-----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, UF3DRS2MozbVWOEx+9m51S8wW54ghAI092U4oTS09UWKUh/m9u37qpnWHNtDdrK9 w4MmNEd+stq1AV3fKrb2xQ== 0000927356-96-001110.txt : 19961118 0000927356-96-001110.hdr.sgml : 19961118 ACCESSION NUMBER: 0000927356-96-001110 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961114 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: STILLWATER MINING CO /DE/ CENTRAL INDEX KEY: 0000931948 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS METAL ORES [1090] IRS NUMBER: 810480654 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-25090 FILM NUMBER: 96664513 BUSINESS ADDRESS: STREET 1: HC 54 STREET 2: BOX 365 CITY: NYE STATE: MT ZIP: 59061 BUSINESS PHONE: 3039782525 MAIL ADDRESS: STREET 1: HC 54 STREET 2: BOX 365 CITY: NYE STATE: MT ZIP: 59061 10-Q 1 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996. ------------------- 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 0-25090 ------- STILLWATER MINING COMPANY ------------------------- (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 81-0480654 __________________________________ ____________________________________ (STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NO.) INCORPORATION OR ORGANIZATION) 536 E. PIKE AVENUE POST OFFICE BOX 1330 COLUMBUS, MONTANA 59019 ________________________________________ ___________________________________ (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) (303) 978-2525 ____________________________________________ (REGISTRANTS TELEPHONE NUMBER, INCLUDING AREA CODE) 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 ---- ---- AT NOVEMBER 8, 1996, 20,126,902 SHARES OF COMMON STOCK, $.01 PAR VALUE PER SHARE, WERE OUTSTANDING. THIS FORM 10-Q CONSISTS OF 14 PAGES. THE EXHIBIT INDEX APPEARS ON PAGE 13. STILLWATER MINING COMPANY FORM 10-Q QUARTER ENDED SEPTEMBER 30, 1996 INDEX PART I - FINANCIAL INFORMATION PAGE ---- ITEM 1 FINANCIAL STATEMENTS............................... 3 ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS................ 9 PART II - OTHER INFORMATION ITEM 1 LEGAL PROCEEDINGS.................................. 13 ITEM 2 CHANGE IN SECURITIES............................... 13 ITEM 3 DEFAULTS UPON SENIOR SECURITIES.................... 13 ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 13 ITEM 5 OTHER INFORMATION 13 ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K................... 13 SIGNATURES ................................................... 14 2 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS - ---------------------------- STILLWATER MINING COMPANY CONSOLIDATED CONDENSED BALANCE SHEET (in thousands, except share and per share amounts) (Unaudited) ASSETS SEPTEMBER 30, DECEMBER 31, CURRENT ASSETS 1996 1995 - -------------- ------------- ------------- Cash and cash equivalents $ 1,851 $ 714 Short-term investments 40,168 23,933 Inventories 14,595 18,450 Other current assets 1,836 1,237 Deferred income taxes 640 640 Total current assets ------------- ------------- 59,090 44,974 PROPERTY, EQUIPMENT AND MINE DEVELOPMENT, NET 175,641 115,813 OTHER ASSETS 3,275 1,388 ------------- ------------- Total assets $ 238,006 $ 162,175 ============= ============= LIABILITIES AND STOCKHOLDERS EQUITY CURRENT LIABILITIES Current portion of long-term debt $ 1,368 $ 460 Accounts payable 5,402 4,751 Accrued payroll and benefits 1,356 1,909 Taxes payable other than income taxes 2,466 2,272 Other current liabilities 1,184 978 ------------- ------------- Total current liabilities 11,776 10,370 ------------- ------------- LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS 61,469 8,713 DEFERRED INCOME TAXES 17,118 8,441 OTHER NONCURRENT LIABILITIES 2,640 2,346 ------------- ------------- Total long-term liabilities 81,227 19,500 ------------- ------------- Total liabilities 93,003 29,870 ------------- ------------- STOCKHOLDERS EQUITY Preferred stock, $0.01 par value, 1,000,000 shares authorized, none issued -- -- Common stock, $0.01 par value, 50,000,000 shares authorized, 20,114,799 issued and outstanding 201 201 Paid-in capital 138,112 137,814 Accumulated earnings (deficit) 6,690 (5,710) ------------- ------------- Total stockholders' equity 145,003 132,305 ------------- ------------- Total liabilities and stockholders' equity $ 238,006 $ 162,175 ============= ============= See notes to Consolidated Condensed financial statements. 3 STILLWATER MINING COMPANY CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS (Unaudited) (in thousands, except per share amounts)
THREE MONTHS NINE MONTHS ENDED SEPTEMBER 30, ENDED SEPTEMBER 30, 1996 1995 1996 1995 ------- ------- ------- -------- REVENUES $17,248 $10,645 $42,932 $42,774 COSTS AND EXPENSES Cost of metals sold 15,770 10,505 38,366 39,662 Depreciation and amortization 2,624 1,338 6,191 4,139 Administrative expenses 404 477 1,247 1,362 ------- ------- ------- ------- Total costs and expenses 18,798 12,320 45,804 45,163 ------- ------- ------- ------- OPERATING LOSS (1,550) (1,675) (2,872) (2,389) OTHER INCOME (EXPENSE) Interest income 737 572 1,563 2,270 Interest expense, net of capitalized interest (506) (69) (1,063) (211) ------- ------- ------- ------- LOSS BEFORE INCOME TAXES AND CUMULATIVE EFFECT OF ACCOUNTING CHANGE (1,319) (1,172) (2,372) (330) INCOME TAX BENEFIT 507 450 911 126 ------- ------- ------- ------- LOSS BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE (812) (722) (1,461) (204) CUMULATIVE EFFECT OF ACCOUNTING CHANGE, NET OF INCOME TAX PROVISION OF $8,677 -- -- 13,861 -- ------- ------- ------- ------- NET INCOME (LOSS) $ (812) $ (722) $12,400 $ (204) ======= ======= ======= ======= AVERAGE COMMON SHARES OUTSTANDING Primary 20,580 20,527 20,607 20,496 Fully diluted 22,499 20,527 21,692 20,496 EARNINGS PER COMMON SHARE OUTSTANDING LOSS PER COMMON SHARE BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE $(0.04) $(0.04) $ (0.07) $ (0.01) CUMULATIVE EFFECT OF ACCOUNTING CHANGE -- -- $ 0.67 -- ------- ------- ------- ------- NET INCOME (LOSS) PER COMMON SHARE Primary $(0.04) $(0.04) $ 0.60 $ (0.01) Fully diluted $(0.04) $(0.04) $ 0.57 $ (0.01)
See notes to Consolidated Condensed financial statements. 4 STILLWATER MINING COMPANY CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS (Unaudited) (in thousands) NINE MONTHS ENDED SEPTEMBER 30, ------------------------------- 1996 1995 --------------- -------------- NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES Net income (loss) $ 12,400 $ (204) Items of earnings not affecting cash 6,191 5,983 Cumulative effect of accounting change (13,861) -- Changes in working capital items 3,336 (191) --------------- -------------- 8,066 5,588 --------------- -------------- NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES Capital expenditures (42,561) (30,942) Net increase in marketable securities (16,236) (30,497) Other 170 303 --------------- -------------- (58,627) (61,136) --------------- -------------- NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES Proceeds from capital lease and debt issue 51,896 -- Payments under capital lease (511) -- Other 313 -- -------------- -------------- 51,698 -- -------------- -------------- CASH AND CASH EQUIVALENTS Net increase (decrease) during period 1,137 (55,548) Balance at beginning of period 714 56,994 -------------- -------------- Balance at end of period $ 1,851 $ 1,446 ============== ============== See notes to Consolidated Condensed financial statements. 5 STILLWATER MINING COMPANY NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS NOTE 1 - GENERAL The accompanying unaudited interim consolidated condensed financial statements have been prepared in accordance with the instructions for Form 10-Q. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the financial condition and results of operations have been included. Operating results for the nine month period ended September 30, 1996 are not necessarily indicative of the results which may be expected for the year ending December 31, 1996. These consolidated condensed interim financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's Form 10-K for the year ended December 31, 1995. NOTE 2 - SHORT-TERM INVESTMENTS Short-term investments consisted of U.S. Government obligations and other fixed rate instruments. In accordance with Statement of Financial Accounting Standards No. 115, Accounting for Certain Investments in Debt and Equity Securities, these securities are carried at amortized cost, which approximates fair value, as the Company has the ability and intent to hold to maturity. NOTE 3 - INVENTORIES Inventories consisted of the following (in thousands): SEPTEMBER 30, DECEMBER 31, 1996 1995 -------------- --------------- (Unaudited) Raw ore $ 416 $ 551 Concentrate and in-process 5,065 1,976 Matte and finished goods 5,866 12,718 -------------- --------------- 11,347 15,245 Materials and supplies 3,248 3,205 -------------- --------------- $ 14,595 $ 18,450 ============== =============== 6 STILLWATER MINING COMPANY NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS NOTE 4 - PROPERTY, EQUIPMENT AND MINE DEVELOPMENT Property, equipment and mine development consisted of the following (in thousands): SEPTEMBER 30, DECEMBER 31, 1996 1995 -------------- ------------- (Unaudited) Equipment $ 32,283 $ 29,253 Facilities 54,107 28,656 Mine development 89,503 54,827 Land 2,144 2,159 Construction-in-process 38,817 37,571 -------------- ------------- 216,854 152,466 Less: accumulated depreciation and amortization (41,213) (36,653) -------------- ------------- $ 175,641 $ 115,813 ============== ============= Mine development costs incurred to increase existing production, develop new ore bodies, or develop property substantially in advance of production are capitalized. Effective January 1, 1996, the Company changed its method of accounting for mine development expenditures whereby certain indirect costs related to development activities, which were previously expensed as incurred, are now capitalized. This change is believed to better present current income from mining activities because it results in a better matching of expenses with the revenue generated as a result of those expenses. The effect of the accounting change on the third quarter of 1996 was to increase net income by approximately $1.5 million ($0.07 per share). Assuming the accounting change had been applied retroactively, the unaudited pro forma effect would have been an increase in net income of $741,000 ($.03 per share) in the third quarter of 1995. NOTE 5 - PRECIOUS METALS HEDGING CONTRACTS Precious metals hedging contracts include forward sales contracts and put and call options. On September 30, 1996, the London P.M. Fix was $383.00 per ounce of platinum and $118.75 per ounce of palladium. At September 30, 1996, the Companys outstanding hedge contracts for 1996 were as follows: 1996 Hedged Average Price Ounces per Ounce PLATINUM Forward sales contracts 2,750 $434.50 Put options purchased 6,000 $425.00 Call options sold 12,000 $459.00 PALLADIUM Forward sales contracts 18,750 $156.14 Put options purchased 9,000 $145.00 Call options sold 9,000 $183.00 7 STILLWATER MINING COMPANY NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS NOTE 6 - CONVERTIBLE SUBORDINATED NOTES On April 29, 1996, the Company sold $50 million of its 7% Convertible Subordinated Notes Due 2003 (the "Convertible Notes"), maturing on May 1, 2003. On May 14, 1996, the initial purchaser exercised its over-allotment option and purchased an additional $1.45 million of Convertible Notes. The Convertible Notes are unsecured, subordinated obligations. The Convertible Notes will be redeemable, in whole or in part, at the option of the Company beginning on May 1, 1999. The Convertible Notes will be convertible subject to prior redemption at the option of holders at any time after 90 days following the date of original issuance and prior to maturity, into shares of the Company's common stock at a conversion price of $26.80 per share, subject to adjustment in certain events. In connection with the offering of the Convertible Notes, the Company has filed a shelf registration statement on Form S-3 under the Securities Act of 1933, as amended, relating to the resale of the Convertible Notes and the common stock issuable upon conversion. Such registration statement must be declared effective by the Securities and Exchange Commission no later than February 15, 1997. If the Company is unable to comply with this obligation, the interest rate on the Convertible Notes will be increased until such time as the registration statement is declared effective. 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS - ------------------------------------------------------------------------------- OF OPERATIONS - ------------- This Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In addition to factors discussed below, the factors that could cause actual results to differ materially include the following: metals price volatility; Expansion Plan risks; competition; exploration and development risks; and reserve estimates. For a more detailed description of risks attendant to the business and operations of Stillwater and to the mining industry in general, please see the Companys other SEC filings, in particular the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1995. RESULTS OF OPERATIONS Production ---------- Tons milled in the third quarter of 1996 increased 14% to 117,000 tons from the third quarter of 1995, primarily as a result of increased mine production associated with the expansion program to increase mine production to 2,000 tons per day. The head grade for material delivered to the mill of 0.61 opt was unusually low compared to historical averages, but was substantially the same as for the third quarter of 1995. The head grade of 0.62 opt in the third quarter of 1995 was also low due to the impact of low grade development material being delivered to the mill to compensate for the lack of sufficient numbers of high grade stopes. The head grade of 0.61 opt in the third quarter of 1996 is believed to be the result of mining dilution and material handling constraints which resulted in waste being delivered to the ore stockpiles and in some cases ore being delivered to the waste piles. Controls have been implemented to minimize dilution and the material handling constraints until new infrastructure currently under development, particularly infrastructure associated with the production shaft, is complete and available for service in 1997. Ounces of platinum and palladium produced in the third quarter of 1996 increased to 14,000 ounces and 47,000 ounces, respectively, from the 13,000 and 43,000 ounces in the comparable 1995 period. The increase in ounces produced was due to the increase in tons milled and was partially offset by the decrease in head grade. Tons milled for the nine months ended September 30, 1996, increased 6% to 320,000 tons from the 302,000 tons milled in the comparable period of 1995. The increase was realized primarily in the third quarter of 1996 due to increased mine production. Ounces of platinum and palladium produced in the nine months ended September 30, 1996, increased 10% from the same period of 1995. Production increased from 161,000 ounces to 178,000 ounces primarily because of the increase in tons milled and to a lesser degree to the increased recovery in the concentrator for the nine months ended September 30, 1996. Recoveries in the same period of 1995 were lower than usual because of material being processed at a level that exceeded plant design. This problem was substantially resolved by the concentrator expansion completed at the beginning of 1996. 9 Revenue ------- Revenue for the third quarter of 1996 was $17.2 million compared to $10.6 million in the comparable period of 1995. The increase in revenue was the result of the increase in ounces sold and was partially offset by a 2% decrease in the average price realized per ounce of metal sold. Sales increased from 49,000 ounces in the third quarter of 1995 to 81,000 ounces in the third quarter of 1996 primarily as the result of a reduction of in-process inventory of platinum and palladium in the second and third quarters of 1996. The inventory was reduced because the completion of the Base Metals Refinery ("BMR") significantly shortened the time period between shipment of matte to contract refineries and the return of refined metals. The reduction of the inventory pipeline accounted for approximately 84% of the increase in ounces sold in the third quarter of 1996 over the same period of 1995 and increased production in 1996 accounted for approximately 16% of the increase. The benefit of the inventory pipeline reduction is a one time event and will not occur in future periods. Revenue for the nine months ended September 30, 1996 was basically unchanged at $42.9 million compared to $42.8 million in the comparable 1995 period. Ounces sold in the current period increased to 198,000 from 183,000 in the comparable 1995 period. This 8% increase in ounces sold in the current period was offset by a 7% decrease in the average realized price per ounce sold. Platinum and palladium realized prices per ounce sold of $406 and $144, respectively, for the third quarter of 1996 are decreases from realized prices of $427 and $153 per ounce for platinum and palladium, respectively for the same period of 1995. The combined average realized price for the third quarter of 1996 was $214, down 2% from the combined average realized price of $218 for the same period of 1995. The average spot prices of platinum and palladium in the third quarter of 1996 were $395 per ounce and $127 per ounce, respectively. The Company's hedging program accounted for higher average realized prices than average spot prices. For the nine months ended September 30, 1996, average realized prices per ounce of platinum and palladium were $413 and $147, respectively, compared to $429 and $160 for the same period of 1995. Average spot prices for platinum and palladium were $403 and $132 per ounce, respectively for the 1996 period. The average combined realized price of $217 for the nine months ended September 30, 1996 was 7% lower than the $233 average combined realized price for the comparable period of 1995. Costs ----- In the third quarter of 1996 cash costs and total costs per ton milled were $113 and $133, respectively, compared to $119 and $131 for the same period of 1995. As compared to the third quarter of 1995, cash costs per ton milled for the third quarter of 1996 were favorably impacted by the 14% increase in tons milled and by the January 1, 1996 change in accounting policy for mine development expenditures, partially offset by increased operating costs. Total costs per ton milled were substantially unchanged for the third quarters of 1995 and 1996, as the benefits of lower cash costs per ton milled were offset by additional depreciation charges in the current period for plant and equipment placed in service during 1996 as part of the expansion program. 10 For the nine months ended September 30, 1996, cash and total costs per ton milled were $112 and $131, respectively, compared to $124 and $137 for the same period of 1995. Cash costs per ton milled for the period were favorably impacted, when compared to the same period of 1995, by a 6% increase in tons milled and by the change in accounting policy for mine development costs, partially offset by increased operating costs. Total costs per ton milled for the nine months ended September 30, 1996, were $131, a 4% decrease from the $137 in the same period of 1995. The benefits of the lower cash costs per ton milled were partially offset by additional depreciation charges in the period due to the plant and equipment placed in service during the period as part of the expansion program. Costs per ounce produced differ from costs per ounce sold due to the lag in time between production and the release of metal for sale by the Company's contract refineries. Prior to the commissioning of the BMR in May of 1996, the lag time between production and availability for sale was approximately three months. The BMR has reduced the lag time to approximately one month. Third quarter sales were derived from ounces produced in the second quarter of 1996, prior to the commissioning of the BMR, with a three month lag, and ounces processed through the BMR in the third quarter, with only a one month lag. Consequently, total costs per ounce sold for the third quarter of 1996 reflect a combination of production costs in the second quarter and the third quarter of 1996 and were 7% below total costs per ounce sold for the third quarter of 1995, which reflect production costs in the second quarter of 1995. Earnings -------- The Company reported an operating loss of $1.6 million for the third quarter of 1996 compared with an operating loss of $1.7 million for the third quarter of 1995. The loss for the current period was substantially the same as for the comparable quarter in 1995 in spite of significantly more revenue in the current quarter. The operating loss per ounce sold in the third quarter of 1996 was substantially lower than in 1995, primarily due to lower costs per ounce sold in the current period. The increase in 1996, however, resulted in an operating loss in the current quarter similar to the operating loss in the same quarter of 1995. The net loss for the current quarter was $812,000, slightly greater than the net loss of $722,000 for the comparable quarter of 1995. Interest expense of $506,000 was greater than interest expense in the same quarter of 1995 but was partially offset by interest income of $737,000 compared to $572,000 for the same quarter in 1995. Interest expense for the current quarter includes the interest on the Convertible Notes and capital leases, reduced by capitalized interest of $700,000. The net loss before the cumulative effect of the accounting policy change for the nine months ended September 30, 1996 was $1.5 million. This compares to a net loss of $204,000 for the same period in 1995. The net loss before the cumulative effect of the accounting policy change is greater for the current quarter primarily because of $707,000 less interest income, $852,000 more interest expense and partially offset by a $785,000 larger tax benefit. Net income after the cumulative effect of the change in accounting policy for the period ended September 30, 1996, was $12.4 million. An after-tax cumulative effect of $13.8 million was recorded in the first quarter of 1996. 11 During the first quarter of 1996, the Company implemented a change in accounting policy whereby certain direct and indirect mining costs, which support capitalized development activities were capitalized. This change in accounting policy results in a better matching of revenues and expenses as these development costs, which primarily relate to mine infrastructure and benefit future periods, are capitalized and amortized over proven and probable reserves. The effect of this change in the third quarter of 1996 was a reduction in production costs of $2.4 million and an increase in net income of approximately $1.5 million. The effect of this change on the nine months ended September 30, 1996, was a reduction in production costs of $6.1 million and an increase in net income of approximately $3.8 million. Liquidity and Capital Resources ------------------------------- At September 30, 1996, the Company had cash and marketable securities of $42.0 million and net availability of $8.7 million under its line of credit facility with NM Rothschild and Sons Limited. Cash and marketable securities decreased $9.3 million from June 30, 1996, primarily as a result of capital expenditures of $17.1 million offset in part by $8 million in cash flow from operations. The Company expects to invest approximately $25 million over the next twelve months on capital projects at the Stillwater Mine and site preparation work at its proposed East Boulder Mine. As a result of the recent downturn in platinum and palladium prices, the Company has decided to defer the initial access phase at East Boulder while completing the expansion program towards 2,000 tons per day at the Stillwater Mine. The Company anticipates continuing this strategy until such time as platinum and palladium prices recover to levels generally experienced during the past two years. Additionally, the Company has begun a cost reduction program which should favorably impact its production and administrative costs early next year. Based on the cash and marketable securities on hand, expected cash flows from operations, expected proceeds from additional equipment leasing and the availability of funds under the Companys line of credit, management believes there is sufficient liquidity to meet operating needs for the foreseeable future. Other Matters ------------- The Company filed a shelf registration statement on Form S-3 under the Securities Act of 1933, as amended, relating to the public offering by certain selling security holders of shares of restricted stock of the Companys common stock. The registration statement has been declared effective by the Securities and Exchange Commission and covers up to 9,525,071 shares of the Companys outstanding common stock which were originally issued in private placement transactions. Approximately 6,000,000 of these shares became eligible for public sale on September 16, 1996, pursuant to rule 144 under the Securities Act, subject to certain volume limitations and other restrictions. The shares included in the registration statement may only be sold by the selling stockholders named in the registration statement and the Company will not receive any of the proceeds from the sale of such shares, to the extent they are sold. 12 PART II OTHER INFORMATION Item 1. Legal Proceedings. ------------------ During the period covered by this report, there were no legal proceedings instituted that are reportable, and there were no material developments in connection with any legal proceedings previously reported on the Companys Form 10-K for the year ended December 31, 1995. Item 2. Changes in Securities. - ------------------------------- None Item 3. Defaults Upon Senior Securities. - ----------------------------------------- None Item 4. Submission of Matters to a Vote of Security Holders. - ------------------------------------------------------------- None Item 5. Other Information. - --------------------------- None Item 6. Exhibits and Reports on Form 8-K. - ------------------------------------------ None 13 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf of the undersigned thereunto duly authorized. STILLWATER MINING COMPANY (Registrant) Date: November 12, 1996 By: /s/ Charles R. Engles ------------------------------------------ Charles R. Engles Chairman and Chief Executive Officer Date: November 12, 1996 By: /s/ R. Daniel Williams ------------------------------------------ R. Daniel Williams Vice President and Chief Financial Officer (Principal Financial Officer) Date: November 12, 1996 By: /s/ Carl W. McSpadden ------------------------------------------ Carl W. McSpadden Controller (Principal Accounting Officer) 14 EX-27 2 FINANCIAL DATA SCHEDULE
5 1,000 9-MOS DEC-31-1996 JAN-01-1996 SEP-30-1996 1,851 40,168 0 0 14,595 59,090 216,854 41,213 238,006 11,776 1,600 0 0 201 145,003 238,006 42,932 42,932 38,366 45,804 0 0 1,063 (2,372) 911 (1,461) 0 0 13,861 12,400 (.07) (.07)
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