EX-99.2 3 exhibit99-2.htm EXHIBIT 99.2 Hudbay Minerals Inc.: Exhibit 99.2 - Filed by newsfilecorp.com

 

 

 

 

Unaudited Condensed Consolidated Interim Financial Statements

(In US dollars)

HUDBAY MINERALS INC.

For the three and nine months ended, September 30, 2023 and 2022

 

 

 



HUDBAY MINERALS INC.
Condensed Consolidated Interim Balance Sheets
(Unaudited and in thousands of US dollars)

      Sep. 30,     Dec. 31,  
  Note   2023     2022  
Assets              
Current assets              
Cash and cash equivalents   $ 245,217   $ 225,665  
Trade and other receivables 7   120,077     113,182  
Inventories 8   237,913     155,012  
Prepaid expenses and other current assets     9,859     20,106  
Other financial assets 9   16,653     1,063  
Taxes receivable     1,529     9,153  
      631,248     524,181  
Taxes receivable     13,380     13,329  
Inventories 8   26,098     50,725  
Other financial assets 9   7,496     9,799  
Intangibles and other assets 10   45,625     49,841  
Property, plant and equipment 11   4,318,776     3,552,430  
Goodwill 12   65,186     -  
Deferred tax assets     142,787     125,638  
    $ 5,250,596   $ 4,325,943  
Liabilities              
Current liabilities              
Trade and other payables   $ 233,568   $ 211,467  
Taxes payable     32,169     4,051  
Other liabilities 13   27,958     46,806  
Other financial liabilities 14   18,826     33,301  
Gold prepayment liability 15   67,094     71,208  
Lease liabilities 16   32,893     16,156  
Current portion of long-term debt 17   10,000     -  
Deferred revenue 18   80,277     64,658  
      502,785     447,647  
Other financial liabilities 14   41,431     52,446  
Lease liabilities 16   73,741     44,863  
Long-term debt 17   1,367,443     1,184,162  
Deferred revenue 18   358,126     404,880  
Pension obligations     7,770     3,262  
Other employee benefits     86,060     86,340  
Environmental and other provisions 19   263,028     279,240  
Deferred tax liabilities     400,474     251,294  
      3,100,858     2,754,134  
Equity              
Share capital 21b   2,229,965     1,780,774  
Reserves     19,035     26,538  
Retained earnings     (204,316 )   (235,503 )
Equity attributable to owners of the Company     2,044,684     1,571,809  
Non-controlling interest     105,054     -  
    $ 5,250,596   $ 4,325,943  
Commitments (note 24)  



HUDBAY MINERALS INC.
Condensed Consolidated Interim Income Statements
(Unaudited and in thousands of US dollars, except per share amounts)

  Note   Three months ended
September 30,
  Nine months ended
September 30,
 
  2023     2022     2023     2022  
Revenue 6a $ 480,456   $ 346,171   $ 1,087,841   $ 1,140,244  
Cost of sales                          
Mine operating costs     260,304     223,930     622,191     674,825  
Depreciation and amortization 6b   113,753     89,811     269,845     258,207  
      374,057     313,741     892,036     933,032  
                           
Gross profit     106,399     32,430     195,805     207,212  
Selling and administrative expenses     10,128     10,448     27,874     23,910  
Exploration expenses     4,746     1,771     18,307     29,387  
Other expenses 6c   8,885     6,296     27,738     14,041  
Re-evaluation adjustment - environmental provision 19   (32,436 )   (6,417 )   (45,368 )   (146,950 )
Impairment - Arizona 6e   -     -     -     94,956  
Results from operating activities     115,076     20,332     167,254     191,868  
Net interest expense on long term debt 6d   21,078     16,921     55,885     50,730  
Accretion on streaming arrangements 6d   6,597     8,567     19,694     20,760  
Change in fair value of financial instruments 6d   (950 )   (6,686 )   4,560     (5,888 )
Other net finance costs 6d   4,202     1,793     16,267     16,164  
Net finance expense     30,927     20,595     96,406     81,766  
Profit (loss) before tax     84,149     (263 )   70,848     110,102  
Tax expense 20   38,659     7,872     34,833     22,279  
Profit (loss) for the period   $ 45,490   $ (8,135 ) $ 36,015   $ 87,823  
                           
Attributable to:                          
Owners of the Company     45,125     (8,135 )   35,650     87,823  
Non-controlling interest     365     -     365     -  
Profit (loss) for the period   $ 45,490   $ (8,135 ) $ 36,015   $ 87,823  
                           
Profit (loss) per share                          
Basic   $ 0.13   $ (0.03 ) $ 0.12   $ 0.34  
Diluted   $ 0.13   $ (0.03 ) $ 0.12   $ 0.33  
                           
Weighted average number of common shares outstanding:                          
Basic 22   346,720,425     261,896,143     293,970,111     261,824,961  
Diluted 22   346,987,162     261,896,143     294,240,698     262,212,117  



HUDBAY MINERALS INC.
Condensed Consolidated Interim Statements of Cash Flows
(Unaudited and in thousands of US dollars)

  Note   Three months ended
September 30,
    Nine months ended
September 30,
 
  2023     2022     2023     2022  
Cash generated from operating activities:                        
Profit (loss) for the period   $ 45,490   $ (8,135 ) $ 36,015   $ 87,823  
Tax expense 20   38,659     7,872     34,833     22,279  
Items not affecting cash:                          
Depreciation and amortization 6b   114,099     90,146     270,838     259,327  
Share-based compensation expense (recovery)     2,212     2,489     4,112     (1,826 )
Net finance expense 6d   30,927     20,595     96,406     81,766  
Inventory adjustments 8   -     2,074     906     3,546  
Amortization of deferred revenue and variable consideration 6a   (16,797 )   (15,339 )   (50,829 )   (62,749 )
Pension and other employee benefit payments, net of accruals     1,840     1,846     5,721     1,382  
Re-evaluation adjustment - environmental obligation 19   (32,436 )   (6,417 )   (45,368 )   (146,950 )
Impairment - Arizona 6e   -     -     -     94,956  
Decommissioning and restoration payments     (48 )   (4,420 )   (1,167 )   (12,649 )
Other 25a   1,501     (1,544 )   (6,912 )   (11,018 )
Taxes paid     (3,467 )   (7,550 )   (21,089 )   (33,306 )
Operating cash flow before changes in non-cash working capital     181,980     81,617     323,466     282,581  
Change in non-cash working capital 25b   (30,032 )   90,891     (75,682 )   118,840  
      151,948     172,508     247,784     401,421  
Cash used in investing activities:                        
Acquisition of property, plant and equipment     (69,230 )   (89,518 )   (200,044 )   (220,143 )
Community agreements     (2,801 )   (29,489 )   (7,446 )   (33,631 )
Cash and cash equivalents acquired in acquisitions, net of cash paid 4, 5   270     -     10,959     -  
Net sale of investments     -     -     53     (331 )
Proceeds from disposition of property, plant and equipment     5     4,092     655     4,092  
Interest received     3,509     945     6,579     1,457  
      (68,247 )   (113,970 )   (189,244 )   (248,556 )
Cash used in financing activities:                        
Proceeds from revolving credit facility 17b   90,000     -     130,000     -  
Principal repayments 17c   (83,307 )   -     (83,307 )   -  
Premium paid on Bonds 17c   (833 )   -     (833 )   -  
Interest paid on long-term debt     (1,944 )   -     (33,819 )   (31,875 )
Financing costs     (4,900 )   (3,046 )   (11,056 )   (9,152 )
Lease payments 16   (7,953 )   (9,407 )   (18,384 )   (29,225 )
Gold prepayment repayments 15   -     (17,146 )   (6,428 )   (54,335 )
Deferred Rosemont acquisition payment     (5,000 )   -     (10,000 )   (10,000 )
Change in restricted cash     (2,221 )   -     (2,221 )   -  
Net proceeds from exercise of stock options     15     40     123     914  
Share issuance cost     -     -     (188 )   -  
Dividends paid 21b   (2,555 )   (1,972 )   (4,463 )   (4,047 )
      (18,698 )   (31,531 )   (40,576 )   (137,720 )
Effect of movement in exchange rates on cash     480     554     1,588     (17 )
Net increase in cash     65,483     27,561     19,552     15,128  
Cash, beginning of the period     179,734     258,556     225,665     270,989  
Cash, end of the period   $ 245,217   $ 286,117   $ 245,217   $ 286,117  



HUDBAY MINERALS INC.
Condensed Consolidated Interim Statements of Comprehensive Profit (Loss)
(Unaudited and in thousands of US dollars)

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2023     2022     2023     2022  
Profit (loss) for the period $ 45,490   $ (8,135 ) $ 36,015   $ 87,823  
                         
Other comprehensive income:                        
Item that will be reclassified subsequently to profit or loss:                    
Recognized directly in equity:                        
Net loss on translation of foreign currency balances   (20,913 )   (15,698 )   (14,288 )   (20,193 )
    (20,913 )   (15,698 )   (14,288 )   (20,193 )
                         
Items that will not be reclassified subsequently to profit or loss:                        
Recognized directly in equity:                        
Gold prepayment revaluation   96     (377 )   (92 )   788  
Tax effect   (26 )   100     24     (208 )
Remeasurement - actuarial gain (loss)   3,943     (5,292 )   1,792     25,336  
Tax effect   1,006     387     659     2,156  
    5,019     (5,182 )   2,383     28,072  
                         
Other comprehensive (loss) income net of tax, for the period   (15,894 )   (20,880 )   (11,905 )   7,879  
                         
Attributable to:                        
Owners of the Company $ 31,518   $ (29,015 ) $ 26,032   $ 95,702  
Non-controlling interests   (1,922 )   -     (1,922 )   -  
Total comprehensive income (loss) for the period $ 29,596   $ (29,015 ) $ 24,110   $ 95,702  



HUDBAY MINERALS INC.
Condensed Consolidated Interim Statements of Changes in Equity
(Unaudited and in thousands of US dollars)

    Share capital
(note 21)
    Other capital
reserves
    Foreign currency
translation reserve
    Remeasurement
reserve
    Retained
earnings
    Total equity  
Balance, January 1, 2022 $ 1,778,848   $ 57,328   $ 2,907   $ (60,417 ) $ (301,838 ) $ 1,476,828  
Profit   -     -     -     -     87,823     87,823  
Other comprehensive (loss) income   -     -     (20,193 )   28,072     -     7,879  
Total comprehensive (loss) income   -     -     (20,193 )   28,072     87,823     95,702  
                                     
Transactions with owners:                                    
Dividends (note 21b)   -     -     -     -     (4,047 )   (4,047 )
Stock options   -     1,492     -     -     -     1,492  
                                     
Issuance of shares related to stock options redeemed   1,406     (492 )   -     -     -     914  
Total transactions with owners   1,406     1,000     -     -     (4,047 )   (1,641 )
                                     
Balance, September 30, 2022 $ 1,780,254   $ 58,328   $ (17,286 ) $ (32,345 ) $ (218,062 ) $ 1,570,889  
Loss   -     -     -     -     (17,441 )   (17,441 )
Other comprehensive (loss) income   -     -     2,527     15,139     -     17,666  
Total comprehensive (loss) income   -     -     2,527     15,139     (17,441 )   225  
                                     
Transactions with owners:                                    
Dividends (note 21b)   -     -     -     -     -     -  
Stock options   -     356     -     -     -     356  
                                     
Issuance of shares related to stock options redeemed   520     (181 )   -     -     -     339  
Total transactions with owners   520     175     -     -     -     695  
                                     
Balance, December 31, 2022 $ 1,780,774   $ 58,503   $ (14,759 ) $ (17,206 ) $ (235,503 ) $ 1,571,809  



HUDBAY MINERALS INC.
Condensed Consolidated Interim Statements of Changes in Equity
(Unaudited and in thousands of US dollars)

    Share capital
(note 21)
    Other capital
reserves
    Foreign currency
translation reserve
    Remeasurement
reserve
    Retained
earnings
    Total     Non-
controlling
interests
    Total equity  
Balance, January 1, 2023 $ 1,780,774   $ 58,503   $ (14,759 ) $ (17,206 ) $ (235,503 ) $ 1,571,809   $ -   $ 1,571,809  
Profit   -     -     -     -     35,650     35,650     365     36,015  
                                                 
Other comprehensive (loss) income   -     -     (12,001 )   2,383     -     (9,618 )   (2,287 )   (11,905 )
                                                 
Total comprehensive (loss) income   -     -     (12,001 )   2,383     35,650     26,032     (1,922 )   24,110  
Transactions with owners:                                                
Dividends (note 21b)   -     -     -     -     (4,463 )   (4,463 )   -     (4,463 )
Shares issued on acquisition of Copper Mountain, net of share issuance costs (note 4)   436,499     -     -     -     -     436,499     106,976     543,475  
Shares and warrants issued on acquisition of Rockcliff (note 5)   12,503     725     -     -     -     13,228     -     13,228  
Stock options   -     1,455     -     -     -     1,455     -     1,455  
Issuance of shares related to stock options redeemed   189     (65 )   -     -     -     124     -     124  
                                                 
Total transactions with owners   449,191     2,115     -     -     (4,463 )   446,843     106,976     553,819  
                                                 
Balance, September 30, 2023 $ 2,229,965   $ 60,618   $ (26,760 ) $ (14,823 ) $ (204,316 ) $ 2,044,684   $ 105,054   $ 2,149,738  


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

1. Reporting entity

Hudbay Minerals Inc. ("HMI" or the "Company") is a company existing under the Canada Business Corporations Act. The address of the Company's principal executive office is 25 York Street, Suite 800, Toronto, Ontario. The unaudited condensed consolidated interim financial statements ("interim financial statements") of the Company for the three and nine months ended September 30, 2023 and 2022 represent the financial position and the financial performance of the Company and its subsidiaries (together referred to as "Hudbay").

Wholly owned subsidiaries as at September 30, 2023 and 2022 include HudBay Marketing & Sales Inc. ("HMS"), HudBay Peru Inc., HudBay Peru S.A.C. ("Hudbay Peru"), HudBay (BVI) Inc., Hudbay Arizona Inc, Copper World, Inc. ("Copper World"), Mason Resources (US) Inc. ("Mason") and Rockcliff Metals Corp. ("Rockcliff"). On June 20, 2023, the Company acquired all of the issued and outstanding common shares of Copper Mountain Mining Corporation ("Copper Mountain") as part of a court-approved plan of arrangement. Copper Mountain is currently a wholly owned subsidiary of the Company and owns 75% of Copper Mountain Mine (BC) Ltd. ("CMBC"), the entity that owns the Copper Mountain mine. Mitsubishi Materials Corporation ("MMC"), an arms-length party, owns the remaining 25% interest in CMBC. On September 14, 2023, the Company acquired all of the issued and outstanding common shares of Rockcliff as part of a court-approved plan of arrangement.

Hudbay is a diversified mining company with long-life assets in North and South America. Hudbay's operations in Cusco (Peru) produce copper with gold, silver and molybdenum by-products. Hudbay's operations in Manitoba (Canada) produce gold with copper, zinc and silver by-products. Hudbay's operations in British Columbia (Canada) produce copper with gold and silver by-products. Hudbay has an organic pipeline that includes copper development projects in Arizona and Nevada (United States), and a focused growth strategy on exploration, development, operation, and optimization of properties that Hudbay already controls, as well as other mineral assets that Hudbay may acquire that fit the Company's strategic criteria. The Company is governed by the Canada Business Corporations Act and its shares are listed under the symbol "HBM" on the Toronto Stock Exchange, New York Stock Exchange and Bolsa de Valores de Lima.

2. Basis of preparation

(a)  Statement of compliance:

These interim financial statements have been prepared in accordance with IAS 34, Interim Financial Reporting as issued by the International Accounting Standards Board ("IASB") and do not include all of the information required for full annual financial statements by International Financial Reporting Standards ("IFRS").

These interim financial statements should be read in conjunction with the Company's audited consolidated financial statements for the year ended December 31, 2022 which includes information necessary or useful to understanding the Company's business and financial statement presentation. In particular, the Company's accounting policies are presented as note 3 in the Company's audited consolidated financial statements for the year ended December 31, 2022 and have been consistently applied in the preparation of these interim financial statements, except as noted below.

As a result of the acquisition of Copper Mountain, the Company's interim financial statements also reflect  the following relevant accounting policies.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

Non-controlling interests

Non-controlling interests in subsidiaries are identified separately from the Company's equity in the subsidiaries. The interests of non-controlling shareholders may be initially measured either at fair value or at the non-controlling interests' proportionate share of the fair value of the acquiree's identifiable net assets. The choice of measurement basis is made on an acquisition-by-acquisition basis. Subsequent to acquisition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests' share of subsequent changes in equity. Total comprehensive income is attributed to non-controlling interests even if this results in the non-controlling interests having a deficit balance.

Impairment of non-financial assets

Goodwill is tested for impairment annually and whenever there is an indication that the asset may be impaired.

The Company performs goodwill impairment tests on an annual basis as at December 31 each year. If the carrying value of the CGU or group of CGUs to which goodwill is assigned exceeds its recoverable amount, an impairment loss is recognized. Goodwill impairment losses are recorded in the consolidated income statements and they are not subsequently reversed.

The Board of Directors approved these interim financial statements on November 8, 2023.

(b)  Use of judgements and estimates:

The preparation of the interim financial statements in conformity with IFRS requires Hudbay to make judgements, estimates and assumptions, in applying accounting policies that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the interim financial statements, as well as reported amounts of revenue and expenses during the reporting period. Actual results may differ from these judgements, estimates and assumptions. The interim financial statements reflect the judgements and estimates outlined by Hudbay in its audited consolidated financial statements for the year ended December 31, 2022, except as noted below.

- Valuation of an acquired business (note 4) - As the Company concluded that the acquisition of Copper Mountain was a business combination, a valuation was required to determine the allocation of the purchase price. The fair values of the net assets acquired were calculated using significant estimates and judgements. In particular, the fair values of the net assets, including mineral properties, other property, plant and equipment have been determined using an independent valuation involving discounted cash flow calculations and other finance models. Such calculations and models were required to estimate, amongst other items, future production, future commodity prices, operating and capital input costs, discount rates and currency rates. If estimates or judgements differed, this could result in a materially different allocation of net assets to the consolidated balance sheets and could result in a change in the amount of goodwill recognized. Changes to the preliminary values of assets acquired and liabilities assumed,  deferred  income  taxes  and  resulting  goodwill, if any, are retrospectively adjusted when the final measurements are determined if related to conditions existing at the date of acquisition (within one year of acquisition).

- Valuation of assets in an asset acquisition (note 5) - As the Company acquired Rockcliff through the issuance of the Company's common shares and the Company concluded Rockcliff is not a business but an asset acquisition, a valuation was required to the fair value of the net assets acquired. The fair values of the net assets acquired were calculated using significant estimates and judgements. In particular, the fair value of the exploration property has been determined using an independent valuation involving discounted cash flow calculations. Such calculations and models were required to estimate, amongst other items, future production, future commodity prices, operating and capital input costs, discount rates and currency rates.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

- Inventory valuation (note 8) - Stockpiled ore and concentrate inventory are valued at the lower of average cost and net realizable value. Net realizable value is calculated as the estimated price at the time of sale based on prevailing and future metal prices less estimated future processing costs to convert the inventory into salable form and the associated selling costs. Where inventory is to be processed more than one year in the future, the estimate of net realizable value is based on a discounted cash flow projection. The determination of future sales price, processing and selling costs requires assumptions that may impact the stated value of inventory. Because the low grade inventory net realizable value measurement involves discounting, any significant changes in the projected timing of processing of the stockpile could result in significant impairment charges or reversals.

(c)  Estimation uncertainty:

The Company has assessed the broad implications of economic uncertainty including but not limited to inflation and higher interest rates, political instability in Peru and broadly as a result of global geopolitical instability, as well as the lingering impact of the novel coronavirus pandemic, on its condensed consolidated interim financial statements. As at September 30, 2023, management has determined that the Company's ability to execute its medium and longer term plans and the economic viability of its assets, including the carrying value of its long-lived assets and inventory valuations, are not materially impacted.

In making this judgment, the Company has assessed various criteria including, but not limited to, existing laws, regulations, orders, disruptions and potential disruptions in our supply chain, disruptions in the markets for our products, commodity prices and foreign exchange prices and the actions that the Company has taken at its operations to protect the health and safety of its workforce and local community.

3. New standards

New standards and interpretations adopted

(a)  Amendment to IAS 1 - Presentation of Financial Statements and IFRS Practice Statement 2 Making Materiality Judgements

The amendments to IAS 1 help companies provide useful accounting policy disclosures. The adoption of the new standard effective January 1, 2023 did not impact the interim financial statements of the Company.

New standards issued but not yet effective

(b) Amendment to IAS 1 - Presentation of Financial Statements

The amendments to IAS 1 clarify that only covenants with which an entity is required to comply on or before the reporting date affect the classification of a liability as current or non-current. In addition, an entity has to disclose information in the notes that enables users of financial statements to understand the risk that non-current liabilities with covenants could become repayable within twelve months. Classification is unaffected by the expectations that the entity will exercise its right to defer settlement of a liability. Lastly, the amendments clarify that settlement refers to the transfer to the counterparty of cash, equity instruments, other assets. The amendments are effective for annual periods beginning on or after January 1, 2024. Earlier application is permitted. The Company is still assessing the impact of adoption of this amendment on its consolidated financial statements.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

(c) Amendment to IAS 12 - International Tax Reform - Pillar Two Model Rules

In May 2023, the IASB issued International Tax Reform-Pillar Two Model Rules, which amended IAS 12, Income Taxes, to introduce a temporary exception to the requirements to recognize and disclose information about deferred tax assets and liabilities related to Pillar Two income taxes, and targeted  disclosure requirements for affected entities. The relief is effective immediately upon issuance of the amendments and should be applied retrospectively in accordance with IAS 8, Accounting Policies, Changes in Accounting Estimates and Errors, while the targeted disclosure requirements are effective for annual reporting periods beginning on or after January 1, 2024, but not for any interim periods ending on or before December 31, 2024. The Company has applied the exception and is currently assessing the impact of the disclosure requirements on its consolidated financial statements.

4. Acquisition of Copper Mountain Mining Corporation

On June 20, 2023, Hudbay acquired all of the issued and outstanding common shares of Copper Mountain, as part of a court-approved plan of arrangement. Copper Mountain is currently a wholly owned subsidiary of the Company and owns 75% of CMBC, the entity that owns the Copper Mountain mine. MMC owns the remaining 25% interest in CMBC as a non-controlling interest.

In doing so, Hudbay obtained control of Copper Mountain on June 20, 2023.

Management determined that the assets and processes comprised a business and therefore accounted for the transaction as a business combination, using the acquisition method of accounting.

Consideration transferred:

The purchase consideration paid by Hudbay was for 100% of the net assets of Copper Mountain and their 100% owned subsidiaries ("100% owned entities") and a 75% ownership in CMBC. The aggregate preliminary purchase consideration for the acquired assets, net of the liabilities assumed is as follows:

       
Equity instruments (84,165,617 common shares) $ 436,687  
Cash   3,794  
Consideration transferred - June 20, 2023 $ 440,481  

The fair value of the common shares issued was based on Hudbay's listed share price of C$6.87 at the June 20, 2023 acquisition date. Immediately prior to the acquisition, Copper Mountain settled its outstanding restricted share units and performance share units through the issuance of shares and settled its stock options for replacement Hudbay options that were immediately settled in cash.

Hudbay incurred acquisition related costs of $6,932 during the nine months ended September 30, 2023, mainly relating to external legal and advisory fees and due diligence costs, which were recorded in other expense in the condensed consolidated interim income statements. Transaction costs incurred by Copper Mountain were accrued prior to the acquisition date and were expensed in their pre-acquisition records. In addition, Hudbay incurred share issuance costs of $188 and presented these as a deduction from share capital.

Identifiable assets acquired and liabilities assumed:

The fair value of the net assets was determined using a combination of market, income and cost methods. The fair value of the 75% equity interest in CMBC was determined by first computing the equity value of the 100% owned entities and subtracting this from the consideration paid by Hudbay and then grossing up the remainder to determine the implied consideration for a 100% equity interest in CMBC. The fair value of the non-controlling interest was then computed at a 25% equity interest.

The following presents the preliminary allocation of the purchase price, resulting in recognized fair value amounts of identifiable assets acquired and liabilities assumed as follows: 


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022


Fair value of net assets acquired / (liabilities) assumed   Preliminary  
Cash and cash equivalent $ 14,483  
Trade and other receivables   19,110  
Inventories   47,875  
Prepaid expenses   3,096  
Other financial assets   8,495  
Plant and equipment   434,419  
Mineral properties   383,000  
Inventories - low grade stockpile   6,000  
Trade and other payables   (77,111 )
Advances from Hudbay   (3,421 )
Lease liabilities   (44,167 )
Long-term debt   (144,981 )
Environmental and other provisions   (12,702 )
Deferred tax liabilities   (153,208 )
Total fair value of net identifiable assets acquired $ 480,888  

The fair values allocated to assets acquired and liabilities assumed are preliminary, and are subject to adjustment based on further analysis and evaluation over the course of the measurement period, which will not exceed twelve months from the acquisition date. Where preliminary values are used in accounting for a business combination, they may be materially adjusted retrospectively in subsequent periods. In particular, the Company will continue to evaluate new information about the facts and circumstances that existed as of the acquisition date pertaining to the fair value of inventories, property, plant and equipment, low grade stockpile, mineral properties, goodwill, reclamation provisions and deferred income and mining tax liabilities.

The fair values of mineral properties, low grade stockpile and other property, plant and equipment have been determined based on an independent valuation, using a combination of market, income and cost methods. In particular, the fair values of the mineral properties and low grade stockpile have been calculated using significant judgements and estimates.

Trade receivables acquired as part of the acquisition have a fair value of $8,764 which is equal to their gross contractual value. Other receivables acquired have a fair value of $10,346 million which is equal to their gross contractual value. Trade and other receivables are expected to be collected during the next 12 months.

Hudbay provided advances to Copper Mountain prior to the acquisition date, which have been recorded as a purchaser loan.

Hudbay recognized goodwill as a result of the acquisition as follows:

       
Total consideration transferred $ 440,481  
Non-controlling interest   106,976  
Less: value of net identifiable assets acquired   (480,888 )
Goodwill upon acquisition at June 20, 2023 $ 66,569  

The goodwill balance arose from the requirement to record deferred income tax liabilities measured at the tax effect of the difference between the fair values of the assets acquired and liabilities assumed and their tax bases. None of the goodwill recognized is expected to be deductible for income tax purposes.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

The results of operations have been consolidated with those of the Company from the date of acquisition and included in the British Columbia operating segment. Had the business combination been effected at January 1, 2023, revenue and net loss contributed from the acquisition of Copper Mountain from January 1 to September 30, 2023, would have been $214,008 and a loss of $34,594 respectively.

5. Acquisition of Rockcliff Metals Corporation

On September 14, 2023, Hudbay acquired all of the issued and outstanding common shares of Rockcliff, as part of a court-approved plan of arrangement. In doing so, Hudbay obtained control of Rockcliff on September 14, 2023.

Management determined that substantially all of the fair value of the gross assets acquired is concentrated in the Talbot exploration property and therefore accounted for the transaction as an asset acquisition.

The purchase consideration paid was 2,675,324 Hudbay common shares and 517,460 warrants. For asset acquisitions settled with equity, entities are required to record the net assets acquired based on the fair value of the assets received in exchange for the equity issued, unless that fair value cannot be estimated reliably. Hudbay incurred acquisition related costs of $518 during the third quarter of 2023, mainly relating to external legal and advisory fees and due diligence costs, which were capitalized and included as a cost of acquiring the net assets.

The fair value of the net assets acquired was determined using a combination of income and cost methods. In particular, the fair values of the exploration property have been calculated using significant judgements and estimates. The following presents the fair value amounts of identifiable assets acquired and liabilities assumed: 

Fair value of net assets acquired / (liabilities) assumed      
Cash and cash equivalents $ 270  
Accounts receivable and prepaid expenses   98  
Property, plant & equipment   33  
Exploration property   14,198  
Accounts payable and accrued liabilities   (305 )
Advance from Hudbay   (548 )
Total fair value of net identifiable assets acquired $ 13,746  


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

6. Revenue and expenses

(a) Revenue

Hudbay's revenue by significant product types:

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2023     2022     2023     2022  
Copper $ 334,159   $ 194,788   $ 704,120   $ 634,529  
Zinc   17,781     44,092     57,871     199,259  
Gold   128,430     99,889     279,245     257,759  
Silver   10,264     6,588     23,806     22,115  
Molybdenum   22,350     18,748     58,157     36,941  
Other   -     243     239     4,660  
Revenue from contracts   512,984     364,348     1,123,438     1,155,263  
Non-cash streaming arrangement items 1                        
Amortization of deferred revenue - gold   10,161     8,416     23,435     31,578  
Amortization of deferred revenue - silver   6,636     9,209     22,509     30,212  
Amortization of deferred revenue - variable
consideration adjustments - prior periods
  -     (2,286 )   4,885     959  
    16,797     15,339     50,829     62,749  
Pricing and volume adjustments 2   (16,443 )   (11,664 )   (8,379 )   (28,800 )
    513,338     368,023     1,165,888     1,189,212  
Treatment and refining charges   (32,882 )   (21,852 )   (78,047 )   (48,968 )
  $ 480,456   $ 346,171   $ 1,087,841   $ 1,140,244  

1 See note 18.

2 Pricing and volume adjustments represent mark-to-market adjustments on initial estimate of provisionally priced sales, realized and unrealized changes to fair value of non-hedge derivative contracts and adjustments to originally invoiced weights and assays.

Consideration from the Company's stream agreements is considered variable (note 18). Gold and silver stream revenue can be subject to cumulative adjustments when the amount of precious metals to be delivered under the contract changes. As a result of changes in the Company's mineral reserve and resource estimate in the first quarter of 2023, the amortization rate by which deferred revenue is drawn down into income was adjusted and, as required, a variable consideration adjustment was made for all prior year stream revenues since the stream agreement inception date. This variable consideration adjustment for the three and nine months ended September 30, 2023 resulted in an increase of revenue of nil and $4,885, respectively (three and nine months ended September 30, 2022 - a decrease of $2,286 and increase of revenue of $959).

(b) Depreciation and amortization

Depreciation of property, plant and equipment and amortization of intangible assets are reflected in the condensed consolidated interim income statements as follows:

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2023     2022     2023     2022  
Cost of sales $ 113,753   $ 89,811   $ 269,845   $ 258,207  
Selling and administrative expenses   346     335     993     1,120  
  $ 114,099   $ 90,146   $ 270,838   $ 259,327  


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

(c) Other expenses

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2023     2022     2023     2022  
Regional costs $ 843   $ 936   $ 2,915   $ 3,013  
(Gain) loss on disposal of PP&E   -     (6,046 )   890     (6,777 )
Amortization of community costs (other assets)   362     836     1,056     2,093  
Copper Mountain related acquisition costs (note 5)   180     -     6,932     -  
Restructuring   2,297     5,050     2,297     9,460  
Care & maintenance - Manitoba   4,463     4,336     13,070     4,492  
Evaluation costs   55     123     162     7,875  
Insurance recovery   -     -     -     (5,698 )
Other   685     1,061     416     (417 )
  $ 8,885   $ 6,296   $ 27,738   $ 14,041  

The Flin Flon concentrator and tailings impoundment has been shifted to care and maintenance to provide optionality should another mineral discovery occur in the Flin Flon area. During the three and nine months ended September 30, 2023, care & maintenance costs were $4,463 and $13,070, respectively (three and nine months ended September 30, 2022 - $4,336 and $4,492, respectively).

During the three months ended September 30, 2023, there were costs incurred related to the restructuring of the British Columbia operations of $2,297. During the nine months ended September 30, 2022, there were costs incurred related to the restructuring of the Manitoba operations in preparation for the closure of 777 mine of $9,460. These costs were related to activities performed in advance of the mine's expected closure in June 2022 along with ongoing restructuring, closure and severance costs.

During the three and nine months ended September 30, 2022, gains on the disposition of property, plant and equipment and other non-current assets includes the disposition of Mason's Lordsburg property, along with dispositions of non-current assets as a result of the closure of our Flin Flon operations.

In June 2022, a gain of $5,698 was recorded to reflect the insurance recovery claim proceeds following a shaft incident at 777 in October 2020. The proceeds were received during the second half of 2022.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

(d) Net finance expense

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2023     2022     2023     2022  
Net interest expense on long-term debt                        
Net interest expense on long-term debt $ 21,078   $ 16,921   $ 55,885   $ 50,730  
Accretion on streaming arrangements (note 18)                        
Additions   6,597     6,980     19,790     21,700  
Variable consideration adjustments - prior periods   -     1,587     (96 )   (940 )
    6,597     8,567     19,694     20,760  
Change in fair value of financial assets and liabilities at fair value through profit or loss                        
Gold prepayment liability (note 15)   (2,745 )   (6,684 )   2,222     (4,619 )
Investments   1,795     (2 )   2,338     (1,269 )
    (950 )   (6,686 )   4,560     (5,888 )
Other net finance costs                        
Net foreign exchange loss (gain)   (614 )   (4,849 )   1,130     (5,570 )
Accretion on community agreements measured at amortized cost   804     1,188     2,358     2,360  
Accretion on environmental provisions   2,618     2,434     7,236     6,323  
Accretion on Wheaton refund liability   139     492     417     739  
Withholding taxes   1,596     1,544     4,577     4,564  
Loss on disposal of investments   15     -     667     3,132  
Other finance expense   3,071     1,817     6,436     5,839  
Interest income   (3,427 )   (833 )   (6,554 )   (1,223 )
    4,202     1,793     16,267     16,164  
Net finance expense $ 30,927   $ 20,595   $ 96,406   $ 81,766  

Other finance expense relates primarily to interest and  standby fees on Hudbay's revolving credit facilities and leases.

(e) Impairment loss

As a result of the Copper World Complex preliminary economic assessment released in June 2022, which contemplates the mining of the Copper World deposits and the Rosemont deposit in a two-phase mine plan, it was determined that certain capitalized costs and assets associated with the previous stand-alone development plan for the Rosemont deposit are no longer recoverable. As a result, during the second quarter of 2022, the Company recognized a pre-tax impairment loss of $94,956 related to these assets. The impairment loss was determined based on the specific identification of assets that are not expected to be recoverable under the Copper World Complex PEA. The Company presented the impairment losses within the Arizona segment in note 26. The fair value measurements used in the determination of impairment charges are categorized as level 2 based on the degree to which inputs are observable and have a significant effect on the recorded fair value.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

7. Trade and other receivables

    Sep. 30, 2023     Dec. 31, 2022  
Current            
Trade receivables $ 90,508   $ 84,096  
Statutory receivables   18,973     25,544  
Other receivables   10,596     3,542  
  $ 120,077   $ 113,182  

8. Inventories

    Sep. 30, 2023     Dec. 31, 2022  
Current            
Stockpile $ 68,006   $ 26,235  
Finished goods   80,699     68,029  
Materials and supplies   89,208     60,748  
    237,913     155,012  
Non-current            
Stockpile   10,903     42,785  
Low grade stockpile1   5,875     -  
Materials and supplies   9,320     7,940  
    26,098     50,725  
  $ 264,011   $ 205,737  

1Stockpile of inventory that is not expected to be processed until the end of the Copper Mountain mine life.

The cost of inventories recognized as an expense, including depreciation, and included in cost of sales amounted to $333,138 and $803,604 for the three and nine months ended September 30, 2023 (three and nine months ended September 30, 2022 - $283,960 and $833,408).

During the nine months ended September 30, 2023, Hudbay recognized an expense of $906 in cost of sales related to adjustments of the carrying value of certain long term inventory supplies (three and nine months September 30, 2022 - $2,074 and $4,103).

During the three and nine months ended September 30, 2022, Hudbay recognized a recovery of nil and $557 in cost of sales related to adjustments of the carrying value of Peru inventories to net realizable value. Adjustments of the carrying value of inventories to net realizable value were related to changes in commodity prices.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

9. Other financial assets

    Sep. 30, 2023     Dec. 31, 2022  
Current            
Derivative assets $ 6,354   $ 577  
Guaranteed investment certificates   1,272     -  
Restricted cash   9,027     486  
    16,653     1,063  
             
Non-current            
Investments at fair value through profit or loss   6,796     9,799  
Guaranteed investment certificates   700     -  
    7,496     9,799  
  $ 24,149   $ 10,862  

The increase in derivative assets is the result of unrealized gains in copper and zinc fixed for floating swaps and costless copper collars following a decline in base metal prices during the current year. See note 23b.

Restricted cash is primarily related to a debt service reserve account used to satisfy the $5.0 million semi-annual principal installment and interest payments under the Bonds (note 17c).

10. Intangibles and other assets

Intangibles and other assets of $45,625 (December 31, 2022 - $49,841) includes $41,550 of other assets (December 31, 2022 - $45,074) and $4,075 of intangibles (December 31, 2022 - $4,767).

Other assets represent the carrying value of certain future community costs that relate to agreements with communities near the Peru operations which allow Hudbay to extract or explore minerals over the useful life of Peru operations. The liability remaining for these costs is recorded in agreements with communities recorded at amortized cost (note 14). Amortization of the carrying amount is recorded in the condensed consolidated interim income statements within other expenses (note 6c) or exploration expenses, depending on the nature of the agreement.

Intangibles mainly represent computer software costs.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

11. Property, plant and equipment

Sep. 30, 2023   Cost     Accumulated
depreciation
and
amortization
    Carrying
amount
 
Exploration and evaluation assets $ 91,128   $ -   $ 91,128  
Capital works in progress   803,796     -     803,796  
Mining properties   2,519,146     (1,121,775 )   1,397,371  
Plant and equipment   3,421,692     (1,519,106 )   1,902,586  
Plant and equipment-ROU Assets1   270,064     (146,169 )   123,895  
  $ 7,105,826   $ (2,787,050 ) $ 4,318,776  
                   
Dec. 31, 2022   Cost     Accumulated
depreciation and
amortization
    Carrying
amount
 
Exploration and evaluation assets $ 75,981   $ -   $ 75,981  
Capital works in progress   778,851     -     778,851  
Mining properties   1,952,814     (891,803 )   1,061,011  
Plant and equipment   2,742,617     (1,181,209 )   1,561,408  
Plant and equipment - ROU Assets1   202,437     (127,258 )   75,179  
  $ 5,752,700   $ (2,200,270 ) $ 3,552,430  

1 Includes $5,146 of capital works in progress - ROU assets (cost) that relate to the Arizona segment (December 31, 2022 - $5,413 related to the Arizona segment).

An indicator of impairment was identified in the three months ended March 31, 2023 as a result of an updated life of mine ("LOM") plan for Peru, which included updated costs reflecting recently experienced inflationary pressures. As such, management determined that a detailed impairment evaluation as at March 31, 2023 was required for the Peru CGU.

For the impairment test completed at March 31, 2023, Fair Value Less Cost of Disposal, ("FVLCD") was used to determine the recoverable amount since it is higher than value in use. FVLCD was calculated using discounted after-tax cash flows based on cash flow projections and assumptions in Hudbay's most current LOM. The fair value measurement in its entirety is categorized as Level 3 based on the degree to which fair value inputs are observable and have a significant effect on the recorded fair value.

LOM plans are based on optimized mine and processing plans and the assessment of capital expenditure requirements of a mine site. LOM plans incorporate management's best estimates of key assumptions which are discount rates, future commodity prices, production based on current estimates of recoverable reserves, future operating and capital costs, value of mineral resources not included in the LOM plan and future foreign exchange rates. The cash flows are for periods up to the date that production is expected to cease, which is 16 years for the Peru CGU.

The discount rate was based on the CGU's weighted average cost of capital, of which the two main components are the cost of equity and the after-tax cost of debt. Cost of equity was calculated based on the capital asset pricing model, incorporating the risk-free rate of return based on the US Government's marketable bond yields as at the valuation date, the Company's beta coefficient adjustment to the market equity risk premium based on the volatility of the Company's return in relation to that of a comparable market portfolio, plus a country risk premium, size premium and company-specific risk factor. Cost of debt was determined by applying an appropriate market indication of the Company's borrowing capabilities and the corporate income tax rate applicable to the segment's jurisdiction. A real discount rate of 7.00% for the Peru CGU was used to calculate the estimated after- tax discounted future net cash flows, commensurate with its individual estimated level of risk.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

Commodity prices used in the impairment assessment were determined by reference to external market participant sources. The key commodity price for this assessment is the price of copper. Where applicable to each of the Group's CGUs, the cash flow calculations were based on estimates of future production levels applying forecasts for metal prices, which included forecasts for each year from 2023 to 2027 and long-term forecasts for years beginning in 2028. The cash flow calculations utilized a copper price of $3.75/lb starting in 2023. The cash flow calculations utilized a long-term copper price of $3.75/lb, and capital, operating and reclamation costs based on the most current LOM plans. A value of $210,000 was utilized to estimate the value of mineral resources not included in the LOM plan.

Expected future cash flows used to determine the FVLCD used in the impairment testing are inherently uncertain and could materially change over time. Should management's estimate of the future not reflect actual events, impairments may be identified. This may have a material effect on the Company's financial statements. Although it is reasonably possible for a change in key assumptions to occur, the possible effects of a change in any single assumption may not fairly reflect the impact on a CGU's fair value as the assumptions are inextricably linked. For example, a decrease in the assumed price of long-term copper could result in amendments to the mine plans which would partially offset the effect of lower prices. It is difficult to determine how all of these factors would interrelate; however, in deriving a recoverable amount, management believes all of these factors need to be considered. As of March 31, 2023, a reasonably possible change in one of the key assumptions, all else being equal, may cause the carrying value to exceed the recoverable amount.

Management determined that the fair value less cost to dispose exceeded the carrying value of the Peru CGU, accordingly no impairment was recorded.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

12. Goodwill

The following table summarizes changes in goodwill:

Balance, January 1, 2023 $ -  
Goodwill recognized on business combination (note 4)   66,569  
Effects of changes in foreign exchange   (1,383 )
Balance, September 30, 2023 $ 65,186  

Goodwill resulted from preliminary purchase price allocation associated with the Copper Mountain acquisition (note 4).

13. Other liabilities

    Sep. 30, 2023     Dec. 31, 2022  
             
Advances from customers $ -   $ 15,086  
Environmental and other provisions (note 19)   20,477     24,091  
Pension liability   3,864     4,146  
Other employee benefits   3,617     3,483  
  $ 27,958   $ 46,806  

14. Other financial liabilities

    Sep. 30, 2023     Dec. 31, 2022  
Current            
Derivative liabilities $ 1,701   $ 17,995  
Deferred Rosemont acquisition consideration   9,572     9,713  
Equipment financing   327     -  
Agreements with communities recorded at amortized cost   7,226     5,593  
    18,826     33,301  
             
Non-current            
Deferred Rosemont acquisition consideration   -     9,163  
Agreements with communities recorded at amortized cost   34,829     36,900  
Wheaton refund liability (note 18)   6,602     6,383  
    41,431     52,446  
  $ 60,257   $ 85,747  

Agreements with communities recorded at amortized cost relate to agreements with communities near the Constancia operation which allow Hudbay to extract minerals over the useful life of the Constancia operation, carry out exploration and evaluation activities in the area and provide Hudbay with community support to operate in the region.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

15. Gold prepayment liability

        Gold prepayment liabilities are reflected in the condensed consolidated interim balance sheets as follows:

    Sep. 30, 2023     Dec. 31, 2022  
Current $ 67,094   $ 71,208  

The following table summarizes changes in the gold prepayment liability:

Balance, January 1, 2022 $ 140,008  
Change in fair value recorded in profit or loss   3,426  
Change in fair value recorded in other comprehensive income   (512 )
Repayments   (71,714 )
Balance, December 31, 2022 $ 71,208  
Change in fair value recorded in income statement (note 6d)   2,222  
Change in fair value recorded in other comprehensive income   92  
Repayments   (6,428 )
Balance, September 30, 2023 $ 67,094  

During the first quarter of 2023, Hudbay renegotiated its agreements with various financial institutions and deferred eight months of scheduled gold deliveries. Deliveries of the outstanding 37,500 gold ounces under the new agreements will resume in monthly amounts starting in October 2023 until August 2024.

16. Lease liabilities

Balance, January 1, 2022 $ 78,002  
Additional capitalized leases   27,984  
Lease payments   (35,770 )
Derecognized leases   (8,918 )
Accretion and other movements   (279 )
Balance, December 31, 2022 $ 61,019  
Acquired through the acquisition of Copper Mountain (note 4)   44,167  
Additional capitalized leases   20,772  
Lease payments   (18,384 )
Accretion and other movements   (940 )
Balance, September 30, 2023 $ 106,634  

Lease liabilities are reflected in the condensed consolidated interim balance sheets as follows:

    Sep. 30, 2023     Dec. 31, 2022  
Current $ 32,893   $ 16,156  
Non-current   73,741     44,863  
  $ 106,634   $ 61,019  


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

Hudbay has entered into leases which expire between 2023 and 2037. The interest rates on leases which were capitalized have interest rates between 2.39% and 8.49%, per annum. The range of interest rates utilized for discounting varies depending mostly on the Hudbay entity acting as lessee and duration of the lease. For certain leases, Hudbay has the option to purchase the equipment and vehicles leased at the end of the terms of the leases. Hudbay's obligations under these leases are secured by the lessor's title to the leased assets. The present value of applicable lease payments has been recognized as an ROU asset, which was included as a non-cash addition to property, plant and equipment, and a corresponding amount as a lease liability.

There are no restrictions placed on Hudbay by entering into these leases.

The following outlines expenses recognized within the Company's condensed consolidated interim income statements, relating to leases for which a recognition exemption was applied.

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2023     2022     2023     2022  
Short-term leases $ 1,745   $ 1,609   $ 4,090   $ 22,890  
Low value leases   136     189     385     637  
Variable leases   9,112     24,680     20,326     42,736  
Total $ 10,993   $ 26,478   $ 24,801   $ 66,263  

Payments made for short-term, low value and variable leases would mostly be captured as expenses in the condensed consolidated interim income statements, however, certain amounts may be capitalized to PP&E for the Arizona segment during its development phase and certain amounts may be reported in inventories given the timing of sales. Variable payment leases include equipment used for heavy civil works at Constancia.

17. Long-term debt

Long-term debt is comprised of the following:

    Sep. 30, 2023     Dec. 31, 2022  
Senior unsecured notes (a) $ 1,189,960   $ 1,188,132  
Senior secured revolving credit facilities (b)   126,783     (3,970 )
Copper Mountain Bonds (c)   60,700     -  
    1,377,443     1,184,162  
Less: current portion   (10,000 )   -  
  $ 1,367,443   $ 1,184,162  


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

(a) Senior unsecured notes

Balance, January 1, 2022 $ 1,185,805  
Accretion of transaction costs and premiums   2,327  
Balance, December 31, 2022 $ 1,188,132  
Accretion of transaction costs and premiums   1,828  
Balance, September 30, 2023 $ 1,189,960  

As at September 30, 2023, $1,200,000 aggregate principal amount of senior notes were outstanding in two series: (i) a series of 4.50% senior notes due 2026 in an aggregate principal amount of $600,000 and (ii) a series of 6.125% senior notes due 2029 in an aggregate principal amount of $600,000.

The senior notes are guaranteed on a senior unsecured basis by substantially all of the Company's subsidiaries, other than HudBay (BVI) Inc. and certain excluded or unrestricted subsidiaries, which include the Company's subsidiaries that own an interest in the Copper Mountain mine, Copper World and Mason projects and any newly formed or acquired subsidiaries that primarily hold or may develop non-producing mineral assets that are in the pre-construction phase of development.

(b) Senior secured revolving credit facilities

Balance, January 1, 2022 $ (5,531 )
Accretion of transaction costs   1,761  
Transaction costs   (200 )
Balance, December 31, 2022 1 $ (3,970 )
Proceeds from drawdown   130,000  
Accretion of transaction costs   1,157  
Transaction costs   (404 )
Balance, September 30, 2023 $ 126,783  

1 Balance, representing deferred transaction costs, is in an asset position.

Hudbay has two senior secured revolving credit facilities with total commitments of $450 million and substantially similar terms and conditions for its Canadian and Peruvian businesses. Hudbay's revolving credit facilities are secured against substantially all of the Company's assets, other than those associated with the Copper Mountain mine and the Arizona business unit.

During the first and third quarter of 2023, Hudbay drew $40,000 and $90,000, respectively, under its Canadian revolving credit facility, amounts which remain outstanding as of September 30, 2023. The Company may repay any borrowings under the revolving credit facility at any time without premium or penalty.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

In connection with the closing of the Copper Mountain transaction, our Credit Facilities were amended to allow Hudbay to designate the Copper Mountain group of companies as Unrestricted Subsidiaries under the Credit Facilities. The Net Debt to EBITDA covenant ratio was increased from 4:1 to 4.5:1 for the period ending September 30, 2023, to provide greater financial flexibility during the business integration period. As a result of these changes, the Copper Mountain group is not required to guarantee our obligations under the Credit Facilities and the debt, cash, interest and EBITDA from the Copper Mountain group is excluded from the financial covenant calculations until the Copper Mountain Bonds are repaid in full. Upon full repayment of the Copper Mountain Bonds, the Copper Mountain group of companies will automatically cease to be Unrestricted Subsidiaries and will be required to provide guarantees and security. In addition, the debt, cash, interest and EBITDA of the Copper Mountain group will be included in the financial covenant calculations.

As at September 30, 2023, the Peru segment had nil in letters of credit issued under the Peru revolving credit facility to support its reclamation obligations and the Manitoba segment had $25,574 in letters of credit issued under the Canadian revolving credit facility to support its reclamation and pension obligations.

Subsequent to September 30, 2023, we repaid $40.0 million on our revolving credit facilities.

Surety bonds

The Arizona segment had $12,926 in surety bonds issued to support future reclamation and closure obligations. No cash collateral is required to be posted under these surety bonds.

The British Columbia segment had $15,578 in surety bonds issued to support future reclamation and closure obligations and $4,903 in surety bonds with BC Hydro in relation to the BC Hydro transmission system at the Copper Mountain Mine. No cash collateral is required to be posted under these surety bonds.

Other letters of credit

The Peru segment had $118,044 in letters of credit issued with various Peruvian financial institutions to support future reclamation and other operating matters. No cash collateral is required to be posted under these letters of credit.

On August 22, 2022, Hudbay closed a C$130.0 million bilateral letter of credit facility ("LC Facility") with a major Canadian financial institution. As at September 30, 2023, the Manitoba segment had $55,416 in letters of credit issued under the LC Facility to support its reclamation and pension obligations.

(c) Copper Mountain Bonds

Balance, December 31, 2022 $ -  
Acquired through the acquisition of Copper Mountain (note 4)   144,981  
Principal repayment   (83,307 )
Put option premium   (833 )
Amortization of fair value   (141 )
Balance, September 30, 2023 $ 60,700  


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

On April 9, 2021 Copper Mountain completed an offering of $250,000 of secured bonds ("the Bonds"). The Bonds mature on April 9, 2026 and bear interest at an annual rate of 8.0%, payable semi-annually on April 9 and October 9. Semi-annual principal installments in the amount of $5 million are payable on each interest payment date. As at September 30, 2023, the Company had $6,896 on deposit in a debt service account to satisfy the upcoming semi-annual principal installment and interest payment. The debt service account balance is presented as restricted cash within our condensed consolidated interim balance sheet in other financial assets (note 9).

The Bonds are secured by a general security agreement on the assets of Copper Mountain and a pledge of Copper Mountain's equity interest in the Copper Mountain mine, but do not benefit from any credit support from Hudbay or its other subsidiaries. The Company may redeem all or part of the principal amount of the outstanding Bonds at any time from October 2023, at redemption prices ranging from 104% to 100%, plus accrued and unpaid interest to the date of redemption. The prepayment options are not closely related to the host debt instrument and are separately accounted for as embedded derivatives. As at September 30, 2023, the value of the prepayment options was nil.

The Bonds also provide the bondholders with the right to put all or part of the principal amount of the outstanding Bonds to Copper Mountain at a price of 101%, plus accrued interest, following a change of control event. With the acquisition of Copper Mountain on June 20, 2023, the change of control event was triggered and all outstanding Bonds were available to be put to Copper Mountain within a predefined period of time immediately following the acquisition date.

The change in control put option expired on July 17, 2023, at which time, $83,307 of the Bonds were put to Copper Mountain. The principal and premium amounted to $84,140, which was repaid on July 24, 2023.

As at September 30, 2023, the Bonds have a principal amount outstanding of $59,693. Upon acquisition, the debt is recorded at its fair value as required as part of the accounting for the business combination with Copper Mountain. This fair value adjustment amortizes down to its historical cost over the duration of the facility (note 4).

The Bonds require the Copper Mountain to maintain: (a) a minimum cash amount of $10 million, on a subsidiary level, subject to the liquidity covenant step-up, as defined below; and (b) a minimum cash amount of CA$10 million at the Copper Mountain mine. The liquidity covenant step-up is defined as: in case that at the end of the quarter, the leverage ratio (defined as net debt to trailing twelve months adjusted EBITDA) exceeds 4.0:1.0, Copper Mountain shall maintain a minimum cash balance of an amount equal to (i) $25 million less (ii) an amount equal to the amount deposited in the debt service account. Cash held by Copper Mountain, in the amount of $25,500, with respect to these covenants can only be utilized for the business activities of Copper Mountain.

As at September 30, 2023, Hudbay is in compliance with our financial covenants under the Bonds.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

18. Deferred revenue

Peru Stream Agreement

For the three and nine months ended September 30, 2023, the drawdown rates for the Peru stream agreement for gold and silver were $820 and $15.26 per ounce, respectively (year ended December 31, 2022 - $734 and $14.95 per ounce, respectively).

777 Stream Agreement

As of September 30, 2022 all of 777's precious metals reserves and inventory levels have been depleted and we expect no further drawdown of deferred revenue. 

As part of the streaming agreement for the 777 mine, Hudbay must repay, with precious metals credits, the stream deposit by August 1, 2052, the expiry date of the agreement. If the stream deposit is not fully repaid with precious metals credits from 777 production by the expiry date, a payment for the remaining amount will be due at the expiry date of the agreement. As the 777 mine has concluded all mining activities following the depletion of reserves and finalized the sales of produced concentrate, Hudbay concluded that the remaining stream deposit will not be repaid by means of precious metals credits from 777 production. The repayment amount is recorded as a Wheaton refund liability (note 14), which is and will be discounted at the 9.0% rate inherent in the original 777 stream agreement and accreted over the remaining term of the agreement.

The following table summarizes changes in deferred revenue:

Balance, January 1, 2022 $ 515,326  
Amortization of deferred revenue      
Liability drawdown   (72,229 )
Variable consideration adjustments - prior periods   (959 )
Accretion on streaming arrangements      
Current year additions   28,718  
Variable consideration adjustments - prior periods   (940 )
Effects of changes in foreign exchange   (378 )
Balance, December 31, 2022 $ 469,538  
Amortization of deferred revenue (note 6a)      
Liability drawdown   (45,944 )
Variable consideration adjustments - prior periods   (4,885 )
Accretion on streaming arrangements (note 6d)      
Current year-to-date additions   19,790  
Variable consideration adjustments - prior periods   (96 )
Balance, September 30, 2023 $ 438,403  

Consideration from the Company's stream agreement is considered variable. Gold and silver stream revenue can be subject to cumulative adjustments when the number of ounces to be delivered under the contract changes. As a result of changes in the Company's mineral reserve and resource estimate in the first quarter of 2023 the amortization rate by which deferred revenue is drawn down into income was adjusted and, as required, a current period variable adjustment was made for all prior period stream revenues since the stream agreement inception date. This variable consideration adjustment resulted in an increase in revenue of $4,885 and a decrease of finance expense of $96 for the nine months ended September 30, 2023 (December 31, 2022 - increase in revenue of $959 and a decrease of finance expense of $940).


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

Deferred revenue is reflected in the condensed consolidated interim balance sheets as follows:

    Sep. 30, 2023     Dec. 31, 2022  
Current $ 80,277   $ 64,658  
Non-current   358,126     404,880  
  $ 438,403   $ 469,538  

19. Environmental and other provisions

Reflected in the condensed consolidated interim balance sheets as follows:

Sep. 30, 2023   Decommissioning,
restoration and
similar liabilities
    Deferred
share units
    Restricted
share units
    Performance
share units
    Other 1     Total  
Current (note 13) $ 5,169   $ 7,397   $ 1,561   $ 1,024   $ 5,326   $ 20,477  
Non-current   256,544     -     2,132     1,259     3,093     263,028  
  $ 261,713   $ 7,397   $ 3,693   $ 2,283   $ 8,419   $ 283,505  
                                     
Dec. 31, 2022   Decommissioning,
restoration and
similar liabilities
    Deferred
share units
    Restricted
share units
    Performance
share units
    Other 1     Total  
Current (note 13) $ 4,162   $ 6,872   $ 4,836   $ 1,736   $ 6,485   $ 24,091  
Non-current   272,240     -     2,019     1,253     3,728     279,240  
  $ 276,402   $ 6,872   $ 6,855   $ 2,989   $ 10,213   $ 303,331  

1 Relates primarily to restructuring costs and other non-capital provisions.

DRO are remeasured at each reporting date to reflect changes in discount rates, exchange rates, and timing and extent of cash outflows which can significantly affect the liabilities. This provision has been recorded based on estimates and assumptions that management believes are reasonable; however, actual decommissioning and restoration costs may differ from expectations.

During the nine months ended September 30, 2023, the Company recorded a non-cash gain of $45,368 in the condensed consolidated interim income statements mainly related to a revaluation adjustment to the Flin Flon operation's environmental reclamation provision. The first nine months of 2023 was impacted by a decrease in implied inflation rates, along with increases in long term, risk-free discount rates based on changes in Canadian bond yields. Typically, an operating location will reflect any revaluation adjustments to the environmental reclamation provision against its reclamation assets. However, as the Flin Flon operations closed in June 2022, the corresponding Flin Flon assets have been fully depreciated and cannot be reduced below residual value resulting in the remaining impact being recorded as a gain in the condensed consolidated interim income statements.

As at September 30, 2023, decommissioning, restoration and similar liabilities have been discounted to their present value at rates ranging from 3.85% to 5.48% per annum (December 31, 2022 - 3.26% to 4.75%), using pre-tax, risk-free interest rates that reflect the estimated maturity of each specific liability.

During the nine months ended 2022, the Company recorded a non-cash gain of $146,950 in the condensed consolidated interim income statements mainly related to a revaluation adjustment to the Flin Flon operation's environmental reclamation provision. The first nine months of 2022 revaluation was substantially impacted by an increase in long term, risk-free discount rates based on changes in Canadian bond yields.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

20. Income and mining taxes

The tax expense is applicable as follows:

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2023     2022     2023     2022  
Current:                        
Income tax expense (recovery) $ 33,465   $ (8,541 ) $ 43,141   $ 4,413  
Mining tax expense (recovery)   7,727     (688 )   14,510     7,510  
Adjustments in respect of prior years   (5,299 )   (696 )   (5,230 )   (696 )
    35,893     (9,925 )   52,421     11,227  
Deferred:                        
Income tax (recovery) expense - origination, revaluation and/or reversal of temporary differences   (2,387 )   16,365     (21,107 )   4,503  
Mining tax expense (recovery) - origination, revaluation and/or reversal of temporary difference   982     470     (1,087 )   5,587  
Adjustments in respect of prior years   4,171     962     4,606     962  
    2,766     17,797     (17,588 )   11,052  
  $ 38,659   $ 7,872   $ 34,833   $ 22,279  

Adjustments in respect of prior years refers to amounts changing due to the filing of tax returns and assessments from government authorities as well as any change identified that would result in a difference to our current or deferred tax balances as reported in the prior fiscal year end.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

21. Share capital

(a) Preference shares:

Authorized: Unlimited preference shares without par value.

Issued and fully paid: Nil.

(b) Common shares:

Authorized: Unlimited common shares without par value.

Issued and fully paid:

    Nine months ended
Sep. 30, 2023
    Year ended
Dec. 31, 2022
 
    Common
shares
    Amount     Common
shares
    Amount  
Balance, beginning of year   262,019,857   $ 1,780,774     261,598,312   $ 1,778,848  
Exercise of options   44,209     189     421,545     1,926  
Shares issued on acquisition of Copper Mountain, net of share issuance costs (note 4)   84,165,617     436,499     -     -  
Shares issued on acquisition of Rockcliff (note 5)   2,675,324     12,503     -     -  
Balance, end of period   348,905,007   $ 2,229,965     262,019,857   $ 1,780,774  

During the nine months ended September 30, 2023, the Company declared two semi-annual dividends of C$0.01 per share. The Company paid $1,908 and $2,555 in dividends on March 24, 2023 and September 22, 2023 to shareholders of record as of March 7, 2023 and September 1, 2023.

During the year ended December 31, 2022, the Company declared two semi-annual dividends of C$0.01 per share. The Company paid $2,075 and $1,972 in dividends on March 25, 2022 and September 23, 2022 to shareholders of record as of March 8, 2022 and September 2, 2022.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

(c) Equity-settled share-based compensation - stock options:

The Company's stock option plan was approved in June 2005 and amended in May 2008 (the "Plan"). Under the amended Plan, the Company may grant to employees, officers, directors or consultants of the Company or its affiliates options to purchase up to a maximum of 13 million common shares of Hudbay. The Company has determined that the appropriate accounting treatment is to classify the stock options as equity settled transactions.

The following table outlines the changes in the number of stock options outstanding:

    Sep. 30, 2023     Dec. 31, 2022  
    Number of
shares subject
to option
    Weighted-
average
exercise price
C$
    Number of
shares subject
to option
    Weighted
average
exercise price C$
 
Balance, beginning of year   1,528,760   $ 7.38     1,659,288   $ 5.71  
Number of units granted   801,661   $ 6.75     602,614   $ 9.77  
Exercised   (44,209 ) $ 3.76     (421,545 ) $ 3.80  
Forfeited   (62,625 ) $ 8.40     (311,597 ) $ 7.94  
Balance, end of period   2,223,587   $ 7.20     1,528,760   $ 7.38  

No new options were granted during the third quarter of 2023.

The following table outlines stock options outstanding and exercisable:

Sep. 30, 2023  
Range of
exercise prices
C$
  Number of
options
outstanding
    Weighted average
remaining
contractual life
(years)
    Weighted
average
exercise price
C$
    Number of
options
exercisable
    Weighted
average share
price at exercise
date C$
 
$3.76 - $4.82   590,646     3.4   $ 3.76     590,646   $ 3.76  
$4.83 - $5.90   3,275     5.8   $ 5.89     1,091   $ 5.89  
$5.91 - $6.75   787,913     6.4   $ 6.75     -   $ -  
$6.76 - $10.17   492,800     5.4   $ 9.77     177,162   $ 9.72  
$10.18 - $10.42   348,953     4.4   $ 10.42     233,172   $ 10.42  

Dec. 31, 2022  
Range of
exercise prices
C$
  Number of
options
outstanding
    Weighted average
remaining
contractual life
(years)
    Weighted average
exercise
price C$
    Number of
options
exercisable
    Weighted
average share
price at
exercise date
C$
 
$3.76 - $3.92   644,983     4.2   $ 3.76     264,553   $ 3.76  
$3.93 - $9.00   30,283     5.9   $ 6.92     9,194   $ 7.04  
$9.01 - $9.92   487,005     6.2   $ 9.92     -   $ -  
$9.93 - $10.42   366,489     5.2   $ 10.42     122,628   $ 10.42  

Hudbay estimates expected life of options and expected volatility based on historical data, which may differ from actual outcomes.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

22. Earnings per share

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2023     2022     2023     2022  
Weighted average common shares outstanding                        
Basic   346,720,425     261,896,143     293,970,111     261,824,961  
Plus net incremental shares from:                        
Assumed conversion: stock options   266,737     -     270,587     387,156  
Diluted weighted average common shares outstanding   346,987,162     261,896,143     294,240,698     262,212,117  

For periods where Hudbay records a loss, Hudbay calculates diluted loss per share using the basic weighted average number of shares. If the diluted weighted average number of shares were used, the result would be a reduction in the loss, which would be anti-dilutive.

For the three months ended September 30, 2022, the determination of the diluted weighted-average number of common shares excludes the impact of 181,668 weighted-average stock options outstanding that were anti-dilutive as the Company recorded a loss in the financial period.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

23. Financial instruments

(a) Fair value and carrying value of financial instruments:

The following presents the fair value ("FV") and carrying value ("CV") of Hudbay's financial instruments and non-financial derivatives:

    Sep. 30, 2023     Dec. 31, 2022  
    FV     CV     FV     CV  
Financial assets at amortized cost                        
Cash and cash equivalents1 $ 245,217   $ 245,217   $ 225,665   $ 225,665  
Guaranteed investment certificates1   1,972     1,972     -     -  
Restricted cash1   9,027     9,027     486     486  
Fair value through profit or loss                        
Trade and other receivables 1, 2, 3   101,104     101,104     87,638     87,638  
Non-hedge derivative assets 4   6,354     6,354     577     577  
Investments 5   6,796     6,796     9,799     9,799  
Total financial assets $ 370,470   $ 370,470   $ 324,165   $ 324,165  
Financial liabilities at amortized cost                        
Trade and other payables1, 2   223,217     223,217     195,872     195,872  
Deferred Rosemont acquisition consideration 8   9,572     9,572     18,876     18,876  
Agreements with communities 6   37,296     42,055     35,870     42,493  
Wheaton refund liability10   6,744     6,602     7,744     6,383  
Senior unsecured notes 7   1,113,954     1,189,960     1,094,988     1,188,132  
Senior secured revolving credit facilities12   126,783     126,783     -     -  
Copper Mountain Bonds11   60,840     60,744     -     -  
Fair value through profit or loss                        
Gold prepayment liability 9   67,094     67,094     71,208     71,208  
Non-hedge derivative liabilities 4   1,701     1,701     17,995     17,995  
Total financial liabilities $ 1,647,201   $ 1,727,728   $ 1,442,553   $ 1,540,959  

1 Cash and cash equivalents, guaranteed investment certificates, restricted cash, trade and other receivables and trade and other payables are recorded at carrying value, which approximates fair value due to their short-term nature and generally negligible credit losses.

2 Excludes tax and other statutory amounts.

3 Trade and other receivables contain receivables including provisionally priced receivables classified as FVTPL and various other items at amortized cost. The fair value of provisionally priced receivables is determined using forward metals prices which is a level 2 valuation method.

4 Derivatives are carried at their fair value, which is determined based on internal valuation models that reflect observable forward market commodity prices, currency exchange rates, and discount factors based on market US dollar interest rates adjusted for credit risk.

5 All investments are carried at their fair value, which is determined using quoted market bid prices in active markets for listed shares.

6 These financial liabilities relate to agreements with communities near the Constancia project in Peru (note 14). Fair values have been determined using a discounted cash flow analysis based on expected cash flows and a credit adjusted discount rate.

7 Fair value of the senior unsecured notes (note 17) has been determined using the quoted market price at period end.

8 Discounted value based on a risk adjusted discount rate.

9 The gold prepayment liability (note 15) is designated as fair value through profit or loss under the fair value option. Gains and losses related to the Company's own credit risk have been recorded at fair value through other comprehensive income. The fair value adjustment recorded in other comprehensive income for the nine months ended September 30, 2023 was a loss of $92 (year ended December 31, 2022 was a gain of $512).

10 Discounted value based on a market rate at inception of the applicable Wheaton contract for carrying value (note 18) and current market rate at period end for fair value.

11 Fair value of the bonds has been determined using the Hull-White model given the debt has a call feature.

12 Fair value of the senior secured revolving credit facility is equal to its carrying value as the drawn interest rate under the facility is comparable to current market rates.



HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

Fair value hierarchy

The table below provides an analysis by valuation method of financial instruments that are measured at fair value subsequent to recognition as well as financial instruments not measured at fair value but for which a fair value is disclosed. Levels 1 to 3 are defined based on the degree to which fair value inputs are observable and have a significant effect on the recorded fair value, as follows:

- Level 1: Quoted prices in active markets for identical assets or liabilities;

- Level 2: Valuation techniques use significant observable inputs, either directly or indirectly, or valuations are based on quoted prices for similar instruments; and,

- Level 3: Valuation techniques use significant inputs that are not based on observable market data.

September 30, 2023   Level 1     Level 2     Level 3     Total  
Financial assets measured at fair value                        
Financial assets at FVTPL:                        
Non-hedge derivatives $ -   $ 6,354   $ -   $ 6,354  
Investments   6,796     -     -     6,796  
  $ 6,796   $ 6,354   $ -   $ 13,150  
Financial liabilities measured at fair value                        
Financial liabilities at FVTPL:                        
Non-hedge derivatives $ -   $ 1,701   $ -   $ 1,701  
Gold prepayment liability   -     67,094     -     67,094  
Financial liabilities at amortized cost:                        
Agreements with communities   -     -     37,296     37,296  
Wheaton refund liability   -     -     6,744     6,744  
Senior secured revolving credit facilities   -     -     126,783     126,783  
Senior unsecured notes   1,113,954     -     -     1,113,954  
Copper Mountain Bonds   -     -     60,840     60,840  
  $ 1,113,954   $ 68,795   $ 231,663   $ 1,414,412  

December 31, 2022   Level 1     Level 2     Level 3     Total  
Financial assets measured at fair value                        
Financial assets at FVTPL:                        
Non-hedge derivatives $ -   $ 577   $ -   $ 577  
Investments   9,799     -     -     9,799  
  $ 9,799   $ 577   $ -   $ 10,376  
Financial liabilities measured at fair value                        
Financial liabilities at FVTPL:                        
Non-hedge derivatives $ -   $ 17,995   $ -   $ 17,995  
Gold prepayment liability   -     71,208     -     71,208  
Financial liabilities at amortized cost:   -           -        
Agreements with communities   -     -     35,870     35,870  
Wheaton refund liability   -     -     7,744     7,744  
Senior unsecured notes   1,094,988     -     -     1,094,988  
  $ 1,094,988   $ 89,203   $ 43,614   $ 1,227,805  


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

The Company's policy is to recognize transfers into and transfers out of fair value hierarchy levels as of the date of the event or change in circumstances that caused the transfer. During the nine months ended September 30, 2023 and year ended December 31, 2022, Hudbay did not make any such transfers.

Valuation techniques used for instruments categorized in Levels 2 and 3 are consistent with the year ended December 31, 2022, except as noted below.

The following additional valuation techniques are used for instruments categorized in Level 3:

- Copper Mountain Bonds (Level 3) - This liability has been fair valued using the Hull-White model given the debt has a call option feature.

- Senior secured revolving credit facilities (Level 3) - This liability has been fair valued using an applicable credit adjusted discount rate.

(b) Derivatives and hedging:

Copper fixed for floating swaps

Hudbay enters into copper fixed for floating swaps in order to manage the risk associated with provisional pricing terms in copper concentrate sales agreements. As at September 30, 2023, Hudbay had 68.4 million pounds of net copper swaps outstanding at an effective average price of $3.80/lb and settling from October 2023 to January 2024. As at December 31, 2022, Hudbay had 89.7 million pounds of net copper swaps outstanding at an effective average price of $3.61/lb and settling from January to May 2023. The aggregate fair value of the transactions at September 30, 2023 was an asset of $3,686 (December 31, 2022 - a liability position of $17,269).

Zinc fixed for floating swaps

Hudbay enters into zinc fixed for floating swaps in order to manage the risk associated with provisional pricing terms in zinc concentrate sales agreements. As at September 30, 2023, Hudbay had 14.6 million pounds of net zinc swaps outstanding at an effective average price of $1.11/lb and settling from October to December 2023. As at December 31, 2022, Hudbay had 17.5 million pounds of net zinc swaps outstanding at an effective average price of $1.32/lb and settling from January to March 2023. The aggregate fair value of the transactions at September 30, 2023 was a liability of $1,325 (December 31, 2022 - a liability position of $149).

Copper costless collars

Hudbay entered into a zero-cost collar program in April 2023 for approximately 10% of copper production expected in the second half of 2023. The program entails a hedge for 15.9 million pounds of copper for six months starting in July 2023 and establishes a floor price of $3.95 per pound and a cap price of $4.28 per pound. Gains and losses resulting from the settlement of these derivatives are recorded directly to revenue, as the forward sales contracts do not qualify for hedge accounting, and the associated cash flows are classified in operating activities. As at September 30, 2023, 7.9 million pounds of copper collars were unsettled (December 31, 2022 - nil). The aggregate fair value of the position at September 30, 2023 was an asset of $1,990 (December 31, 2022 - nil).

Transactions involving derivatives are with large multi-national financial institutions that Hudbay believes to be credit worthy.


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

Copper forward sale

During the third quarter of 2023, Hudbay entered into forward sales contracts for a total of 2,000 tonnes of copper production over the five-month period from August to December 2023 at an average price of $3.86 per pound. As at September 30, 2023, Hudbay had 2.6 million pounds of copper forwards outstanding at an effective average price of $3.86/lb and settling from October to December 2023. The aggregate fair value of the transactions at September 30, 2023 was an asset of $302. Hudbay held no forward copper purchase contracts as at September 30, 2022.

(c) Provisionally priced receivables

Changes in fair value of provisionally priced receivables

Hudbay records changes in fair value of provisionally priced receivables related to provisional pricing in concentrate purchase, concentrate sale and certain other sale contracts. Under the terms of these contracts, prices are subject to final adjustment at the end of a future period after title transfers based on quoted market prices during the quotation period specified in the contract. The period between provisional pricing and final pricing is typically up to three months.

Changes in fair value of provisionally priced receivables are presented in trade and other receivables when they relate to sales contracts and in trade and other payables when they relate to purchase contracts. At each reporting date, provisionally priced metals are marked-to-market based on the forward market price for the quotation period stipulated in the contract, with changes in fair value recognized in revenue for sales contracts and in inventory or cost of sales for purchase concentrate contracts. Cash flows related to changes in fair value of provisionally priced receivables are classified in operating activities.

As at September 30, 2023 and December 31, 2022, Hudbay's net position consisted of contracts awaiting final pricing are as indicated below:

Metal in concentrate     Sales awaiting final pricing     Average YTD price ($/unit)  
Unit   Sep. 30, 2023     Dec. 31, 2022     Sep. 30, 2023     Dec. 31, 2022  
Copper pounds
(in thousands)
  94,474     79,833     3.75     3.80  
Gold troy ounces   41,348     22,079     1,856     1,823  
Silver troy ounces   189,910     71,809     22.30     23.91  
Zinc pounds
(in thousands)
  15,770     18,145     1.20     1.35  
                           

The aggregate fair value of provisionally priced receivables within the copper and zinc concentrate at September 30, 2023, was a liability position of $8,707 (December 31, 2022 - an asset position of $20,285).

(d) Other financial liabilities

Gold prepayment liability

The gold prepayment liability (note 15) requires settlement by physical delivery of gold ounces or equivalent gold credits. The fair value of the financial liability at September 30, 2023 was a liability of $67,094 (December 31, 2022 - a liability of $71,208).


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

24. Commitments

Capital commitments

As at September 30, 2023, Hudbay had outstanding capital commitments in Manitoba of approximately $7,319 of which $3,164 can be terminated, approximately $12,303 in British Columbia, of which approximately $9,803 can be terminated, approximately $79,379 in Peru, all of which can be terminated, and approximately $42,335 in Arizona, primarily related to the Copper World Complex, of which approximately $7,180 can be terminated.

25. Supplementary cash flow information

(a) Other operating activities:

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2023     2022     2023     2022  
Amortization of community agreements $ 1,688   $ 1,997   $ 4,922   $ 3,254  
Share based compensation paid   -     (267 )   (5,817 )   (5,387 )
Changes in non-current assets   -     (4,851 )   -     (4,402 )
Share based compensation and change of control payments made upon acquisition of Copper Mountain   -     -     (6,743 )   -  
Insurance recovery (note 6c)   -     5,698     -     (3,822 )
Restructuring - Manitoba   -     (3,822 )   -     -  
Other   (187 )   (299 )   726     (661 )
  $ 1,501   $ (1,544 ) $ (6,912 ) $ (11,018 )

(b) Change in non-cash working capital:

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2023     2022     2023     2022  
Change in:                        
Trade and other receivables $ (35,350 ) $ 31,429   $ 2,692   $ 137,575  
Other financial assets/liabilities   8,276     34,168     (23,504 )   (16,367 )
Inventories   (3,214 )   28,822     (7,636 )   7,427  
Prepaid expenses   4,963     1,925     12,735     2,810  
Trade and other payables   (4,851 )   (10,111 )   (44,872 )   (10,956 )
Provisions and other liabilities   144     4,658     (15,097 )   (1,649 )
  $ (30,032 ) $ 90,891   $ (75,682 ) $ 118,840  

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

(c) Non-cash transactions:

During the nine months ended September 30, 2023 and 2022, Hudbay entered into the following non-cash investing and financing activities which are not reflected in the condensed consolidated interim statements of cash flows:

- Remeasurement of Hudbay's decommissioning and restoration liabilities led to a net increase in related property, plant and equipment assets of $12,332 (September 30, 2022 - a net decrease of $42,174), mainly related to changes to real discount rates associated with remeasurement of the liabilities.

- Property, plant and equipment included $20,772 (September 30, 2022 - $26,061) of capital additions related to the recognition of ROU assets and $14,198 of capital additions related to exploration and evaluation assets acquired through the acquisition of Rockcliff (note 5) (September 30, 2022 - nil). Property, plant and equipment and other assets include $3,392 of capital additions related to agreements with communities (September 30, 2022 - $36,735).


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022

26. Segmented information

Hudbay has the following reportable segments identified by the individual mining operations of Manitoba, British Columbia, Peru, as well as Arizona which holds our Copper World project. Corporate and other activities are not considered an operating segment and are included as a reconciliation to total consolidated results. No results for the British Columbia segment are reflected in the prior period comparative figures. Corporate and other activities include the Company's exploration activities in Chile, Canada and the State of Nevada. These exploration entities are not individually significant, as they do not meet the minimum quantitative thresholds for standalone segment disclosure.

Three Months Ended September 30, 2023  
    Manitoba     British
Columbia
    Peru     Arizona     Corporate
and other
activities
    Total  
Revenue from external customers $ 105,321   $ 81,781   $ 293,354   $ -   $ -   $ 480,456  
Cost of sales                                    
Mine operating costs   73,948     62,336     124,020     -     -     260,304  
Depreciation and amortization   26,873     6,255     80,625     -     -     113,753  
Gross profit   4,500     13,190     88,709     -     -     106,399  
Selling and administrative expenses   -     -     -     -     10,128     10,128  
Exploration expenses   947     -     2,866     -     933     4,746  
Other expenses   4,429     2,332     1,668     73     383     8,885  
Re-evaluation adjustment - environmental provision   (31,851 )   (585 )   -     -     -     (32,436 )
Results from operating activities $ 30,975   $ 11,443   $ 84,175   $ (73 ) $ (11,444 ) $ 115,076  
Net interest expense on long term debt                                 21,078  
Accretion on streaming arrangements                                 6,597  
Change in fair value of financial instruments                                 (950 )
Other net finance costs                                 4,202  
Profit before tax                                 84,149  
Tax expense                                 38,659  
Profit for the period                               $ 45,490  


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022


Three months ended September 30, 2022  
    Manitoba     Peru     Arizona     Corporate
and other
activities
    Total  
Revenue from external customers $ 157,613   $ 188,558   $ -   $ -   $ 346,171  
Cost of sales                              
Mine operating costs   111,137     112,793     -     -     223,930  
Depreciation and amortization   33,197     56,614     -     -     89,811  
Gross profit   13,279     19,151     -     -     32,430  
Selling and administrative expenses   -     -     -     10,448     10,448  
Exploration expenses (income)   643     3,536     (2,596 )   188     1,771  
Other expenses (income)   5,489     1,861     (2,448 )   1,394     6,296  
Re-evaluation adjustment - environmental provision   (6,417 )   -     -     -     (6,417 )
Results from operating activities $ 13,564   $ 13,754   $ 5,044   $ (12,030 ) $ 20,332  
Net interest expense on long term debt                           16,921  
Accretion on streaming arrangements                           8,567  
Change in fair value of financial instruments                           (6,686 )
Other net finance costs                           1,793  
Loss before tax                           (263 )
Tax expense                           7,872  
Loss for the period                         $ (8,135 )


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022


Nine Months Ended September 30, 2023  
    Manitoba     British
Columbia
    Peru     Arizona     Corporate
and other
activities
    Total  
Revenue from external customers $ 307,770   $ 81,781   $ 698,290   $ -   $ -   $ 1,087,841  
Cost of sales                                    
Mine operating costs   201,242     62,336     358,613     -     -     622,191  
Depreciation and amortization   73,665     6,255     189,925     -     -     269,845  
Gross profit   32,863     13,190     149,752     -     -     195,805  
Selling and administrative expenses   -     -     -     -     27,874     27,874  
Exploration expenses   7,471     -     9,737     -     1,099     18,307  
Other expenses   12,932     2,332     4,400     396     7,678     27,738  
Re-evaluation adjustment - environmental provision   (44,783 )   (585 )   -     -     -     (45,368 )
Results from operating activities $ 57,243   $ 11,443   $ 135,615   $ (396 ) $ (36,651 ) $ 167,254  
Net interest expense on long term debt                                 55,885  
Accretion on streaming arrangements                                 19,694  
Change in fair value of financial instruments                                 4,560  
Other net finance costs                                 16,267  
Profit before tax                                 70,848  
Tax expense                                 34,833  
Profit for the period                               $ 36,015  


HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements
(in thousands of US dollars, except where otherwise noted)
For the three and nine months ended September 30, 2023 and 2022


Nine Months Ended September 30, 2022  
    Manitoba     Peru     Arizona     Corporate
and other
activities
    Total  
Revenue from external customers $ 549,908   $ 590,336   $ -   $ -   $ 1,140,244  
Cost of sales                              
Mine operating costs   364,148     310,677     -     -     674,825  
Depreciation and amortization   105,420     152,787     -     -     258,207  
Gross profit   80,340     126,872     -     -     207,212  
Selling and administrative expenses   -     -     -     23,910     23,910  
Exploration expenses   9,562     9,722     8,659     1,444     29,387  
Other expenses   4,832     4,898     2,848     1,463     14,041  
Re-evaluation adjustment - environmental provision   (146,950 )   -     -     -     (146,950 )
Impairment - Arizona   -     -     94,956     -     94,956  
Results from operating activities $ 212,896   $ 112,252   $ (106,463 ) $ (26,817 ) $ 191,868  
Net interest expense on long term debt                           50,730  
Accretion on streaming arrangements                           20,760  
Change in fair value of financial instruments                           (5,888 )
Other net finance costs                           16,164  
Profit before tax                           110,102  
Tax expense                           22,279  
Profit for the period                         $ 87,823  

September 30, 2023  
    Manitoba     British
Columbia
    Peru     Arizona     Corporate
and other
activities
    Total  
Total assets $ 663,121   $ 1,006,869   $ 2,392,160   $ 728,104   $ 460,342   $ 5,250,596  
Total liabilities   355,221     339,026     931,872     24,690     1,450,049     3,100,858  
Property, plant and equipment1   684,959     833,255     2,039,031     721,693     39,838     4,318,776  

1Included in Corporate and Other activities is $27.4 million of property, plant and equipment that is located in Nevada.

December 31, 2022  
    Manitoba     Peru     Arizona     Corporate
and other
activities
    Total  
Total assets $ 690,403   $ 2,532,750   $ 713,567   $ 389,223   $ 4,325,943  
Total liabilities   427,107     974,184     36,131     1,316,712     2,754,134  
Property, plant and equipment1   691,836     2,115,495     704,472     40,627     3,552,430  

1Included in Corporate and Other activities is $27.4 million of property, plant and equipment that is located in Nevada.