-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, rn/6XG2yVaoW5y6T0HuXg4eF+kTPaJUXFnuloPCMTH69nVI8RKbmGs0p5qmUQ9E0 rD6HVDKZJYG9TvBUEOxaog== 0000908634-94-000008.txt : 19940531 0000908634-94-000008.hdr.sgml : 19940531 ACCESSION NUMBER: 0000908634-94-000008 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940525 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COEUR D ALENE MINES CORP CENTRAL INDEX KEY: 0000215466 STANDARD INDUSTRIAL CLASSIFICATION: 1044 IRS NUMBER: 820109423 STATE OF INCORPORATION: ID FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-08641 FILM NUMBER: 94530188 BUSINESS ADDRESS: STREET 1: 400 COEUR D ALENE MINES BLDG STREET 2: 505 FRONT AVE CITY: COEUR D ALENE STATE: ID ZIP: 83814 BUSINESS PHONE: 2086673511 MAIL ADDRESS: STREET 1: 400 COEUR D ALENE MINES BLDG STREET 2: 505 FRONT AVE CITY: COEUR D'ALENE STATE: ID ZIP: 83814 10-K/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A No. 1 Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Amendment No. 1 to Annual Report on Form 10-K for the year ended December 31, 1993 COEUR D'ALENE MINES CORPORATION (Exact name of Registrant as specified in its charter) Idaho 1-8641 82-0109423 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification Number) 505 Front Avenue Coeur d'Alene, Idaho 83814 (Address of principal executive offices) (zip code) Registrant's telephone number, including area code: (208) 667-3511 The undersigned registrant hereby amends the following items, financial statements, exhibits or other portions of its Annual Report on Form 10-K for the year ended December 31, 1991, as set forth in the pages attached hereto: Item 7 (Management's Discussion and Analysis of Financial Condition and Results of Operat- ions), Item 8 (Financial Statements and Sup- plementary Data), Item 14(a)(1) (Financial Statements) and Item 14(c) (Exhibits). Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amendment to be signed on its behalf by the undersigned, thereunto duly authorized. COEUR D'ALENE MINES CORPORATION (Registrant) Date: May 24, 1994 By: JAMES A. SABALA James A. Sabala Senior Vice President and Chief Financial Officer COEUR D'ALENE MINES CORPORATION AMENDMENT NO. 1 TO FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1993 The Annual Report on Form 10-K for the year ended December 31, 1993 (the "Form 10-K") of Coeur d'Alene Mines Corporation (the "Company") is hereby revised as set forth in this Amendment No. 1 (the "Amendment") to the Form 10-K. PART II Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. General The results of the Company's operations are significantly affected by the market prices of gold and silver which may fluctuate widely and are affected by many factors beyond the Company's control, including interest rates, expectations regarding inflation, currency values, governmental decisions regarding the disposal of precious metal stockpiles, global and regional political and economic conditions, and other factors. The Company's Rochester Mine, which it wholly owns and operates, and the Golden Cross Mine, in which the Company has an 80% operating interest, currently are generating positive cash flow from operations and are the Company's only mining properties currently in operation. The Company plans to continue to operate those mines so long as they continue to generate positive cash flow from operations. The depressed level of silver prices led to the suspension of mining activity at the Galena Mine in July 1992 (during which month the average price of silver was $3.95 per ounce) and at the Coeur Mine in April 1991 (during which month the average price of silver was $3.97 per ounce). The Company does not believe the operator of the Coeur and Galena Mines will consider the recommencement of operations at those mines in the absence of an increase in silver prices above currently prevailing levels. The Company plans to continue its developmental activities at the Kensington and Fachinal Properties. Although the Company believes operation of the Fachinal Property is economically feasible at current gold and silver prices, a decision to proceed will not be made until a recently commenced final feasibility study is completed (expected in May 1994) and such study demonstrates the project's economic viability. A production decision relating to the Kensington Property is subject to the approval by the Company and its joint venture partner, a market price of gold of at least $400 per ounce and the receipt of certain required permits. Because the Company's exploration expenses are discretionary in nature, they could be curtailed in the event of prolonged adverse metals price cycles. The Company will continue to carefully monitor both its operating and administrative costs and expenses in connection with its mining as well as manufacturing operations with a view toward increasing operating efficiency and cash flow. The Company plans, in connection with its evaluation of potential acquisition candidates, to focus primarily upon mining properties and businesses that are operational or expected to become operational in the near future so that they can reasonably be expected to contribute to the Company's near-term cash flow from operations. As stated above, the Company incurred net losses in each of the past five years. Although such losses include non-recurring write- offs, the Company is unable to ascertain or reasonably project whether and the extent to which its production of precious metals and the market prices thereof will increase and, therefore, whether or when profitable operations will resume. Results of Operations - 1993 Compared to 1992 Sales and Gross Profits Sales of concentrates and dore in 1993 increased by $26,575,500, or 64%, over 1992. The increase is primarily attributable to an increase in gold production and increases in metal prices. Silver and gold prices averaged $4.30 and $359.77 per ounce, respectively, in 1993 compared to $3.94 and $343.73 per ounce, respectively, in 1992. During 1993, the Company produced 6,119,219 ounces of silver and 123,310 ounces of gold compared to 6,254,273 ounces of silver and 56,638 ounces of gold in 1992. The decrease in silver production is due to the temporary closure of the Galena Mine in July 1992. The Galena Mine contributed 822,904 ounces of silver production during 1992. The increase in gold production is due to the Company's acquisition of an 80% interest in the Golden Cross Mine effective April 30, 1993. The Company's 80% interest in Golden Cross Mine production in 1993 amounted to 56,898 ounces of gold and 175,325 ounces of silver. The cost of mine operations in 1993 increased by $21,974,182, or 58%, over 1992 and is primarily due to the acquisition of the Golden Cross Mine in 1993. Gross profit from mine operations increased by $4,601,318, or 128%, in 1993 from 1992. Mine operations gross profit as a percent of sales increased to 12.0% in 1993 compared to 8.7% in 1992. The increase was primarily attributable to the increases in silver and gold prices in 1993 from the prior year. Sales of industrial products in 1993 increased by $84,116, or .8%, compared to 1992. Cost of manufacturing increased by $101,134, or 1.1%, in 1993, compared to the prior year. As a result, gross profit from manufacturing for 1993 decreased by $17,018, or 1.5%, compared to 1992. Expenses Total expenses in 1993 increased by $17,429,334, or 123%, over the prior year. The increase is primarily due to non-recurring write-offs of $9,373,564, or $.61 per share ($.49 per share net of taxes), effected in the third quarter of 1993. The write-offs include a one time provision for litigation settlement of $5,875,000, resolution of an environmental matter of $1,230,000 and the write-off of uncollectible notes receivable of $2,268,564. The increase is also attributable to an increase in interest expense of $4,267,802, which is related to the issuance of $75 million principal amount of 7% Convertible Subordinated Debentures in December 1992, and increases in accounting and legal expenses of $1,641,235, idle facilities expense of $769,902, corporate expenses of $617,067 and administrative expenses of $485,501. Non-recurring Charges On November 12, 1993, the Company's Board of Directors approved the proposed settlement of Kassover v. Coeur d'Alene Mines Corporation (the "Lawsuit"), the class action originally filed in November 1990 and amended in March 1991 alleging violations of the federal securities laws and common law primarily in connection with the Company's public offering of common stock in September 1990. The proposed settlement calls for the Company to (i) issue to the class members common stock of the Company having a fair market value of $4 million based on the average closing sale price of the common stock on the New York Stock Exchange during the five trading days immediately preceding the court hearing to be held in connection with the settlement and (ii) pay $1,875,000 in cash. The Company expects the settlement will be effected in late 1994 and that upon issuance, the shares to be issued in the settlement (based on the closing sale price of the Common Stock reported on the New York Stock Exchange Composite Tape on March 4, 1994) would constitute approximately 1.3% of the Company's presently outstand- ing shares of Common Stock. The Board's decision reflects its desire to avoid the continuing substantial costs and expenses associated with the Lawsuit and the inherent uncertainties of litigation. Accordingly, the Company has recorded a litigation settlement expense of $5,875,000 in the third quarter of 1993. As of December 21, 1993, the Company and counsel for the plaintiff entered into a Stipulation relating to the settlement. The Company has consistently denied any liability or wrongdoing in connection with the suit. The settlement is subject to approval by the plaintiff class members and the court. The Company knows of no material environmental liabilities to which it currently is subject. During October 1993, the Company and Callahan negotiated a tentative settlement agreement with the U.S. Environmental Protection Agency (the "EPA") and a group of other companies that are potentially responsible parties ("PRPs") in connection with the Bunker Hill Superfund site. The Company and Callahan were notified in February 1990 by the EPA that they were PRPs in connection with that site, where the EPA claims there is a need for cleanup action under the Comprehensive Environmental Response Compensation and Liability Act of 1980 ("Superfund" or "CERCLA"). The negotiated settlement agreement calls for the Company and Callahan to pay a total of $1,230,000 to a group of other PRPs in order to remove the Company and Callahan from any additional cleanup liability relating to the site. Accordingly, the Company recorded a non-recurring environmental settlement expense of $1,230,000 during the third quarter of 1993. For additional information regarding the Bunker Hill Superfund site, see "Liquidity and Capital Resources--Bunker Hill Superfund Site" below. During September 1993, the Company commenced foreclosure proceedings upon the collateral underlying two delinquent collater- alized promissory notes, the recorded principal and accrued interest on which amounted to $2,268,564. The notes originally were acquired by a corporation that merged with the Company in 1988. Demand for payment had been made without satisfaction and the Company discontinued accruing interest on the notes in October 1991. As a result of the institution of the foreclosure proceed- ings and the Company's inability to ascertain what amounts, if any, may be realized therefrom, the Company effected a non-recurring write-off of uncollectible notes receivable of $2,268,564 in the third quarter of 1993. Income (Loss) Before Taxes and Accounting Change As a result of the above, the Company's loss before income taxes and the cumulative effect of a change in accounting amounted to $16,720,820 in 1993, compared to $4,506,391 in 1992. The benefit for income taxes amounted to $3,430,760 in 1993, compared to $3,747,136 in 1992. The Company reported a net loss before the cumulative effect of a change in accounting of $13,290,060, or $.87 per share, in 1993, compared to $759,255, or $.05 per share, in 1992. Change in Accounting Effective January 1, 1993, the Company changed its method of accounting for income taxes by adopting the mandatory Statement of Financial Accounting Standards (FAS) 109, "Accounting for Income Taxes." FAS 109 requires an asset and liability approach to accounting for income taxes and establishes criteria for recogniz- ing deferred tax assets. Accordingly, the Company adjusted its existing deferred income tax assets and liabilities to reflect current statutory income tax rates and previously unrecognized tax benefits related to federal and certain state net operating loss carry forwards. The cumulative effect of the accounting change on prior years at January 1, 1993, results in a non-recurring gain of $5,181,188, or $.34 per share, and is included in the results of operations for 1993. Net Income (Loss) The Company reported a net loss of $8,108,872, or $.53 per share, in 1993, compared to a net loss of $759,255, or $.05 per share, in 1992. Results of Operations - 1992 Compared to 1991 Sales and Gross Profits Sales of concentrates and dore' decreased by $7.6 million, or 16%, in 1992 compared with 1991 and was primarily attributable to a decrease in metal prices and a decrease in the Company's silver and gold production. In 1992, the Company produced approximately 6,254,273 ounces of silver and approximately 56,638 ounces of gold compared to approximately 7,536,953 ounces of silver and approximately 60,771 ounces of gold in 1991. Silver and gold prices averaged $3.94 and $343.73 per ounce, respectively, in 1992 compared with $4.04 and $362.18 per ounce, respectively, in 1991. Sales of industrial products decreased by $79,303, or 1%, in 1992 compared to 1991. The decrease in sales in 1992 is primarily attributed to recessionary economic conditions in Canada and the United States and is believed by the Company to have been partially attributable to the use of independent factory representatives rather than a Company-employed sales force. In mid-1992, the Company terminated its arrangements with the independent factory representatives and employed its own employee-based sales force. Cost of mine operations in 1992 decreased by $6.2 million, or 14%, compared to 1991 primarily as a result of improved operating efficiencies at the Rochester Mine and the temporary closure of the Galena Mine in July 1992. Other Income Other income decreased by $2.9 million, or 37%, in 1992 from 1991, and is the result of fluctuating interest rates and invest- ment portfolio levels for the comparative periods. Expenses In 1992, total expenses decreased by $15.1 million, or 52%, from the prior year. The decrease was primarily due to expenses of $5.2 million incurred in 1991 in connection with the Company's acquisition by merger of Callahan on December 31, 1991, and mine closure write-downs of $5.7 million effected by Callahan in 1991. Also contributing to the decrease was an overall reduction in expenses due to increased efficiencies achieved following the merger of the Company and Callahan on December 31, 1991. Interest expense in 1992 decreased by $611,255 compared to 1991 due to an increase in the amount of interest capitalized as a result of the increased investment in development stage properties. During 1992 and 1991, $3,007,866 and $2,209,213, respectively, of interest expense was capitalized as development costs. Idle facilities expense decreased by $272,402 in 1992 compared with 1991. The idle facilities expense in 1991 and 1992 was the result of the suspen- sion of operations at the Coeur Mine in April 1991 and the Galena Mine in July 1992. Both the Coeur and Galena Mines are operated by ASARCO Incorporated ("Asarco"). Net Income (Loss) As a result of the above, Coeur's loss before income tax benefit amounted to $4.5 million in 1992 compared to a loss of $15.0 million in 1991. As a result of income tax benefits of $3,747,136 and $596,310 for 1992 and 1991, respectively, Coeur's net loss amounted to $759,255, or $.05 per share in 1992, compared to $14,398,777, or $.94 per share in 1991. Liquidity and Capital Resources Working Capital; Cash and Cash Equivalents The Company's working capital at December 31, 1993 was approximately $107.6 million compared to $181.8 million at December 31, 1992. The decrease is attributable to the decrease in cash and cash equivalents. The decrease in cash and cash equivalents of approximately $119.4 million during 1993 primarily resulted from (i) approximately $4.6 million expended to purchase plant, property and equipment, (ii) approximately $50.8 million (net) to purchase short-term investments and marketable securities, (iii) $52.8 million (net of cash received) to purchase the 80% interest in the Golden Cross Mine and (iv) $8.9 million expended on developmental properties. The ratio of current assets to current liabilities was 6.0 to one at December 31, 1993 compared to 19.5 to one at December 31, 1992. As reported by the Company's Statements of Cash Flows, net cash provided by (used in) operating activities amounted to approximately $4.2 million in 1993 compared to $(3.0 million) in 1992. The occurrence of such positive cash flow in 1993 was primarily attributable to the increase in total income described above. Net cash used in investing activities amounted to approxi- mately $119.6 million in 1993 compared to $42.1 million in 1992. Significantly impacting the increase in cash used in investing activities was the approximately $52.8 million net cash used in connection with the Company's purchase of Cyprus Gold New Zealand Ltd. Net cash provided by (used in) financing activities amounted to approximately $(4.1 million) in 1993 compared to $67.5 million in 1992. The change was primarily attributable to the Company's receipt of approximately $71.4 million of net proceeds from the issuance of convertible subordinated debentures in December 1992. During 1993, short-term investments increased by $48.5 million primarily as a result of the Company's allocation of a portion of its cash and cash equivalent portfolio from cash equivalents to other securities with durations longer than 90 days. Accounts receivable increased by $3.8 million primarily as a result of the placement of $1.875 million in escrow pending settlement of a shareholder class action suit and the maintenance of $1.1 million in connection with acquisition of the Company's 80% operating interest in the Golden Cross Mine. Marketable equity securities increased by $2.1 million in 1993 as a result of the Company's investment in shares of capital stock of a Canadian company that owns property adjacent to the Company's Kensington Property and certain other exploratory properties. Acquisition of Golden Cross New Zealand Limited Effective April 30, 1993, the Company acquired all of the outstanding capital stock of Cyprus Gold New Zealand Limited ("Cyprus NZ"), a New Zealand corporation that owns an 80% operating interest in the Golden Cross Mine in New Zealand. The Company also acquired from the former parent of Cyprus NZ in the transaction, which was treated as a purchase for accounting purposes, a term loan receivable from Cyprus NZ in the principal amount of approxi- mately $53.2 million. The cash purchase price paid by the Company for the Cyprus NZ capital stock and term loan approximated $54 million. The most significant Cyprus NZ long-term liability acquired by the Company is a reclamation reserve of approximately $1.0 million. The acquisition was funded by a portion of the proceeds of the Company's December 1992 public sale of $75 million principal amount of 7% Subordinated Convertible Debentures Due 2002. Pro forma information relating to the acquisition is set forth in Note C of the Notes to the Selected Consolidated Financial Data. Revolving Credit Agreement The Company has a $38 million revolving credit agreement with a syndicate of banks, which, together with current cash, cash equivalents and short-term investments and any internally generated funds, may be utilized to expand the Company's business activities. Interest on borrowings under the agreement is the average London Interbank interest rate plus 1.125%. The Company is required to pay an annual commitment fee equal to .375% of the unused balance of the revolving credit line. The Company currently has no borrowing outstanding under the agreement. However, approximately $7.9 million of credit under the agreement is reserved for outstanding irrevocable letters of credit that secure certain reclamation and permit assurance obligations related to the Golden Cross Mine. Bunker Hill Superfund Site and Write-off of Delinquent Promissory Notes For information describing the proposed settlement relating to the Bunker Hill Superfund Site and recent write-off of delinquent promissory notes, see "Management's Discussion and Analysis of Financial Condition and Results of Operations - Results of Operations - 1993 Compared to 1992." Montana Superfund Site A subsidiary of the Company that is the general partner of a partnership that owns sections of an abandoned railroad right-of- way, portions of which lie on a Superfund site in Montana, was notified in 1989 that the partnership is a PRP at that site. Neither the EPA nor any other person has made any demand for payment of money or for cleanup upon the partnership relating to the site. Although the matter is still in its early stages, the Company believes it has no liability for cleanup costs at the site because the partnership's activities were on land constituting a very small portion of the site and were confined to salvage activities (i.e., removal of rail, railroad ties and telegraph poles). In addition, the partnership did not transport to or otherwise place hazardous materials on the site, and believes there was no release or threat of release of hazardous materials from partnership lands at the site. Environmental Compliance Expenditures For the years ended December 31, 1993, 1992 and 1991, the Company expended $2,404,698, $1,050,015 and $1,038,736, respective- ly, in connection with environmental compliance activities at its operating properties. In December 31, 1993, the Company had expended a total of approximately $4.1 million on environmental and permitting activities at the Kensington Property, which expendi- tures have been capitalized as part of its development cost. The Company estimates that its environmental compliance expenditures at its operating properties during 1994 will approxi- mate $1,391,000. Such activities at the Rochester and Golden Cross Mines include monitoring, bonding, earth moving, water treatment and revegetation activities. The Company estimates that environ- mental compliance expenditures at its Kensington and Fachinal developmental properties during 1994 will approximate $376,000 and relate to activities associated with obtaining permits required for construction. Such expenditures would significantly increase in the event a decision is made to proceed with the construction of production facilities at those properties. The Company established a $585,000 reserve in 1991 for future costs relating to the closure of the Ropes Mine; the Company is currently reviewing the adequacy of that reserve to cover expenditures required to comply with environmental regulations. Future environmental expenditures will be determined by governmental regulations and the overall scope of the Company's operating and development activities. The Company places a very high priority on its compliance with environmental regulations. Exploration and Development Expenditures During 1993, the Company expended approximately $1.3 million (excluding capitalized interest) for its share of the developmental costs at the Kensington Property, approximately $3.5 million (excluding capitalized interest) for the development of the Fachinal Property and $2.5 million to continue its planned exploration programs. During 1994, the Company presently plans to expend approximately $5.7 million for leach pad construction at the Rochester Mine, $1.8 million (excluding capitalized interest) for its share of Kensington Property development costs, approximately $2.6 million (excluding capitalized interest) for development at the Fachinal Property and up to approximately $4.0 million for exploration programs. No decisions have been made as to when or whether the Kensington or Fachinal Properties will be placed into commercial production. Internal Revenue Service Audit In December 1993, the IRS completed an audit of the Company for the years 1990 and 1991. The IRS has advised the Company that two issues remain unresolved, and that the IRS will issue a proposed assessment. One issue involves the alternative minimum tax, which, if resolved in favor of the IRS, would require payment by the Company of approxi- mately $1.2 million. The other issue involves the deductibility of costs previously claimed by the Company. If resolved in favor of the IRS, the Company's net operating loss carryforward would be decreased by $8.2 million. The Company believes it has treated both issues in a manner that is consistent with applicable law and prevailing industry practice and will contest any such assessment. Callahan Suit Callahan is the defendant in a lawsuit commenced in March 1992 by FN Enterprises, Inc. ("FN"), formerly a business consulting firm for Callahan. In the suit, which is pending before the federal district court for the District of Northern California, FN seeks to recover a "success fee" in the approximate amount of $673,000 in connection with the merger that resulted in Callahan becoming a wholly-owned subsidiary of the Company. Callahan has filed a counterclaim seeking rescission of the contract and damages from FN equal to the amount of fees and expenses paid to FN. A trial is scheduled to commence on May 10, 1994. Although the Company believes it has meritorious defenses in the suit, an adverse judgement against it could give rise to damages, including interest and attorney's fees, approximating $900,000. Promissory Note Suit The Company is also a defendant in an action pending in Federal District court for the District of Idaho in which the plaintiff seeks to recover on four promissory notes made by a predecessor of the Company. The Company believes the action is barred by the statute of limitations and by other defenses. Damages sought are in the approximate amount of $800,000. Issuance of Convertible Subordinated Debentures in Early 1994 On January 26, 1994, the Company sold $90 million principal amount of 6 3/8% Convertible Subordinated Debentures Due 2004 (the "6 3/8% Debentures") pursuant to a Purchase Agreement, dated January 18, 1994, between the Company and Kidder (the "Purchase Agreement") in connection with an offering effected pursuant to Rule 144A and Regulation S under the Securities Act of 1933 (the "Act"). On February 11, 1994, the Company sold an additional $10 million principal amount of 6 3/8% Debentures to Kidder upon the exercise by Kidder of an over-allotment option granted to it under the terms of the Purchase Agreement. Kidder purchased the 6 3/8% Debentures at a price equal to 96.75% of the principal amount thereof and the Company received proceeds of $96,750,000 from the net purchase price paid for the Debentures. The Company plans to use such proceeds for general corporate purposes, including the possible acquisition of, or investment in, additional precious metals mines, properties or businesses, and for possible develop- mental activities on new or existing mining properties. Pending the use of the net proceeds of the offering, the Company will invest the proceeds in interest-bearing marketable securities or money market obligations. Pursuant to a Registration Rights Agreement, dated January 26, 1994, ("Registration Rights Agree- ment") between the Company and Kidder, the Company plans to file a shelf registration statement under the Act in April 1994 for the purpose of registering the 6 3/8% Debentures and underlying shares of Common Stock issuable upon the conversion thereof under the Act. The 6 3/8% Debentures were issued pursuant to an Indenture, dated as of January 26, 1994 (the "Indenture"), between the Company and Bankers Trust Company, as trustee. The 6 3/8% Debentures are convertible into shares of Common Stock on or before January 31, 2004, unless previously redeemed, at a conversion price of $26.20 per share, subject to adjustment in certain events. The 6 3/8% Debentures are redeemable, in whole or in part, at any time on or after January 31, 1997, at redemption prices declining from 103.643% of the principal amount during the year beginning January 31, 1997 to 100% of the principal amount during the year beginning January 31, 2001 and thereafter. The 6 3/8% Debentures are required to be repurchased at the option of the holder if a Designated Event (as defined in the Indenture) occurs, at 100% of the principal amount thereof plus accrued interest. The Debentures are unsecured and subordinate in right of payment to all Senior Debt (as defined in the Indenture). The Indenture, Purchase Agreement and Registration Rights Agreement are filed as exhibits to this Report. Deferred Tax Asset At December 31, 1993, deferred tax assets totalling approximately $11.4 million had been recorded, as set forth in Note (1) to the Selected Financial Data set forth under Item 6 above. Such deferred tax assets represented net operating losses equivalent to temporary tax liabilities which will reverse to income within the net operating loss carryforward period. Change in Method of Accounting for Income Taxes Effective January 1, 1993, the Company changed its method of accounting for income taxes by adopting Statement of Financial Accounting Standards (FAS) 109, "Accounting for Income Taxes." FAS 109 requires an asset and liability approach to accounting for income taxes and establishes criteria for recognizing deferred tax assets. Accordingly, the Company adjusted its existing deferred income tax assets and liabilities to reflect current statutory income tax rates and previously unrecognized tax benefits related to federal and certain state net operating loss carryforwards. FAS 109 also contains new requirements regarding balance sheet classification and prior business combinations. Hence, the Company adjusted the carrying values of an incremental interest in the Rochester Property acquired in 1988 and CDE Chilean Mining Corp. acquired in 1990 to reflect the gross purchase value previously reported net-of-tax. The cumulative effect of the accounting change on prior years at January 1, 1993 is a nonrecurring gain of $5,181,188, or $.34 per share, and is included in the Consolidated Statement of Operations for the year ended December 31, 1993. Other than the cumulative effect, the accounting change had no material effect on the results of operations for the year ended December 31, 1993. Change in Method of Accounting for Investments in Securities Effective January 1, 1994, the Company changed its method of accounting for debt and equity securities by adopting Statement of Financial Accounting Standards (FAS) No. 115, "Accounting for Certain Investments in Debt and Equity Securities". FAS No. 115 requires the use of fair value accounting. The Company has classified its short term investments and marketable securities as available for sale, according to the provisions of the new pronouncement. Accordingly, unrealized holding gains and losses on such securities are excluded from earnings and reported as a separate component of shareholders' equity until realized. Unrealized losses on investment securities reported at March 31, 1994 amounted to approximately $4.1 million. Item 8. Financial Statements and Supplementary Data The revised consolidated financial statements and schedule listed under Item 14(a) below are filed herewith. PART IV Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K (a) Financial Statements and Financial Statement Schedules: (1) The following revised consolidated financial statements of Coeur d'Alene Mines Corporation and subsidiaries are filed herewith: Consolidated Balance Sheets-December 31, 1992 and 1993. Consolidated Statements of Operations--Years Ended December 31, 1991, 1992 and 1993. Consolidated Statements of Changes in Shareholders' Equity--Years Ended December 31, 1991, 1992 and 1993. Consolidated Statements of Cash Flows--Years Ended December 31, 1991, 1992 and 1993. Notes to Consolidated Financial Statements. (2) The following revised Consolidated Financial Statement schedule of Coeur d'Alene Mines Corporation and subsid- iaries is filed herewith: Schedule X--Supplementary Income Statement Information. (c) Exhibits The following exhibit is filed herewith: 24(a) - Consent of Ernst & Young. (d) Independent auditors' reports are included herein as follows: Coeur d'Alene Mines Corporation Report of Ernst & Young at December 31, 1992, and 1993, and for each of the three years in the period ended December 31, 1993. ANNUAL REPORT ON FORM 10-K Item 8, Item 14(a), and Item 14(d) FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES YEAR ENDED DECEMBER 31, 1993 COEUR D'ALENE MINES CORPORATION COEUR D'ALENE, IDAHO REPORT OF INDEPENDENT AUDITORS Shareholders and Board of Directors Coeur d'Alene Mines Corporation We have audited the accompanying consolidated balance sheets of Coeur d'Alene Mines Corporation and subsidiaries as of December 31, 1993 and 1992, and the related consolidated statements of operations, changes in shareholders' equity, and cash flows for each of the three years in the period ended December 31, 1993. Our audits also included the financial statement schedules listed in the Index at Item 14(a). These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Coeur d'Alene Mines Corporation and subsidiaries at December 31, 1993 and 1992, and the consolidated results of their operations and their cash flows for each of the three years in the period ended December 31, 1993, in conformity with generally accepted accounting principles. Also, in our opinion, the related financial statement schedules, when considered in relation to the basic financial statements taken as a whole, present fairly in all material respects the information set forth therein. As discussed in Note H to the financial statements, in 1993, the Company changed its method of accounting for income taxes. February 11, 1994 ERNST & YOUNG CONSOLIDATED BALANCE SHEETS COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES
December 31, 1993 1992 ASSETS CURRENT ASSETS Cash and cash equivalents $ 14,678,097 $134,106,948 Short-term investments 70,221,106 21,689,084 Receivables 7,757,910 4,006,487 Refundable income taxes 1,924,065 2,182,984 Inventories 34,670,469 29,627,191 TOTAL CURRENT ASSETS 129,251,647 191,612,694 PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment 81,007,505 55,942,138 Less accumulated depreciation 35,310,111 35,377,049 45,697,394 20,565,089 MINING PROPERTIES Operational mining properties 90,120,998 63,651,560 Less accumulated depletion 33,125,461 24,333,876 56,995,537 39,317,684 Developmental properties 83,536,738 64,135,130 140,532,275 103,452,814 OTHER ASSETS Funds held in escrow 2,270,695 1,816,556 Notes receivable 355,069 1,973,772 Debt issuance costs, net of accumulated amortization of $1,462,643 and $920,029 4,708,372 5,123,512 Marketable equity securities 2,422,416 273,194 Other 470,469 438,235 10,227,021 9,625,269 $325,708,337 $325,255,866
CONSOLIDATED BALANCE SHEETS COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES
December 31, 1993 1992 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 1,946,273 $ 1,507,857 Accrued liabilities 5,265,232 1,501,943 Accrued interest payable 2,008,851 2,094,313 Accrued salaries and wages 2,898,486 2,560,571 Accrued litigation settlement 5,875,000 Accrued environmental settlement 1,230,000 Reserve for mine closure 494,800 397,615 Current portion of obligations under capital leases 1,899,771 1,775,334 TOTAL CURRENT LIABILITIES 21,618,413 9,837,633 OTHER LIABILITIES 6% subordinated convertible debentures 50,000,000 50,000,000 7% subordinated convertible debentures 75,000,000 75,000,000 Obligations under capital leases 4,233,913 6,133,683 Other long-term liabilities 2,325,764 371,948 Deferred income taxes 1,681,542 2,921,102 TOTAL LONG-TERM LIABILITIES 133,241,219 134,426,733 COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY Preferred Stock, par value $1.00 per share-- authorized 10,000,000 shares, none outstanding Common Stock, par value $1.00 per share-- authorized 60,000,000 shares, issued 16,394,302 and 16,377,228 shares (including 1,058,453 shares held in treasury) 16,394,302 16,377,228 Capital surplus 181,038,631 183,050,612 Accumulated deficit (13,100,942) (4,992,070) Repurchased and nonvested shares (13,483,286) (13,444,270) 170,848,705 180,991,500 $325,708,337 $325,255,866 See notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF OPERATIONS COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES
Year Ended December 31, 1993 1992 1991 INCOME From mine operations: Sale of concentrates and dore' $ 67,989,666 $ 41,414,166 $ 49,034,832 Less cost of mine operations 59,803,406 37,829,224 44,072,029 GROSS PROFITS 8,186,260 3,584,942 4,962,803 From manufacturing operations: Sale of industrial products 10,192,008 10,107,892 10,187,195 Less cost of manufacturing 9,088,319 8,987,185 8,791,010 GROSS PROFITS 1,103,689 1,120,707 1,396,185 OTHER INCOME--interest, dividends, and other 5,536,771 4,906,166 7,823,689 TOTAL INCOME 14,826,720 9,611,815 14,182,677 EXPENSES Administration 3,618,772 3,133,271 3,237,274 Accounting and legal 3,108,705 1,467,470 1,258,310 General corporate 5,089,224 4,472,157 6,379,605 Mining exploration 2,533,542 2,259,279 3,738,323 Idle facilities 2,459,159 1,689,257 1,961,659 Interest 5,364,574 1,096,772 1,708,027 Nonrecurring charges 9,373,564 Provision for mine closure 5,743,678 Merger expenses 5,150,888 TOTAL EXPENSES 31,547,540 14,118,206 29,177,764 LOSS BEFORE INCOME TAXES AND CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING METHOD (16,720,820) (4,506,391) (14,995,087) Income tax benefit (3,430,760) (3,747,136) (596,310) LOSS BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING METHOD (13,290,060) (759,255) (14,398,777) Cumulative effect of a change in accounting method 5,181,188 NET LOSS $ (8,108,872) $ (759,255) $(14,398,777) LOSS PER SHARE DATA Weighted average number of shares of Common Stock outstanding 15,327,862 15,317,405 15,307,953 NET LOSS PER SHARE BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING METHOD $ (.87) $ (.05) $ (.94) Cumulative effect of change in accounting method .34 NET LOSS PER SHARE $ (.53) $ (.05) $ (.94) CASH DIVIDENDS PER SHARE $ .15 $ .15 $ .12 See notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES Years ended December 31, 1993, 1992 and 1991
Common Stock Par Capital Shares Value Surplus Balance at January 1, 1991 16,360,378 $16,360,378 $185,107,933 Net loss Cash dividends Issuance of shares under Incentive Plans (net) 8,025 8,025 128,381 Other (6,628) Balance at December 31, 1991 16,368,403 16,368,403 185,229,686 Net loss Cash dividends (2,296,493) Issuance of shares under Incentive Plans (net) 12,000 12,000 169,500 Other (3,175) (3,175) (52,081) Balance at December 31, 1992 16,377,228 16,377,228 183,050,612 Net loss Sale of Common Stock for cash 8,675 8,675 139,535 dividends (2,297,520) Issuance of shares under Incentive Plans (net) 10,374 10,374 181,545 Other (1,975) (1,975) (35,541) Balance at December 31, 1993 16,394,302 $16,394,302 $181,038,631 See notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES Years ended December 31, 1993, 1992 and 1991 (Last three columns of preceding table)
Retained Repurchased and Earnings Nonvested Shares (Deficit) Shares Amount Total $ 11,964,145 (1,058,453) $(13,392,542) $200,039,914 (14,398,777) (14,398,777) (1,798,183) (1,798,183) (35,014) 101,392 (6,628) (4,232,815) (1,058,453) (13,427,556) 183,937,718 (759,255) (759,255) (2,296,493) (16,714) 164,786 (55,256) (1,058,453) (13,444,270) 180,991,500 (8,108,872) 148,210 (2,297,520) (39,016) 152,903 (37,516) (13,100,942) (1,058,453) $(13,483,286) $170,848,705 See notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF CASH FLOWS COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES
Year Ended December 31, 1993 1992 1991 CASH FLOWS FROM OPERATING ACTIVITIES Net loss $ (8,108,872) $ (759,255) $(14,398,777) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation, depletion, and amortization 13,852,762 5,799,590 6,224,262 Cumulative effect of change in accounting method (5,181,188) Deferred income taxes (3,716,180) (1,684,209) 1,438,848 (Gain) loss on disposition of assets 444,950 (11,647) 124,253 Write-down of mineral properties 5,743,678 Nonrecurring charges 9,373,564 Change in operating assets and liabilities net of effects of purchase of Cyprus Gold New Zealand, Ltd. Accounts receivable (3,427,588) (1,073,926) (416,669) Inventories (2,298,051) (213,639) 3,386,210 Accounts payable and accrued liabilities 3,262,980 (2,491,745) (894,265) Accrued merger liabilities (2,572,642) 2,572,642 NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 4,202,377 (3,007,473) 3,780,182 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of Cyprus Gold New Zealand, Ltd. (net of cash received) (52,818,247) Purchases of short-term investments (85,387,368) (21,689,084) Sales of short-term investments 34,548,248 Purchases of property, plant and equipment (4,563,607) (3,602,580) (2,127,746) Proceeds from sale of assets 680,873 557,081 560,285 Expenditures on operational mining properties (2,524,454) (4,155,600) (283,983) Expenditures on developmental properties (8,926,809) (13,788,514) (14,267,798) Other (567,011) 554,259 15,274 NET CASH USED IN INVESTING ACTIVITIES (119,558,375) (42,124,438) (16,103,968) CASH FLOWS FROM FINANCING ACTIVITIES Retirement of obligations under capital leases (1,775,333) (1,649,006) (1,902,960) Payment of cash dividends (2,297,520) (2,296,493) (1,798,183) Proceeds from bond issuance 71,416,034 NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES (4,072,853) 67,470,535 (3,701,143) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (119,428,851) 22,338,624 (16,024,929) Cash and cash equivalents at beginning of year 134,106,948 111,768,324 127,793,253 Cash and cash equivalents at end of year $ 14,678,097 $134,106,948 $111,768,324 See notes to consolidated financial statements.
NOTE A--BUSINESS OF COEUR D'ALENE MINES CORPORATION Coeur d'Alene Mines Corporation (Coeur or the Company) is principal- ly engaged in the exploration, development and operation of silver and gold mining properties located in the United States (Nevada, Idaho and Alaska), New Zealand and Chile. Coeur is also engaged in the manufacture and sale of lightweight flexible hose and duct and metal tubing. NOTE B--SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation: The consolidated financial statements include the wholly-owned subsidiaries of the Company, the most signifi- cant of which are Coeur Rochester, Callahan Mining Corporation, including Coeur Gold New Zealand, Inc., Coeur-Alaska and CDE Chilean Mining Corp. The consolidated financial statements also include all non-wholly owned entities in which voting control of more than 50% is held by the Company, the most significant of which are Pinnacle and Livengood Placers, Inc. Related minority interests are not material and are included in other assets. Intercompany balances and transactions have been eliminated in consolidation. Investments in unincorporated joint ventures are accounted for on a proportionate consolidation basis, the most signifi- cant of which are the Golden Cross Mine, Kensington Property, Coeur Mine and Galena Mine. Revenue Recognition: Revenue is recognized when title to gold and silver passes to the buyer. The effects of forward sales are reflected in revenue at the date the related precious metals are delivered or the contracts expire. Inventories: Inventories of ores on leach pads and in the milling process are valued based on actual costs incurred to place such ores into production, less costs allocated to minerals recovered through the leaching and milling processes. Inherent in this valuation is an estimate of the percentage of the minerals on leach pads and in process that will ultimately be recovered. Management evaluates this estimate on an ongoing basis. Adjustments to the recovery rate are accounted for prospectively. All other inventories are stated at the lower of cost or market, cost being determined using the first-in, first-out and weighted average cost methods. Property, Plant, and Equipment: Property, plant, and equipment are recorded at cost. Depreciation, using the straight-line method, is provided over the estimated useful lives of the assets. Maintenance and repairs are charged to operations as incurred. Mining Properties: Values for mining properties represent acquisition costs or fair market value of Common Stock issued for properties plus developmental costs. Cost depletion has been recorded based on the units-of-production method over the estimated total reserves. Management evaluates the net carrying value of all operations, property by property, on a regular basis to reach a judgment concerning possible permanent impairment of value and the need for a write-down in asset value to net realizable value. These reviews require significant judgment and the use of estimates, and are affected by the risks and uncertainties inherent in normal operations. Considerations include the level of maintenance and standby costs, current projections of metal prices and other nonoperating alternatives. Reclamation Costs: Post closure reclamation and site restoration costs are estimated based upon environmental regulatory requirements and accrued over the life of the mine using the units of production method. Current expenditures relating to ongoing environmental and reclamation programs are expensed as incurred. As of December 31, 1993, the Company has provided approximately $1,616,506 for total reclamation and restoration, and anticipates the total of such costs will be approximate- ly $6.5 million. Exploration and Development: Costs incurred in the search for new mineral properties are charged directly to expense. Development expenditures incurred prior to reaching the production stage, related to mining and drilling properties with identified economic reserves, are capitalized. Interest cost is capitalized on development properties until the properties are placed into operation. Debt Issuance Costs: Debt issuance costs are amortized over the lives of the respective debt issues, as a component of interest expense. Cash Equivalents: The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. As of December 31, 1993 and 1992, cash and cash equivalents included $9,618,316 and $7,027,005 cash, respectively. The balance of the reported amounts consists principally of investment grade commercial paper. The carrying amounts reported in the balance sheets for cash and cash equivalents are stated at cost which approximates fair value. Short-term Investments: The Company invests in debt and equity securities which are stated at the lower of cost or market. Marketable Equity Securities: Investments in Marketable Equity Securities ("MES") are recorded at cost, except the Company uses the equity method if the Company has substantial voting control (normally 20 to 50%) and can exercise significant influence over the operating and financial policies of the investee. As of December 31, 1993 the Company has only one investment (International Curator Resources Ltd. ("IC") in which it holds more than 20% but less than 50% of the voting stock. The Company accounts for the investment in IC at cost, as the Company does not believe it can exercise significant influence over the operating and financial policies of IC. As of December 31, 1993 and 1992, respectively, the Company has recorded investments in MES which have a cost basis of $2,422,416 and $273,194, and a fair market value of $4,232,572 and $264,080. The Company also has an unrealized gain as of December 31, 1993 of $1,810,156 that is not reflected in the financial statements. Foreign Currencies: Assets and liabilities of the Company's New Zealand and Chilean operations are translated into U.S. dollars at year- end exchange rates and revenue and expenses are translated at average exchange rates. In each instance, the functional currency is the U.S. dollar. Realized gains and losses from foreign currency transactions are reflected in income. Foreign Currency Forward Exchange Contracts: At December 31, 1993, the Company had contracts outstanding to purchase approximately $35.6 million denominated in New Zealand dollars, maturing at various dates through December 1994. These contracts are used to minimize exposure and to reduce risk from exchange rate fluctuations in the regular course of the Company's business. Transaction gains and/or losses are included currently in determining net income. Earnings Per Share: Earnings per share is calculated based on the weighted average number of common shares outstanding. New Accounting Standard: During 1993, the Financial Accounting Standards Board issued a new standard on accounting for certain investments in debt and equity securities. The new standard is in effect for fiscal years beginning after December 15, 1993. The Company expects that its marketable securities will be classified as available-for-sale and therefore will be adjusted to fair value. Application of the new rules will not have a material impact on the Company. Reclassification: Certain reclassifications of prior year balances have been made to conform to current year classifications. NOTE C--BUSINESS COMBINATIONS Cyprus Gold New Zealand, Limited On April 30, 1993, the Company acquired for approximately $54 million in cash, Cyprus Gold New Zealand, Limited. The acquisition has been accounted for as a purchase. The following consolidated results of the Company's operations assume that the acquisition took place at the beginning of the periods presented: [CAPTION] In thousands except for Year Ended December 31, per share amounts 1993 1992 [S] [C] [C] Sales of dore' $ 91,149 $ 78,367 Net loss $ (10,129) $ (1,321) Net loss per share $ (.66) $ (.09) Callahan Mining Corporation On December 31, 1991, the Company issued 3,322,061 shares of common stock in exchange for all of the outstanding common stock of Callahan Mining Corporation (Callahan). The merger was accounted for as a pooling of interests. During the fourth quarter of 1991, the Company expensed $5.1 million of nonrecurring merger related costs. Revenues and net loss of the Company and Callahan for the period prior to the merger were as follows:
Year Ended December 31, 1991 Revenues Coeur $ 55,245,663 Callahan 11,800,053 $ 67,045,716 Net Loss Coeur $ (3,667,762) Callahan (10,731,015) $(14,398,777) Dividend per share: Coeur $ .15 NOTE D--INVENTORIES Inventories are composed of the following: December 31, 1993 1992 Mining: Ore in process and on leach pads $ 27,958,186 $ 26,737,080 Dore' inventory 1,947,294 166,040 Supplies 3,356,544 1,480,994 33,262,024 28,384,114 Manufacturing: Raw Materials 755,206 746,113 Finished good 653,239 496,964 $ 34,670,469 $ 29,627,191 Dore' inventory includes product at the mine site and product held by refineries. NOTE E--PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consist of the following: December 31, 1993 1992 Land $ 1,684,835 $ 1,946,351 Buildings and improvements 19,603,642 4,854,806 Machinery and equipment 51,368,673 40,790,626 Capital leases, buildings and equipment 8,350,355 8,350,355 $ 81,007,505 $ 55,942,138 Assets subject to capital leases consist of the following: December 31, 1993 1992 Buildings $ 5,104,730 $ 5,104,730 Equipment 3,245,625 3,245,625 TOTAL BUILDINGS AND EQUIPMENT 8,350,355 8,350,355 Operational mining property 7,871,007 7,871,007 16,221,362 16,221,362 Less allowance for accumulated amortization and depletion 7,987,780 7,283,159 TOTAL ASSETS SUBJECT TO CAPITAL LEASES $ 8,233,582 $ 8,938,203 Lease amortization is included in depreciation and depletion expense. The Company has a capital lease agreement for the Rochester mineral processing facilities, which expires in 1996. The Company has the option to renew the lease for two additional years. Upon expiration of the lease, the Company is entitled to purchase the facilities for the lesser of $5,850,000 or fair market value. The Company is required to maintain a security deposit of approximately $2.3 million in an interest-bearing escrow account with the interest payable to the Company. The Company has entered into various operating lease agreements, which expire over a period of five years. The total rent expense charged to operations under these agreements was $3,261,261, $3,460,729 and $3,714,763 for 1993, 1992 and 1991, respectively. Minimum lease payments under capital and operating leases are as follows: Year Ending Capital Operating December 31 Leases Leases 1994 $ 2,292,941 $ 2,261,531 1995 2,292,941 1,826,090 1996 2,292,952 893,761 1997 571,358 1998 397,395 TOTAL MINIMUM PAYMENTS DUE 6,878,834 $ 5,950,135 Less amount representing interest 745,150 PRESENT VALUE OF NET MINIMUM LEASE PAYMENTS 6,133,684 Less current maturities 1,899,771 $ 4,233,913
NOTE F - MINING PROPERTIES Capitalized costs for mining properties December 31, consist of the following: 1993 1992 Operational mining properties: Rochester Mine, less accumulated depletion of $24,420,982 and $17,370,277 $ 36,070,308 $ 32,214,375 Golden Cross Mine, less accumulated depletion of $1,756,888 13,654,420 Coeur d'Alene Mining District, less accumulated depletion of $6,633,633 and $6,666,679 7,184,623 7,000,083 Other 86,186 103,226 TOTAL OPERATIONAL MINING PROPERTIES 56,995,537 39,317,684 Developmental mining properties: Kensington 47,388,330 43,578,720 Fachinal 26,779,454 19,801,456 Waihi East 8,454,000 Other 914,954 754,954 TOTAL DEVELOPMENTAL MINING PROPERTIES 83,536,738 64,135,130 TOTAL MINING PROPERTIES $140,532,275 $103,452,814
Operational Mining Properties The Rochester Mine: The Company owns and operates this silver and gold surface mining operation. The Company has conducted operations at the Rochester Mine since September 1986. It is one of the largest primary silver mines in the United States and a significant gold producer as well. A prior owner of the property has retained a royalty interest that varies between 0% and 5% of the net smelter revenues of the Rochester property, provided the market price of silver is at least $16.67. Golden Cross Mine: On April 30, 1993, the Company acquired an 80% operating interest in the Golden Cross Mine. The mine is an underground and surface gold mining operation located near Waihi, New Zealand. The Company's 80% interest in the Golden Cross Mine, accounted for by the proportionate consolidation method, is summarized as follows: Dollars in Thousands 1993 Sales of dore' $ 21,452 Cost of mine operation (19,761) Income before income taxes and cumulative effect of change in accounting method $ 1,691 Assets $ 74,305 Liabilities (70,751) Shareholders' equity $ 3,554 Coeur d'Alene Mining District: The Company has been the holder of mineral interests in the Coeur d'Alene Mining District continuously since 1928. The Company's most significant interests include a 50% joint venture interest in the Coeur Mine, a 62.5% interest in the profits from operation of the Galena Mine and other ancillary mining claims. A more complete discussion of the Galena Mine and Coeur Mine is as follows: Galena Mine: In June 1992, the Company acquired a 12.5% operating interest in the Galena Mine from Hecla Mining Company (Hecla) for $1.5 million thereby increasing the Company's total royalty and operating interest in that property's net profits to 62.5%. Hecla retains a net profits royalty interest up to a maximum of $2 million commencing when the price of silver reaches $11 an ounce. On July 26, 1992, Asarco, the operator, placed the Galena Mine on a care and maintenance basis due to the then prevailing silver prices. At December 31, 1993, Asarco and Hecla were entitled to recoup a total of $7 million from the first net profits received from the mine operations. Coeur Mine: The Company receives 50% of the ores and concentrates from the mine, and is responsible to pay 50% of the operating expenses and capital expenditures. In April 1991, Asarco, the Coeur Mine operator placed the Coeur Mine on a care and maintenance basis due to the then prevailing silver prices. Developmental Properties Kensington: The Company owns a 50% interest in the Kensington gold property located near Juneau, Alaska, is responsible for 50% of project costs, and will receive 50% of the project revenues. The Company's joint venture partner is the operator of the project. The Company's investment in the Kensington Joint Venture is accounted for under the proportionate consolidation method and is summarized as follows: December 31, 1993 1992 Total Assets $ 47,495,650 $ 43,611,449 Total Liabilities -0- -0- Venturers' equity $ 47,495,650 $ 43,611,449 The Kensington Joint Venture is a development stage enterprise and consequently has no operations. Fachinal: In January 1990, the Company acquired a Chilean exploratory stage mining company for $5 million. The Chilean company has interests in several projects, the most advanced of which is the Fachinal Project. Write-Down of Properties As a result of the merger between Callahan and Coeur effected on December 31, 1991, the Company owns 100% of the Ropes Mine property located near Ishpeming, Michigan and is the principal owner of the Caladay project in northern Idaho. The Ropes property was placed on indefinite shutdown in September, 1989. During the third quarter of 1991, the mine was abandoned and the investment in the Ropes Mine was written off, resulting in a 1991 expense of $4,221,000. The decision to write off the mine was based on escalating costs to reopen the mine and the continued low market price of gold. In addition, third quarter 1991 income was charged with an expense of $585,000 to establish a reserve for future costs to be incurred in connection with the abandonment of the project. Concurrent with the review of the Ropes Mine, a review of the Caladay project was performed and in 1991 the investment in Caladay was written down by $938,000. NOTE G--LONG-TERM DEBT The $50 million of 6% Convertible Subordinated Debentures Due 2002 are convertible into shares of Common Stock prior to maturity, unless previously redeemed, at a conversion rate of approximately 38 shares of Common Stock for each $1,000 of principal (equivalent to a conversion price of $26.00 per share of Common Stock). The Company is required to make an annual interest payment. The debentures are redeemable at the option of the Company. The debentures have no other funding requirements until maturity. The debentures mature June 10, 2002. On December 11, 1992, the Company completed a public offering of $75 million of 7% Convertible Subordinated Debentures Due 2002 which are convertible into shares of Common Stock at any time prior to maturity unless previously redeemed at a conversion rate of approximately 63 shares of Common Stock for each $1,000 of principal of debenture (equivalent to conversion price of $15.68 per share of Common Stock). The Company is required to make semi-annual interest payments. The debentures are redeemable at the option of the Company on or after December 15, 1995. The debentures have no other funding requirements until maturity. The debentures mature December 11, 2002. The carrying amounts and fair values of long-term borrowings consisted of the following at December 31, 1993 and December 31, 1992:
December 31, 1993 December 31, 1992 Carrying Fair Carrying Fair Amount Value Value Value 6% Convertible Subordinated Debentures Due 2002 $50,000,000 $ 51,500,000 $50,000,000 $39,000,000 7% Convertible Subordinated Debentures Due 2002 $75,000,000 $109,875,000 $75,000,000 $72,937,500
Total interest accrued in 1993, 1992 and 1991, was $9,293,420, $4,104,639 and $3,917,240, respectively, of which $3,928,846, $3,007,887 and $2,209,213, was capitalized as a development cost of the Kensington and Fachinal projects. Interest paid was $8,834,559, $3,663,349 and $3,779,468 in 1993, 1992 and 1991, respectively. The Company has a $38 million revolving credit agreement with a syndicate of banks. As of December 31, 1993, there were no outstanding borrowings under the agreement. Interest on borrowings under the Agreement accrues at the London Interbank Borrowing Rate (LIBOR) plus 1.125%. The Company is required to pay an annual commitment fee equal to .375% of the unused balance of the line, and is required to comply with certain covenants. As of December 31, 1993, the Company has reserved a portion of the agreement for outstanding letters of credit totalling $7,891,620 which reduces the available credit under the agreement. NOTE H--INCOME TAXES Effective January 1, 1993, the Company changed its method of accounting for income taxes by adopting Statement of Financial Accounting Standards (FAS) 109, "Accounting for Income Taxes." FAS 109 requires an asset and liability approach to accounting for income taxes and establishes criteria for recognizing deferred tax assets. Accordingly, the Company adjusted its existing deferred income tax assets and liabilities to reflect current statutory income tax rates and previously unrecognized tax benefits related to federal and certain state net operating loss carryforwards. The Statement also contains new require- ments regarding balance sheet classification and prior business combinations. Hence, the Company adjusted the carrying values of Coeur Rochester, Inc. acquired in 1986 and CDE Chilean Mining Corp. acquired in 1989 to reflect the gross purchase value previously reported net-of- tax which resulted in additional expenses charged against operations amounting to approximately $480,000. The cumulative effect of the accounting change on prior years at January 1, 1993 is a non-recurring gain of $5,181,188, or $.34 per share, and is included in the accompany- ing Consolidated Statement of Operations for the year ended December 31, 1993. As permitted by FAS 109, prior year financial statements have not been restated to reflect the change in accounting method. The components of the benefit for income taxes in the consolidated statements of operations are as follows:
Year Ended December 31, 1993 1992 1991 Current $ 285,420 $ 135,628 $(1,202,226) Deferred (3,716,180) (3,882,764) 605,916 BENEFIT FOR INCOME TAXES $(3,430,760) $(3,747,136) $ (596,310)
Deferred taxes arise due to temporary differences in deductions for tax purposes and for financial statement accounting purposes. The tax effect and sources of these differences are as follows:
Year Ended December 31, 1993 1992 1991 Reserve for loss on mine closure $ (84,541) $ 272,842 $ 355,258 Net mine exploration and development costs 1,329,435 1,876,045 1,092,784 Net lease payments 547,783 553,872 650,478 Regular tax (benefit) provision on utilization of net operating losses (7,341,935) (6,467,765) 950,073 Impact on deferred taxes of alternative minimum tax in current year 337,721 (1,831,817) Environmental costs reserve (426,273) Increase in valuation allowance 334,689 Increase in deferred state taxes 617,119 Other (net) 1,307,543 (455,479) (610,860) $(3,716,180) $(3,882,764) $ 605,916
As of December 31, 1993, the significant components of the Company's net deferred tax liability were as follows:
Deferred Income Taxes Assets Liabilities Property, plant and equipment, net $19,756,681 AMT credit carryforwards $ 938,672 Business credit carryforwards 628,933 Net operating loss carryforwards 25,353,022 Total 26,920,627 19,756,681 Less-valuation allowance (8,845,488) Net $18,075,139 $19,756,681
A reconciliation of the Company's effective income tax rate with the federal statutory tax rate for the periods indicated is as follows:
Year Ended December 31, 1993 1992 1991 Tax expense (benefit computed at statutory rates) (35.0%) (34.0%) (34.0%) Percentage depletion (7.9%) (21.6%) (12.1%) Deemed dividend from foreign affiliate 6.2% Alternative minimum tax impact (27.2%) (36.9%) Financial statement expenses for which tax benefits are unrecognized due to carryback limitations 71.6% Interest on foreign subsidiary 8.2% Increase in valuation allowance 2.0% Foreign taxes 2.4% Foreign subsidiary earnings 3.3% Other (net) 6.6% (6.6%) 7.4% EFFECTIVE TAX RATE (20.4%) (83.2%) (4.0%)
For tax purposes, as of December 31, 1993, the Company has a regular operating loss carryforward of approximately $53.7 million and an alternative minimum tax loss carryforward of approximately $31.5 million which expire through 2008. The Company also has alternative minimum tax credit carryforwards of approximately $939,000. As of December 31, 1993, Callahan Mining Corporation, a subsidiary, has a regular net operating loss carryforward of approximately $18.7 million and an alternative minimum tax loss carryforward of approximately $11 million which expire through 2006. The utilization of Callahan Mining Corporation's net operating losses is subject to limitations. NOTE I--SHAREHOLDERS' EQUITY AND STOCK PLANS In June 1989, the shareholders adopted a shareholder rights plan which entitles each holder of the Company's Common Stock to one right. Each right entitles the holder to purchase one one-hundredth of a share of newly authorized junior preferred stock. The exercise price is $100, making the price per full preferred share $10,000. The rights will not be distributed and become exercisable unless and until ten days after a person acquires 20% of the outstanding common shares or commences an offer that would result in the ownership of 30% or more of the shares. Each right also carries the right to receive upon exercise that number of Coeur common shares which has a market value equal to two times the exercise price. Each preferred share issued is entitled to receive 100 times the dividend declared per share of Common Stock and 100 votes for each share of Common Stock and is entitled to 100 times the liquidation payment made per common share. The Board may elect to redeem the rights prior to their exercisability at a price of one cent ($.01) per right. Any preferred shares issued are not redeemable. The Company has an Annual Incentive Plan (the "Annual Plan") and a Long-Term Incentive Plan ("Long-Term Plan") which were approved by shareholders in June 1989. Under the Annual Plan, benefits are payable 50% in cash and 50% in restricted shares of Common Stock. Under the Long-Term Plan, 40% of the benefits consist of non-qualified stock options that are exercisable at prices equal to the fair market value of the shares on the date of grant and vest cumulatively at an annual rate of 25% during the four-year period following the date of grant. Of the 60% balance of the awards under the Long-Term Plan, 60% is payable in shares of Common Stock that vest at the end of a four-year period and 40% is payable in cash. As of December 31, 1993 and December 31, 1992, nonqualified stock options to purchase 125,888 shares and 104,500 shares, respectively, were outstanding under the Long-Term Plan. The options are exercisable at prices ranging from $13.75 to $27.00 per share. As of December 31, 1993 and December 31, 1992, the Company had awarded 38,411 shares and 30,012 shares, respectively, of restricted Common Stock under the Long-Term Plan and the Annual Plan, representing deferred compensation of $347,652 and $254,344, respectively, based on the fair market value of the restricted shares at the date of the award. Total compensation expense charged to operations under the Plans was $98,133, $136,264, $112,872 for 1993, 1992 and 1991, respectively. Exercise Shares Price Stock options outstanding at 1/1/91 53,200 $ 19.28 Issued 31,100 17.00 Exercised (500) 13.75 Canceled (3,100) 20.59 Stock options outstanding at 12/31/91 80,700 18.38 Issued 43,100 15.13 Canceled (19,300) 17.11 Stock options outstanding at 12/31/92 104,500 17.28 Issued 39,963 18.50 Exercised (8,675) 13.86 Canceled (9,900) 17.31 Stock options outstanding at 12/31/93 125,888 $ 17.90 As of December 31, 1993 and 1992, 168,027 shares and 206,489 shares, respectively, were available for grant under the Plans. In total, 6,874,266 shares of Common Stock are reserved for issuance under the Plans discussed above and for potential conversion of Convertible Subordinated Debentures. NOTE J--RETIREMENT PLANS The Company provides a noncontributory defined contribution profit- sharing plan for all eligible employees. Total plan expense charged to operations was $585,477, $476,516 and $1,110,571 for 1993, 1992 and 1991, respectively, and is based on a percentage of salary of qualified employees. Included in pension plan expense for 1991 is $607,128 related to plans sponsored by Callahan which were terminated in conjunction with the merger discussed in Note C. NOTE K--LITIGATION On November 12, 1993, the Company's Board of Directors approved the proposed settlement (the "Settlement") of Kassover v. Coeur d'Alene Mines Corporation (the "Lawsuit"), a class action originally filed in November 1990 and amended in March 1991 alleging violations of the federal securities laws and common law primarily in connection with the Company's public offering of common stock in September 1990. The proposed Settlement calls for the Company to (i) issue to the class members common stock of the Company having a fair market value of $4 million based on the average closing sale price of the common stock on the New York Stock Exchange during the five trading days immediately preceding the court hearing to be held in connection with the Settlement and (ii) pay $1,875,000 in cash. Accordingly, the Company has recorded litigation settlement expense of $5,875,000 in the third quarter of 1993. As of December 21, 1993, the Company and counsel for the plaintiff entered into a Stipulation relating to the Settlement. The Company denies any liability or wrongdoing in connection with the suit and expects that the Settlement, which is subject to approval by the plaintiff class members and the court, will be effected in the late summer or early fall of 1994. During October 1993, the Company and Callahan negotiated a tentative settlement agreement with the U.S. Environmental Protection Agency (the "EPA") and a group of other companies that are potentially responsible parties ("PRPs") in connection with the Bunker Hill Superfund site. The Company and Callahan were notified in February 1990 by the EPA that they were PRPs in connection with that site, where the EPA claims there is a need for cleanup action under the Comprehensive Environmental Response Compensation and Liability Act of 1980 ("Superfund" or "CERCLA"). The negotiated settlement agreement calls for the Company and Callahan to pay a total of $1,230,000 to a group of other PRPs in order to remove the Company and Callahan from any additional cleanup liability relating to the site. Accordingly, the Company recorded a non-recurring environmen- tal settlement expense of $1,230,000 during the third quarter of 1993. Callahan is the defendant in a lawsuit commenced in March 1992 by FN Enterprises, Inc. ("FN"), a business consulting firm for Callahan. The suit, which is pending before the federal district court for the District of Northern California, seeks to recover a "success fee" in the approximate amount of $673,000 in connection with the merger that resulted in Callahan becoming a wholly-owned subsidiary of the Company. Callahan has filed a counterclaim seeking rescission of the contract and damages from FN equal to the amount of fees and expenses paid to FN. Although the Company believes it has meritorious defenses, an adverse judgment against it could give rise to damages, including interest and attorney's fees, approximating $900,000. The Company is a defendant in an action pending in Federal District court for the District of Idaho in which the plaintiff seeks to recover on four promissory notes made by a predecessor of the Company. The Company believes the action is barred by the statute of limitations and by other defenses. Damages sought are in the approximate amount of $800,000. During September 1993, the Company commenced foreclosure proceedings upon the collateral underlying two delinquent collateralized promissory notes. In view of this and the Company's inability to ascertain what amount, if any, may be realized therefrom, the Company effected a non- recurring write-off of uncollectible notes receivable and accrued interest of approximately $2,268,000 in the third quarter of 1993. The items referred to above are reflected as nonrecurring charges in the 1993 Consolidated Statements of Operations. The Company is also subject to other pending or threatened legal actions that arise in the normal course of business. In the opinion of management, liabilities arising from these claims, if any, will not have a material effect on the financial position of the Company. Depending on the timing of any future liabilities, the amount of which cannot now be reasonably estimated, relating to these matters, such amounts could possibly have a material impact on the results of operations for a given period. NOTE L--BUSINESS SEGMENT INFORMATION The Company operates in two business segments: mining and manufactur- ing. Financial information regarding these segments is as follows. Corporate assets included in the presentation consist principally of cash and cash equivalents.
Year Ended December 31, 1993 1992 1991 (Thousands of Dollars) Revenues: Mining group $ 67,990 $ 41,414 $ 49,035 Manufacturing group 10,192 10,108 10,187 Totals, business segments 78,182 51,522 59,222 Other revenues 5,537 4,906 7,824 Consolidated revenues $ 83,719 $ 56,428 $ 67,046 Income (Loss) Before Income Taxes: Mining group $ 3,194 $ (363) $ (6,481) Manufacturing group 1,103 1,121 1,396 Totals, business segments 4,297 758 (5,085) Other revenues 5,537 4,906 7,824 Corporate and other expenses (26,555) (10,170) (12,584) Merger expenses (5,150) Consolidated net loss before taxes and cumulative effect $ (16,721) $ (4,506) $ (14,995) Depreciation, Depletion and Amortization: Mining group $ 12,010 $ 4,941 $ 5,324 Manufacturing group 259 232 233 Totals, business segments 12,269 5,173 5,557 Corporate 1,584 627 667 Total $ 13,853 $ 5,800 $ 6,224 Property, Plant and Equipment Additions (Including Noncash Expenditures): Mining group $ 29,680 $ 2,614 $ 1,639 Manufacturing group 853 272 77 Totals, business segments 30,533 2,886 1,716 Corporate 2,755 716 412 Total $ 33,288 $ 3,602 $ 2,128 Identifiable Assets: Mining group $ 240,521 $ 150,990 $ 145,301 Manufacturing group 5,290 4,287 5,472 Totals, business segments 245,811 155,277 150,773 Corporate and other 79,897 169,979 110,827 Consolidated assets $ 325,708 $ 325,256 $ 261,600
NOTE M--SUBSEQUENT EVENT In January and February 1994, the Company effected an offering of $100 million ($96,750,000 net to the Company after underwriter discount) of 6 3/8% Convertible Subordinated Debentures Due 2004 which are convertible into shares of Common Stock on or before January 31, 2004, unless previously redeemed, at a conversion price of $26.20 per share. The Company is required to make semi-annual interest payments. The debentures are redeemable at the option of the Company on or after January 31, 1997. The debentures have no other funding requirements until maturity. The debentures mature January 31, 2004. NOTE N--SUMMARY OF QUARTERLY FINANCIAL DATA The following table sets forth a summary of the quarterly results of operations for the years ended December 31, 1993 and 1992:
First Second Third Fourth Quarter Quarter Quarter Quarter (000's-Except Per Share Data) 1993 Net Sales $ 11,981 $ 18,663 $ 22,602 $ 24,935 Gross Margin 731 1,864 2,704 3,991 Net income (loss) before cumulative effect (1,981) (1,007) (10,388) 86 Net income (loss) $ 3,201 $ (1,007) $(10,388)(d) 86 Net income (loss) per shares before cumulative effect (.08) (.07) (.68) .01 Net income (loss) per share $ .22 $ (.07) $ (.68)(d) .01 Fully diluted income per share(a) $ .19 1992 Net Sales $ 12,281 $ 13,595 $ 12,132 $ 13,514 Gross Margin(b) 1,626 1,061 519 1,500 Net income (loss) $ 494 $ (1,400) $ (1,169) $ 1,316 (c) Net income (loss) per share $ .03 $ (.09) $ (.08) $ .09 Fully diluted income per share(a) $ .08 (a) (a) Fully diluted income per share reflects the impact of all convertible securities including those not considered to be common stock equivalents. (b) Amounts differ from those previously reported and represent the reclassification of certain indirect mining operation costs from corporate general overhead to cost of mine operations. (c) Includes approximately $2.8 million related to the utilization of net operating losses and the impact of alternative minimum tax. (d) Includes one time provisions for litigation settlement of $5,875,000, environmental settlement of $1,230,000 and the write-off of uncollectible notes receivables of $2,268,564.
SCHEDULE V - PROPERTY, PLANT AND EQUIPMENT
Balance at Beginning Additions Classification of Period At Cost Year ended December 31, 1993 Land $ 1,946,351 $ 232,584 Buildings 9,959,536 16,220,972 Machinery & Equipment 44,036,251 16,834,802 Operational Mining Claims 63,651,560 17,935,761 Mineral Interest 754,954 160,000 Kensington J.V. 43,578,720 3,809,610 Fachinal Project 19,801,456 4,957,199 Waihi East 8,454,000 Totals $183,728,828 $68,604,928 Year ended December 31, 1992 Land $ 2,011,770 $ Buildings 11,026,337 165,882 Machinery & Equipment 41,468,280 3,436,698 Operational Mining Claims 59,495,960 4,155,600(e) Mineral Interest 754,954 Kensington J.V. 36,812,795 6,765,925(f) Fachinal Project 12,778,867 7,022,589(g) Totals $164,348,963 $21,546,694 Year ended December 31, 1991 Land $ 2,068,021 $ 18,749 Buildings 11,155,404 20,935 Machinery & Equipment 40,652,674 2,088,062 Operational Mining Claims 76,961,568 280,712 Mineral Interest 754,954 Kensington J.V. 28,602,136 8,210,659(f) Fachinal Project 6,718,455 6,060,412(g) Totals $166,913,212 $16,679,529 (a) Reclassification entries. (b) Primarily the disposition of assets at the Thunder Mountain Mine. (c) Ropes Mine closure. (d) Adjusted carrying values of prior business combinations as required by FAS109. (e) Includes construction of additional leaching capacity at Rochester property. (f) Development expenditures at Kensington property. (g) Development expenditures at Fachinal property. (h) Property, plant and equipment are recorded at cost. Depreciation is provided using the straight line method over each asset's estimated economic life ranging from three to 30 years.
SCHEDULE V - PROPERTY, PLANT AND EQUIPMENT (Last Two Columns of Schedule V)
Other Changes Balance Add (Deduct) at End of Retirements Describe Period $ (382,003) $ (112,097)(a) $ 1,684,835 (l,458,336) (13,800)(a) 24,708,372 (6,256,755) 54,614,298 (33,047) 8,566,724 (d) 90,120,998 914,954 47,388,330 2,020,799 (d) 26,779,454 8,454,000 ( 8,130,141) $10,461,626 $254,665,241 $ (61,890) $ (3,529)(a) $ 1,946,351 (1,115,562)(b) (117,121)(a) 9,959,536 (910,921) 42,194 (a) 44,036,251 63,651,560 754,954 43,578,720 19,801,456 $ (2,088,373) $ (78,456) $183,728,828 $ (75,000) $ $ 2,011,770 (150,002) 11,026,337 (1,272,456)(b) 41,468,280 (17,749,591)(c) 3,271 (a) 59,495,960 754,954 36,812,795 12,778,867 $(19,247,049) $ 3,271 $164,348,963 (a) Reclassification entries. (b) Primarily the disposition of assets at the Thunder Mountain Mine. (c) Ropes Mine closure. (d) Adjusted carrying values of prior business combinations as required by FAS109. (e) Includes construction of additional leaching capacity at Rochester property. (f) Development expenditures at Kensington property. (g) Development expenditures at Fachinal property. (h) Property, plant and equipment are recorded at cost. Depreciation is provided using the straight line method over each asset's estimated economic life ranging from three to 30 years.
Exhibit 24(a) Consent of Independent Auditors We consent to the incorporation by reference in the Registration Statement (Form S-8 No.33-638) pertaining to the Long-Term Incentive Plan of Coeur d'Alene Mines Corporation ofour report dated February 11, 1994, with respect to the consolidated financial statements and schedules of Coeur d'Alene Mines Corporation included in the Annual Report (Form 10-K) for the year ended December 31, 1993. Seattle, Washington Ernst & Young May 24, 1994 -----END PRIVACY-ENHANCED MESSAGE-----