and other
4,224
(54
)
5,303
(869
)
Changes in operating assets and liabilities:
Receivables
(2,342
)
4,921
214
10,544
Prepaid expenses and other current assets
160
3,551
(1,167
)
(4,558
)
Inventory and ore on leach pads
4,649
(1,606
)
5,333
(15,519
)
Accounts payable and accrued liabilities
9,521
13,118
(6,759
)
5,117
CASH PROVIDED BY OPERATING ACTIVITIES
36,863
30,490
32,891
20,864
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures
(23,677
)
(15,356
)
(41,297
)
(27,292
)
Acquisitions, net of cash acquired
11
(9,152
)
(2,250
)
(111,170
)
(2,250
)
Other
(103
)
12
(1,676
)
(13
)
Purchase of short-term investments and equity securities
(1,597
)
(2,139
)
(1,873
)
(48,360
)
Sales and maturities of short-term investments
399
800
469
890
CASH USED IN INVESTING ACTIVITIES
(34,130
)
(18,933
)
(155,547
)
(77,025
)
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of notes and bank borrowings
17
100,000
—
153,500
153,000
Payments on debt, capital leases, and associated costs
(66,626
)
(2,851
)
(75,220
)
(6,962
)
Gold production royalty payments
(9,754
)
(12,345
)
(20,122
)
(27,028
)
Other
(72
)
(160
)
(495
)
(406
)
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
23,548
(15,356
)
57,663
118,604
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
26,281
(3,799
)
(64,993
)
62,443
Cash and cash equivalents at beginning of period
179,587
272,932
270,861
206,690
Cash and cash equivalents at end of period
$
205,868
$
269,133
$
205,868
$
269,133
The accompanying notes are an integral part of these condensed consolidated financial statements.
4
COEUR MINING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
June 30, 2015
(Unaudited)
December 31,
2014
ASSETS
Notes
In thousands, except share data
CURRENT ASSETS
Cash and cash equivalents
$
205,868
$
270,861
Receivables
13
112,159
116,921
Inventory
14
109,207
114,931
Ore on leach pads
14
67,458
48,204
Deferred tax assets
7,262
7,364
Prepaid expenses and other
17,442
15,523
519,396
573,804
NON-CURRENT ASSETS
Property, plant and equipment, net
15
254,574
227,911
Mining properties, net
16
864,884
501,192
Ore on leach pads
14
32,663
37,889
Restricted assets
8,377
7,037
Equity securities
12
4,216
5,982
Receivables
13
26,738
21,686
Deferred tax assets
64,120
60,151
Other
11,681
9,915
TOTAL ASSETS
$
1,786,649
$
1,445,567
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable
$
42,522
$
49,052
Accrued liabilities and other
47,590
51,513
Debt
17
9,121
17,498
Royalty obligations
9
41,999
43,678
Reclamation
4
3,786
3,871
Deferred tax liabilities
8,078
8,078
153,096
173,690
NON-CURRENT LIABILITIES
Debt
17
538,589
451,048
Royalty obligations
9
12,675
27,651
Reclamation
4
87,538
66,943
Deferred tax liabilities
223,868
111,006
Other long-term liabilities
43,233
29,911
905,903
686,559
STOCKHOLDERS’ EQUITY
Common stock, par value $0.01 per share; authorized 300,000,000 shares, issued and outstanding 137,122,762 at June 30, 2015 and authorized 150,000,000 shares, issued and outstanding 103,384,408 at December 31, 2014
1,371
1,034
Additional paid-in capital
2,982,019
2,789,695
Accumulated other comprehensive income (loss)
(3,172
)
(2,808
)
Accumulated deficit
(2,252,568
)
(2,202,603
)
727,650
585,318
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
$
1,786,649
$
1,445,567
The accompanying notes are an integral part of these condensed consolidated financial statements.
5
COEUR MINING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY
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, 2014
103,384
$
1,034
$
2,789,695
$
(2,202,603
)
$
(2,808
)
$
585,318
Net income (loss)
—
—
—
(49,965
)
—
(49,965
)
Other comprehensive income (loss)
—
—
—
—
(364
)
(364
)
Common stock issued for the acquisition of Paramount Gold and Silver Corp.
32,667
327
188,490
—
—
188,817
Common stock issued under stock-based compensation plans, net
1,071
10
3,834
—
—
3,844
Balances at June 30, 2015 (Unaudited)
137,122
$
1,371
$
2,982,019
$
(2,252,568
)
$
(3,172
)
$
727,650
The accompanying notes are an integral part of these condensed consolidated financial statements.
6
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
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, 2015
. The condensed consolidated
December 31, 2014
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 fiscal year ended
December 31, 2014
.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Recent Accounting Standards
In April 2015, the FASB issued ASU 2015-03,
"Simplifying the Presentation of Debt Issuance Costs,"
which requires that debt issuance costs related to a recognized debt liability be presented as a reduction to the carrying amount of that debt liability, not as an asset. The updated guidance became effective under early adoption for the Company's fiscal year beginning January 1, 2015, and resulted in a reclassification of amounts from
Other Non-current Assets
to
Debt
in the current and prior periods.
In February 2015, the FASB issued ASU 2015-02,
"Amendments to the Consolidation Analysis,"
which amends the consolidation requirements in ASC 810. These changes become effective for the Company's fiscal year beginning January 1, 2016. The Company is currently evaluating the potential impact of 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.
" The updated guidance 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 is currently evaluating the potential impact of these changes on the Company's consolidated financial position, results of operations, and cash flows.
NOTE 3 – SEGMENT REPORTING
The Company’s operating segments include the Palmarejo, San Bartolomé, Rochester, Kensington, and Wharf mines, and Coeur Capital. All operating segments are engaged in the discovery and mining of gold and silver and generate the majority of their revenues from the sale of these precious metals with the exception of Coeur Capital, which holds the Endeavor silver stream and other precious metals royalties. Other includes the La Preciosa project, Joaquin project, Martha mine, corporate office, elimination of intersegment transactions, and other items necessary to reconcile to consolidated amounts.
7
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
Financial information relating to the Company’s segments is as follows (in thousands):
Three months ended June 30, 2015
Palmarejo
San Bartolomé
Kensington
Rochester
Wharf
Coeur Capital
Other
Total
Revenue
Metal sales
$
38,875
$
23,366
$
42,468
$
36,340
$
20,373
$
3,083
$
—
$
164,505
Royalties
—
—
—
—
—
1,758
—
1,758
38,875
23,366
42,468
36,340
20,373
4,841
—
166,263
Costs and Expenses
Costs applicable to sales
(1)
30,112
19,157
27,452
24,392
16,632
1,352
—
119,097
Amortization
9,046
5,271
12,684
5,387
3,491
2,619
476
38,974
Exploration
1,837
43
432
501
—
75
691
3,579
Other operating expenses
324
241
526
307
506
13
8,801
10,718
Other income (expense)
Interest income and other, net
(505
)
420
(14
)
—
37
(924
)
(1,866
)
(2,852
)
Interest expense, net
(844
)
(293
)
(57
)
(205
)
—
—
(9,335
)
(10,734
)
Fair value adjustments, net
429
—
—
1,137
—
—
1,188
2,754
Income and mining tax (expense) benefit
837
195
(994
)
(350
)
(274
)
(623
)
1,469
260
Net income (loss)
$
(2,527
)
$
(1,024
)
$
309
$
6,335
$
(493
)
$
(765
)
$
(18,512
)
$
(16,677
)
Segment assets
(2)
$
657,448
$
173,451
$
197,241
$
190,704
$
131,990
$
55,896
$
78,395
$
1,485,125
Capital expenditures
$
10,723
$
994
$
4,714
$
5,915
$
1,244
$
—
$
87
$
23,677
(1) Excludes amortization
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
Three months ended June 30, 2014
Palmarejo
San Bartolomé
Kensington
Rochester
Coeur Capital
Other
Total
Revenue
Metal sales
$
72,446
$
29,078
$
29,018
$
31,193
$
1,971
$
—
$
163,706
Royalties
—
—
—
—
856
—
856
72,446
29,078
29,018
31,193
2,827
—
164,562
Costs and Expenses
Costs applicable to sales
(1)
49,551
20,695
23,218
24,381
842
—
118,687
Amortization
18,044
4,855
11,566
5,025
1,419
513
41,422
Exploration
1,637
57
1,636
738
109
976
5,153
Other operating expenses
325
194
199
844
263
16,333
18,158
Other income (expense)
Interest income and other, net
(1,202
)
691
4
32
(964
)
389
(1,050
)
Interest expense, net
(2,771
)
(11
)
(53
)
(261
)
—
(9,214
)
(12,310
)
Fair value adjustments, net
(4,989
)
—
—
(1,837
)
—
(1,456
)
(8,282
)
Income and mining tax (expense) benefit
1,342
(2,204
)
—
(419
)
263
(1,603
)
(2,621
)
Net income (loss)
$
(4,731
)
$
1,753
$
(7,650
)
$
(2,280
)
$
(507
)
$
(29,706
)
$
(43,121
)
Segment assets
(2)
$
1,133,851
$
309,565
$
331,151
$
206,665
$
67,864
$
522,632
$
2,571,728
Capital expenditures
$
5,589
$
1,711
$
3,989
$
3,956
$
—
$
111
$
15,356
(1) Excludes amortization
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
8
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
Six months ended June 30, 2015
Palmarejo
San Bartolomé
Kensington
Rochester
Wharf
Coeur Capital
Other
Total
Revenue
Metal sales
$
78,269
$
44,913
$
86,506
$
80,371
$
20,373
$
5,028
$
—
$
315,460
Royalties
—
—
—
—
—
3,759
—
3,759
78,269
44,913
86,506
80,371
20,373
8,787
—
319,219
Costs and Expenses
Costs applicable to sales
(1)
64,603
38,284
56,871
55,785
16,632
1,985
—
234,160
Amortization
16,380
9,961
24,238
12,230
3,491
4,770
994
72,064
Exploration
2,960
79
2,094
1,223
—
150
1,339
7,845
Other operating expenses
638
485
761
1,448
671
30
22,283
26,316
Other income (expense)
Interest income and other, net
(1,608
)
872
(18
)
(40
)
54
(2,449
)
(2,173
)
(5,362
)
Interest expense, net
(2,184
)
(574
)
(120
)
(430
)
—
—
(18,191
)
(21,499
)
Fair value adjustments, net
(1,116
)
—
—
(1,155
)
—
—
141
(2,130
)
Income and mining tax (expense) benefit
(534
)
(1,211
)
(994
)
(700
)
412
(24
)
3,243
192
Net income (loss)
$
(11,754
)
$
(4,809
)
$
1,410
$
7,360
$
45
$
(621
)
$
(41,596
)
$
(49,965
)
Segment assets
(2)
$
657,448
$
173,451
$
197,241
$
190,704
$
131,990
$
55,896
$
78,395
$
1,485,125
Capital expenditures
$
19,907
$
1,943
$
8,859
$
9,170
$
1,295
$
—
$
123
$
41,297
(1) Excludes amortization
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
Six months ended June 30, 2014
Palmarejo
San Bartolomé
Kensington
Rochester
Coeur Capital
Other
Total
Revenue
Metal sales
$
140,434
$
56,632
$
65,079
$
55,347
$
4,860
$
—
$
322,352
Royalties
—
—
—
—
1,843
—
1,843
140,434
56,632
65,079
55,347
6,703
—
324,195
Costs and Expenses
Costs applicable to sales
(1)
93,126
39,595
51,749
39,089
2,024
—
225,583
Amortization
36,702
9,313
22,275
9,476
3,121
962
81,849
Exploration
2,642
82
2,680
1,912
312
1,742
9,370
Other operating expenses
622
335
390
2,189
504
35,029
39,069
Other income (expense)
Interest income and other, net
(2,772
)
1,373
4
51
(3,512
)
(766
)
(5,622
)
Interest expense, net
(5,595
)
(31
)
(75
)
(266
)
—
(19,398
)
(25,365
)
Fair value adjustments, net
(15,225
)
—
—
(2,510
)
—
(1,982
)
(19,717
)
Income and mining tax (expense) benefit
5,171
(4,969
)
—
(419
)
(25
)
2,310
2,068
Net income (loss)
$
(11,079
)
$
3,680
$
(12,086
)
$
(463
)
$
(2,795
)
$
(57,569
)
$
(80,312
)
Segment assets
(2)
$
1,133,851
$
309,565
$
331,151
$
206,665
$
67,864
$
522,632
$
2,571,728
Capital expenditures
$
9,331
$
3,152
$
8,700
$
4,915
$
—
$
1,194
$
27,292
(1) Excludes amortization
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
Assets
June 30, 2015
December 31, 2014
Total assets for reportable segments
$
1,485,125
$
1,084,257
Cash and cash equivalents
205,868
270,861
Other assets
95,656
90,449
Total consolidated assets
$
1,786,649
$
1,445,567
9
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
Geographic Information
Long-Lived Assets
June 30, 2015
December 31, 2014
United States
$
355,289
$
275,594
Mexico
620,011
298,101
Bolivia
100,386
107,960
Australia
18,252
21,362
Argentina
10,937
10,970
Other
14,583
15,116
Total
$
1,119,458
$
729,103
Revenue
Three months ended June 30,
Six months ended June 30,
2015
2014
2015
2014
United States
$
99,180
$
60,212
$
187,249
$
120,427
Mexico
39,443
72,657
79,584
141,167
Bolivia
23,366
29,078
44,913
56,632
Australia
3,083
1,971
5,028
4,860
Other
1,191
644
$
2,445
$
1,109
Total
$
166,263
$
164,562
$
319,219
$
324,195
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. The Company uses assumptions about future costs, mineral prices, mineral processing recovery rates, production levels, capital costs, and reclamation costs. 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 June 30,
Six months ended June 30,
In thousands
2015
2014
2015
2014
Asset retirement obligation - Beginning
$
86,059
$
58,460
$
67,214
$
57,454
Accretion
1,990
1,435
3,614
2,752
Additions and changes in estimates
—
—
18,270
—
Settlements
(448
)
(100
)
(1,497
)
(411
)
Asset retirement obligation - Ending
$
87,601
$
59,795
$
87,601
$
59,795
The increase in asset retirement obligations in the six months ended
June 30, 2015
is due to the acquisition of the Wharf gold mine. The Company has accrued
$3.7 million
and
$3.6 million
at
June 30, 2015
and
December 31, 2014
, 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 stock options, restricted stock, and performance shares. Stock-based compensation expense for the
three
and
six
months ended
June 30, 2015
and
2014
was
$2.6 million
and
$2.4 million
and
$4.8 million
and
$5.0 million
, respectively. At
June 30, 2015
, there was
$13.7 million
of unrecognized stock-based compensation cost expected to be recognized over a period of
1.7
years. During the
six
months ended
June 30, 2015
, the supplemental incentive accrual increased
$0.4 million
to
$1.4 million
.
The following table summarizes the grants awarded during the
six
months ended
June 30, 2015
:
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
May 13, 2015
1,217,814
$
5.57
310,128
$
2.65
809,293
$
6.97
10
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
The following options and stock appreciation rights were exercisable during the
six
months ended
June 30, 2015
:
Award Type
Number of
Exercised Units
Weighted Average
Exercised Price
Number of Exercisable Units
Weighted Average
Exercisable Price
Options
—
$
—
331,181
$
19.62
Stock Appreciation Rights
—
$
—
46,572
$
14.06
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. In addition, the Company has a deferred compensation plan for employees whose benefits under the 401(k) plan are limited by federal regulations. The Company makes matching contributions equal to
100%
of the employee’s contribution up to
4%
of the employee's salary. The Company may also provide a voluntary, noncontributory defined contribution based on an eligible employee's salary. Company contributions for the
three
and
six
months ended
June 30, 2015
and
2014
were
$1.6 million
and
$1.6 million
and
$3.2 million
and
$3.0 million
, respectively.
NOTE 7 – INCOME AND MINING TAXES
The following table summarizes the components of
Income and mining tax (expense) benefit
for the
three
and
six
months ended
June 30, 2015
and
2014
by significant jurisdiction:
Three months ended June 30,
Six months ended June 30,
2015
2014
2015
2014
In thousands
Income (loss) before tax
Tax (expense) benefit
Income (loss) before tax
Tax (expense) benefit
Income (loss) before tax
Tax (expense) benefit
Income (loss) before tax
Tax (expense) benefit
United States
$
(9,764
)
$
319
$
(31,370
)
$
(146
)
$
(30,471
)
$
2,204
$
(60,214
)
$
(292
)
Argentina
(656
)
(1
)
(688
)
(349
)
(1,352
)
(2
)
(2,892
)
4,083
Mexico
(5,582
)
548
(12,710
)
107
(15,255
)
(716
)
(28,716
)
3,828
Bolivia
(1,219
)
196
3,957
(2,205
)
(3,598
)
(1,211
)
8,649
(4,969
)
Other jurisdictions
284
(802
)
311
(28
)
519
(83
)
793
(582
)
$
(16,937
)
$
260
$
(40,500
)
$
(2,621
)
$
(50,157
)
$
192
$
(82,380
)
$
2,068
The Company’s effective tax rate is impacted by recurring items, such as the full valuation allowance on the deferred tax assets relating to losses in the United States and certain foreign jurisdictions, mining tax expense, foreign exchange rates on deferred tax balances and uncertain tax position accruals. In addition, the Company's consolidated effective income 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. Each quarter, 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 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 risk factors that could impact the Company’s ability to realize its deferred tax assets. For additional information, see Part II, Item IA of this Report.
The Company or one of its subsidiaries files income tax returns in the U.S. Federal jurisdiction, and various state and foreign jurisdictions. With few exceptions, the Company is no longer subject to U.S. Federal income tax examination by tax authorities for years before 2012 and is no longer subject to examination by certain foreign jurisdictions by tax authorities for years before 2005. 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 by up to $0.5 million in the next 12 months.
As of June 30, 2015 and December 31, 2014, the Company had
$17.8 million
and
$16.1 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
11
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
as part of its income tax expense. At June 30, 2015 and December 31, 2014, the amount of accrued income-tax-related interest and penalties was
$8.1 million
and
$6.9 million
, respectively.
NOTE 8 – 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
and
six
months ended
June 30, 2015
and
2014
,
3,375,337
and
2,147,989
shares and
3,415,129
and
2,147,390
, respectively, of common stock equivalents 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 were not included in the computation of diluted net income (loss) per share for the
three
and
six
months ended
June 30, 2015
and
2014
because there is no excess value upon conversion over the principal amount of the Notes.
Three months ended June 30,
Six months ended June 30,
In thousands except per share amounts
2015
2014
2015
2014
Net income (loss) available to common stockholders
$
(16,677
)
$
(43,121
)
$
(49,965
)
$
(80,312
)
Weighted average shares:
Basic
135,036
102,444
118,897
102,405
Diluted
135,036
102,444
118,897
102,405
Income (loss) per share:
Basic
$
(0.12
)
$
(0.42
)
$
(0.42
)
$
(0.78
)
Diluted
$
(0.12
)
$
(0.42
)
$
(0.42
)
$
(0.78
)
NOTE 9 – FAIR VALUE MEASUREMENTS
The following table presents the components of
Fair value adjustments, net
:
Three months ended June 30,
Six months ended June 30,
In thousands
2015
2014
2015
2014
Palmarejo royalty obligation embedded derivative
$
385
$
(5,061
)
$
(1,160
)
$
(15,296
)
Rochester net smelter royalty (NSR) royalty obligation
1,137
(1,837
)
(1,155
)
(2,510
)
Silver and gold options
1,232
(1,374
)
185
(2,868
)
Foreign exchange contracts
—
(10
)
—
957
Fair value adjustments, net
$
2,754
$
(8,282
)
$
(2,130
)
$
(19,717
)
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).
12
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
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 June 30, 2015
In thousands
Total
Level 1
Level 2
Level 3
Assets:
Equity securities
$
4,216
$
4,127
$
—
$
89
Silver and gold options
1,250
—
1,250
—
$
5,466
$
4,127
$
1,250
$
89
Liabilities:
Palmarejo royalty obligation embedded derivative
$
15,281
$
—
$
—
$
15,281
Rochester NSR royalty obligation
13,905
—
—
13,905
Silver and gold options
123
—
123
—
Other derivative instruments, net
513
—
513
—
$
29,822
$
—
$
636
$
29,186
Fair Value at December 31, 2014
In thousands
Total
Level 1
Level 2
Level 3
Assets:
Equity securities
$
5,982
$
4,603
$
—
$
1,379
Silver and gold options
3,882
—
3,882
—
$
9,864
$
4,603
$
3,882
$
1,379
Liabilities:
Palmarejo royalty obligation embedded derivative
$
21,912
$
—
$
—
$
21,912
Rochester NSR royalty obligation
15,370
—
—
15,370
Silver and gold options
1,039
—
1,039
—
Other derivative instruments, net
805
—
805
—
$
39,126
$
—
$
1,844
$
37,282
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. For certain of the equity securities quoted market prices are not available. These securities are valued using pricing models which require the use of observable and unobservable inputs. These securities are classified within Level 3 of the fair value hierarchy.
The Company’s silver and gold options and other derivative instruments, net, which relate to concentrate sales contracts and foreign exchange contracts, are 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 values of the Palmarejo royalty obligation embedded derivative and Rochester NSR royalty obligation were 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 these obligations as Level 3 financial liabilities. Based on current mine plans, expected royalty durations of
1.2
years and
2.8
years were used to estimate the fair value of the Palmarejo royalty obligation embedded derivative and Rochester NSR royalty obligation, respectively, at
June 30, 2015
.
13
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
No assets or liabilities were transferred between fair value levels in the
six
months ended
June 30, 2015
.
The following tables present the changes in the fair value of the Company's Level 3 financial liabilities for the three and
six
months ended
June 30, 2015
:
Three months ended June 30, 2015
In thousands
Balance at the beginning of the period
Revaluation
Settlements
Balance at the
end of the
period
Palmarejo royalty obligation embedded derivative
$
19,250
$
(385
)
$
(3,584
)
$
15,281
Rochester NSR royalty obligation
16,522
(1,137
)
(1,480
)
13,905
Equity securities
1,379
(904
)
(386
)
89
Six months ended June 30, 2015
In thousands
Balance at the beginning of the period
Revaluation
Settlements
Balance at the
end of the
period
Palmarejo royalty obligation embedded derivative
$
21,912
$
1,159
$
(7,790
)
$
15,281
Rochester NSR royalty obligation
15,370
1,155
(2,620
)
13,905
Equity securities
1,379
(904
)
(386
)
89
The fair value of financial assets and liabilities carried at book value in the financial statements at
June 30, 2015
and
December 31, 2014
is presented in the following table:
June 30, 2015
In thousands
Book Value
Fair Value
Level 1
Level 2
Level 3
Liabilities:
3.25% Convertible Senior Notes due 2028
$
712
$
689
$
—
$
689
$
—
7.875% Senior Notes due 2021
435,234
367,701
—
367,701
—
Term Loan due 2020
100,000
100,000
—
100,000
—
San Bartolomé Line of Credit
9,141
9,141
—
9,141
—
Palmarejo gold production royalty obligation
25,488
27,903
—
—
27,903
December 31, 2014
In thousands
Book Value
Fair Value
Level 1
Level 2
Level 3
Liabilities:
3.25% Convertible Senior Notes due 2028
$
5,334
$
4,979
$
—
$
4,979
$
—
7.875% Senior Notes due 2021
437,454
343,305
—
343,305
—
San Bartolomé Line of Credit
14,785
14,785
—
14,785
—
Palmarejo gold production royalty obligation
34,047
38,290
—
—
38,290
The fair values of the
3.25%
Convertible Senior Notes and
7.875%
Senior Notes outstanding were estimated using quoted market prices. The Term Loan due 2020 was originated by a third party at June 25, 2015 and, as a result, book value is assumed to approximate fair value. The fair value of the San Bartolomé line of credit approximates book value due to the short-term nature of the liability and absence of significant interest rate or credit concerns. The fair value of the Palmarejo gold production royalty obligation is 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.
14
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
NOTE 10 – DERIVATIVE FINANCIAL INSTRUMENTS
Palmarejo Gold Production Royalty
On January 21, 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. The royalty covers
50%
of the life of mine production from the Palmarejo mine and adjacent properties. The royalty transaction includes a minimum obligation of
4,167
gold ounces per month and terminates when payments of
400,000
gold ounces have been made. At
June 30, 2015
, a total of
59,913
gold ounces remain outstanding under the obligation.
The price volatility associated with the minimum royalty obligation is considered an embedded derivative. The Company is required to recognize the change in fair value of the remaining minimum obligation due to changing gold prices. Unrealized gains are recognized in periods when the gold price has decreased from the previous period and unrealized losses are recognized in periods when the gold price increases. The fair value of the embedded derivative is reflected net of the Company's current credit adjusted risk free rate, which was
10.3%
and
11.8%
at
June 30, 2015
and
December 31, 2014
, respectively. The fair value of the embedded derivative at
June 30, 2015
and
December 31, 2014
was a liability of
$15.3 million
and
$21.9 million
, respectively. For the
three
and
six
months ended
June 30, 2015
and
2014
, the mark-to-market adjustments were gains of
$0.4 million
and losses of
$5.1 million
and losses of
$1.2 million
and
$15.3 million
, respectively.
Payments on the royalty obligation decrease the carrying amount of the minimum obligation and the derivative liability. Each monthly payment is an amount equal to the greater of the minimum of
4,167
ounces of gold or
50%
of actual gold production multiplied by the excess of the monthly average market price of gold above
$412
per ounce, subject to a
1%
annual inflation adjustment. For the
three
and
six
months ended
June 30, 2015
and
2014
, realized losses on settlement of the liabilities were
$3.6 million
and
$5.5 million
and
$7.8 million
and
$11.7 million
, respectively. 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 most 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 losses of
$0.6 million
and
nil
and gains of
$0.3 million
and
$0.9 million
in the
three
and
six
months ended
June 30, 2015
and
2014
, respectively. At
June 30, 2015
, the Company had outstanding provisionally priced sales of
0.8 million
ounces of silver and
44,238
ounces of gold at prices of
$15.84
and
$1,193
, respectively.
Silver and Gold Options
At
June 30, 2015
, the Company has outstanding put spread contracts on
0.9 million
ounces of silver. The weighted average high and low strike prices on the silver put spreads are
$17.00
per ounce and
$15.50
per ounce, respectively.
If the market price of silver were to average less than the high strike price but more than the low strike price during the contract period, the Company would receive the difference between the average market price and the high strike price for the contracted volume over the contract period. If the market price of silver were to average less than the low strike price during the contract period, the Company would receive the difference between the average market price and the high strike price for the contracted volume over the contract period, and the Company would be required to pay the difference between the average market price and the low strike price for the contracted volume over the contract period.
The put spread contracts are generally net cash settled and expire during the third quarter of 2015. At
June 30, 2015
, the fair market value of the put spreads was a net
asset
of
$1.1 million
.
At
December 31, 2014
, the Company had outstanding put spread contracts on
1.3 million
ounces of silver and
24,000
ounces of gold. The weighted average high and low strike prices on the silver put spreads were
$18.00
per ounce and
$16.00
per ounce, respectively. The weighted average high and low strike prices on the gold put spreads were
$1,200
and
$1,050
, respectively.
During the
three
and
six
months ended
June 30, 2015
and
2014
, the Company recorded unrealized
gains
of
$1.2 million
and
$1.4 million
and unrealized gains of
$1.0 million
and
$2.9 million
, respectively, related to outstanding options which were included in
Fair value adjustments, net
. The Company recognized
no
realized losses or gains and
losses
of
$0.7 million
during the
three
months ended
June 30, 2015
and
2014
, respectively, and realized
gains
of
$0.8 million
and losses of
$0.4 million
during the
six
months ended
June 30, 2015
and
2014
, respectively, from expiring and terminated contracts.
15
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
At
June 30, 2015
, the Company had the following derivative instruments that settle in each of the years indicated:
In thousands except average prices and notional ounces
2015
2016
Thereafter
Palmarejo gold production royalty
$
22,220
$
23,374
$
—
Average gold price in excess of minimum contractual deduction
$
762
$
760
$
—
Notional ounces
29,169
30,744
—
Provisional silver sales
$
12,505
$
—
$
—
Average silver price
$
15.84
$
—
$
—
Notional ounces
789,479
—
—
Provisional gold sales
$
52,776
$
—
$
—
Average gold price
$
1,193
$
—
$
—
Notional ounces
44,238
—
—
Silver put options purchased
$
15,300
$
—
$
—
Average silver strike price
$
17.00
$
—
$
—
Notional ounces
900,000
—
—
Silver put options sold
$
(13,950
)
$
—
$
—
Average silver strike price
$
15.50
$
—
$
—
Notional ounces
900,000
—
—
The following summarizes the classification of the fair value of the derivative instruments:
June 30, 2015
In thousands
Prepaid expenses and other
Accrued liabilities and other
Current portion of royalty obligation
Non-current portion of royalty obligation
Palmarejo gold production royalty
—
—
13,878
1,404
Silver and gold options
1,250
123
—
—
Concentrate sales contracts
142
655
—
—
$
1,392
$
778
$
13,878
$
1,404
December 31, 2014
Prepaid expenses and other
Accrued liabilities and other
Current portion of royalty obligation
Non-current portion of royalty obligation
Palmarejo gold production royalty
—
—
14,405
7,507
Silver and gold options
3,882
1,039
—
—
Concentrate sales contracts
43
848
—
—
$
3,925
$
1,887
$
14,405
$
7,507
16
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
The following represent mark-to-market gains (losses) on derivative instruments for the
three
and
six
months ended
June 30, 2015
, and
2014
(in thousands):
Three months ended June 30,
Six months ended June 30,
Financial statement line
Derivative
2015
2014
2015
2014
Revenue
Concentrate sales contracts
$
(623
)
$
7
$
291
$
872
Costs applicable to sales
Foreign exchange contracts
—
(10
)
—
(924
)
Fair value adjustments, net
Foreign exchange contracts
—
—
—
957
Fair value adjustments, net
Palmarejo gold royalty
385
(5,061
)
(1,160
)
(15,296
)
Fair value adjustments, net
Silver and gold options
1,232
(1,374
)
185
(2,868
)
$
994
$
(6,438
)
$
(684
)
$
(17,259
)
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 financial institutions management deems credit worthy and limits credit exposure to each institution. The Company does not anticipate non-performance by any of its counterparties. In addition, to allow for situations where derivative positions may need to be revised, the Company transacts only in markets that management considers highly liquid.
NOTE 11 – ACQUISITIONS
On
April 17, 2015
, the Company completed the acquisition of Paramount Gold and Silver Corp. ("Paramount"), which held mineral claims adjacent to the Company's Palmarejo mine, including a continuation of the Independencia mineral vein. Upon closing, Paramount became a wholly-owned subsidiary of the Company, and each issued and outstanding share of Paramount common stock was converted into
0.2016
shares of Coeur common stock, with cash paid in lieu of fractional shares. Immediately prior to completion of the acquisition, Paramount spun off to its existing stockholders a separate, publicly-traded company, Paramount Gold Nevada Corp. ("SpinCo"), which owns the Sleeper Gold Project and other assets in Nevada. SpinCo was capitalized with
$8.5 million
in cash contributed by Coeur, which amount has been included in the total consideration paid for the acquisition of Paramount. The Company also paid
$1.5 million
to acquire
4.9%
of the newly issued and outstanding shares of SpinCo.
The transaction was accounted for as an asset acquisition, as Paramount is an exploration stage project, which requires that the total purchase price be allocated to the assets acquired and liabilities assumed based on their relative fair values. The purchase price was allocated to the assets acquired and liabilities assumed as follows (in thousands except share data):
Common shares issued (32,667,327 at $5.78)
$
188,817
Cash
8,530
Transaction advisory fees and other acquisition costs
3,898
Total purchase price
201,245
Liabilities assumed:
Accounts payable and accrued liabilities
2,737
Deferred income taxes
103,089
Total liabilities assumed
105,826
Total consideration
$
307,071
Assets acquired:
Cash
$
118
Receivables and other current assets
1,685
Property, plant, and equipment
215
Mining properties, net
305,053
Total assets acquired
$
307,071
The assets acquired and liabilities assumed have been assigned to the Palmarejo reportable operating segment.
17
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
On February 20, 2015, the Company completed its acquisition of the Wharf gold mine located near Lead, South Dakota, from a subsidiary of Goldcorp in exchange for
$99.8 million
in cash. The transaction was accounted for as a business combination which requires that assets acquired and liabilities assumed be recognized at their respective fair values at the acquisition date. The Company incurred
$2.1 million
of acquisition costs, which are included in
Pre-development, reclamation, and other
on the Condensed Consolidated Statements of Comprehensive Income (Loss).
The following summarizes the allocation of purchase price to the fair value of assets acquired and liabilities assumed at the date of acquisition (in thousands):
Cash
$
99,840
Liabilities assumed:
Accounts payable and accrued liabilities
5,494
Reclamation
18,270
Deferred income taxes
9,680
Other non-current liabilities
3,750
Total liabilities assumed
37,194
Total consideration
$
137,034
Assets acquired:
Cash
$
982
Receivables
3,061
Inventory
2,147
Ore on leach pads
12,710
Other current assets
2,924
Property, plant, and equipment
30,055
Mining properties, net
81,189
Other non-current assets
3,966
Total assets acquired
$
137,034
The following table presents the unaudited pro forma summary of the Company’s Condensed Consolidated Statements of Comprehensive Income (Loss) for the
three
and
six
months ended
June 30, 2015
and
2014
, as if the acquisition had occurred on January 1, 2015. The following unaudited pro forma financial information is presented for informational purposes only and is not necessarily indicative of the results of operations as they would have been had the transaction occurred on the assumed date, nor is it necessarily an indication of trends in future results for a number of reasons, including, but not limited to, differences between the assumptions used to prepare the pro forma information, potential synergies, and cost savings from operating efficiencies.
Three months ended June 30,
Six months ended June 30,
In thousands
2015
2014
2015
2014
Revenue
$
166,263
$
186,104
$
337,219
$
365,021
Income (loss) before income and mining taxes
(16,937
)
(33,391
)
(50,209
)
(70,065
)
Net income (loss)
(16,677
)
(35,980
)
(50,017
)
(67,937
)
NOTE 12 – INVESTMENTS
The Company invests 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 June 30, 2015
In thousands
Cost
Gross
Unrealized
Losses
Gross
Unrealized
Gains
Estimated
Fair Value
Equity securities
4,285
(939
)
870
4,216
18
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
At December 31, 2014
In thousands
Cost
Gross
Unrealized
Losses
Gross
Unrealized
Gains
Estimated
Fair Value
Equity securities
$
5,687
$
(8
)
$
303
$
5,982
The following table summarizes the gross 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
June 30, 2015
:
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
$
(939
)
$
932
$
—
$
—
$
(939
)
$
932
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 pre-tax other-than-temporary impairment losses of
nil
and
$0.9 million
and
$1.5 million
and
$3.5 million
in the
three
and
six
months ended
June 30, 2015
and
2014
, respectively.
NOTE 13 – RECEIVABLES
Receivables consist of the following:
In thousands
June 30, 2015
December 31, 2014
Current receivables:
Trade receivables
$
24,791
$
20,448
Income tax receivable
28,652
30,045
Value added tax receivable
54,925
63,805
Other
3,791
2,623
$
112,159
$
116,921
Non-current receivables:
Value added tax receivable
$
26,738
$
21,686
Total receivables
$
138,897
$
138,607
NOTE 14 – INVENTORY AND ORE ON LEACH PADS
Inventory consists of the following:
In thousands
June 30, 2015
December 31, 2014
Inventory:
Concentrate
$
11,761
$
23,563
Precious metals
48,336
40,870
Supplies
49,110
50,498
$
109,207
$
114,931
Ore on leach pads:
Current
$
67,458
$
48,204
Non-current
32,663
37,889
$
100,121
$
86,093
Total inventory and ore on leach pads
$
209,328
$
201,024
19
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
NOTE 15 – PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment consist of the following:
In thousands
June 30, 2015
December 31, 2014
Land
$
8,286
$
1,752
Facilities and equipment
689,520
647,181
Capital leases
26,338
28,680
724,144
677,613
Accumulated amortization
(491,356
)
(464,852
)
232,788
212,761
Construction in progress
21,786
15,150
Property, plant and equipment, net
$
254,574
$
227,911
NOTE 16 – MINING PROPERTIES
Mining properties consist of the following (in thousands):
June 30, 2015
Palmarejo
San
Bartolomé
Kensington
Rochester
Wharf
La Preciosa
Joaquin
Coeur Capital
Total
Mine development
$
154,514
$
49,419
$
224,586
$
155,269
$
32,056
$
—
$
—
$
—
$
615,844
Accumulated amortization
(127,458
)
(28,592
)
(118,415
)
(120,031
)
(1,571
)
—
—
(396,067
)
27,056
20,827
106,171
35,238
30,485
—
—
—
219,777
Mineral interests
821,913
17,560
—
—
49,601
49,085
10,000
81,461
1,029,620
Accumulated amortization
(340,433
)
(10,762
)
—
—
(3,097
)
—
—
(30,221
)
(384,513
)
481,480
6,798
—
—
46,504
49,085
10,000
51,240
645,107
Mining properties, net
$
508,536
$
27,625
$
106,171
$
35,238
$
76,989
$
49,085
$
10,000
$
51,240
$
864,884
December 31, 2014
Palmarejo
San
Bartolomé
Kensington
Rochester
La Preciosa
Joaquin
Coeur Capital
Total
Mine development
$
137,821
$
49,305
$
217,138
$
153,535
$
—
$
—
$
—
$
557,799
Accumulated amortization
(121,906
)
(26,106
)
(106,865
)
(113,533
)
—
—
—
(368,410
)
15,915
23,199
110,273
40,002
—
—
—
189,389
Mineral interests
521,349
17,560
—
—
49,059
10,000
81,461
679,429
Accumulated amortization
(332,032
)
(10,143
)
—
—
—
—
(25,451
)
(367,626
)
189,317
7,417
—
—
49,059
10,000
56,010
311,803
Mining properties, net
$
205,232
$
30,616
$
110,273
$
40,002
$
49,059
$
10,000
$
56,010
$
501,192
20
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
NOTE 17 – DEBT
Long-term debt and capital lease obligations at
June 30, 2015
and
December 31, 2014
are as follows:
June 30, 2015
December 31, 2014
In thousands
Current
Non-Current
Current
Non-Current
3.25% Convertible Senior Notes due 2028
$
—
$
712
$
5,334
$
—
7.875% Senior Notes due 2021, net
(1)
—
426,234
—
427,603
Term Loan due 2020, net
(2)
1,000
93,673
—
—
San Bartolomé Letter of Credit
486
8,655
4,481
10,304
Capital lease obligations
7,635
9,315
7,683
13,141
$
9,121
$
538,589
$
17,498
$
451,048
(1)
Net of unamortized debt issuance costs and premium received of
$6.7 million
and
$7.3 million
as of June 30, 2015 and December 31, 2014, respectively.
(2)
Net of unamortized debt issuance costs of
$5.3 million
as of June 30, 2015.
7.875% Senior Notes due 2021
During the first quarter of 2015, the Company repurchased
$2.0 million
in aggregate principal amount of its
7.875%
Senior Notes due 2021 (the "Senior Notes"), resulting in a balance of
$432.9 million
at
June 30, 2015
.
3.25% Convertible Senior Notes due 2028
Per the indenture governing the
3.25%
Convertible Senior Notes due 2028 (the “Convertible Notes”), the Company announced on February 12, 2015 that it was offering to repurchase all of the Convertible Notes. During the first quarter of 2015, the Company repurchased
$4.6 million
in aggregate principal amount, leaving a balance of
$0.7 million
at
June 30, 2015
. The Convertible Notes are classified as non-current liabilities at
June 30, 2015
as a result of the expiration of the holders' option to require the Company to repurchase the notes on March 15, 2015.
Short-term Loan
On March 31, 2015, the Company entered into a credit agreement (the "Short-term Credit Agreement") with The Bank of Nova Scotia. The Short-term Credit Agreement provided for a
$50.0 million
loan (the "Short-term Loan") to the Company. The Short-term Loan generally bore interest at a rate equal to an adjusted Eurocurrency rate plus a margin of
2.50%
. Voluntary prepayments of the Short-term Loan under the Short-term Credit Agreement were permitted without prepayment premium or penalty, subject to notice requirements and payment of accrued interest. The Short-term Loan was secured by a pledge of the Company’s stock in Wharf Resources (U.S.A.), Inc. ("Wharf") and by the grant of security in substantially all of the assets of Wharf and its subsidiaries. On June 25, 2015, the Short-term Loan was repaid in full, the security for the Short-term Loan was released, and the Short-term Credit Agreement was terminated.
Term Loan due 2020
On June 23, 2015, the Company and certain of its subsidiaries entered into a
five
year Credit Agreement for a senior secured term loan (the "Term Loan due 2020") with Barclays Bank PLC, as administrative agent (the “Term Loan Credit Agreement”). The Term Loan Credit Agreement provides for a
$100.0 million
Term Loan due 2020 to the Company, of which a portion of the proceeds were used to repay the Short-term Loan, and the remaining proceeds are expected to be used for general corporate purposes. The Term Loan due 2020 contains no financial maintenance covenants and currently bears interest at a rate equal to an adjusted Eurodollar rate plus a margin of
8.00%
(at no time will the adjusted Eurodollar rate be deemed to be less than
1.00%
per annum). Voluntary prepayments of the Term Loan due 2020 under the Term Loan Credit Agreement are permitted, subject to the payment of a make-whole premium if such prepayment occurs prior to the first anniversary of the closing date, a premium of
105.0%
of the principal amount between the first anniversary and the second anniversary of the closing date and a premium of
103.0%
if such prepayment occurs on or after the second anniversary but prior to the third anniversary of the closing date. The Term Loan Credit Agreement requires amortization payments equal to
1.0%
of the principal amount of the Term Loan due 2020 per annum and also requires net cash proceeds of debt issuances, excess cash flow, asset sales and casualty insurance recoveries (in each case, subject to certain exceptions) to either be reinvested in long-term assets used in the Company’s business or be applied as a mandatory prepayment of the Term Loan due 2020. Amounts repaid on the Term Loan due 2020 may not be re-borrowed. The obligations under the Term Loan due 2020 are secured by substantially all of the assets of the Company and its domestic subsidiaries, including the land, mineral rights and infrastructure at the Kensington, Rochester and Wharf mines, as well as a pledge of the shares of certain of the Company's subsidiaries. The Term Loan Credit Agreement contains customary representations and warranties, events of default, and affirmative and negative covenants.
21
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
Lines of Credit
At
June 30, 2015
, San Bartolomé had
two
outstanding lines of credit. The first line of credit is for
$12.0
million bearing interest at
6.0%
per annum, maturing in
270 days
. The second line of credit is for
$15.0
million bearing interest at
6.0%
per annum, maturing in three years. Both lines of credit are secured with machinery and equipment. There was a combined outstanding balance of
$9.1 million
on both lines of credit at
June 30, 2015
.
Palmarejo Gold Production Royalty Obligation
On January 21, 2009, Coeur Mexicana entered into a gold production royalty transaction with a subsidiary of Franco-Nevada Corporation under which the subsidiary of Franco-Nevada Corporation purchased a royalty covering
50%
of the life of mine gold to be produced from its Palmarejo silver and gold mine in Mexico.
The royalty agreement provides for a minimum obligation to be paid monthly on a total of
400,000
ounces of gold, or
4,167
ounces per month over an initial eight year period. Each monthly payment is an amount equal to the greater of
4,167
ounces of gold or
50%
of actual gold production multiplied by the excess of the monthly average market price of gold above
$412
per ounce, subject to a
1%
annual inflation compounding adjustment. Payments under the royalty agreement are made in cash or gold bullion. During the three months ended
June 30, 2015
and
2014
, the Company paid
$9.8 million
and
$12.3 million
, respectively and the Company paid
$20.1 million
and
$27.0 million
during the six months ended
June 30, 2015
and
2014
, respectively. At
June 30, 2015
, payments had been made on a total of
340,087
ounces of gold with further payments to be made on an additional
59,913
ounces of gold.
The Company used an implicit interest rate of
30.5%
to discount the original royalty obligation, based on the fair value of the consideration received projected over the expected future cash flows at inception of the obligation. The discounted obligation is accreted to its expected future value over the expected minimum payment period based on the implicit interest rate. The Company recognized accretion expense for the
three
months ended
June 30, 2015
and
2014
of
$1.8 million
and
$2.9 million
, respectively, and
$3.8 million
and
$6.1 million
for the
six
months ended
June 30, 2015
and
2014
, respectively. At
June 30, 2015
and
December 31, 2014
, the remaining minimum obligation under the royalty agreement was
$25.5 million
and
$34.0 million
, respectively.
Interest Expense
Interest expense consists of the following:
Three months ended June 30,
Six months ended June 30,
In thousands
2015
2014
2015
2014
3.25% Convertible Senior Notes due 2028
$
6
$
43
$
43
$
86
7.875% Senior Notes due 2021
8,523
8,859
17,085
15,323
Short-term Loan
326
—
326
—
Term Loan due 2020
148
—
148
—
San Bartolomé Line of Credit
293
—
565
—
Revolving Credit Facility
—
—
—
179
Loss on Revolving Credit Facility
—
—
—
3,035
Capital lease obligations
272
333
570
392
Accretion of Palmarejo gold production royalty obligation
1,771
2,898
3,802
6,094
Amortization of debt issuance costs
508
420
913
918
Accretion of debt premium
(104
)
(108
)
(209
)
(144
)
Capitalized interest
(1,009
)
(135
)
(1,744
)
(518
)
Total interest expense, net of capitalized interest
$
10,734
$
12,310
$
21,499
$
25,365
22
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
NOTE 18 - SUPPLEMENTAL GUARANTOR INFORMATION
The following Condensed 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 subsidiaries, and Coeur Capital, Inc. (collectively, the “Subsidiary Guarantors”) of the
7.875%
Senior Notes due 2021. The following schedules present Condensed 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. There are no restrictions on the ability of Coeur to obtain funds from its subsidiaries by dividend or loan.
23
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)
THREE MONTHS ENDED
JUNE 30, 2015
In thousands
Coeur Mining, Inc.
Guarantor Subsidiaries
Non-Guarantor Subsidiaries
Eliminations
Consolidated
Revenue
$
—
$
99,635
$
66,628
$
—
$
166,263
COSTS AND EXPENSES
Costs applicable to sales
(1)
—
68,477
50,620
—
119,097
Amortization
496
21,772
16,706
—
38,974
General and administrative
8,377
7
67
—
8,451
Exploration
591
1,008
1,980
—
3,579
Pre-development, reclamation, and other
(838
)
1,338
1,767
—
2,267
Total costs and expenses
8,626
92,602
71,140
—
172,368
Fair value adjustments, net
1,188
1,138
428
—
2,754
Impairment of marketable securities
—
(31
)
—
—
(31
)
Interest income and other, net
611
(873
)
(1,614
)
(945
)
(2,821
)
Interest expense, net of capitalized interest
(9,336
)
(263
)
(2,080
)
945
(10,734
)
Total other income (expense), net
(7,537
)
(29
)
(3,266
)
—
(10,832
)
Loss before income and mining taxes
(16,163
)
7,004
(7,778
)
—
(16,937
)
Income and mining tax (expense) benefit
1,945
(1,618
)
(67
)
—
260
Total loss after income and mining taxes
(14,218
)
5,386
(7,845
)
—
(16,677
)
Equity income (loss) in consolidated subsidiaries
(2,460
)
(649
)
—
3,109
—
NET INCOME (LOSS)
$
(16,678
)
$
4,737
$
(7,845
)
$
3,109
$
(16,677
)
OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
Unrealized gain (loss) on marketable securities, net of tax
(1,312
)
(486
)
—
486
(1,312
)
Reclassification adjustments for impairment of marketable securities
31
31
—
(31
)
31
Reclassification adjustments for realized loss on sale of marketable securities
904
904
—
(904
)
904
Other comprehensive income (loss)
(377
)
449
—
(449
)
(377
)
COMPREHENSIVE INCOME (LOSS)
$
(17,055
)
$
5,186
$
(7,845
)
$
2,660
$
(17,054
)
(1) Excludes amortization.
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)
THREE MONTHS ENDED
JUNE 30, 2014
In thousands
Coeur Mining, Inc.
Guarantor Subsidiaries
Non-Guarantor Subsidiaries
Eliminations
Consolidated
Revenue
$
—
$
60,748
$
103,814
$
—
$
164,562
COSTS AND EXPENSES
Costs applicable to sales
(1)
—
47,599
71,088
—
118,687
Amortization
448
16,784
24,190
—
41,422
General and administrative
9,716
(163
)
(155
)
—
9,398
Exploration
950
2,483
1,720
—
5,153
Pre-development, reclamation, and other
352
1,307
7,101
—
8,760
Total costs and expenses
11,466
68,010
103,944
—
183,420
Fair value adjustments, net
(1,456
)
(1,837
)
(4,989
)
—
(8,282
)
Impairment of marketable securities
—
(934
)
—
—
(934
)
Interest income and other, net
1,075
12
(507
)
(696
)
(116
)
Interest expense, net of capitalized interest
(9,215
)
(314
)
(3,477
)
696
(12,310
)
Total other income (expense), net
(9,596
)
(3,073
)
(8,973
)
—
(21,642
)
Loss before income and mining taxes
(21,062
)
(10,335
)
(9,103
)
—
(40,500
)
Income and mining tax (expense) benefit
273
(419
)
(2,475
)
—
(2,621
)
Total loss after income and mining taxes
(20,789
)
(10,754
)
(11,578
)
—
(43,121
)
Equity income (loss) in consolidated subsidiaries
(22,332
)
121
—
22,211
—
NET INCOME (LOSS)
$
(43,121
)
$
(10,633
)
$
(11,578
)
$
22,211
$
(43,121
)
OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
Unrealized gain (loss) on marketable securities, net of tax
(773
)
(847
)
—
847
(773
)
Reclassification adjustments for impairment of marketable securities
572
572
—
(572
)
572
Reclassification adjustments for realized loss on sale of marketable securities
17
17
—
(17
)
17
Other comprehensive income (loss)
(184
)
(258
)
—
258
(184
)
COMPREHENSIVE INCOME (LOSS)
$
(43,305
)
$
(10,891
)
$
(11,578
)
$
22,469
$
(43,305
)
(1) Excludes amortization.
24
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
THREE MONTHS ENDED
JUNE 30, 2015
In thousands
Coeur Mining, Inc.
Guarantor Subsidiaries
Non-Guarantor Subsidiaries
Eliminations
Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Cash provided by (used in) operating activities
$
(7,793
)
$
28,679
$
12,868
$
3,109
36,863
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures
(75
)
(11,873
)
(11,729
)
—
(23,677
)
Purchase of short term investments and marketable securities
(1,597
)
—
—
—
(1,597
)
Sales and maturities of short term investments
13
386
—
—
399
Acquisitions
(8,170
)
(982
)
—
—
(9,152
)
Other
4
23
(130
)
—
(103
)
Investments in consolidated subsidiaries
(27,904
)
1,634
116
26,154
—
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
(37,729
)
(10,812
)
(11,743
)
26,154
(34,130
)
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of notes and bank borrowings
100,000
—
—
—
100,000
Payments on debt, capital leases, and associated costs
(55,286
)
(1,885
)
(9,455
)
—
(66,626
)
Gold production royalty payments
—
—
(9,754
)
—
(9,754
)
Net intercompany financing activity
11,703
5,283
11,535
(28,521
)
—
Other
(72
)
—
742
(742
)
(72
)
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
56,345
3,398
(6,932
)
(29,263
)
23,548
NET CHANGE IN CASH AND CASH EQUIVALENTS
10,823
21,265
(5,807
)
—
26,281
Cash and cash equivalents at beginning of period
113,872
5,994
59,721
—
179,587
Cash and cash equivalents at end of period
$
124,695
$
27,259
$
53,914
$
—
$
205,868
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
THREE MONTHS ENDED
JUNE 30, 2014
In thousands
Coeur Mining, Inc.
Guarantor Subsidiaries
Non-Guarantor Subsidiaries
Eliminations
Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Cash provided by (used in) operating activities
$
(35,100
)
$
4,210
$
39,169
$
22,211
$
30,490
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures
(106
)
(7,945
)
(7,305
)
—
(15,356
)
Purchase of short term investments and marketable securities
(2,106
)
(33
)
—
—
(2,139
)
Sales and maturities of short term investments
217
583
—
—
800
Acquisitions
—
(2,250
)
—
—
(2,250
)
Other
—
4
8
—
12
Investments in consolidated subsidiaries
65,832
(121
)
—
(65,711
)
—
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
63,837
(9,762
)
(7,297
)
(65,711
)
(18,933
)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on debt, capital leases, and associated costs
(403
)
(2,131
)
(317
)
—
(2,851
)
Gold production royalty payments
—
—
(12,345
)
—
(12,345
)
Net intercompany financing activity
(20,555
)
7,828
(30,773
)
43,500
—
Other
(160
)
—
—
—
(160
)
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
(21,118
)
5,697
(43,435
)
43,500
(15,356
)
NET CHANGE IN CASH AND CASH EQUIVALENTS
7,619
145
(11,563
)
—
(3,799
)
Cash and cash equivalents at beginning of period
204,045
754
68,133
—
272,932
Cash and cash equivalents at end of period
$
211,664
$
899
$
56,570
$
—
$
269,133
25
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)
SIX
MONTHS ENDED
JUNE 30, 2015
In thousands
Coeur Mining, Inc.
Guarantor Subsidiaries
Non-Guarantor Subsidiaries
Eliminations
Consolidated
Revenue
$
—
$
188,307
$
130,912
$
—
$
319,219
COSTS AND EXPENSES
Costs applicable to sales
(1)
—
129,288
104,872
—
234,160
Amortization
998
40,339
30,727
—
72,064
General and administrative
17,127
14
145
—
17,286
Exploration
1,154
3,466
3,225
—
7,845
Pre-development, reclamation, and other
2,550
2,878
3,602
—
9,030
Total costs and expenses
21,829
175,985
142,571
—
340,385
Fair value adjustments, net
142
(1,155
)
(1,117
)
—
(2,130
)
Impairment of marketable securities
—
(1,545
)
—
—
(1,545
)
Interest income and other, net
1,891
(912
)
(3,030
)
(1,766
)
(3,817
)
Interest expense, net of capitalized interest
(18,191
)
(551
)
(4,523
)
1,766
(21,499
)
Total other income (expense), net
(16,158
)
(4,163
)
(8,670
)
—
(28,991
)
Loss before income and mining taxes
(37,987
)
8,159
(20,329
)
—
(50,157
)
Income and mining tax (expense) benefit
3,495
(1,282
)
(2,021
)
—
192
Total loss after income and mining taxes
(34,492
)
6,877
(22,350
)
—
(49,965
)
Equity income (loss) in consolidated subsidiaries
(15,473
)
160
—
15,313
—
NET INCOME (LOSS)
$
(49,965
)
$
7,037
$
(22,350
)
$
15,313
$
(49,965
)
OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
Unrealized gain (loss) on marketable securities, net of tax
(2,813
)
(1,982
)
—
1,982
(2,813
)
Reclassification adjustments for impairment of marketable securities
1,545
1,545
—
(1,545
)
1,545
Reclassification adjustments for realized loss on sale of marketable securities
904
904
—
(904
)
904
Other comprehensive income (loss)
(364
)
467
—
(467
)
(364
)
COMPREHENSIVE INCOME (LOSS)
$
(50,329
)
$
7,504
$
(22,350
)
$
14,846
$
(50,329
)
(1) Excludes amortization.
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)
SIX
MONTHS ENDED
JUNE 30, 2014
In thousands
Coeur Mining, Inc.
Guarantor Subsidiaries
Non-Guarantor Subsidiaries
Eliminations
Consolidated
Revenue
$
—
$
121,248
$
202,947
$
—
$
324,195
COSTS AND EXPENSES
Costs applicable to sales
(1)
—
90,837
134,746
—
225,583
Amortization
825
32,080
48,944
—
81,849
General and administrative
22,768
3
523
—
23,294
Exploration
1,536
4,904
2,930
—
9,370
Pre-development, reclamation, and other
352
2,843
12,580
—
15,775
Total costs and expenses
25,481
130,667
199,723
—
355,871
OTHER INCOME (EXPENSE), NET
.
Fair value adjustments, net
(1,982
)
(2,510
)
(15,225
)
—
(19,717
)
Impairment of marketable securities
—
(3,522
)
—
—
(3,522
)
Interest income and other, net
1,915
58
(2,720
)
(1,353
)
(2,100
)
Interest expense, net of capitalized interest
(19,398
)
(340
)
(6,980
)
1,353
(25,365
)
Total other income (expense), net
(19,465
)
(6,314
)
(24,925
)
—
(50,704
)
Loss before income and mining taxes
(44,946
)
(15,733
)
(21,701
)
—
(82,380
)
Income and mining tax (expense) benefit
127
(419
)
2,360
—
2,068
Total loss after income and mining taxes
(44,819
)
(16,152
)
(19,341
)
—
(80,312
)
Equity income (loss) in consolidated subsidiaries
(35,493
)
299
—
35,194
—
NET INCOME (LOSS)
$
(80,312
)
$
(15,853
)
$
(19,341
)
$
35,194
$
(80,312
)
OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
Unrealized gain (loss) on marketable securities, net of tax
(401
)
(380
)
—
380
(401
)
Reclassification adjustments for impairment of marketable securities
2,159
2,159
—
(2,159
)
2,159
Reclassification adjustments for realized loss on sale of marketable securities
17
17
—
(17
)
17
Other comprehensive income (loss)
1,775
1,796
—
(1,796
)
1,775
COMPREHENSIVE INCOME (LOSS)
$
(78,537
)
$
(14,057
)
$
(19,341
)
$
33,398
$
(78,537
)
(1) Excludes amortization.
26
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
SIX
MONTHS ENDED
JUNE 30, 2015
In thousands
Coeur Mining, Inc.
Guarantor Subsidiaries
Non-Guarantor Subsidiaries
Eliminations
Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Cash provided by (used in) operating activities
$
(52,711
)
$
51,389
$
18,900
$
15,313
32,891
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures
(87
)
(19,323
)
(21,887
)
—
(41,297
)
Purchase of short term investments and marketable securities
(1,873
)
—
—
—
(1,873
)
Sales and maturities of short term investments
12
386
71
—
469
Acquisitions
(111,170
)
—
—
—
(111,170
)
Other
(1,764
)
168
(80
)
—
(1,676
)
Investments in consolidated subsidiaries
(15,683
)
824
116
14,743
—
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
(130,565
)
(17,945
)
(21,780
)
14,743
(155,547
)
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of notes and bank borrowings
150,000
—
3,500
—
153,500
Payments on debt, capital leases, and associated costs
(61,868
)
(3,703
)
(9,649
)
—
(75,220
)
Gold production royalty payments
—
—
(20,122
)
—
(20,122
)
Net intercompany financing activity
9,973
(8,263
)
26,811
(28,521
)
—
Other
(495
)
—
1,535
(1,535
)
(495
)
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
97,610
(11,966
)
2,075
(30,056
)
57,663
NET CHANGE IN CASH AND CASH EQUIVALENTS
(85,666
)
21,478
(805
)
—
(64,993
)
Cash and cash equivalents at beginning of period
210,361
5,781
54,719
—
270,861
Cash and cash equivalents at end of period
$
124,695
$
27,259
$
53,914
$
—
$
205,868
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
SIX
MONTHS ENDED
JUNE 30, 2014
In thousands
Coeur Mining, Inc.
Guarantor Subsidiaries
Non-Guarantor Subsidiaries
Eliminations
Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Cash provided by (used in) operating activities
$
(72,723
)
$
9,142
$
49,251
$
35,194
$
20,864
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures
(1,051
)
(13,615
)
(12,626
)
—
(27,292
)
Purchase of short term investments and marketable securities
(47,903
)
(457
)
—
—
(48,360
)
Sales and maturities of short term investments
307
583
—
—
890
Acquisitions
—
(2,250
)
—
—
(2,250
)
Other
—
4
(17
)
—
(13
)
Investments in consolidated subsidiaries
78,993
(299
)
—
(78,694
)
—
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
30,346
(16,034
)
(12,643
)
(78,694
)
(77,025
)
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of notes and bank borrowings
153,000
—
—
—
153,000
Payments on debt, capital leases, and associated costs
(3,599
)
(2,543
)
(820
)
—
(6,962
)
Gold production royalty payments
—
—
(27,028
)
—
(27,028
)
Net intercompany financing activity
(32,030
)
9,343
(20,813
)
43,500
—
Other
(406
)
—
—
—
(406
)
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
116,965
6,800
(48,661
)
43,500
118,604
NET CHANGE IN CASH AND CASH EQUIVALENTS
74,588
(92
)
(12,053
)
—
62,443
Cash and cash equivalents at beginning of period
137,076
991
68,623
—
206,690
Cash and cash equivalents at end of period
$
211,664
$
899
$
56,570
$
—
$
269,133
27
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
CONDENSED CONSOLIDATING BALANCE SHEET
JUNE 30, 2015
In thousands
Coeur Mining, Inc.
Guarantor Subsidiaries
Non-Guarantor Subsidiaries
Eliminations
Consolidated
ASSETS
CURRENT ASSETS
Cash and cash equivalents
$
124,695
$
27,259
$
53,914
$
—
$
205,868
Receivables
74
15,447
96,638
—
112,159
Ore on leach pads
—
67,458
—
—
67,458
Inventory
—
50,056
59,151
—
109,207
Deferred tax assets
394
—
6,868
—
7,262
Prepaid expenses and other
3,180
5,907
8,355
—
17,442
128,343
166,127
224,926
—
519,396
NON-CURRENT ASSETS
Property, plant and equipment, net
5,244
131,572
117,758
—
254,574
Mining properties, net
—
226,867
638,017
—
864,884
Ore on leach pads
—
32,663
—
—
32,663
Restricted assets
2,669
381
5,327
—
8,377
Equity securities
639
3,577
—
—
4,216
Receivables
—
—
26,738
—
26,738
Deferred tax assets
33,807
—
30,313
—
64,120
Net investment in subsidiaries
457,054
45,775
—
(502,829
)
—
Other
52,579
9,415
2,266
(52,579
)
11,681
TOTAL ASSETS
$
680,335
$
616,377
$
1,045,345
$
(555,408
)
$
1,786,649
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable
$
2,181
$
15,606
$
24,735
$
—
$
42,522
Accrued liabilities and other
18,394
13,204
15,992
—
47,590
Debt
1,000
7,562
559
—
9,121
Royalty obligations
—
4,726
37,273
—
41,999
Reclamation
—
4,637
300
(1,151
)
3,786
Deferred tax liabilities
7,142
848
88
—
8,078
28,717
46,583
78,947
(1,151
)
153,096
NON-CURRENT LIABILITIES
Debt
520,619
9,017
61,532
(52,579
)
538,589
Royalty obligations
—
9,179
3,496
—
12,675
Reclamation
—
64,974
21,413
1,151
87,538
Deferred tax liabilities
53,201
12,643
158,024
—
223,868
Other long-term liabilities
2,970
4,212
36,051
—
43,233
Intercompany payable (receivable)
(652,822
)
418,359
234,463
—
—
(76,032
)
518,384
514,979
(51,428
)
905,903
STOCKHOLDERS’ EQUITY
Common stock
1,371
250
129,991
(130,241
)
1,371
Additional paid-in capital
2,982,019
179,553
1,895,924
(2,075,477
)
2,982,019
Accumulated deficit
(2,252,568
)
(126,053
)
(1,574,496
)
1,700,549
(2,252,568
)
Accumulated other comprehensive income (loss)
(3,172
)
(2,340
)
—
2,340
(3,172
)
727,650
51,410
451,419
(502,829
)
727,650
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
$
680,335
$
616,377
$
1,045,345
$
(555,408
)
$
1,786,649
28
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
CONDENSED CONSOLIDATING BALANCE SHEET
DECEMBER 31, 2014
In thousands
Coeur Mining, Inc.
Guarantor Subsidiaries
Non-Guarantor Subsidiaries
Eliminations
Consolidated
ASSETS
CURRENT ASSETS
Cash and cash equivalents
$
210,361
$
5,781
$
54,719
$
—
$
270,861
Receivables
87
11,151
105,683
—
116,921
Ore on leach pads
—
48,204
—
—
48,204
Inventory
—
54,983
59,948
—
114,931
Deferred tax assets
393
—
6,971
—
7,364
Prepaid expenses and other
6,349
4,557
4,617
—
15,523
217,190
124,676
231,938
—
573,804
NON-CURRENT ASSETS
Property, plant and equipment, net
6,155
107,084
114,672
—
227,911
Mining properties, net
12,004
159,124
330,064
—
501,192
Ore on leach pads
—
37,889
—
—
37,889
Restricted assets
897
50
6,090
—
7,037
Equity securities
—
5,982
—
—
5,982
Receivables
—
—
21,686
—
21,686
Deferred tax assets
30,419
—
29,732
—
60,151
Net investment in subsidiaries
128,913
45,615
—
(174,528
)
—
Other
50,813
5,522
4,394
(50,814
)
9,915
TOTAL ASSETS
$
446,391
$
485,942
$
738,576
$
(225,342
)
$
1,445,567
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable
$
3,414
$
13,391
$
32,247
$
—
$
49,052
Accrued liabilities and other
22,588
11,207
17,718
—
51,513
Debt
5,334
7,476
4,688
—
17,498
Royalty obligations
—
5,747
37,931
—
43,678
Reclamation
—
3,401
1,621
(1,151
)
3,871
Deferred tax liabilities
7,142
848
88
—
8,078
38,478
42,070
94,293
(1,151
)
173,690
NON-CURRENT LIABILITIES
Debt
427,604
12,806
61,452
(50,814
)
451,048
Royalty obligations
—
9,623
18,028
—
27,651
Reclamation
—
46,792
19,000
1,151
66,943
Deferred tax liabilities
53,201
2,963
54,842
—
111,006
Other long-term liabilities
2,582
469
26,860
—
29,911
Intercompany payable (receivable)
(660,792
)
427,156
233,636
—
—
(177,405
)
499,809
413,818
(49,663
)
686,559
STOCKHOLDERS’ EQUITY
Common stock
1,034
250
128,299
(128,549
)
1,034
Additional paid-in capital
2,789,695
79,712
1,682,830
(1,762,542
)
2,789,695
Accumulated deficit
(2,202,603
)
(133,091
)
(1,580,664
)
1,713,755
(2,202,603
)
Accumulated other comprehensive income (loss)
(2,808
)
(2,808
)
—
2,808
(2,808
)
585,318
(55,937
)
230,465
(174,528
)
585,318
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
$
446,391
$
485,942
$
738,576
$
(225,342
)
$
1,445,567
29
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
NOTE 19 – COMMITMENTS AND CONTINGENCIES
Labor Union Contracts
The Company maintains a labor agreement with Sindicato de Trabajadores Mineros de la Empresa Manquiri S.A. at the San Bartolomé mine in Bolivia. The San Bartolomé mine labor agreement, which became effective January 28, 2010, is currently active and does not have a fixed term. At
June 30, 2015
, approximately
12%
of the Company’s global labor force was covered by this collective bargaining agreement. The Company cannot predict whether this agreement will be renewed on similar terms or at all, whether future labor disruptions will occur or, if disruptions do occur, how long they will last.
Rochester Production Royalties
The Company acquired the Rochester property from ASARCO, a subsidiary of Grupo Mexico S.A. de C.V., in 1983. The Company is obligated to pay a NSR royalty interest to ASARCO when the market price of silver equals or exceeds
$23.60
per ounce up to a maximum rate of
5%
with the condition that Rochester achieves positive cash flow for the applicable year. If cash flow at Rochester is negative in any calendar year, the maximum royalty payable is
$250,000
. Royalty expense was
nil
for the
three
and
six
months ended
June 30, 2015
and
2014
, respectively.
Commencing January 1, 2014, Coeur Rochester is obligated to pay a
3.4%
net smelter returns royalty on up to
39.4 million
silver equivalent ounces produced and sold from a portion of the Rochester mine, payable on a quarterly basis. For each calendar quarter, the royalty will be payable on the actual sales prices received (exclusive of gains or losses associated with trading activities), less refining costs, of gold and silver produced and sold from the applicable portions of the Rochester mine. Changes in the Company's mine plan and silver and gold prices result in the recognition of mark-to-market gains or losses in
Fair value adjustments, net
. At
June 30, 2015
, payments had been made on
11.0 million
silver equivalent ounces with further payments to be made on
28.4 million
silver equivalent ounces.
Palmarejo Gold Production Royalty and Gold Stream
On January 21, 2009, Coeur Mexicana entered into a gold production royalty agreement with a subsidiary of Franco-Nevada Corporation under which the subsidiary of Franco-Nevada Corporation purchased a royalty covering
50%
of the life of mine gold to be produced from its Palmarejo silver and gold mine in Mexico. The royalty agreement provides for a minimum obligation to be paid monthly on a total of
400,000
ounces of gold, or
4,167
ounces per month over an initial
eight
-year period. Please see Note 10 -- Derivative Financial Instruments and Note 17 -- Debt for further discussion on the royalty obligation.
On
October 2, 2014
, Coeur Mexicana terminated the Palmarejo gold production royalty in exchange for a termination payment of
$2.0 million
, effective upon completion of the minimum ounce delivery requirement. Subsequently, Coeur Mexicana entered into a gold stream agreement with a subsidiary of Franco-Nevada Corporation whereby Coeur Mexicana will sell
50%
of Palmarejo gold production upon completion of the gold production royalty minimum ounce delivery requirement for the lesser of
$800
or spot price per ounce. Under the gold stream agreement, Coeur Mexicana will receive a
$22.0 million
deposit toward future deliveries under the gold stream agreement, payable in five quarterly payments. Payments of
$5.0 million
and
$10.0 million
were received in the
three
and
six
months ended
June 30, 2015
, respectively.
Sites Related to Callahan Mining Corporation
In 1991, the Company acquired all of the outstanding common stock of Callahan Mining Corporation. The Company has received requests for information or notices of potential liability from state or federal agencies with regard to Callahan's operations at sites in Maine, Colorado and Washington. The Company did not make any decisions with respect to generation, transport or disposal of hazardous waste at these sites. Therefore, the Company believes that it is not liable for any potential cleanup costs either directly as an operator or indirectly as a parent. The Company anticipates that further agency interaction may occur with respect to these sites.
Callahan operated a mine and mill in Brooksville, Maine from 1968 until 1972 and subsequently disposed of the property. In 2000, the U.S. Environmental Protection Agency, or EPA, made a formal request to the Company for information regarding the site. The site was placed on the National Priorities List on September 5, 2002, and the Maine Department of Transportation, a partial owner of the property, signed a consent order in 2005. In January 2009, the EPA and the State of Maine made additional formal requests to the Company for information relating to the site, to which the Company responded. The first phase of cleanup at the site began in April 2011.
The Van Stone Mine in Stevens County, Washington consists of several parcels of land and was mined from 1926 until 1993 by multiple owners. Callahan sold its parcel in 1990. In February 2010, the State of Washington Department of Ecology notified Callahan that it, among others, is a potentially liable person (PLP) under Washington law.
30
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
Under lease and option agreements with several owners, Callahan was involved with the Akron Mine located in Gunnison County, Colorado from 1937-1960. The United States Forest Service (“USFS”) made formal requests for information to Callahan regarding the site in December 2003, February 2007, March 2013, and November 2013. Callahan timely responded to each request. In August 2014, Callahan received a notice of potential CERCLA liability from the USFS regarding environmental contamination at the Akron Mine. Callahan and the USFS are currently in discussions regarding this matter.
Bolivian Temporary Restriction on Mining above 4,400 Meters
On October 14, 2009, the Bolivian state-owned mining organization, COMIBOL, announced by resolution that it was temporarily suspending 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 with COMIBOL as well as under authorized contracts with local mining cooperatives that hold their rights under contract themselves with COMIBOL. The Company temporarily adjusted its mine plan to confine mining activities to the ore deposits below
4,400
meters above sea level and timely notified COMIBOL of the need to lift the restriction. Mining in other areas above the
4,400
meter level continues to be suspended.
The suspension may reduce production until the Company is able to resume mining above
4,400
meters. It is uncertain at this time how long the suspension will remain in place. If COMIBOL decides to restrict access above the
4,400
meter level on a permanent basis, the Company may need to write down the carrying value of the asset. It is also uncertain if any new mining or investment policies or shifts in political attitude may affect mining in Bolivia.
Paramount Transaction Litigation
Since the announcement of the Company’s acquisition of Paramount, six lawsuits have been filed related to the merger agreement in the Court of Chancery of the State of Delaware. The lawsuits assert a variety of causes of action concerning the transaction, including
claims
against Paramount’s directors for alleged breaches of fiduciary duty in connection with the proposed transaction, and claims against the Company for allegedly aiding and abetting such breaches of fiduciary duty. On February 18, 2015, the court entered an order consolidating the lawsuits and providing that the consolidated case shall be captioned
In re Paramount Gold and Silver Corp. Stockholders Litigation
, Consolidated C.A. No. 10499-VCN. Although the Company completed the acquisition of Paramount on April 17, 2015, the consolidated lawsuits remain pending. The Company cannot predict the outcome of these lawsuits, nor can the Company predict the amount of time and expense that will be required to resolve these lawsuits. The Company intends to defend vigorously against these consolidated actions.
NOTE 20 – SUBSEQUENT EVENTS
On July 10, 2015, the Company temporarily ceased operations at its San Bartolomé mine due to political protests in Potosi, Bolivia. Operations resumed July 31, 2015, and the disruption is not expected to have a material impact on Coeur's consolidated 2015 production or results of operations.
31
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion provides information that management believes is relevant to an assessment and understanding of the consolidated financial condition and results of operations of Coeur Mining, Inc. and its subsidiaries (collectively "the Company", "our", or "we"). We use certain non-GAAP financial performance measures in our MD&A such as costs applicable to sales, all-in sustaining costs, and adjusted net income (loss). For a detailed description of each of these non-GAAP measures, please see "Non-GAAP Financial Performance Measures" at the end of this item. We believe it is important to read this item in conjunction with our interim unaudited Condensed Consolidated Financial Statements and the notes thereto included in this quarterly report and our Annual Report on Form 10-K for the fiscal year ended
December 31, 2014
(the "2014 10-K"), as well as other information we file with the Securities and Exchange Commission.
Overview
We are a large silver producer with significant gold production from mines located in the United States, Mexico, and Bolivia; exploration projects in Mexico and Argentina; and streaming and royalty interests in Australia, Mexico, Ecuador, Chile, and New Zealand. The Palmarejo, San Bartolomé, Kensington, Rochester, and Wharf mines, each of which is operated by the Company, and Coeur Capital, primarily comprised of the Endeavor silver stream, constitute our principal sources of revenue. The Company also owns other precious metal royalties.
Our strategy is to discover, acquire, develop and operate low-cost silver and gold mines and acquire precious metal streams and royalty interests that together produce long-term cash flow, provide opportunities for growth through continued exploration, and generate superior and sustainable returns for stockholders. Management focuses on maximizing net cash flow through identifying and implementing revenue enhancement opportunities, reducing operating and non-operating costs, consistent capital discipline, and efficient management of working capital.
Second
Quarter Highlights
•
Metal sales of
$164.5 million
and royalty revenue of
$1.8 million
•
Production of
9.1 million
silver equivalent ounces, consisting of
4.3 million
silver ounces and
80,855
gold ounces
•
Costs applicable to sales were
$12.84
per silver equivalent ounce and
$820
per gold equivalent ounce (see "Non-GAAP Financial Performance Measures")
•
All-in sustaining costs were
$16.80
per silver equivalent ounce (see "Non-GAAP Financial Performance Measures")
•
General and administrative expenses reduced to
$8.5 million
•
Adjusted net loss of
$14.5 million
or
$0.11
per share (see "Non-GAAP Financial Performance Measures")
•
Capital expenditures of
$23.7 million
, including $9.4 million of development capital for the high-grade Guadalupe underground mine at Palmarejo
•
Completed the Paramount Gold and Silver Corp ("Paramount") acquisition and subsequently announced an 89% and 76% increase in Palmarejo silver and gold reserves, respectively
•
Announced a 39% increase in gold reserves at Wharf
•
Secured $100 million term loan due 2020 and simultaneously repaid the $50 million short-term loan
•
Cash and cash equivalents of
$205.9 million
Consolidated Performance
Net loss
was
$16.7 million
for the
three
months ended
June 30, 2015
compared to
Net loss
of
$43.1 million
for the
three
months ended
June 30, 2014
. The lower
Net loss
in the
three
months ended
June 30, 2015
is primarily due to favorable fair value adjustments, lower pre-development expenses related to La Preciosa feasibility study in 2014, higher gold ounces sold, and lower costs applicable to sales per ounce for both silver and gold, partially offset by lower average realized silver and gold prices.
The Company produced
4.3 million
ounces of silver and
80,855
ounces of gold in the
three
months ended
June 30, 2015
, compared to
4.5 million
ounces of silver and
61,025
ounces of gold in the
three
months ended
June 30, 2014
. Silver production
decreased
due to lower grade and throughput at Palmarejo, partially offset by higher recoveries and tons placed at Rochester. Gold production
increased
in the
three
months ended
June 30, 2015
due to the acquisition of Wharf and higher throughput at Kensington.
Costs applicable to sales were
$12.84
per silver equivalent ounce and
$820
per gold equivalent ounce in the
three
months ended
June 30, 2015
, compared to
$14.31
per silver equivalent ounce and
$1,008
per gold ounce in the
three
months ended
June 30, 2014
. Costs applicable to sales per silver equivalent ounce
decreased
in the
three
months ended
June 30, 2015
due to lower unit
32
costs at Rochester, San Bartolomé, and Palmarejo. Costs applicable to sales per gold equivalent ounce
decreased
in the
three
months ended
June 30, 2015
due to lower unit costs at Kensington.
Net
loss
was
$50.0 million
for the
six
months ended
June 30, 2015
compared to
Net
loss
of
$80.3 million
for the
six
months ended
June 30, 2014
. The
lower
Net loss
in the
six
months ended
June 30, 2015
is primarily due to less unfavorable fair value adjustments, lower pre-development expenses related to La Preciosa, higher gold ounces sold, and lower costs applicable to sales per gold equivalent ounce, partially offset by lower silver ounces sold and lower average realized silver and gold prices.
The Company produced
8.1 million
ounces of silver and
150,589
ounces of gold in the
six
months ended
June 30, 2015
, compared to
8.5 million
ounces of silver and
119,861
ounces of gold in the
six
months ended
June 30, 2014
. Silver production
decreased
due to lower grade and throughput at Palmarejo and lower grade at San Bartolomé, partially offset by higher recoveries, grade, and tons placed at Rochester. Gold production
increased
in the
six
months ended
June 30, 2015
due to the acquisition of Wharf and higher grade and throughput at Kensington.
Costs applicable to sales were
$13.59
per silver equivalent ounce and
$811
per gold equivalent ounce in the
six
months ended
June 30, 2015
, compared to
$13.80
per silver equivalent ounce and
$1,007
per gold ounce in the
six
months ended
June 30, 2014
. Costs applicable to sales per silver equivalent ounce
decreased
in the
six
months ended
June 30, 2015
due to lower unit costs at Rochester, partially offset by higher unit costs at Palmarejo. Costs applicable to sales per gold equivalent ounce
decreased
in the
six
months ended
June 30, 2015
due to lower unit costs at Kensington.
Three months ended June 30,
Six months ended June 30,
2015
2014
2015
2014
Silver ounces produced
4,258,941
4,465,387
8,102,522
8,538,159
Gold ounces produced
80,855
61,025
150,589
119,861
Silver equivalent ounces produced
(1)
9,110,241
8,126,887
17,137,862
15,729,819
Silver ounces sold
4,008,894
4,589,547
8,097,519
8,465,014
Gold ounces sold
84,312
57,751
152,733
120,328
Silver equivalent ounces sold
(1)
9,067,614
8,054,607
17,261,499
15,684,694
Average realized price per silver ounce
$
16.23
$
19.60
$
16.50
$
19.91
Average realized price per gold ounce
$
1,179
$
1,277
$
1,191
$
1,278
Costs applicable to sales per silver equivalent ounce
(2)
$
12.84
$
14.31
$
13.59
$
13.80
Costs applicable to sales per gold equivalent ounce
(2)
$
820
$
1,008
$
811
$
1,007
All-in sustaining costs per silver equivalent ounce
(2)
$
16.80
$
19.89
$
17.18
$
19.58
(1)
Silver equivalent ounces calculated using a 60:1 silver to gold ratio.
(2)
See "Non-GAAP Financial Performance Measures."
Consolidated Financial Results
Three
Months Ended June 30, 2015 compared to
Three
Months Ended June 30, 2014
Revenue
Metal sales were generally consistent, as higher gold sales were mostly offset by lower average realized silver and gold prices. The Company realized average silver and gold prices of
$16.23
per ounce and
$1,179
per ounce, respectively, compared with average realized prices of
$19.60
per ounce and
$1,277
per ounce, respectively. The Company sold
4.0 million
silver ounces and
84,312
gold ounces, compared to sales of
4.6 million
silver ounces and
57,751
gold ounces. Silver contributed 40% of sales and gold contributed 60%, compared to 55% of sales from silver and 45% from gold. Royalty revenue increased $0.7 million due to commencement of production at the Correnso mine in New Zealand.
Costs Applicable to Sales
Costs applicable to sales were generally consistent. For a complete discussion of costs applicable to sales, see
Results of Operations
below.
Amortization
Amortization
decreased
by
$2.4 million
, or
5.9%
, due to lower amortizable mineral interests and mining equipment as a result of the 2014 write-downs, partially offset by higher silver equivalent production and the Wharf acquisition.
33
Expenses
General and administrative expenses
decreased
$0.9 million
, or
10.1%
, primarily due to lower outside services, legal fees, and corporate relocation costs incurred in 2014.
Exploration expense
decreased
30.5%
, or
$1.6 million
, due to lower spending at Palmarejo and Kensington.
Pre-development, reclamation, and other expenses
decreased
74.1%
to
$2.3 million
, primarily due to La Preciosa feasibility study costs in 2014, partly offset by costs related to the Wharf mine acquisition.
Other Income and Expenses
Non-cash fair value adjustments, net, including other-than-temporary impairments of marketable securities, were a
gain
of
$2.7 million
compared to a
loss
of
$9.2 million
, primarily due to the impact of changes in future metal prices on the Palmarejo gold production royalty and the Rochester 3.4% NSR royalty obligation, as well as changes in current metal prices impacting silver put spreads.
Interest income and other, net decreased by
$2.7 million
to expense of
$2.8 million
, compared to expense of
$0.1 million
, primarily due to changes in foreign currency exchange rates.
Interest expense (net of capitalized interest of
$1.0 million
) decreased to
$10.7 million
from
$12.3 million
due to lower accretion of the Palmarejo gold production royalty obligation and higher capitalized interest.
Income and Mining Taxes
During the second quarter of 2015, the Company reported estimated income and mining tax benefit of
$0.3 million
, for an effective tax rate of 1.5%. Estimated income and mining tax expense during the second quarter of 2014 was
$(2.6) million
, for an effective tax rate of (6.5%). The following table summarizes the components of the Company’s income (loss) before tax and income and mining tax (expense) benefit by significant jurisdiction:
Three months ended June 30, 2015
Three months ended June 30, 2014
In thousands
Income (loss) before tax
Tax (expense) benefit
Income (loss) before tax
Tax (expense) benefit
United States
$
(9,764
)
$
319
$
(31,370
)
$
(146
)
Argentina
(656
)
(1
)
(688
)
(349
)
Mexico
(5,582
)
548
(12,710
)
107
Bolivia
(1,219
)
196
3,957
(2,205
)
Other jurisdictions
284
(802
)
311
(28
)
$
(16,937
)
$
260
$
(40,500
)
$
(2,621
)
The Company’s effective tax rate is impacted by recurring items, such as the full valuation allowance on the deferred tax assets relating to losses in the United States and certain foreign jurisdictions, mining tax expense, foreign exchange rates on deferred tax balances and uncertain tax position accruals. In addition, the Company's consolidated effective income 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.
Six
Months Ended
June 30, 2015
compared to
Six
Months Ended
June 30, 2014
Revenue
Metal sales
decreased
by
$6.9 million
, or
2.1%
, to
$315.5 million
due to lower average realized silver and gold prices and lower silver ounces sold, partially offset by higher gold ounces sold. The Company realized average silver and gold prices of
$16.50
per ounce and
$1,191
per ounce, respectively, compared with average realized prices of
$19.91
per ounce and
$1,278
per ounce, respectively. The Company sold
8.1 million
silver ounces and
152,733
gold ounces, compared to sales of
8.5 million
silver ounces and
120,328
gold ounces. Silver contributed 42% of sales and gold contributed 58%, compared to 52% of sales from silver and 48% from gold. Royalty revenue
increased
$1.9 million
due to commencement of production at the Correnso mine, as well as higher production from the Cerro Bayo and El Gallo mines.
34
Costs Applicable to Sales
Costs applicable to sales
increased
by
$8.6 million
, or
3.8%
, to
$234.2 million
. The
increase
in costs applicable to sales is primarily due to higher gold ounces sold at Palmarejo. For a complete discussion of costs applicable to sales, see
Results of Operations
below.
Amortization
Amortization
decreased
by
$9.8 million
, or
12.0%
, primarily due to lower amortizable mineral interests and mining equipment as a result of the 2014 write-downs, partially offset by higher silver equivalent production.
Expenses
General and administrative expenses
decreased
$6.0 million
, or
25.8%
, primarily due to lower salaries, legal fees, outside services, and corporate relocation costs incurred in 2014.
Exploration expense
decreased
$1.5 million
, or
16.3%
, due to decreased spending at Rochester and Kensington.
Pre-development, reclamation, and other expenses
decreased
42.8%
to
$9.0 million
, primarily due to La Preciosa feasibility study costs in 2014.
Other Income and Expenses
Non-cash fair value adjustments, net, including other-than-temporary impairments of marketable securities, were a
loss
of
$3.7 million
compared to a
loss
of
$23.2 million
, primarily due to the impact of changes in future metal prices on the Palmarejo gold production royalty, the Rochester 3.4% NSR royalty obligation, and a
$3.5 million
other-than-temporary impairment of strategic equity investments in 2014.
Interest income and other, net
increased
by
$1.7 million
to
expense
of
$3.8 million
, compared to
expense
of
$2.1 million
, primarily due to changes in foreign currency exchange rates.
Interest expense (net of capitalized interest of
$1.7 million
)
decreased
to
$21.5 million
from
$25.4 million
primarily due to the write-off of costs associated with the termination of a former revolving credit facility in 2014 and lower accretion of the Palmarejo gold production royalty obligation.
Income and Mining Taxes
During the first half of 2015, the Company reported estimated income and mining tax
benefit
of approximately
$0.2 million
, for an effective tax rate of 0.4%. Estimated income and mining tax
benefit
during the first half of 2014 was
$2.1 million
, for an effective tax rate of 2.5%. The following table summarizes the components of the Company’s income (loss) before tax and income and mining tax (expense) benefit:
Six months ended June 30, 2015
Six months ended June 30, 2014
In thousands
Income (loss) before tax
Tax (expense) benefit
Income (loss) before tax
Tax (expense) benefit
United States
$
(30,471
)
$
2,204
$
(60,214
)
$
(292
)
Argentina
(1,352
)
(2
)
(2,892
)
4,083
Mexico
(15,255
)
(716
)
(28,716
)
3,828
Bolivia
(3,598
)
(1,211
)
8,649
(4,969
)
Other jurisdictions
519
(83
)
793
(582
)
$
(50,157
)
$
192
$
(82,380
)
$
2,068
The Company’s effective tax rate is impacted by recurring items, such as the full valuation allowance on the deferred tax assets relating to losses in the United States and certain foreign jurisdictions, mining tax expense, foreign exchange rates on deferred tax balances and uncertain tax position accruals. In addition, the Company's consolidated effective income 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 its consolidated effective tax rate.
A valuation allowance is provided for deferred tax assets for which it is more likely than not that the related benefits will not be realized. Each quarter, 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 determined that it will ultimately be able to realize all or a portion of the related benefits for which a valuation allowance has been provided, all or a
35
portion of the related valuation allowance will be reduced. There are a number of risk factors that could impact the Company’s ability to realize its deferred tax assets.
Likewise, there are a number of factors that can potentially impact the Company’s effective tax, including the geographic distribution of income, the non-recognition of tax assets, changes in tax laws, and the impact of specific transactions. For a complete discussion of the factors that influence our effective tax rate, see the MD&A included in the 2014 10-K.
Results of Operations
Palmarejo
Three months ended June 30,
Six months ended June 30,
2015
2014
2015
2014
Tons milled
435,841
534,718
887,759
1,106,063
Silver ounces produced
1,247,011
1,761,145
2,601,011
3,581,629
Gold ounces produced
18,127
23,706
33,622
48,922
Silver equivalent ounces produced
2,334,631
3,183,505
4,618,331
6,516,949
Costs applicable to sales/oz
(1)
$
13.88
$
14.04
$
14.93
$
13.71
(1)
See Non-GAAP Financial Performance Measures
Three
Months Ended
June 30, 2015
compared to
Three
Months Ended
June 30, 2014
Silver equivalent production
decreased
27%
due to lower silver grade and mill throughput. Metal sales were
$38.9 million
, or
24%
of Coeur's metal sales, compared with
$72.4 million
, or
44%
of Coeur's metal sales, due to lower production. Costs applicable to sales per ounce
decreased
as a result of lower diesel, backfill, and other consumables costs and favorable U.S. dollar exchange rates. Amortization decreased to
$9.0 million
compared to
$18.0 million
due to lower production and lower amortizable mineral interests and mining equipment. Capital expenditures increased to
$10.7 million
compared to
$5.6 million
due to underground development of the Guadalupe deposit.
The Company completed its acquisition of Paramount and as a result, subsequently announced an 89% increase in silver reserves and a 76% increase in gold reserves at Palmarejo due to the integration of Paramount's portion of the Independencia deposit into its existing Palmarejo operating segment.
Six
Months Ended
June 30, 2015
compared to
Six
Months Ended
June 30, 2014
Silver equivalent production
decreased
29%
due to lower mill throughput as the mine continues its transition to a lower tonnage, high grade underground operation. Metal sales were
$78.3 million
, or
25%
of Coeur's metal sales, compared with
$140.4 million
, or
44%
of Coeur's metal sales. Costs applicable to sales per ounce
increased
as a result of unfavorable inventory adjustments ($1.05 per ounce), partially offset by lower diesel costs and favorable U.S. dollar exchange rates. Amortization decreased to
$16.4 million
compared to
$36.7 million
due to lower production and amortizable mineral interests and mining equipment. Capital expenditures increased to
$19.9 million
compared to
$9.3 million
due to underground development of the Guadalupe deposit.
Rochester
Three months ended June 30,
Six months ended June 30,
2015
2014
2015
2014
Tons placed
3,859,965
3,329,582
7,873,844
6,970,443
Silver ounces produced
1,294,371
1,112,239
2,437,941
1,862,601
Gold ounces produced
16,411
9,230
30,132
17,422
Silver equivalent ounces produced
2,279,031
1,666,039
4,245,861
2,907,921
Costs applicable to sales/oz
(1)
$
12.05
$
15.79
$
12.56
$
14.45
(1)
See Non-GAAP Financial Performance Measures
Three
Months Ended
June 30, 2015
compared to
Three
Months Ended
June 30, 2014
Silver equivalent production
increased
37%
as a result of higher tons placed, higher gold and silver grades, and timing
36
of gold recoveries. Metal sales were
$36.3 million
, or
22%
of Coeur’s metal sales, compared with
$31.2 million
, or
19%
of Coeur's metal sales. Costs applicable to sales per ounce
decreased
due to higher production and lower diesel costs. Amortization was
$5.4 million
compared to
$5.0 million
due to higher production. Capital expenditures were
$5.9 million
compared to
$4.0 million
.
Six
Months Ended
June 30, 2015
compared to
Six
Months Ended
June 30, 2014
Silver equivalent production
increased
46%
as a result of higher tons placed, higher silver and gold grades, and timing of recoveries. Metal sales were
$80.4 million
, or
25%
of Coeur’s metal sales, compared with
$55.3 million
, or
17%
of Coeur's metal sales. Costs applicable to sales per ounce
decreased
due to higher production, lower diesel costs, and lower consumption of other materials and supplies. Amortization was
$12.2 million
compared to
$9.5 million
due to higher production. Capital expenditures were
$9.2 million
compared to
$4.9 million
due to crusher optimization and Stage III buttress construction.
Kensington
Three months ended June 30,
Six months ended June 30,
2015
2014
2015
2014
Tons milled
170,649
163,749
335,600
323,446
Gold ounces produced
29,845
28,089
63,754
53,517
Costs applicable to sales/oz
(1)
$
750
$
1,008
$
774
$
1,007
(1)
See Non-GAAP Financial Performance Measures
Three
Months Ended
June 30, 2015
compared to
Three
Months Ended
June 30, 2014
Gold production
increased
6%
due to higher mill throughput. Metal sales were
$42.5 million
, or
26%
of Coeur's metal sales, compared to
$29.0 million
, or
18%
of Coeur’s metal sales. Costs applicable to sales per ounce
decreased
due to higher production and lower contract services, equipment rentals, and diesel costs. Amortization was
$12.7 million
compared to
$11.6 million
. Capital expenditures were
$4.7 million
compared to
$4.0 million
.
Six
Months Ended
June 30, 2015
compared to
Six
Months Ended
June 30, 2014
Gold production
increased
19%
due to higher grade and mill throughput. Metal sales were
$86.5 million
, or
27%
of Coeur's metal sales, compared to
$65.1 million
, which represented
20%
of Coeur’s metal sales. Costs applicable to sales per ounce
decreased
due to higher production and lower contract services, diesel costs, and equipment rentals. Amortization was
$24.2 million
compared to
$22.3 million
. Capital expenditures were
$8.9 million
compared to
$8.7 million
.
Wharf
On February 20, 2015, the Company acquired the Wharf gold mine in Lead, South Dakota, from a subsidiary of Goldcorp.
Three months ended June 30,
Six months ended June 30,
2015
2014
2015
2014
Tons placed
887,409
—
1,303,405
—
Silver ounces produced
19,336
—
19,336
—
Gold ounces produced
16,472
—
23,081
—
Gold equivalent ounces produced
16,794
—
23,403
—
Costs applicable to sales/oz
(1)
$
971
$
—
$
971
$
—
(1)
See Non-GAAP Financial Performance Measures
Three
Months Ended
June 30, 2015
compared to
Three
Months Ended
June 30, 2014
Production was
16,794
ounces at costs applicable to sales per gold equivalent ounce of
$971
. Metal sales were
$20.4 million
, or
12%
of Coeur's metal sales. Higher production and lower unit costs are expected in the second half of 2015 as the Pad 5 unload is nearing completion. Subsequent to the acquisition, the Company announced a 39% increase in gold reserves at Wharf based on the completion of a revised resource model.
Six
Months Ended
June 30, 2015
compared to
Six
Months Ended
June 30, 2014
37
Gold equivalent production was
23,403
ounces in the post-acquisition period to
June 30, 2015
at costs applicable to sales per gold equivalent ounce of $971. Metal sales were
$20.4 million
, or
6%
of Coeur's metal sales.
San Bartolomé
Three months ended June 30,
Six months ended June 30,
2015
2014
2015
2014
Tons milled
457,232
437,975
864,183
823,349
Silver ounces produced
1,494,550
1,481,009
2,707,803
2,836,429
Costs applicable to sales/oz
(1)
$
13.31
$
13.85
$
14.03
$
13.89
(1)
See Non-GAAP Financial Performance Measures
Three
Months Ended
June 30, 2015
compared to
Three
Months Ended
June 30, 2014
Silver production was generally consistent, with higher throughput offsetting lower grade. Silver sales were
$23.4 million
, or
14%
of Coeur's metal sales, compared with
$29.1 million
, or
18%
of Coeur's metal sales. Costs applicable to sales per ounce
decreased
as a result of lower maintenance and milling costs. Amortization was
$5.3 million
compared to
$4.9 million
. Capital expenditures were
$1.0 million
compared to
$1.7 million
.
Six
Months Ended
June 30, 2015
compared to
Six
Months Ended
June 30, 2014
Silver production
decreased
5%
due to lower grade, which was partially offset by higher mill throughput. Silver sales were
$44.9 million
, or
14%
of Coeur's metal sales, compared with
$56.6 million
, or
18%
of Coeur's metal sales. Costs applicable to sales per ounce
increased
as a result of unfavorable inventory adjustments ($0.20 per ounce). Amortization was
$10.0 million
compared to
$9.3 million
. Capital expenditures were
$1.9 million
compared to
$3.2 million
.
Coeur Capital
Three months ended June 30,
Six months ended June 30,
Endeavor Silver Stream
2015
2014
2015
2014
Tons milled
191,175
185,538
376,474
378,757
Silver ounces produced
203,673
110,994
336,431
257,500
Costs applicable to sales/oz
(1)
$
6.46
$
7.94
$
6.07
$
8.00
(1)
See Non-GAAP Financial Performance Measures
Three
Months Ended
June 30, 2015
compared to
Three
Months Ended
June 30, 2014
Silver production
increased
due to higher grade and mill throughput, resulting in metal sales of
$3.1 million
compared to
$2.0 million
. Costs applicable to sales per ounce decreased due to the impact of lower silver prices on the Company's silver price sharing agreement with the Endeavor mine operator. Royalty revenue was
$1.8 million
compared to
$0.9 million
primarily due to production from the Correnso royalty in 2015. Amortization was
$2.6 million
compared to
$1.4 million
due to higher production.
Six
Months Ended
June 30, 2015
compared to
Six
Months Ended
June 30, 2014
Silver production
increased
due to higher grade and mill throughput, resulting in metal sales of
$5.0 million
compared to
$4.9 million
. Costs applicable to sales per ounce
decreased
due to the impact of lower silver prices on the Company's silver price sharing agreement with the Endeavor mine operator. Royalty revenue was
$3.8 million
compared to
$1.8 million
primarily due to commencement of production from the Correnso royalty, as well as higher production from the Cerro Bayo and El Gallo mines. Amortization was
$4.8 million
compared to
$3.1 million
due to higher production.
38
Liquidity and Capital Resources
Cash Provided by Operating Activities
Net cash provided by operating activities for the
three
and
six
months ended
June 30, 2015
was
$36.9 million
and
$32.9 million
, compared to
$30.5 million
and
$20.9 million
for the
three
and
six
months ended
June 30, 2014
, and was impacted by the following key factors:
Three months ended June 30,
Six months ended June 30,
2015
2014
2015
2014
Consolidated silver equivalent ounces sold
9,067,614
8,054,607
17,261,499
15,684,694
Average realized price per silver equivalent ounce
$
18.34
$
20.43
$
18.49
$
20.67
Costs applicable to sales per consolidated silver equivalent ounce
(1)
(13.13
)
(14.74
)
(13.57
)
(14.38
)
Operating margin per silver equivalent ounce
$
5.21
$
5.69
$
4.92
$
6.29
(1)
See Non-GAAP Financial Performance Measures
Three months ended June 30,
Six months ended June 30,
In thousands
2015
2014
2015
2014
Cash flow before changes in operating assets and liabilities
$
24,875
$
10,506
$
35,270
$
25,280
Changes in operating assets and liabilities:
Receivables and other current assets
(2,342
)
4,921
214
10,544
Prepaid expenses and other
160
3,551
(1,167
)
(4,558
)
Inventories
4,649
(1,606
)
5,333
(15,519
)
Accounts payable and accrued liabilities
9,521
13,118
(6,759
)
5,117
CASH PROVIDED BY OPERATING ACTIVITIES
$
36,863
$
30,490
$
32,891
$
20,864
Cash provided by operating activities increased
$6.4 million
in the
three
months ended
June 30, 2015
compared to the
three
months ended
June 30, 2014
due to higher silver equivalent ounces sold and lower costs applicable to sales per silver equivalent ounce, partially offset by lower average realized price per silver equivalent ounce. Metal sales for the
three
months ended
June 30, 2015
compared to the
three
months ended
June 30, 2014
were $21.9 million higher due to higher silver equivalent ounces sold, mostly offset by a $21.1 million decrease due to lower average realized price per silver equivalent ounce. The
$12.0 million
working capital decrease for the
three
months ended
June 30, 2015
was primarily due to an inventory reduction and an increase in accrued interest, compared to the
$20.0 million
working capital decrease for the
three
months ended
June 30, 2014
, which was primarily due to collection of accounts receivable and an increase in accrued interest.
Cash provided by operating activities increased
$12.0 million
in the
six
months ended
June 30, 2015
compared to the
six
months ended
June 30, 2014
due to higher silver equivalent ounces sold, partially offset by lower average realized price per silver equivalent ounce. Metal sales for the
six
months ended
June 30, 2015
compared to the
six
months ended
June 30, 2014
were $39.2 million lower due to lower average realized price per silver equivalent ounce, partially offset by $32.5 million due to higher silver equivalent ounces sold. The
$2.4 million
working capital requirement for the
six
months ended
June 30, 2015
was primarily due to payment of accounts payable and payroll, partially offset by inventory reduction due to higher sales, compared to the
$4.4 million
working capital requirement for the
six
months ended
June 30, 2014
, which was primarily due to higher leach tons placed at Rochester.
Cash Used in Investing Activities
Net cash
used in
investing activities for the
three
months ended
June 30, 2015
was
$34.1 million
compared to
$18.9 million
in the
three
months ended
June 30, 2014
, primarily due to the acquisition of Paramount and higher capital expenditures in 2015, partly offset by the purchase of the Northair Silver Corp. net smelter returns royalty in 2014. The Company spent
$23.7 million
on capital expenditures in the
three
months ended
June 30, 2015
, compared with
$15.4 million
in the
three
months ended
June 30, 2014
. Capital expenditures in the
three
months ended
June 30, 2015
were primarily related to underground development of the Guadalupe deposit at Palmarejo as well as crusher optimization and Stage III buttress construction at Rochester, compared to underground development at Palmarejo and Kensington in the
three
months ended
June 30, 2014
.
Net cash
used in
investing activities for the
six
months ended
June 30, 2015
was
$155.5 million
compared to
$77.0 million
in the
six
months ended
June 30, 2014
, primarily due to the acquisition of the Wharf gold mine and higher capital expenditures in 2015, partly offset by purchases of short-term investments in 2014. The Company spent
$41.3 million
on capital expenditures
39
in the
six
months ended
June 30, 2015
, compared with
$27.3 million
in the
six
months ended
June 30, 2014
. Capital expenditures in the
six
months ended
June 30, 2015
were primarily related to underground development of the Guadalupe deposit at Palmarejo and crusher optimization as well as Stage III buttress construction at Rochester, compared to underground development at Palmarejo and Kensington in the
six
months ended
June 30, 2014
.
Cash
Provided by
(Used in) Financing Activities
Net cash
provided by
financing activities for the
three
months ended
June 30, 2015
was
$23.5 million
compared to net cash used in financing activities of
$15.4 million
for the
three
months ended
June 30, 2014
. The increase in cash provided by financing activities in the
three
months ended
June 30, 2015
is due to the Company's entry into the $100 million Term Loan due 2020 (as defined below), partially offset by the simultaneous repayment of the $50 million Short-term Loan (as defined below) and $9.4 million of debt repayments at San Bartolomé.
Net cash
provided by
financing activities for the
six
months ended
June 30, 2015
was
$57.7 million
compared to
$118.6 million
for the
six
months ended
June 30, 2014
. During the
six
months ended
June 30, 2015
, the Company entered into a $50 million Short-term Loan which was subsequently repaid upon entering into the $100 million Term Loan due 2020. In the
six
months ended
June 30, 2014
, the Company completed the follow-on offering of $150 million of 7.875% Senior Notes due 2021.
On March 31, 2015, the Company entered into a one year Credit Agreement (the "Short-term Credit Agreement") with The Bank of Nova Scotia. The Short-term Credit Agreement provided for a
$50 million
loan (the "Short-term Loan") to the Company. The Short-term Loan generally bore interest at a rate equal to an adjusted Eurocurrency rate plus a margin of
2.50%
(which increased incrementally on the first day of each fiscal quarter commencing July 1, 2015 up to a maximum of 4.50%). Voluntary prepayments of the Short-term Loan under the Short-term Credit Agreement were permitted without prepayment premium or penalty, subject to notice requirements and payment of accrued interest. The Short-term Loan was secured by a pledge of the Company’s stock in Wharf Resources (U.S.A.), Inc. ("Wharf") and by the grant of security in substantially all of the assets of Wharf and its subsidiaries. On June 25, 2015, the Short-term Loan was repaid in full, the security for the Short-term Loan was released, and the Short-term Credit Agreement was terminated.
On June 23, 2015, the Company and certain of its subsidiaries entered into a five year Credit Agreement for a senior secured term loan (the "Term Loan due 2020") with Barclays Bank PLC, as administrative agent (the “Term Loan Credit Agreement”). The Term Loan Credit Agreement provides for a $100 million Term Loan due 2020 to the Company, of which a portion of the proceeds were used to repay the Short Loan, and the remaining proceeds are expected to be used for general corporate purposes. The Term Loan due 2020 contains no financial maintenance covenants and currently bears interest at a rate equal to an adjusted Eurodollar rate plus a margin of 8.00% (at no time will the adjusted Eurodollar rate be deemed to be less than 1.00% per annum). Voluntary prepayments of the Term Loan due 2020 under the Term Loan Credit Agreement are permitted, subject to the payment of a make-whole premium if such prepayment occurs prior to the first anniversary of the closing date, a premium of 105.0% of the principal amount between the first anniversary and the second anniversary of the closing date and a premium of 103.0% if such prepayment occurs on or after the second anniversary but prior to the third anniversary of the closing date. The Term Loan Credit Agreement requires amortization payments equal to 1.0% of the principal amount of the Term Loan due 2020 per annum and also requires net cash proceeds of debt issuances, excess cash flow, asset sales and casualty insurance recoveries (in each case, subject to certain exceptions) to either be reinvested in long-term assets used in the Company’s business or be applied as a mandatory prepayment of the Term Loan due 2020. Amounts repaid on the Term Loan due 2020 may not be re-borrowed. The obligations under the Term Loan due 2020 are secured by substantially all of the assets of the Company and its domestic subsidiaries, including the land, mineral rights and infrastructure at the Kensington, Rochester and Wharf mines, as well as a pledge of the shares of certain of the Company's subsidiaries. The Term Loan Credit Agreement contains customary representations and warranties, events of default, and affirmative and negative covenants.
Other Liquidity Matters
The Company asserts that its earnings from the Palmarejo operation are indefinitely reinvested. Therefore, no provision has been made for United States federal and state income taxes on the Company's tax basis differences in Mexico, which primarily relate to accumulated foreign earnings that have been reinvested and are expected to be reinvested outside the United States indefinitely. The Company does not believe that the amounts reinvested will have a material impact on liquidity.
The Company may elect to defer some capital investment activities or to secure additional capital to ensure it maintains sufficient 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.
40
Critical Accounting Policies and Accounting Developments
Please see Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES contained in the Company’s Form 10-K for the year ended December 31, 2014 for the Company's critical accounting policies and estimates.
Cautionary Statement Concerning Forward-Looking Statements
This report contains numerous forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) relating to the Company’s gold and silver mining business, including statements regarding strategies to produce long-term cash flow, provide opportunities for growth through continued exploration, and generate superior and sustainable returns for stockholders, maximizing net cash flow, reducing operating and non-operating costs, demonstrating consistent capital discipline, efficient management of working capital, liquidity maintenance efforts and identifying and implementing revenue enhancement opportunities. 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 results 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 in the "Risk Factors" section of the 2014 10-K and the risks and uncertainties discussed in this MD&A, (ii) the risk that the anticipated benefits of recent acquisitions are not realized, (iii) the risks and hazards inherent in the mining business (including risks inherent in developing large-scale mining projects, environmental hazards, industrial accidents, weather or geologically related conditions), (iv) changes in the market prices of gold and silver and a sustained lower price environment, including the resulting impact on cash flows and debt covenant compliance, (v) the uncertainties inherent in the Company’s production, exploratory and developmental activities, including risks relating to permitting and regulatory delays, ground conditions and grade variability, (vi) any future labor disputes or work stoppages (involving the Company and its subsidiaries or third parties), (vii) the uncertainties inherent in the estimation of gold and silver reserves and mineralized material, (viii) changes that could result from the Company’s future acquisition of new mining properties or businesses, (ix) the absence of control over and reliance on third parties to operate mines in which the Company or any of its subsidiaries holds royalty or streaming interests and risks related to these mining operations (including results of mining and exploration activities, environmental, economic and political risks, and changes in mine plans and project parameters); (x) the loss of access to any third-party smelter to which the Company markets silver and gold, (xi) the effects of environmental and other governmental regulations, (xii) the risks inherent in the ownership or operation of or investment in mining properties or businesses in foreign countries, and (xiii) the Company’s 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.
41
Non-GAAP Financial Performance Measures
Non-GAAP financial measures are intended to provide additional information only and do not have any standard meaning prescribed by generally accepted accounting principles ("GAAP"). These measures should not be considered in isolation or as a substitute for performance measures prepared in accordance with GAAP.
Adjusted Net Income (Loss)
Management uses
Adjusted net income (loss)
to evaluate the Company's operating performance, and to plan and forecast its operations. The Company believes the use of
Adjusted net income (loss)
reflects the underlying operating performance of our core mining business and allows investors and analysts to compare results of the Company to similar results of other mining companies. Management's determination of the components of
Adjusted net income (loss)
are evaluated periodically and are based, in part, on a review of non-GAAP financial measures used by mining industry analysts.
Net income (loss)
is reconciled to
Adjusted net income (loss)
in the table below, with amounts presented after-tax:
Three months ended June 30,
Six months ended June 30,
In thousands except per share amounts
2015
2014
2015
2014
Net income (loss)
$
(16,677
)
$
(43,121
)
$
(49,965
)
$
(80,312
)
Fair value adjustments, net
(2,618
)
6,498
1,721
14,325
Stock-based compensation
2,529
2,299
4,462
4,757
Impairment of marketable securities
31
934
1,545
3,522
Accretion of royalty obligation
1,147
1,789
2,462
3,609
Loss on debt extinguishment
524
—
271
—
Inventory adjustments
1,805
6,353
2,911
5,924
Revolving Credit Facility termination
—
—
—
3,035
Transaction-related costs
38
—
2,013
—
Deferred tax asset valuation allowance
76
—
(3,388
)
—
Foreign exchange gain on deferred taxes
(1,305
)
3,711
(2,234
)
6
Adjusted net income (loss)
$
(14,450
)
$
(21,537
)
$
(40,202
)
$
(45,134
)
Adjusted net income (loss) per share
$
(0.11
)
$
(0.21
)
$
(0.34
)
$
(0.44
)
Costs Applicable to Sales and All-in Sustaining Costs
Management uses
Costs applicable to sales
("CAS") and
All-in sustaining costs
("AISC") to evaluate the Company’s current operating performance and life of mine performance from discovery through reclamation. We believe these measures assist analysts, investors and other stakeholders in understanding the costs associated with producing silver and gold and assessing our operating performance and ability to generate free cash flow from operations. These measures may not be indicative of operating profit or cash flow from operations as determined under GAAP. Management believes converting the benefit from selling gold into silver equivalent ounces (silver to gold ratio of 60:1) best allows management, analysts, investors and other stakeholders to evaluate the operating performance of the Company. Other companies may calculate CAS and AISC differently as a result of reflecting the benefit from selling non-silver metals as a by-product credit rather than converting to silver equivalent ounces, differences in the determination of sustaining capital expenditures, and differences in underlying accounting principles and accounting frameworks such as in International Financial Reporting Standards.
42
Three
Months Ended
June 30, 2015
Silver
Gold
Total
In thousands except per ounce amounts
Palmarejo
San Bartolomé
Rochester
Endeavor
Total
Kensington
Wharf
Total
Costs applicable to sales, including amortization (U.S. GAAP)
$
39,158
$
24,428
$
37,076
$
3,204
$
103,866
$
40,136
$
20,123
$
60,259
$
164,125
Amortization
9,046
5,271
12,684
1,852
28,853
12,684
3,491
16,175
45,028
Costs applicable to sales
$
30,112
$
19,157
$
24,392
$
1,352
$
75,013
$
27,452
$
16,632
$
44,084
$
119,097
Silver equivalent ounces sold
2,169,960
1,439,388
2,024,856
209,130
5,843,334
9,067,614
Gold equivalent ounces sold
36,607
17,131
53,738
Costs applicable to sales per ounce
$
13.88
$
13.31
$
12.05
$
6.46
$
12.84
$
750
$
971
$
820
$
13.13
Costs applicable to sales
$
119,097
Treatment and refining costs
1,526
Sustaining capital
13,625
General and administrative
8,451
Exploration
3,579
Reclamation
4,036
Project/pre-development costs
2,030
All-in sustaining costs
$
152,344
Silver equivalent ounces sold
5,843,334
Kensington and Wharf silver equivalent ounces sold
3,224,280
Consolidated silver equivalent ounces sold
9,067,614
All-in sustaining costs per silver equivalent ounce
$
16.80
Three
Months Ended
June 30, 2014
Silver
Gold
In thousands except per ounce amounts
Palmarejo
San Bartolomé
Rochester
Endeavor
Total
Kensington
Total
Costs applicable to sales, including amortization (U.S. GAAP)
$
67,595
$
25,550
$
29,406
$
1,701
$
124,252
$
34,784
$
159,036
Amortization
18,044
4,855
5,025
859
28,783
11,566
40,349
Costs applicable to sales
$
49,551
$
20,695
$
24,381
$
842
$
95,469
$
23,218
$
118,687
Silver equivalent ounces sold
3,528,240
1,494,100
1,544,461
106,126
6,672,927
8,054,607
Gold ounces sold
23,028
Costs applicable to sales per ounce
$
14.04
$
13.85
$
15.79
$
7.94
$
14.31
$
1,008
$
14.74
Costs applicable to sales
$
118,687
Treatment and refining costs
963
Sustaining capital
17,617
General and administrative
9,398
Exploration
5,153
Reclamation
1,964
Project/pre-development costs
6,388
All-in sustaining costs
$
160,170
Silver equivalent ounces sold
6,672,927
Kensington and Wharf silver equivalent ounces sold
1,381,680
Consolidated silver equivalent ounces sold
8,054,607
All-in sustaining costs per silver equivalent ounce
$
19.89
43
Six
Months Ended
June 30, 2015
Silver
Gold
Total
In thousands except per ounce amounts
Palmarejo
San Bartolomé
Rochester
Endeavor
Total
Kensington
Wharf
Total
Costs applicable to sales, including amortization (U.S. GAAP)
$
80,983
$
48,245
$
68,015
$
5,096
$
202,339
$
81,109
$
20,123
$
101,232
$
303,571
Amortization
16,380
9,961
12,230
3,111
41,682
24,238
3,491
27,729
69,411
Costs applicable to sales
$
64,603
$
38,284
$
55,785
$
1,985
$
160,657
$
56,871
$
16,632
$
73,503
$
234,160
Silver equivalent ounces sold
4,327,572
2,729,255
4,440,959
326,993
11,824,779
17,261,499
Gold equivalent ounces sold
73,481
17,131
90,612
Costs applicable to sales per ounce
$
14.93
$
14.03
$
12.56
$
6.07
$
13.59
$
774
$
971
$
811
$
13.57
Costs applicable to sales
$
234,160
Treatment and refining costs
3,016
Sustaining capital
24,535
General and administrative
17,286
Exploration
7,845
Reclamation
7,313
Project/pre-development costs
2,341
All-in sustaining costs
$
296,496
Silver equivalent ounces sold
11,824,779
Kensington and Wharf silver equivalent ounces sold
5,436,720
Consolidated silver equivalent ounces sold
17,261,499
All-in sustaining costs per silver equivalent ounce
$
17.18
Six
Months Ended
June 30, 2014
Silver
Gold
In thousands except per ounce amounts
Palmarejo
San Bartolomé
Rochester
Endeavor
Total
Kensington
Total
Costs applicable to sales, including amortization (U.S. GAAP)
$
129,828
$
48,908
$
48,565
$
2,135
$
230,278
$
74,024
$
304,302
Amortization
36,702
9,313
9,476
953
56,444
22,275
78,719
Costs applicable to sales
$
93,126
$
39,595
$
39,089
$
2,024
$
173,834
$
51,749
$
225,583
Silver equivalent ounces sold
6,790,221
2,851,407
2,705,258
252,968
12,599,854
15,684,694
Gold ounces sold
51,414
Costs applicable to sales per ounce
$
13.71
$
13.89
$
14.45
$
8.00
$
13.80
$
1,007
$
14.38
Costs applicable to sales
$
225,583
Treatment and refining costs
2,524
Sustaining capital
30,403
General and administrative
23,294
Exploration
9,370
Reclamation
3,877
Project/pre-development costs
11,999
All-in sustaining costs
$
307,050
Silver equivalent ounces sold
12,599,854
Kensington and Wharf silver equivalent ounces sold
3,084,840
Consolidated silver equivalent ounces sold
15,684,694
All-in sustaining costs per silver equivalent ounce
$
19.58
44
Item 3. Quantitative and Qualitative Disclosure about Market Risk
The Company is exposed to various market risks as a part of its operations and engages in risk management strategies to mitigate these risks. The Company continually evaluates the potential benefits of engaging in these strategies based on current market conditions. The Company does not actively engage in the practice of trading derivative instruments for profit. This discussion of the Company's market risk assessments contains "forward looking statements" that contain risks and uncertainties. For additional information regarding forward-looking statements and risks and uncertainties that could impact the Company, please refer to Item 2 - Cautionary Statement Concerning Forward-Looking Statements. Actual results and actions could differ materially from those discussed below.
Gold and Silver Price
Gold and silver prices may fluctuate widely due to numerous factors such as U.S. dollar strength or weakness, demand, investor sentiment, inflation or deflation, and global mine production. The Company's profitability and cash flow may be significantly impacted by changes in the market price of gold and silver.
Gold and Silver Hedging
To mitigate the risks associated with gold and silver price fluctuations, the Company may enter into option contracts to hedge future production. At
June 30, 2015
, the Company has outstanding put spread contracts on
0.9 million
ounces of silver. The weighted average high and low strike prices on the silver put spreads are
$17.00
per ounce and
$15.50
per ounce, respectively.
If the market price of silver were to average less than the high strike price but more than the low strike price during the contract period, the Company would receive the difference between the average market price and the high strike price for the contracted volume over the contract period. If the market price of silver were to average less than the low strike price during the contract period, the Company would receive the difference between the average market price and the high strike price for the contracted volume over the contract period, and the Company would be required to pay the difference between the average market price and the low strike price for the contracted volume over the contract period. The Company may be exposed to non-performance 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 put spread contracts are generally net cash settled and expire during the third quarter of 2015. At
June 30, 2015
, the fair market value of the put spreads was a net
asset
of
$1.1 million
. A 10% increase or decrease in the price of silver and gold at
June 30, 2015
would result in gains of
nil
and
$1.4 million
on settlement, respectively.
Provisional Silver and Gold Sales
The Company enters into sales contracts with third-party smelters and refiners which, in most 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. Depending on the difference between the price at the time of sale and the final settlement price, embedded derivatives are recorded as either a derivative asset or liability. The embedded derivatives do not qualify for hedge accounting and, as a result, are marked to the market gold and silver price at the end of each period from the provisional sale date to the date of final settlement. The mark-to-market gains and losses are recorded in earnings. Changes in silver and gold pricing resulted in provisional pricing mark-to-market gains of
$0.3 million
in the three months ended
June 30, 2015
.
At
June 30, 2015
, the Company had outstanding provisionally priced sales of
0.8 million
ounces of silver and
44,238
ounces of gold at prices of
$15.84
and
$1,193
, respectively. A 10% change in realized silver price would cause revenue to vary approximately
$1.3 million
and a 10% change in realized gold price would cause revenue to vary approximately
$5.3 million
.
Palmarejo Gold Production Royalty
On January 21, 2009, Coeur Mexicana entered into a gold production royalty transaction with a subsidiary of Franco-Nevada Corporation. The royalty covers 50% of the life of mine production from the Palmarejo mine and adjacent properties and includes a minimum obligation of 4,167 gold ounces per month which terminates when payments in respect of 400,000 gold ounces have been made. The minimum royalty obligation is considered an embedded derivative financial instrument due to the impact of fluctuating gold prices on the underlying gold ounces.
As of
June 30, 2015
, a total of
59,913
ounces of gold remain outstanding under the minimum royalty obligation. The fair value of the embedded derivative is reflected net of the Company's current credit adjusted risk free rate, which was
10.3%
at
June 30, 2015
. The fair value of the embedded derivative at
June 30, 2015
was a liability of
$15.3 million
. A 10% change in the price of gold would result in a change in the fair value of the net derivative liability at
June 30, 2015
to vary by approximately
$6.2 million
.
45
Foreign Currency
The Company operates, or has mineral interests, in several foreign countries including Australia, Bolivia, Chile, Mexico, Argentina, Ecuador, and New Zealand, which exposes it to foreign currency exchange rate risks. Foreign currency exchange rates are influenced by world market factors beyond the Company's control such as supply and demand for U.S. and foreign currencies. Fluctuations in local currency exchange rates in relation to the U.S. dollar may significantly impact profitability and cash flow.
Foreign Currency Hedging
To manage foreign currency risk, the Company may enter into forward foreign currency contracts and option contracts when the Company believes such contracts would be beneficial. The Company had no outstanding foreign exchange contracts at
June 30, 2015
.
Additional information about the Company’s derivative financial instruments may be found in Note 10 -- Derivative Financial Instruments in the notes to the consolidated financial statements.
46
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 Company’s management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s 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 management’s 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 Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s 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 SEC’s rules and forms, and to provide reasonable assurance that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
(b)
Management’s Report on Internal Control Over Financial Reporting
Based on an evaluation by the Company’s Chief Executive Officer and Chief Financial Officer, such officers concluded that there was no change in the Company’s internal control over financial reporting during the
three
months ended
June 30, 2015
that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
47
PART II. Other Information
Item 1. Legal Proceedings
The information contained in Note 19 -- Commitments and Contingencies in the notes to the consolidated financial statements included in this quarterly report is incorporated herein by reference.
Item 1A. Risk Factors
Item 1A -- Risk Factors of the 2014 10-K sets forth information relating to important risks and uncertainties that could materially adversely affect the Company's business, financial condition or operating results. Additional risks and uncertainties that the Company does not presently know or that it currently deems immaterial also may impair our business operations.
Item 4. Mine Safety Disclosures
Information pertaining to mine safety matters is reported in accordance with Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act in Exhibit 95.1 attached to this Quarterly Report on Form 10-Q.
48
Item 6. Exhibits
3.1
Certificate of Amendment to Certificate of Incorporation (Incorporated herein by reference to Exhibit 4.3 to the Registrant's Registration Statement on Form S-8 filed on May 13, 2015 (File No. 333-204142)).
10.1
Coeur Mining, Inc. 2015 Long-Term Incentive Plan (Incorporated herein by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed on May 13, 2015).*
10.2
Form of Restricted Stock Award Agreement (Filed herewith).*
10.3
Form of Incentive Stock Option Award Agreement (Filed herewith).*
10.4
Form of Nonqualified Stock Option Award Agreement (Filed herewith).*
10.5
Form of Performance Share Agreement (Filed herewith).*
10.6
Form of Cash-Settled Stock Appreciation Rights Award Agreement (Filed herewith).*
10.7
Form of Performance Unit Agreement (Filed herewith).*
10.8
Credit Agreement, dated June 23, 2015, by and between Coeur Mining, Inc., certain subsidiaries of Coeur Mining, Inc., as guarantors, the lenders party thereto and Barclays Bank plc, as administrative agent. (Incorporated herein by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed on June 25, 2015).
31.1
Certification of the CEO (Filed herewith).
31.2
Certification of the CFO (Filed herewith).
32.1
CEO Section 1350 Certification (Filed herewith).
32.2
CFO Section 1350 Certification (Filed herewith).
95.1
Mine Safety Disclosure (Filed herewith).
101.INS
XBRL Instance Document**
101.SCH
XBRL Taxonomy Extension Schema**
101.CAL
XBRL Taxonomy Extension Calculation Linkbase**
101.DEF
XBRL Taxonomy Extension Definition Linkbase**
101.LAB
XBRL Taxonomy Extension Label Linkbase**
101.PRE
XBRL Taxonomy Extension Presentation Linkbase**
* Management contract or compensatory plan or arrangement.
** The following financial information from Coeur Mining, Inc.'s Quarterly Report on Form 10-Q for the
three
and
six
months ended
June 30, 2015
, formatted in XBRL (Extensible Business Reporting Language): Condensed Consolidated Statements of Comprehensive Income (Loss), Condensed Consolidated Statements of Cash Flows, Condensed Consolidated Balance Sheets, Condensed Consolidated Statement of Changes in Stockholders' Equity
49
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 MINING, INC.
(Registrant)
Dated
August 4, 2015
/s/ Mitchell J. Krebs
MITCHELL J. KREBS
President and Chief Executive Officer (Principal Executive Officer)
Dated
August 4, 2015
/s/ Peter C. Mitchell
PETER C. MITCHELL
Senior Vice President and Chief Financial Officer (Principal Financial Officer)
Dated
August 4, 2015
/s/ Mark Spurbeck
MARK SPURBECK
Vice President, Finance (Principal Accounting Officer)
50