-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PHERA5X+I/sj0N2sl+njUS65XVIJm1YQQqGN+Bii1NPodav3XnbtnpnB7L14h/4k aXNU3XPJucT2AVGPEOY45w== 0000908634-95-000100.txt : 19951017 0000908634-95-000100.hdr.sgml : 19951017 ACCESSION NUMBER: 0000908634-95-000100 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950630 FILED AS OF DATE: 19951016 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: COEUR D ALENE MINES CORP CENTRAL INDEX KEY: 0000215466 STANDARD INDUSTRIAL CLASSIFICATION: SILVER ORES [1044] IRS NUMBER: 820109423 STATE OF INCORPORATION: ID FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-08641 FILM NUMBER: 95580907 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-Q/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------- FORM 10-Q/A No. 1 Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Amendment No. 1 to Form 10-Q for the quarter ended June 30, 1995 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) 400 Coeur d'Alene Mines Bldg. 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 Quarterly Report on Form 10-Q for the quarter ended June 30, 1995, as set forth in the pages attached hereto: Facing Page - Last paragraph setting forth number of shares outstanding Part I Item 1 - Consolidated Balance Sheets - number of shares of treasury stock set forth on page 4 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 By: /s/JAMES A. SABALA ------------------------- James A. Sabala Senior Vice President and Chief Financial Officer Date: October 16, 1995 SECURITIES AND EXCHANGE COMMISSION Washington, D. C. ------------------ FORM 10-Q (Mark One) X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1995 OR ___ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________________ to ___________________ Commission File Number: 1-8641 COEUR D'ALENE MINES CORPORATION (Exact name of registrant as specified on its charter) IDAHO 82-0109423 ------------------------------- --------------------------- (State or other jurisdiction of (I.R.S. Employer Ident.No.) incorporation or organization) P. O. Box I, Coeur d'Alene, Idaho 83816-0316 --------------------------------- ---------- (Address of principal executive (Zip Code) offices) Registrant's telephone number, including area code: (208) 667-3511 ----------------------------------------------------------------------- Former name, former address and former fiscal year, if changed since last report Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO ------------------------- APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of Issuer's classes of common stock, as of the latest practicable date: Common stock, par value $1.00, of which 15,598,784 shares were issued and outstanding as of July 28, 1995. COEUR D'ALENE MINES CORPORATION INDEX ----- Page No. -------- PART I. Financial Information: Item 1. Financial Statements (Unaudited) Consolidated Balance Sheets -- 3-4 June 30, 1995 and December 31, 1994 Consolidated Statements of Operations -- 5-6 Three Months Ended June 30, 1995 and 1994 Six Months Ended June 30, 1995 and 1994 Consolidated Statements of Cash Flows -- 7-8 Six Months Ended June 30, 1995 and 1994 Notes to Consolidated Financial Statements 9-10 Item 2. Management's Discussion and Analysis of 11-16 Financial Condition and Results of Operations PART II. Other Information. Item 4. Submission of Matters to a Vote of Security-Holders 17 Item 6. Exhibits and Reports on Form 8-K 17 SIGNATURES UNAUDITED COEUR D'ALENE MINES CORPORATION (An Idaho Corporation) Coeur d'Alene, Idaho CONSOLIDATED BALANCE SHEETS ASSETS June 30, December 31, 1995 1994 ------------ ------------- CURRENT ASSETS Cash and cash equivalents $ 47,134,926 $ 14,707,278 Short-term investments 75,595,470 128,112,407 Receivables 12,218,238 7,677,269 Refundable income taxes 2,700,569 3,435,649 Inventories 33,389,973 34,215,127 ------------ ------------ Total Current Assets 171,039,176 188,147,730 PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment 105,586,930 83,872,789 Less accumulated depreciation 39,678,981 37,394,296 ------------- ------------- 65,907,949 46,478,493 MINING PROPERTIES Operational mining properties 109,268,067 102,571,977 Less accumulated depletion 35,249,459 38,162,432 ------------- ------------- 74,018,608 64,409,545 Developmental properties 104,796,475 95,896,774 ------------- ------------- 178,815,083 160,306,319 Net assets of discontinued operations 159,501 6,000,741 OTHER ASSETS Funds held in escrow 2,270,695 2,270,695 Notes receivable 6,000,000 Debt issuance costs, net of accumulated amortization 7,775,776 8,240,209 Other 994,998 917,206 ------------- ------------- 17,041,469 11,428,110 ------------- ------------- $432,963,178 $412,361,393 ============= ============= 3 UNAUDITED COEUR D'ALENE MINES CORPORATION (An Idaho Corporation) Coeur d'Alene, Idaho CONSOLIDATED BALANCE SHEETS LIABILITIES AND STOCKHOLDERS' EQUITY June 30, December 31, 1995 1994 ------------ ------------- CURRENT LIABILITIES Accounts payable $ 4,584,088 $ 2,289,808 Accrued liabilities 4,905,483 4,426,925 Accrued interest payable 3,165,251 4,634,961 Accrued salaries and wages 3,595,420 3,867,801 Accrued litigation settlement 800,000 Short term project financing 5,000,000 Current portion of obligations under capital leases 2,115,592 2,041,057 ------------ ------------- Total Current Liabilities 23,365,834 18,060,552 OTHER LIABILITIES 6% Convertible Subordinated Debentures 50,000,000 50,000,000 7% Convertible Subordinated Debentures 74,987,000 75,000,000 6 3/8% Convertible Subordinated Debentures 100,000,000 100,000,000 Obligations under capital leases 1,116,092 2,192,856 Other long-term liabilities 5,691,133 5,234,899 Limited Recourse Project Financing 11,091,007 Deferred income taxes 1,173,643 1,580,804 ------------ ------------- Total Long-Term Liabilities 244,058,875 234,008,559 COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY Preferred Stock, $1.00 par value per share-authorized 10,000,000 shares, none outstanding Common Stock, $1.00 par value per share--authorized 60,000,000 shares, issued 16,657,995 and 16,633,163 shares (including 1,059,211 held as treasury stock) 16,657,995 16,633,163 Capital surplus 180,937,624 182,881,071 Accumulated deficit (16,811,270) (17,043,506) Repurchased and nonvested shares (13,304,677) (13,358,309) Unrealized losses on short- term investment securities (1,941,203) (8,820,137) ------------ ------------- 165,538,469 160,292,282 ------------ ------------- $432,963,178 $412,361,393 ============= ============= 4 UNAUDITED COEUR D'ALENE MINES CORPORATION (An Idaho Corporation) Coeur d'Alene, Idaho CONSOLIDATED STATEMENTS OF OPERATIONS
3 MONTHS ENDED 6 MONTHS ENDED JUNE 30 JUNE 30 ----------------------------- --------------------------- 1995 1994 1995 1994 ------------- ------------- ------------- ------------ INCOME From mine operations: Sales of concentrates and dore' $ 23,620,545 $ 19,463,913 $ 41,511,714 $ 39,673,495 Less cost of mine operations 17,931,591 16,485,944 33,972,120 33,825,493 -------------- -------------- -------------- -------------- Gross profits 5,688,954 2,977,969 7,539,594 5,848,002 Interest and other income 2,060,983 2,670,250 4,447,416 4,038,529 $ 23,620,545 $ 19,463,913 $ 41,511,714 $ 39,673,495 Total income 7,749,937 5,648,219 11,987,010 9,886,531 EXPENSES Administration 1,001,307 950,362 1,965,678 2,541,071 Accounting and legal 488,701 434,985 856,670 855,925 General corporate 1,737,903 1,379,807 3,201,190 2,746,913 Mining exploration 856,581 1,215,186 1,992,684 1,951,510 Idle facilities 583,289 415,400 1,124,300 827,744 Interest 2,634,905 2,935,536 5,616,770 5,440,118 -------------- -------------- -------------- -------------- Total expenses 7,302,686 7,331,276 14,757,292 14,363,281 -------------- -------------- -------------- -------------- Net Income (loss) from Continuing operations before taxes 447,251 (1,683,057) (2,770,282) (4,476,750) Benefit for income taxes (791,744) (122,677) (642,321) (196,860) -------------- -------------- -------------- -------------- Net Income (loss) from Continuing operations 1,238,995 (1,560,380) (2,127,961) (4,279,890) Income from discontinued Operations (Net of taxes) 2,168,533 225,581 2,360,196 347,792 ------------- ------------- ------------- ------------ NET INCOME (LOSS) $ 3,407,528 $ (1,334,799) $ 232,235 $ (3,932,098) ============== ============== ============== ==============
5 UNAUDITED COEUR D'ALENE MINES CORPORATION (An Idaho Corporation) Coeur d'Alene, Idaho CONSOLIDATED STATEMENTS OF OPERATIONS
3 MONTHS ENDED 6 MONTHS ENDED JUNE 30 JUNE 30 ----------------------------- --------------------------- 1995 1994 1995 1994 ------------- ------------- ------------- ------------ EARNINGS PER SHARE DATA Primary Earnings Per Share: Weighted average number of shares of Common Stock outstanding 15,613,687 15,354,627 15,597,131 15,346,742 =========== =========== =========== =========== Income (Loss) per share from continuing operations $ .08 $ (.10) $ (.14) $ (.28) Income per share from discontinued operations .14 .01 .15 .02 ----------- ----------- ----------- ----------- NET INCOME(LOSS) PER SHARE $ .22 $ (.09) $ .01 $ (.26) =========== =========== =========== =========== Fully Diluted Earnings Per Share: Weighted average number of shares of Common Stock outstanding 26,136,722 =========== Income (Loss) per share from continuing operations $ .11 Income per share from discontinued operations .08 ---------- NET INCOME(LOSS) PER SHARE $ .19 =========== Cash dividends per share $ 0.15 $ 0.15 ========== ========== See notes to consolidated financial statements.
6 UNAUDITED COEUR D'ALENE MINES CORPORATION (An Idaho Corporation) Coeur d'Alene, Idaho CONSOLIDATED STATEMENTS OF CASH FLOWS For the six months ended June 30, 1995 and 1994 CASH FLOWS FROM OPERATING ACTIVITIES 1995 1994 -------------- -------------- Income (loss) from continuing operations $ (2,127,961) $ (4,279,890) Add (less) noncash items: Depreciation, depletion and amortization 8,494,450 8,803,022 Deferred income taxes (1,980,625) (484,369) (Gain)Loss on disposition of fixed assets 177,545 128,153 Gain on foreign currency transactions (549,237) (1,193,959) Loss on sale of short-term investments 1,128,405 575,245 Change in operating assets and liabilities: Accounts receivable (3,828,194) (1,329,242) Inventories 825,154 (148,917) Accounts payable and accrued liabilities 280,391 (722,884) Interest payable (1,469,710) 1,229,329 -------------- -------------- 950,218 2,576,488 Income (loss) from discontinued operations 2,360,196 347,792 Add (less) noncash items: Depreciation, depletion and amortization 85,381 140,561 (Gain) loss on disposition of discontinued operations (3,877,636) Deferred income taxes 1,573,464 231,861 Change in operating assets and Liabilities: Accounts receivable 601,242 (11,277) Inventories (30,661) (450,794) Accounts payable and accrued liabilities (109,218) 70,267 -------------- -------------- 602,768 328,410 NET CASH PROVIDED BY OPERATING ACTIVITIES $ 1,552,986 $ 2,904,898 7 UNAUDITED COEUR D'ALENE MINES CORPORATION (An Idaho Corporation) Coeur d'Alene, Idaho CONSOLIDATED STATEMENTS OF CASH FLOWS For the six months ended June 30, 1995 and 1994 1995 1994 -------------- -------------- CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property, plant, and equipment (1,831,149) (3,257,526) Purchase of short-term investments (2,409,976) (102,093,405) Proceeds from sale of short-term securities 60,012,234 17,560,691 Proceeds from sale of assets 550,846 253,784 Proceeds from sale of discontinued operations 2,854,766 Expenditures on operational mining properties (12,511,283) (4,363,811) Expenditures on developmental properties (29,294,873) (5,434,533) Other 314,065 96,404 -------------- -------------- NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES 17,684,630 (97,238,396) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from offering of 6 3/8% Convertible Subordinated Debentures 95,647,541 Proceeds from project financing 16,091,007 Retirement of obligations under capital leases (1,002,229) (932,853) Payment of cash dividends (2,339,376) (2,303,194) -------------- -------------- NET CASH PROVIDED BY FINANCING ACTIVITIES 12,749,402 92,411,494 -------------- -------------- INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 31,987,018 (1,922,004) Cash and cash equivalents at beginning of year: relating to continuing operations 14,707,278 14,388,998 relating to discontinued operations 440,630 289,099 -------------- -------------- $ 47,134,926 $ 12,756,093 CASH AND CASH EQUIVALENTS AT END OF PERIOD: RELATING TO CONTINUING OPERATIONS 47,134,926 12,302,015 RELATING TO DISCONTINUED OPERATIONS 454,078 -------------- -------------- $ 47,134,926 $ 12,756,093 See notes to consolidated financial statements. 8 UNAUDITED Coeur d'Alene Mines Corporation and Subsidiaries Notes to Consolidated Financial Statements NOTE A: Other than as stated in the following notes, in the opinion of management, the foregoing unaudited financial statements include all adjustments, consisting of normal recurring accruals, necessary for a fair presentation of the results of operations for the periods shown. The Second Quarter Form 10-Q Report should be read in conjunction with the Company's Annual Report on Form 10-K for the year ended December 31, 1994. NOTE B: Inventories are composed of the following: JUNE 30, DECEMBER 31, 1995 1994 ------------ ------------ Mining: Ore in process and on leach pads $28,121,283 $28,895,419 Dore' inventory 1,667,074 1,748,207 Supplies 3,601,616 3,571,501 ------------ ------------ $33,389,973 $34,215,127 ============ ============ Inventories of ore on leach pads and in the milling process are valued based on actual costs incurred to place such ore 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 are accounted for prospectively. All other inventories are stated at the lower cost or market cost being determined using first in, first out and weighted average cost methods. Dore' inventory includes product at the mine site and product held by refineries. NOTE C: On May 2, 1995, the Company sold the assets of its flexible hose and tubing division, The Flexaust Company, and shares of a related subsidiary for approximately $10.0 million payable in cash, of which approximately $4 million was paid at the time of closing and the balance is payable over the next five years. The results of operations and the gain on sale of Flexaust manufacturing segment are presented as "Discontinued Operations." The Company recorded a pre-tax gain on the sale of approximately $3.9 million ($2.2 million net of income taxes) during the second quarter of 1995. 9 NOTE D: On July 7, 1995, the Company became the operator of, and acquired the remaining 50% of the Kensington property near Juneau, Alaska, held by its joint venture partner, Echo Bay Mines, Ltd. for $32.5 million plus a scaled royalty on 1 million ounces of future gold production after Coeur recoups its purchase price and expenditures remaining to place the property into production. The Company plans to continue its development activities at the Kensington property. NOTE E: Benefit for income taxes related to income from continuing operations is primarily related to the realization of net operating loss carryforwards, which offset taxes incurred on income from discontinued operations. The benefit for income taxes is partially offset by amounts paid as a result of Internal Revenue Service adjustments which were settled in the first quarter of 1995. NOTE F: On January 1, 1995, the Company entered into an agreement with Asarco Incorporated and formed a new company called Silver Valley Resources Corporation. Both Coeur and Asarco contributed their respective interests in the Galena and Coeur Mines, as well as other assets and waived certain cash flow entitlements at the Galena Mine in return for shares of capital stock of Silver Valley Resources Corporation. Coeur's 50% investment is included on the balance sheet as operational mining properties. The transaction resulted in no gain or loss to the Company. NOTE G: On April 19, 1995, the Company completed a limited recourse project financing agreement with a bank syndicate lead by N.M. Rothschild & Sons, Ltd. The agreement provides for the borrowing of up to $24 million for use in the construction of the Fachinal project, contains various covenants and is dependent upon attainment of certain completion tests. Furthermore, the agreement restricts the recourse of the bank in the event of default to the assets of the Company's Chilean subsidiary, Compania Minera CDE Fachinal Limitada. The Company is required to guarantee repayment of the borrowing until the project reaches defined completion, after which the project alone is liable for repayment. The interest rate prior to completion is equal to LIBOR plus 1.5% and increase to LIBOR plus 2.75% after completion. The borrowing is repayable in eight equal remaining semiannual installments after project completion. NOTE H: Certain reclassifications of prior year balances have been made to conform to current year classifications. 10 -----END PRIVACY-ENHANCED MESSAGE-----