EX-99 2 restated2005q2financialstate.htm RESTATED SECOND QUARTER REPORT FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2005 AND 2004 Exhibit 99.1




Exhibit 99.1





EuroZinc Mining Corporation






RESTATED SECOND QUARTER REPORT

For the six months ended June 30, 2005 and 2004


(Unaudited)


(Expressed in thousands of U.S. dollars, except where indicated)





Management Discussion and Analysis


Consolidated Balance Sheets


Consolidated Statements of Operations


Consolidated Statements of Shareholders’ Equity


Consolidated Statements of Cash Flows


Notes to Consolidated Financial Statements










EUROZINC MINING CORPORATION

   

Consolidated Balance Sheets

   

(in thousands of US dollars)

   
  

June 30,

December 31,

 

 

2005

2004

  

(Unaudited)

(Restated)

  

(Restated)

 
  

(Note 11)

 

ASSETS

   

Current

   

  Cash and cash equivalents

 

$       29,231

$       29,245

  Accounts receivable

 

38,343

35,065

  Inventories

 

10,220

17,122

  Prepaid expenses and other current assets

 

2,411

3,507

Total Current Assets

 

80,205

84,939

Restricted cash

 

18,550

19,209

Property, plant and equipment (Notes 2 and 3)

 

304,025

279,189

Future income tax asset

 

15,926

31,671

Deferred financing costs

 

2,715

4,851

Total Assets

 

$     421,421

$        419,859

    

LIABILITIES

   

Current

   

  Accounts payable and accrued liabilities

 

$       33,892

$         32,378

  Taxes payable

 

12,268

18,803

  Loan payable

 

-

10,000

  Current portion of copper put premiums (Note 5)

 

6,962

2,572

  Current portion of long-term debt (Note 4)

 

23,451

15,403

Total Current Liabilities

 

76,573

79,156

Long-term debt (Note 4)

 

73,463

103,939

Net derivative instrument liability (Note 5)

 

25,137

29,258

Aljustrel production liabilities (Note 6)

 

12,183

15,755

Asset retirement obligations (Note 7)

 

61,432

52,605

Other obligations upon mine closure

 

1,918

1,900

Total Liabilities

 

250,706

282,613

    

SHAREHOLDERS' EQUITY

   

Share capital (Note 8)

 

147,339

128,386

Fair value of options and warrants

 

4,395

4,114

Currency translation account

 

(10,707)

10,296

Retained earnings (deficit)

 

29,688

(5,550)

Total Shareholders' Equity

 

170,715

137,246

    

Total Liabilities and Shareholders' Equity

 

$     421,421

$        419,859

    

See accompanying notes to consolidated financial statements








EUROZINC MINING CORPORATION

    

Consolidated Statements of Operations

    

(Unaudited - in thousands of US dollars, except for per share amounts)

   
 

Three months ended

Six months ended

 

June 30,

June 30,

 

2005

2004

2005

2004

 

(Restated

(Note 1)

(Restated)

(Note 1)

 

(Note 11)

 

(Note 11)

 

Net revenue

$  58,767

$      5,536

$ 122,179

$    5,536

Operating costs

26,849

2,155

57,097

2,155

Accretion of asset retirement obligations

926

106

1,499

106

Depreciation, amortization and depletion

6,841

589

10,404

607

Operating profit

24,151

2,686

53,179

2,668

     

Expenses

    

  General and administration

1,655

996

2,860

1,232

  Exploration

144

-

144

-

  Interest and accretion of long-term debt

2,159

329

4,421

509

  Financing costs

2,039

31

3,755

31

  Stock-based compensation

110

1,166

435

1,166

  Foreign exchange gain

(1,070)

(1,059)

(2,812)

(1,143)

  Interest and other income

(1,763)

(192)

(2,138)

(254)

  Gain on settlement of debt

(1,580)

-

(1,580)

-

  Unrealized loss on derivative instruments

651

-

1,529

-

 

2,345

1,271

6,614

1,541

     

Income before taxes

21,806

1,415

46,565

1,127

Current income taxes

5,164

-

9,787

-

Future income taxes

380

-

1,539

-

Net income for the period

$   16,262

$        1,415

$  35,239

$      1,127

     

Earnings per share - basic - CDN$

$      0.04

$         0.01

$      0.08

$      0.00

Earnings per share - basic - USD

$      0.03

$        0.00

$      0.07

$      0.00

Earnings per share - diluted - CDN$

$      0.04

$         0.01

$      0.08

$      0.00

Earnings per share - diluted - USD

$      0.03

$        0.00

$      0.07

$      0.00

    

-

Weighted average shares outstanding - basic

520,522

343,775

513,869

314,158

Weighted average shares outstanding - diluted (Note 9)

527,243

353,470

523,466

330,296

     

 See accompanying notes to consolidated financial statements







EUROZINC MINING CORPORATION

     

 Consolidated Statements of Shareholders' Equity

    

 As at June 30, 2005

      

 (Unaudited - in thousands of US dollars and shares in thousands)

    
   

Fair Value

   
   

of Options

Currency

Retained

 
 

Common Shares

and

Translation

Earnings

 

 

Shares

Amount

Warrants

Account

(Deficit)

Total

 Balance, December 31, 2003

255,494

$     46,228

$             -

$        135

$  (20,735)

$       25,628

 Issued for cash, net of issue costs

205,800

76,373

-

-

-

76,373

 Issued on exercise of stock options

2,200

315

-

-

-

315

 Issued on exercise of warrants

16,042

5,046

-

-

-

5,046

 Stock based compensation

 

424

4,114

-

-

4,538

 Effect of foreign currency translation

 

-

-

10,161

-

10,161

 Effect of change in accounting policy

 

-

-

-

(497)

(497)

 Net income for the year (Restated)

 

-

-

-

15,682

15,682

 Balance, December 31, 2004

479,536

128,386

4,114

10,296

(5,550)

137,246

 Issued on exercise of stock options

1,880

724

(160)

-

-

564

 Issued on exercise of warrants

49,139

18,229

-

-

-

18,229

 Stock based compensation

 

-

441

-

-

441

 Effect of foreign currency translation

 

-

-

(21,003)

-

(21,003)

 Net income for the period - Restated

 

-

-

-

35,238

35,238

 Balance, June 30, 2005 - Restated (Note 11)

530,555

$   147,339

$      4,395

$  (10,707)

$    29,688

$    170,715

       

 See accompanying notes to consolidated financial statements



EUROZINC MINING CORPORATION

    

Consolidated Statements of Cash Flows

    

(Unaudited - in thousands of US dollars)

    
 

Three months ended

Six months ended

 

June 30,

June 30,

 

2005

2004

2005

2004

 

Restated

 

Restated

 
 

(Note 11)

 

(Note 11)

(Note 1)

Cash flow from (used by) operating activities

    

Net income for the period

$         16,262

$     1,415

$          35,239

$     1,127

Non-cash items:

    

  Depreciation, amortization and depletion

6,841

589

10,404

607

  Unrealized gain on foreign exchange

(1,478)

(1,101)

(1,478)

(1,228)

  Unrealized loss on derivative instruments

651

-

1,529

-

  Gain on settlement of debt

(1,580)

-

(1,580)

-

  Amortization of deferred financing costs

1,490

31

3,206

31

  Accretion expense

1,661

269

2,646

433

  Stock-based compensation

110

1,166

435

1,166

  Future income taxes

380

-

1,539

-

  Other

(525)

-

(469)

(1)

 

23,812

2,369

51,471

2,135

Changes in non-cash working capital items

10,432

4,621

2,583

4,630

Cash provided (used) by operating activities

34,244

6,990

54,054

6,765

     

Cash flow used by investing activities

    

  Property, plant and equipment expenditures

(8,283)

(912)

(13,251)

(1,821)

  Acquisition of subsidiary, net of cash

-

(145,618)

-

(159,209)

  Purchase of price participation payments (Note 2)

-

-

(26,000)

-

  Proceeds from sale of assets

287

-

287

-

  Payment of copper put premiums

(1,036)

-

(2,072)

-

  Aljustrel production liabilities settlement payments

(136)

-

(682)

-

  Restricted investments

(1,519)

-

(1,519)

-

 

(10,687)

(146,530)

(43,237)

(161,030)

     

Cash flow from (used by) financing activities

    

  Shares issued for cash

3,787

57,025

18,791

80,391

  Deferred financing costs

(314)

(4,411)

(1,323)

(4,411)

  Loan proceeds

-

110,000

76,013

110,000

  Loan and capital lease repayments

(40,746)

(8)

(106,097)

(11)

 

(37,273)

162,606

(12,616)

185,969

     

Effect of exchange rate changes on cash and cash equivalents

(1,855)

(1,799)

1,785

(1,803)

     

Increase (decrease) in cash and cash equivalents during the period

(15,571)

21,267

(14)

29,901

Cash and cash equivalents, beginning of period

44,802

12,900

29,245

4,266

Cash and cash equivalents, end of period

$         29,231

$   34,167

$          29,231

$   34,167

     

Supplemental disclosure on non-cash investing and financing activities

  

  Purchase of equipment under capital lease

 $           3,510

 $          -   

 $            3,510

 $          -   

 See accompanying notes to consolidated financial statements




EUROZINC MINING CORPORATION

Notes to consolidated financial statements

For the three and six months ended June 30, 2005

(Unaudited – Tabular amounts are in thousand of US dollars, except for number of shares, price per share and per share amount)



1.

BASIS OF PRESENTATION


These interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in Canada (“Canadian GAAP”) and follow the same accounting policies and methods as our most recent annual consolidated financial statements except that the Company has adopted Accounting Guideline 15 “Consolidation of Variable Interest Entities (“VIE”) effective for the Company’s first quarter commencing January 1, 2005 whereby the consolidation of VIE’s by the primary beneficiary; the enterprise that will absorb or receive the majority of the VIE’s expected losses, expected residual returns, or both.  The adoption of Accounting Guideline 15 has not had a material impact on the Company.  Accordingly, these consolidated financial statements should be read in conjunction with the Company’s 2004 audited consolidated financial statements.


These interim consolidated financial statements include all adjustments that are, in the opinion of management, necessary for fair presentation.


The Company adopted the US dollar as its reporting currency in fiscal year 2004 and restated the amounts into US dollars using the current rate method whereby all revenues, expenses and cash flows were translated at the exchange rates that were in effect during these periods (CDN$ average rate for US$1.00 – 2005: 1.2346; 2004: 1.3589) (average rate for €1.00/US$1.00 – 2005: 1.2769; 2004 – 1.2240) and assets and liabilities were translated at the closing rates in effect at the end of each period (CDN$ for US$1.00 - 2005: 1.2254; 2004: 1.3338) (€1.00/US$1.00 – 2005: 1.2092; 2004 – 1.2073).


2.

BUSINESS ACQUISITION - RESTATED


On June 18, 2004, the Company acquired a 100% interest in Sociedade Mineira De Neves Corvo S.A. (“Somincor”) which owns the Neves-Corvo copper mine, located near Castro Verde, Portugal.  The consideration paid was $154,353,000 (128,041,000 Euros).


The acquisition agreement also provided the vendors with additional consideration (“Price Participation Payments”) on 50 percent of copper sold by Somincor when the average price of copper, calculated quarterly using the London Metals Exchange average spot price of copper, exceeds $0.90 per pound for the first year and $0.95 for years two, three and four from the acquisition date.  Subsequently, the Price Participation Payments were purchased from the vendors for $48,000,000, of which $22,000,000 was paid on December 22, 2004 and $26,000,000 was paid on January 28, 2005.  The effective date of this purchase was October 1, 2004.  Prior to September 30, 2004, the Company had made a price participation payment of $10,526,000 to the vendors.  This payment and the purchase of the Price Participation Payments were added to the purchase price.


The acquisition was accounted for by the purchase method, which resulted in the allocation of the consideration paid to the fair value of the assets acquired and the liabilities assumed, as follows:


Net identifiable assets acquired:

  Current assets (excluding cash)

 $28,867 

  Property, plant and equipment

 138,389 

  Mineral properties

 80,174 

  Mine development

 30,796 

  Future income tax asset

 7,344 

  Restricted cash

 15,962 

   

 301,532 

Less:

  Accounts payable and accrued liabilities

 (36,027)

  Provision for asset retirement obligations

 (47,095)

  Long-term liabilities

 (3,995)

Total purchase price

 $214,415 

    

Consideration paid is as follows:

  Cash paid to vendor on June 18, 2004 (128,041 Euros)

 $154,353 

  Additional consideration paid to September 30, 2004

 10,526 

  Purchase of Price Participation Payments paid to December 31, 2004

 22,000 

  Purchase of Price Participation Payments paid to January 28, 2005

 26,000 

  Acquisition costs

 3,442 

  Less: cash acquired

 (1,906)

Total purchase price

 $214,415 



3.

PROPERTY, PLANT AND EQUIPMENT


Property, plant and equipment consist of:


 

June 30, 2005

 

December 31, 2004

  

Accumulated

   

Accumulated

 
  

depreciation

   

depreciation

 

 

Cost

and depletion

Net

 

Cost

and depletion

Net

Mineral properties

       

  Neves-Corvo

$    92,038

$      4,701

$    87,337

 

$     56,122

$     1,931

$   54,191

  Aljustrel

14,595

-

14,595

 

11,594

-

11,594

  Crypto

288

-

288

 

288

-

288

 

106,921

4,701

102,220

 

68,004

1,931

66,073

Plant and equipment

       

  Neves-Corvo

174,060

17,978

156,082

 

162,447

11,264

151,183

  Aljustrel

6,377

291

6,086

 

6,823

247

6,576

  Other

207

93

114

 

110

71

39

 

180,644

18,362

162,282

 

169,380

11,582

157,798

Development and other

      

  Neves-Corvo

13,810

-

13,810

 

28,807

-

28,807

  Aljustrel

23,262

-

23,262

 

24,034

-

24,034

  Malhadinha

2,429

-

2,429

 

2,459

-

2,459

  Crypto

22

-

22

 

18

-

18

 

39,523

-

39,523

 

55,318

-

55,318

        

Total

$  327,088

$    23,063

$ 304,025

 

$   292,702

$    13,513

$   279,189

        

During the six months ended June 30, 2005, the Company spent $26,000,000 to purchase the remaining 51% balance of the Price Participation Payments, $9,146,000 on capital purchases and $5,723,000 on development expenditures primarily at the Neves-Corvo mine.  


4.

LONG-TERM DEBT


Long-term debt consists of:

  

        June 30,

 December 31,

  

2005 

2004 

Somincor bonds - 2005 to 2009

 $32,649 

 $36,777 

Collateralized term loan

 -   

 50,000 

Somincor commercial notes (a)

 31,439 

 -   

Price participation loan (b)

 21,632 

 22,000 

Capital lease obligations

 6,775 

 5,260 

Deferred employee housing sales

 659 

 740 

EU interest free investment loan

 3,760 

 4,565 

Total

 96,914 

 119,342 

Less: current portion

 (23,451)

 (15,403)

Long-term portion of long-term debt

 $73,463 

 $103,939 


b)

On March 31, 2005, the Company entered into an unsecured, three-year commercial paper facility for the issuance of up to 40,000,000 Euros (US$51,664,000) of commercial notes (the “Commercial Notes”) with European banking syndicate, maturing on March 31, 2008.  These Notes have variable maturities of up to six months from date of issuance and bear interest at EURIBOR plus a floating rate, depending on the net debt to EBITDA ratio calculated semi-annually.  The interest rates at June 30, 2005 on the two outstanding amounts were 2.86% on $24,184,000 (€20,000,000) and 2.80% on $7,255,200 (€6,000,000), respectively.  The proceeds were used to repay the $50,000,000 collateralized term loan.


EBITDA ratio is calculated as earnings before interest, tax, depreciation and amortization as a percentage of net debt.


Financing costs to set up the Commercial Notes facility of $315,000 were deferred and are amortized over the term of the facility.  Banking, legal and other fees paid to maintain the facility are expensed as financing costs in the period incurred.


b)

Price participation loan


On January 28, 2005 the Company borrowed an additional $26,000,000 bringing the loan to $48 million.  By June 30, 2005 the Company had repaid $26,368,000, leaving an outstanding balance of $21,632,000.  On August 2, 2005, the Company repaid an additional $15,948,000 based on sales for the three months ending June 30, 2005.


The price participation loan bears interest at LIBOR plus a margin of 3.5 percent and is repayable by quarterly payments commencing January 31, 2005.


5.

NET DERIVATIVE INSTRUMENT LIABILITY - RESTATED


As at June 30, 2005, net derivative instrument liability is comprised of:


  

June 30, 2005

 

December 31, 2004

   

Cumulative

  

Cumulative

   

Unrealized

  

Unrealized

 

Cost

Fair Value

Loss

 

Fair Value

loss

Copper put options

$ 21,241

$     2,597

$   (18,644)

 

$       4,172

$  (17,069)

Copper calls and puts

-

(11,058)

(11,058)

 

(14,623)

(14,623)

Interest rate swaps - $50 million

-

-

-

 

(436)

(436)

Forward foreign exchange contracts

-

(3,954)

(3,954)

 

-

-

 

21,241

(12,415)

(33,656)

 

(10,887)

(32,128)

Deferred premiums

 

(19,684)

-

 

(20,943)

-

Total

21,241

(32,099)

(33,656)

 

(31,830)

(32,128)

Less: current portion of deferred premiums

-

6,962

(6,962)

 

2,572

(2,572)

Long-term portion of derivative instrument liability

$ 21,241

$ (25,137)

$   (40,618)

 

$   (29,258)

$  (34,700)

       

During the six months ended June 30, 2005, the Company granted 3,050,000 incentive stock options at exercise prices between CDN$0.65 and CDN$0.89 per share and expiring between March 17, 2010 and June 10, 2010.   The Company recognized a stock-based compensation expense of $435,000 in the current period, which approximates its fair value.  The fair value was determined using the Black-Scholes option-pricing model based on the following assumptions: expected life – 2.5 years; risk free interest rate – 3.4 percent; expected volatility – 50 percent; and no dividend yield.


The following table summarizes information concerning stock options outstanding as at June 30, 2005:

   

Weighted

 
   

Average

 
   

Remaining

 
  

Number of

Contractual

Number of

 

Year of

Options

Life

Options

Range of exercise prices (CDN$)

Expiry

Outstanding

(Years)

Exercisable

$0.15 - $0.36

2006

290,000

 1.2

290,000

$0.10

2007

2,880,000

 2.5

2,880,000

$0.60 - $0.66

2009

9,860,000

 4.2

9,860,000

$0.65 - $0.90

2010

3,050,000

 4.8

1,900,000

 

 

16,080,000

 3.8

14,930,000

     


c)

Share Purchase Warrants


The following table summarizes information concerning share purchase warrants outstanding as at June 30, 2005:

   

Weighted

   

Average

   

Remaining

   

Contractual

 

Year of

Number

Life

Range of exercise prices (CDN$)

Expiry

Outstanding

(Years)

$0.40 - $0.60

2005

3,837,500

0.3

$0.60 - $0.75

2006

12,695,005

0.9

 

 

16,532,505

0.6

    

During the six months ended June 30, 2005, the Company issued 49,498,152 common shares for proceeds of $22,702,000 pursuant to the exercise of share purchase warrants.


9.

EARNINGS PER SHARE


Basic earnings per share have been calculated using the weighted average number of shares outstanding during the period. The diluted earnings per share is calculated using the treasury stock method which assumes options and warrants, with an exercise price lower than the average quoted market price are exercised at the later of the beginning of the reporting period, or time of issue.  The proceeds from such options are then used to buy back the Company’s shares at the average price during the each reporting period. In applying the treasury stock method, options and warrants with an exercise price greater than the average quoted market price of the common share were not included in the calculation of diluted earnings per share as the effect would have been anti-dilutive.  The average quoted market price during the three and six month periods ended June 30, 2005 was CDN$0.81 and CDN$0.71 per common share, respectively.


Diluted weighted average shares outstanding are calculated as follows:


 

Three Months

Ended

June 30,

2005

Six Months

Ended

June 30,

2005

Weighted average shares outstanding – Basic

520,522,364

513,868,784

Incremental common shares issued on assumed exercise of

   options and warrants

6,720,348

9,597,189

Weighted average shares outstanding – Diluted

527,242,712

523,465,973

   


10.

SEGMENTED INFORMATION


In the opinion of management, the Company operates in one industry segment, namely base metal mining in one geographic region, namely Western Europe.  Due to its concentration in one geographic region and one segment, the segmented information is not necessary.


11.

RESTATEMENT OF CONSOLIDATED FINANCIAL STATEMENTS


During the third quarter ended September 30, 2005, the Company undertook a detailed review of the tax consequences resulting from the reorganization of its international subsidiaries and determined that the Portuguese income tax rate used in the calculation of future income taxes was incorrect.  During this review the Company determined that an enacted change in the Portuguese income tax rate in 2004 reduced the rate from 27.5 percent to 22.0 percent, effective January 1, 2005, for certain regions, including the region where the Company conducts its mine operations.  As a result, the Company has restated its consolidated financial statements to reduce the income tax rate used in establishing future income taxes.  Furthermore, the Company needed to restate an error in recording derivatives at fair value as well as the related consequences.  


The effect of this restatement on the Company’s consolidated financial statements for the second quarter ended June 30, 2005 is summarized as follows:


 

 

Previously Reported

Adjustment

Restated

     

Consolidated Balance Sheets

    

  Total assets

 

$   421,401

$         20

$   421,421

  Total liabilities

 

253,086

(2,380)

250,706

  Shareholders' equity

 

$   168,315

$     2,400

$   170,715

     

For the three months ended June 30, 2005

    
     

Consolidated Statements of Operations

  

  Income before income taxes

 

$     20,915

$        891

$     21,806

  Current income taxes

 

(6,698)

1,534

(5,164)

  Future income taxes

 

(383)

3

(380)

  Net income for the period

 

$     13,834

$     2,428

$     16,262

     

For the six months ended June 30, 2005

    
     

Consolidated Statements of Operations

  

  Income before income taxes

 

$     46,754

$       (189)

$     46,565

  Current income taxes

 

(12,484)

2,697

(9,787)

  Future income taxes

 

(1,878)

339

(1,539)

  Net income for the period

 

$     32,392

$     2,847

$     35,239

     

Subsequent to June 30, 2005 the Company:


a)

entered into forward foreign exchange contracts to purchase €26,000,000 on a weekly basis for the second half of 2005 at an exchange rate between US$1.2250 and US$1.2850 per €1.00, which is determined on each weekly maturity date.


b)

extinguished the $50,000,000 interest rate swap facility with a payment of $297,000.  This amount was charged to interest and accretion of long-term debt expense.








CORPORATE INFORMATION

DIRECTORS


J. Edward Fletcher

Chairman


Colin K. Benner

Vice-Chairman


Ryan T. Bennett


Christian Bué


John A. Greig


Graham E. Mascall


David F. Mullen


John G. Shanahan


Ronald S. Simkus




OFFICERS

Colin K. Benner

Vice-Chairman and

Chief Executive Officer


Amjad J. Ali

Executive Vice-President and

Chief Financial Officer


Ronald A. Ewing

Executive Vice-President,

Corporate Affairs and

Corporate Secretary


Garnet L. Dawson

Vice-President, Exploration


Adriano F. Barros

Vice President, Business

   Development – Portugal


Gordon C. Jang

Corporate Controller

SHARES LISTED

Toronto Stock Exchange

Symbol - EZM


SHARE CAPITALIZATION

Authorized:   Unlimited

Issued:     533,590,596


AUDITORS

PricewaterhouseCoopers LLP

Suite 700 – 250 Howe Street

Vancouver, BC  

V6C 3S7


REGISTRAR AND TRANSFER AGENT

Computershare Trust Company of Canada

510 Burrard Street

Vancouver, BC

V6C 3B9


LEGAL COUNCIL

Gowling Lafleur Henderson LLP

Suite 2300 - Four Bentall Centre

1050 Dunsmuir Street

Vancouver, BC  

V7X 1J1


PORTUGAL OFFICES

Pirites Alentejanas, S.A.

Av. de Algares

7600-015 Aljustrel

Portugal


Ph: +351-284-601-461


Sociedade Mineira de Neves-Corvo S.A.

Apartado 12,

7780-909 Castro Verde

Portugal


Ph:  +351-286-689-000


CORPORATE HEAD OFFICE

EuroZinc Mining Corporation

Suite 1601, 543 Granville Street

Vancouver, British Columbia

Canada,  V6C 1X8


Ph:                  604 – 681 – 1337

Fax:                604 – 681 – 1339

Toll Free:  1 – 866 – 571 – MINE


E-Mail:  info@eurozinc.com

Web:     www.eurozinc.com

Investors Relations: 1-888-225-9662