Exhibit 99.7
EuroZinc Mining Corporation
FIRST QUARTER REPORT
For the three months ended March 31, 2006
(Unaudited)
(Expressed in thousands of U.S. dollars, except where indicated)
•
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) | |||
March 31 | December 31 | ||
2006 | 2005 | ||
(Unaudited) | |||
ASSETS | |||
Current | |||
Cash and cash equivalents | $ 54,207 | $ 27,597 | |
Accounts receivable | 74,866 | 66,027 | |
Inventories | 10,075 | 8,517 | |
Prepaid expenses | 2,675 | 3,036 | |
Total Current Assets | 141,823 | 105,177 | |
Restricted cash | 20,327 | 19,829 | |
Property, plant and equipment (Note 2) | 307,033 | 301,380 | |
Future income tax asset | 25,381 | 20,500 | |
Deferred financing and other costs | 1,642 | 1,705 | |
Total Assets | $ 496,206 | $ 448,591 | |
LIABILITIES | |||
Current | |||
Accounts payable and accrued liabilities | $ 39,138 | $ 47,408 | |
Taxes payable | 30,761 | 21,978 | |
Current portion of long-term liabilities (Notes 3 and 4) | 13,576 | 11,225 | |
Total Current Liabilities | 83,475 | 80,611 | |
Long-term debt (Note 3) | 38,925 | 38,910 | |
Net derivative instruments liability (Note 4) | 41,569 | 26,782 | |
Aljustrel production liabilities (Note 11(a)) | 12,675 | 12,312 | |
Asset retirement obligations (Note 6) | 57,997 | 56,005 | |
Other obligations upon mine closure | 3,382 | 2,941 | |
Total Liabilities | 238,023 | 217,561 | |
SHAREHOLDERS' EQUITY | |||
Share capital (Notes 5(a) and 11(b)) | 156,146 | 150,783 | |
Options and warrants (Note 5(b)) | 3,932 | 4,485 | |
Currency translation adjustment | (2,123) | (7,025) | |
Retained earnings | 100,228 | 82,787 | |
Total Shareholders' Equity | 258,183 | 231,030 | |
Total Liabilities and Shareholders' Equity | $ 496,206 | $ 448,591 | |
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 | |||
March 31, | |||
2006 | 2005 | ||
(Restated) | |||
(Note 10) | |||
Revenues | $ 88,911 | $ 68,733 | |
Operating costs | 25,541 | 30,248 | |
Accretion of asset retirement obligations | 712 | 573 | |
Depreciation, depletion and amortization | 6,445 | 3,563 | |
Operating profit | 56,213 | 34,349 | |
Expenses | |||
General and administration | 1,454 | 1,530 | |
Exploration | 530 | - | |
Interest and other (Note 8) | 2,524 | 1,861 | |
Realized loss on derivative instruments (Note 4) | 12,665 | 5,321 | |
Unrealized loss on derivative instruments (Note 4) | 18,325 | 878 | |
35,498 | 9,590 | ||
Earnings before income taxes | 20,715 | 24,759 | |
Current income tax expense | 8,115 | 4,623 | |
Future income tax expense (recovery) | (4,841) | 1,159 | |
Net earnings for the period | $ 17,441 | $ 18,977 | |
Earning per share - basic | CDN | $ 0.04 | $ 0.05 |
Earning per share - basic | US | $ 0.03 | $ 0.04 |
Earning per share - diluted | CDN | $ 0.04 | $ 0.04 |
Earning per share - diluted | US | $ 0.03 | $ 0.04 |
Weighted average number of shares outstanding - basic | 543,295 | 504,976 | |
Weighted average number of shares outstanding - diluted | 558,405 | 522,090 | |
See accompanying notes to consolidated financial statements |
EUROZINC MINING CORPORATION | ||||||
Consolidated Statements of Shareholders' Equity | ||||||
As at March 31, 2006 | ||||||
(Unaudited - in thousands of US dollars and shares in thousands) | ||||||
Options | Currency | Retained | ||||
Common Shares | and | Translation | Earnings | |||
Shares | Amount | Warrants | Adjustment | (Deficit) | Total | |
Balance, December 31, 2004 | 479,536 | $ 128,386 | $ 4,114 | $ 10,296 | $ (5,550) | $ 137,246 |
Issued on exercise of stock options | 4,492 | 2,120 | (951) | - | - | 1,169 |
Issued on exercise of warrants | 53,576 | 20,277 | - | - | - | 20,277 |
Stock based compensation | - | 1,322 | - | - | 1,322 | |
Effect of foreign currency translation | - | - | (17,321) | - | (17,321) | |
Net earnings for the year | - | - | - | 88,337 | 88,337 | |
Balance, December 31, 2005 | 537,604 | 150,783 | 4,485 | (7,025) | 82,787 | 231,030 |
Issued on exercise of stock options | 4,410 | 2,759 | (711) | - | - | 2,048 |
Issued on exercise of warrants | 4,268 | 2,604 | - | - | - | 2,604 |
Stock based compensation | - | 158 | - | - | 158 | |
Effect of foreign currency translation | - | - | 4,902 | - | 4,902 | |
Net earnings for the period | - | - | - | 17,441 | 17,441 | |
Balance, March 31, 2006 | 546,282 | $ 156,146 | $ 3,932 | $ (2,123) | $ 100,228 | $ 258,183 |
See accompanying notes to consolidated financial statements |
EUROZINC MINING CORPORATION | |||
Consolidated Statements of Cash Flows | |||
(Unaudited - in thousands of US dollars) | |||
For the three months ended | |||
March 31, | |||
2006 | 2005 | ||
(Restated) | |||
(Note 10) | |||
Cash flow from (used by) operating activities | |||
Net earnings for the period | $ 17,441 | $ 18,977 | |
Non-cash items: | |||
Depreciation, depletion and amortization | 6,445 | 3,563 | |
Financing costs | 250 | 1,716 | |
Accretion expense | 1,116 | 985 | |
Stock based compensation | 158 | 325 | |
Future income tax expense (recovery) | (4,841) | 1,159 | |
Unrealized loss on derivative instruments | 18,325 | 878 | |
Unrealized foreign exchange loss | 761 | - | |
Other | 970 | 56 | |
40,625 | 27,659 | ||
Changes in non-cash working capital items | (9,698) | (7,849) | |
30,927 | 19,810 | ||
Cash flow used by investing activities | |||
Property, plant and equipment expenditures | (6,178) | (4,968) | |
Purchase of price participation rights | - | (26,000) | |
(6,178) | (30,968) | ||
Cash flow from (used by) financing activities | |||
Shares issued for cash | 4,652 | 15,004 | |
Deferred financing costs | (152) | (1,406) | |
Aljustrel production liability payments | - | (698) | |
Repayment of copper put premiums | (2,445) | (1,035) | |
Loan proceeds | 56 | 77,667 | |
Loan repayments | (992) | (63,280) | |
1,119 | 26,252 | ||
Effect of exchange rate changes on cash and cash equivalents | 742 | 463 | |
Increase in cash and cash equivalents during the period | 26,610 | 15,557 | |
Cash and cash equivalents, beginning of period | 27,597 | 29,245 | |
Cash and cash equivalents, end of period | $ 54,207 | $ 44,802 | |
See accompanying notes to consolidated financial statements |
EUROZINC MINING CORPORATION
Notes to consolidated financial statements
For the three months ended March 31, 2006
(Unaudited – Tabular amounts are in thousand of US dollars, except for price per share and per share amounts)
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 disclosed in the Company’s most recent annual financial statements. Accordingly, these financial statements should be read in conjunction with the Company’s 2005 audited consolidated financial statements.
These interim consolidated financial statements include all adjustments that are, in the opinion of management, necessary for fair presentation.
2.
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment consist of:
March 31, 2006 | December 31, 2005 | ||||||||
Accumulated | Accumulated | ||||||||
depreciation | depreciation | ||||||||
Cost | and depletion | Net | Cost | and depletion | Net | ||||
Mineral properties | |||||||||
Neves-Corvo | $ 94,121 | $ 6,201 | $ 87,920 | $ 91,723 | $ 5,172 | $ 86,551 | |||
Aljustrel | 11,276 | - | 11,276 | 11,310 | - | 11,310 | |||
105,397 | 6,201 | 99,196 | 103,033 | 5,172 | 97,861 | ||||
Plant and equipment | |||||||||
Neves-Corvo | 164,610 | 2,840 | 131,770 | 157,294 | 27,331 | 129,963 | |||
Aljustrel | 7,260 | 360 | 6,900 | 7,060 | 347 | 6,713 | |||
Other | 230 | 110 | 120 | 219 | 102 | 117 | |||
172,100 | 33,310 | 138,790 | 164,573 | 27,780 | 136,793 | ||||
Development and other | |||||||||
Neves-Corvo | 38,213 | 2,388 | 35,825 | 35,863 | 1,559 | 34,304 | |||
Aljustrel | 30,787 | - | 30,787 | 30,011 | - | 30,011 | |||
Malhadinha | 2,435 | - | 2,435 | 2,411 | - | 2,411 | |||
71,435 | 2,388 | 69,047 | 68,285 | 1,559 | 66,726 | ||||
Total | $ 348,932 | $ 41,899 | $ 307,033 | $ 335,891 | $ 34,511 | $ 301,380 |
During the three months ended March 31, 2006, the Company spent $6,178,000 at the Neves-Corvo and Aljustrel mines on capital equipment, mine development and related infrastructure.
EUROZINC MINING CORPORATION
Notes to consolidated financial statements
For the three months ended March 31, 2006
(Unaudited – Tabular amounts are in thousand of US dollars, except for price per share and per share amounts)
3.
LONG-TERM DEBT
Long-term debt consists of:
March 31 | December 31 | |||
2006 | 2005 | |||
Somincor bonds - 2005 to 2009 (a) | $ 32,775 | $ 31,973 | ||
Capital lease obligations (b) | 7,078 | 7,305 | ||
Deferred employee housing sales | 267 | 207 | ||
EU interest-free investment loan (c) | 2,975 | 3,293 | ||
Total | 43,095 | 42,778 | ||
Less: current portion | (4,170) | (3,868) | ||
$ 38,925 | $ 38,910 |
a)
On December 17, 2004, the Company’s wholly-owned subsidiary, Somincor, issued 540,000 unsecured bonds with a nominal value of €50 each for a total of €27,000,000, which is equivalent to $32,775,000 (December 31, 2005 - $31,973,000). The increase in this debt resulted entirely from the changes in the US$/€ exchange rates at the end of each reporting period. These bonds have a five-year term with 100% of the principal repayable at maturity on December 17, 2009 and bear interest at EURIBOR plus 0.875%. Interest payments are due on June 17 and December 17 of each year.
b)
Capital lease obligations relate to mining and computer equipment and passenger vehicles with three or four year terms and bear interest at between 1.25% to 1.75% above EURIBOR.
c)
The European Union (“EU”) established special investment programs to promote the development of some countries within the EU. The Neves-Corvo mine is located in one of these regions in Portugal which qualified for investment incentives. Between 2001 and 2002 Somincor spent approximately $20,000,000 of eligible investments resulting in a non-refundable grant of $800,000 and an interest-free loan of $4,565,000. The interest-free loan is repayable in semi-annual installments of $595,000 (€490,000) ending on July 30, 2008.
EUROZINC MINING CORPORATION
Notes to consolidated financial statements
For the three months ended March 31, 2006
(Unaudited – Tabular amounts are in thousand of US dollars, except for price per share and per share amounts)
4.
NET DERIVATIVE INSTRUMENTS LIABILITY
Net derivative instruments liability consists of:
March 31 | December 31 | ||||
2006 | 2005 | ||||
Copper put options | $ 74 | $ 741 | |||
Copper forward sales | (37,168) | (17,095) | |||
Currency forward sales | 2,137 | 328 | |||
(34,957) | (16,026) | ||||
Deferred premiums | (16,018) | (18,113) | |||
Total | (50,975) | (34,139) | |||
Less: current portion | 9,406 | 7,357 | |||
Long-term portion of net derivative instrument liabilities | $ (41,569) | $ (26,782) |
During the three months ended March 31, 2006, the Company recognized:
a)
a realized loss on derivative instruments of $12,665,000 (2005 - $5,321,000) on the settlement of copper forward sales contracts; and
b)
a net marked-to-market loss of $18,325,000 (2005 - $878,000) on outstanding derivative contracts as summarized below:
Unrealized | ||||
2006 | 2007 | Total | gain (loss) | |
Copper | ||||
Puts acquired in 2005 (tonnes) | 18,000 | - | 18,000 | |
Average price (US$/Ib) | $1.36 | - | $1.36 | $94 |
Puts acquired in 2004 (tonnes) | 50,706 | 52,704 | 103,410 | |
Average price (US$/Ib) | $0.86 | $0.85 | $0.86 | (155) |
Forward sales (tonnes) | 20,250 | - | 20,250 | |
Average price (US$/Ib) | $1.62 | - | $1.62 | (20,073) |
US Currency | ||||
Forward sales | $129,500 | - | $129,500 | |
Average US dollar/EURO | 1.1967 | - | 1.1967 | 1,809 |
$(18,325) |
EUROZINC MINING CORPORATION
Notes to consolidated financial statements
For the three months ended March 31, 2006
(Unaudited – Tabular amounts are in thousand of US dollars, except for price per share and per share amounts)
5.
SHARE CAPITAL
Authorized: Unlimited number of common shares without par value
Issued and outstanding:
a)
Common shares issued and outstanding are:
Number of | |||
Shares | Amount | ||
Balance, December 31, 2004 | 479,536 | $ 128,386 | |
Issued during the year: | |||
Issued on exercise of stock options | 4,492 | 1,169 | |
Issued on exercise of share purchase warrants | 53,576 | 20,277 | |
Fair value of options exercised | - | 951 | |
Balance, December 31, 2005 | 537,604 | $ 150,783 | |
Issued during the quarter | |||
Issued on exercise of stock options | 4,410 | 2,048 | |
Issued on exercise of share purchase warrants | 4,268 | 2,604 | |
Fair value of options exercised | - | 711 | |
Balance, March 31, 2006 | 546,282 | $ 156,146 |
b)
Stock Option Plan - Note 11(b)
The Company has a comprehensive stock option plan for its employees, directors and officers. The plan provides for the issuance of incentive stock options to acquire up to 50,000,000 common shares and the exercise price shall not be less than the closing price of the common shares on the TSX on the trading day immediately preceding the day the option is granted. The stock options granted are vested over a two year period and have a maximum term of up to five years.
Stock option transactions, in thousands, during the three months ended March 31, 2006 were as follows:
EUROZINC MINING CORPORATION
Notes to consolidated financial statements
For the three months ended March 31, 2006
(Unaudited – Tabular amounts are in thousand of US dollars, except for price per share and per share amounts)
Weighted | |||
Average | |||
Exercise | |||
Number of | Price | ||
Options | (CDN$) | ||
Balance, December 31, 2005 | 20,325 | $ 0.62 | |
Granted | 50 | 1.26 | |
Exercised | (4,410) | 0.54 | |
Balance, March 31, 2006 | 15,965 | $ 0.65 |
During the three months ended March 31, 2006, the Company granted 50,000 incentive stock options at an exercise price of CDN$1.26 per share and expiring on January 4, 2011.
The Company recognized a stock-based compensation expense of $158,000 in the current period (2005 - $325,000) relating to the new and previously granted options that vested during each reporting period. The fair value was determined using the Black-Scholes option-pricing model based on the following assumptions: expected life of the options of 1.5 to 2.5 years; risk free interest rates of 3% to 4%, expected stock price volatility of 34% to 53% and 0% dividend yield.
At March 31, 2006, the Company has the following options, in thousands, outstanding:
Average | ||||||
Remaining | Number | Weighted | ||||
Contractual | of | Average | ||||
Year of | Number | Life | Options | Exercise | ||
Range of exercise prices (CDN$) | Expiry | Outstanding | (Years) | Exercisable | Price | |
$0.15 | 2006 | 50 | 0.6 | 50 | $ 0.15 | |
$0.10 | 2007 | 730 | 1.7 | 730 | $ 0.10 | |
$0.60 - $0.66 | 2009 | 6,053 | 3.4 | 6,053 | $ 0.63 | |
$0.65 - $0.95 | 2010 | 9,082 | 4.2 | 4,638 | $ 0.70 | |
$1.26 | 2011 | 50 | 4.8 | 17 | $ 1.26 | |
15,965 | 3.8 | 11,488 | $ 0.65 |
c)
Share Purchase Warrants - Note 11(b)
The following table summarizes information concerning share purchase warrants outstanding, in thousands, as at March 31, 2006:
EUROZINC MINING CORPORATION
Notes to consolidated financial statements
For the three months ended March 31, 2006
(Unaudited – Tabular amounts are in thousand of US dollars, except for price per share and per share amounts)
Weighted | ||||
Average | ||||
Remaining | ||||
Contractual | ||||
Year of | Number | Life | ||
Exercise price (CDN$) | Expiry | Outstanding | (Years) | |
$0.60 | 2006 | 8,696 | 0.10 |
During the three months ended March 31, 2006, the Company issued 4,268,100 common shares for proceeds of $2,604,000 (CDN$2,991,000) pursuant to the exercise of share purchase warrants.
EUROZINC MINING CORPORATION
Notes to consolidated financial statements
For the three months ended March 31, 2006
(Unaudited – Tabular amounts are in thousand of US dollars, except for price per share and per share amounts)
6.
ASSET RETIREMENT OBLIGATIONS
Asset retirement obligations consist of:
Neves Corvo | Aljustrel | Total | |||
Balance, December 31, 2004 | $ 48,244 | $ 4,361 | $ 52,605 | ||
Change in estimate | 1,859 | (547) | 1,312 | ||
Accretion during the year | 2,740 | 255 | 2,995 | ||
Impact of foreign exchange | (907) | - | (907) | ||
Balance, December 31, 2005 | 51,936 | 4,069 | 56,005 | ||
Accretion | 661 | 51 | 712 | ||
Impact of foreign exchange | 1,280 | - | 1,280 | ||
Balance, March 31, 2006 | $ 53,877 | $ 4,120 | $ 57,997 |
7.
RELATED PARTY TRANSACTIONS
The Company incurred costs of $264,000 during the quarter in connection with a secondary public offering. This amount was reimbursed, subsequent to March 31, 2006, by the benefiting related party.
8.
INTEREST AND OTHER
Interest and other income consist of:
Three months ended | |||||
March 31, | |||||
2006 | 2005 | ||||
Foreign exchange loss (gain) | $ 1,543 | $ (1,742) | |||
Interest on long-term debt | 480 | 1,850 | |||
Accretion of Aljustrel production liabilities | 404 | 412 | |||
Amortization of deferred financing costs | 250 | 1,716 | |||
Interest and other (income) | (153) | (375) | |||
$ 2,524 | $ 1,861 |
9.
SEGMENTED INFORMATION
The Company operates in one industry segment, namely base metal mining in one geographic region, Portugal.
10.
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 first quarter ended March 31, 2005 is summarized as follows:
Previously Reported | Adjustment | Restated | |||
Consolidated Statements of Operations | |||||
Income before income taxes | $ 25,839 | $ (1,080) | $ 24,759 | ||
Current income taxes | (5,786) | 1,163 | (4,623) | ||
Future income taxes | (1,495) | 336 | (1,159) | ||
Net earnings for the period | $ 18,558 | $ 419 | $ 18,977 |
11.
SUBSEQUENT EVENTS
Subsequent to March 31, 2006, the Company:
a)
received notice from the Portuguese government that the Company’s terms on the Aljustrel debt settlement as outlined in the previously announced Memorandum of Understanding with Empresa de Desenvolvimento Mineiro SGPS, S.A., a Portuguese state owned enterprise, have been accepted. This acceptance allows the Company to move forward in the redevelopment plans at the Aljustrel mine; and
b)
received $6,570,000 to May 5, 2006 from the exercise of 3,383,500 stock options and 8,695,652 share purchase warrants.