-----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, OjReYZdxl2UHn0abORjKJMqlgBTD7tul7ip2UZLj3H1k6Zg/Ha+lXbq5yx5gnqLW 0n7srrCqEMB/ZH3snv1NsQ== 0000908634-96-000132.txt : 19960515 0000908634-96-000132.hdr.sgml : 19960515 ACCESSION NUMBER: 0000908634-96-000132 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960514 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: 96564103 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 and Exchange Act of 1934 Amendment No. 1 to Quarterly Report on Form 10-Q for the quarter ended March 31, 1996 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 or organization File Number) Identification No.) 505 Front Avenue, P.O. Box "I" 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 corrects the reported number of issued shares of Common Stock in the Stockholders' Equity section of the Consolidated Balance Sheet on page 4 of its Quarterly Report on Form 10-Q for the quarter ended March 31, 1996, included under the following Item: Item 1 - Financial Statements - Consolidated Balance Sheets 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, thereto duly authorized. COEUR D'ALENE MINES CORPORATION Date: May 14, 1996 By: /s/JAMES A. SABALA ------------------------- James A. Sabala Senior Vice President and Chief Financial Officer On page 4 of the Quarterly Report on Form 10-Q of Coeur d'Alene Mines Corporation for the quarter ended March 31, 1996, the Common Stock caption under Shareholders' Equity erroneously stated that there were issued 16,655,051 and 16,633,163 shares at March 31, 1996 and December 31, 1995, respectively. The correct number of shares of Common Stock issued as of both dates is 21,524,093 shares. The dollar amounts set forth in the March 31, 1996 and December 31, 1995 columns are correct. -2- UNAUDITED --------- CONSOLIDATED BALANCE SHEETS COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES
ASSETS March 31, December 31, 1996 1995 --------- ------------ (In Thousands) CURRENT ASSETS Cash and cash equivalents $ 83,918 $ 16,485 Funds held in escrow 2,271 2,271 Short term investments 98,122 63,076 Receivables 21,459 13,809 Inventories 29,432 30,981 --------- -------- Total Current Assets 235,202 126,622 PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment 119,271 118,083 Less accumulated depreciation 35,468 34,152 --------- -------- 83,803 83,931 MINING PROPERTIES Operational mining properties 159,436 150,656 Less accumulated depletion 40,000 38,529 --------- -------- 119,436 112,127 Developmental properties 110,908 108,820 --------- -------- 230,344 220,947 OTHER ASSETS Notes receivable 5,000 5,000 Debt issuance costs, net of accumulated amortization 4,548 4,703 Marketable securities 18,137 4,390 Other 1,487 53 --------- -------- 29,172 14,146 -------- -------- $578,521 $445,646 ========= ========
-3- UNAUDITED --------- CONSOLIDATED BALANCE SHEETS COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES
LIABILITIES AND STOCKHOLDERS' EQUITY March 31, December 31, 1996 1995 --------- ------------ (In Thousands) CURRENT LIABILITIES Accounts payable $ 3,434 $ 5,743 Accrued liabilities 7,207 3,525 Accrued interest payable 3,624 4,526 Accrued salaries and wages 3,959 5,039 Cash dividends payable 3,071 Current portion of obligations under capital leases 1,659 2,193 --------- -------- Total Current Liabilities 22,954 21,026 OTHER LIABILITIES 6% Subordinated Convertible Debentures 50,000 50,000 6 3/8% Subordinated Convertible Debentures 100,000 100,000 Limited recourse project financing 24,000 24,000 Other long-term liabilities 9,695 9,386 Deferred income taxes 1,399 1,402 --------- -------- Total Long-Term Liabilities 185,094 184,788 COMMITMENTS AND CONTINGENCIES: SHAREHOLDERS' EQUITY Mandatory Adjustable Redeemable Convertible Securities (MARCS), par value $1.00 per share, (a class of preferred stock)- authorized 10,000,000 shares, 6,588,235 issued and outstanding 6,588 Common Stock, par value $1.00 per share- authorized 60,000,000 shares, issued 21,524,093 shares (including 1,059,211 shares held in treasury stock) 21,524 21,524 Capital surplus 372,090 247,100 Accumulated deficit (15,756) (15,889) Unrealized gains (losses) on short-term investments (729) 361 Repurchased and Nonvested Shares (13,244) (13,264) --------- --------- 370,473 239,832 --------- -------- $578,521 $445,646 ========= ======== See notes to consolidated financial statements.
-4- UNAUDITED --------- CONSOLIDATED STATEMENTS OF OPERATIONS COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES Three Months Ended March 31, 1996 and 1995
1996 1995 ----------- ----------- (In thousands except per share amounts) INCOME Sale of concentrates and dore' $ 22,609 $ 17,891 Less cost of mine operations 19,596 16,041 --------- -------- Gross Profits 3,013 1,850 OTHER INCOME Interest and other 1,931 2,387 --------- -------- Total Income 4,944 4,237 EXPENSES Administration 1,088 964 Accounting and legal 274 368 General corporate 1,650 1,463 Interest 684 2,982 Mining exploration 1,039 1,136 Idle facilities 541 --------- -------- Total Expenses 4,735 7,454 --------- -------- NET INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE TAXES 209 (3,217) Provision for income taxes (76) (150) --------- --------- NET INCOME (LOSS) FROM CONTINUING OPERATIONS $ 133 $ (3,367) INCOME FROM DISCONTINUED OPERATIONS 192 --------- -------- NET INCOME (LOSS) $ 133 $ (3,175) ========= ========= EARNINGS PER SHARE DATA Earnings per share data: Weighted average number of shares of Common Stock and equivalents used in calculation 20,502 15,578 ========= ======== Net Income (Loss)from Continuing Operations $ .01 $ (.21) Net Income From Discontinued Operations .01 --------- -------- Net Income (Loss) Per Share $ .01 $ (.20) ========= ========= Net Loss per share attributable to Common Shareholders $ (.02) $ (.20) ========= ========= Dividends per Common Shareholders $ .15 $ .15 ========= ======== See notes to consolidated financial statements.
-5- UNAUDITED --------- CONSOLIDATED STATEMENTS OF CASH FLOWS COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES Three months ended March 31, 1996 and 1995 1996 1995 ------------ ------------ (In Thousands) CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) from continuing operations $ 133 $(3,367) Adjustments to reconcile net loss from continuing operations to net cash provided by (used in) operating activities: Depreciation, depletion and amortization 3,179 3,679 Accrued reclamation 347 280 Deferred income taxes (3) (1,120) Gain (loss) on disposition of assets (315) 290 Gain (loss)on foreign currency transactions 103 (392) Loss on sale of short-term investments 13 341 Change in operating assets and liabilities: Accounts receivable (666) (937) Inventories 1,549 17 Accounts payable and accrued liabilities (2,170) (2,842) Interest payable (902) 397 -------- ------- Net cash provided by (used in)continuing operations 1,268 (3,654) Income from discontinued operations $ 192 Adjustments to reconcile income from discontinued operations to net cash provided by operating activities 124 -------- ------- 316 -------- ------- NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 1,268 (3,338) CASH FLOWS FROM INVESTING ACTIVITIES Investment in unconsolidated subsidiary (1,418) Purchase of property, plant, and equipment (580) (646) Purchase of short-term investments (81,007) (2,399) Proceeds from sales of marketable securities 30,936 19,955 Expenditures on developmental properties (2,668) (10,428) Expenditures on operational mining properties (14,453) (1,627) Proceeds from (investment in)other assets 189 82 --------- ------- NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (69,001) 4,937
-6- UNAUDITED --------- CONSOLIDATED STATEMENTS OF CASH FLOWS COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES Three months ended March 31, 1996 and 1995 1996 1995 ------------ -------- (In Thousands) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from preferred stock issuance (net of costs) 135,700 Proceeds from bank loans 5,000 Retirement of obligations under capital leases (534) (1,032) --------- -------- NET CASH PROVIDED BY FINANCING ACTIVITIES 135,166 3,968 --------- ------- INCREASE IN CASH AND CASH EQUIVALENTS 67,433 5,567 Cash and cash equivalents at beginning of year 16,485 15,148 --------- ------- CASH AND CASH EQUIVALENTS AT MARCH 31, 1996 AND 1995 $ 83,918 $ 20,715 ========= ========= See notes to consolidated financial statements.
-7- UNAUDITED Coeur d'Alene Mines Corporation and Subsidiaries Notes to Consolidated Financial Statements NOTE A: Inventories are comprised of the following:
MARCH 31, DECEMBER 31, 1996 1995 -------- ----------- (In Thousands) Ore in process and on leach pads $24,583 $25,727 Dore' inventory 1,252 2,052 Supplies 3,597 3,201 ------- ------- $29,432 $30,980 ======= =======
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 of cost or market with 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 B: The Company's tax expense for the first quarter of 1996 results primarily from amounts paid for foreign withholdings tax. NOTE C: On March 8, 1996, the Company completed a public offering of $140.0 million of Mandatory Adjustable Redeemable Convertible Securities (MARCS). The Company issued 6,588,235 shares of MARCS which were offered at a public offering price of $21.25 per share. Each share of MARCS is mandatorily convertible four years after issuance into 1.111 shares of Common Stock of the Company, subject to adjustment in certain events, unless earlier converted by the holder into Common Stock or redeemed for Common Stock by the Company. The annual dividend payable on the MARCS will be $1.488 per share, payable quarterly. The dividends will be deducted in computing net income (loss) attributable to Common Shareholders. On April 8, 1996, the Company sold an additional 489,598 shares of MARCS to the underwriters as a result of their exercise of an overallotment option granted to them in connection with the public offering. With the exercise of the overallotment option, the -8- Company has sold a total of 7,077,833 shares of MARCS for a total offering price of $150.4 million which resulted in net proceeds to the Company of $145.8 million. NOTE D: On December 21, 1995, the Company announced it had entered into an option agreement to acquire a 19.9% interest in a publicly listed Australian gold producer, Gasgoyne Gold Mines NL ("Gasgoyne"), and intended to extend an offer to Gasgoyne's shareholders to acquire all of the outstanding shares of Gasgoyne. On January 31, 1996, Coeur made the filings required under the Australian securities laws with the Australian Securities Commission ("ASC") to initiate proceedings for the public offer. As of April 26, 1996, on which date the Company's offer expired, Coeur held or was entitled to hold approximately 35.4% of Gasgoyne's outstanding shares which it acquired by issuing a total of 1,419,832 shares of the Company's Common Stock and paying a total of approximately $15.4 million to Gasgoyne shareholders. Commencing in the second quarter of 1996, Coeur will begin reporting its proportionate share of Gasgoyne's net results of operations pursuant to standards set forth under generally accepted accounting principles for the equity method of accounting for investments. On January 26, 1996, for a total consideration of approximately US$10.7 million, the Company acquired 5.5 million shares and options to acquire an additional 5.0 million shares of Orion Resources NL, an Australian gold mining company ("Orion"). Earlier in 1995 and in 1994, Coeur had acquired a total of 3.33 million shares of Orion for a total cost of US$3.8 million. On March 27, 1996, the Company exercised its option to acquire the additional 5.0 million shares of Orion. As a result, Coeur holds approximately 19.2% of Orion's outstanding shares. NOTE E: Certain reclassifications of prior year balances have been made to conform to current year classifications. NOTE F: Other than as stated in the notes above, 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. -9- -----END PRIVACY-ENHANCED MESSAGE-----