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
<PAGE>
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
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(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
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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.
<PAGE>
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
<PAGE>
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
<PAGE>
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
<PAGE>
UNAUDITED
COEUR D'ALENE MINES CORPORATION
(An Idaho Corporation)
Coeur d'Alene, Idaho
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
3 MONTHS ENDED 6 MONTHS ENDED
JUNE 30 JUNE 30
----------------------------- ---------------------------
1995 1994 1995 1994
------------- ------------- ------------- ------------
<S> <C> <C> <C> <C>
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)
============== ============== ============== ==============
</TABLE>
5
<PAGE>
UNAUDITED
COEUR D'ALENE MINES CORPORATION
(An Idaho Corporation)
Coeur d'Alene, Idaho
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
3 MONTHS ENDED 6 MONTHS ENDED
JUNE 30 JUNE 30
----------------------------- ---------------------------
1995 1994 1995 1994
------------- ------------- ------------- ------------
<S> <C> <C> <C> <C>
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.
</TABLE>
6
<PAGE>
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
<PAGE>
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
<PAGE>
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
<PAGE>
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
