COEUR D ALENE MINES CORP
10-Q/A, 1997-09-12
GOLD AND SILVER ORES
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                            SECURITIES AND EXCHANGE
                               Washington, D. C.

                               -----------------

                               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
    June 30, 1997.


                        COEUR D'ALENE MINES CORPORATION
  --------------------------------------------------------------------------
            (Exact name of registrant as specified on its charter)

               IDAHO                     1-8641                82-0109423
   -------------------------------     ------------          -----------------
   (State or other jurisdiction of     Commission             (I.R.S. Employer
    incorporation or organization)     File Number:            Ident.No.)

   505 Front Avenue
   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
  --------------------------------------------------------------------------

     The  undersigned  registrant  hereby  amends  the  following  item of its
Quarterly  Report on Form 10-Q for the  quarter  ended June 30,  1997,  as set
forth in the pages attached hereto:

           Part 1 - Item 1 (Financial Statements)

     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, thereby duly authorized.

                                             COEUR D'ALENE MINES CORPORATION

Date: September 10, 1997                      By:/s/JAMES A. SABALA
                                                 -------------------------
                                                 James A. Sabala
                                                 Senior Vice President and
                                                  Chief Financial Officer

<PAGE>

                AMENDMENT NO. 1 TO QUARTERLY REPORT ON 10-Q FOR
                THE QUARTER ENDED JUNE 30, 1997
                -----------------------------------------------

     Coeur  d'Alene  Mines  Corporation  (the  "Company")  hereby  amends  its
Quarterly  Report  on Form  10-Q for the  quarter  ended  June 30,  1997.  The
$48,231,000  "investment  in  unconsolidated  affiliate"  listed  under "Other
Assets" on page 3 appeared  in the wrong  column of the  balance  sheet in the
Form 10-Q as  originally  filed.  That amount is correctly set forth under the
December 31, 1996 column in this amendment.


<PAGE>

                        COEUR D'ALENE MINES CORPORATION

<TABLE>
                                     INDEX


<CAPTION>
                                                                      Page No.
                                                                      --------
<S>                                                                    <C>
PART I.  Financial Information


Item 1.  Financial Statements
         Consolidated Balance Sheets --                                  3-4
         June 30, 1997 and December 31, 1996

         Consolidated Statements of Operations --                          5
         Six Months Ended June 30, 1997 and 1996

         Consolidated Statements of Cash Flows --                          6
         Six Months Ended June 30, 1997 and 1996

         Notes to Consolidated Financial Statements                      7-8
</TABLE>


                                     -2-

<PAGE>

PART I.  FINANCIAL INFORMATION

Item 1.  FINANCIAL STATEMENTS

                                                                     UNAUDITED

               COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES

<TABLE>
                          CONSOLIDATED BALANCE SHEETS

<CAPTION>
                                                        June 30,                December 31,
                                                          1997                      1996
                                                        -------------------------------------
                                                                  (In Thousands)
<S>                                                      <C>                       <C>
ASSETS

CURRENT ASSETS
   Cash and cash equivalents                             $ 60,261                  $ 43,455
   Short-term investments                                  77,875                   124,172
   Receivables                                             11,237                    11,573
   Inventories                                             35,976                    31,992
                                                         ---------                 ---------
       TOTAL CURRENT ASSETS                               185,349                   211,192

PROPERTY, PLANT AND EQUIPMENT
   Property, plant and equipment                          119,354                   118,993
   Less accumulated depreciation                           55,094                    50,743
                                                         ---------                 ---------
                                                           64,260                    68,250
MINING PROPERTIES
   Operational mining properties                          236,449                   171,517
   Less accumulated depletion                              48,552                    38,264
                                                         ---------                 ---------
                                                          187,897                   133,253
   Developmental properties                               126,634                   110,985
                                                         ---------                 ---------
                                                          314,531                   244,238
OTHER ASSETS
   Investment in unconsolidated affiliate                                            48,231
   Notes receivable                                         8,605                     4,000
   Debt issuance costs, net of accumulated
     amortization                                           3,769                     4,081
   Marketable equity securities and other                   2,257                       338
                                                         ---------                 ---------
                                                           14,631                    56,650
                                                         ---------                 ---------
                                                         $578,771                  $580,330
                                                         =========                 =========
</TABLE>


                                     -3-

<PAGE>

                                                                     UNAUDITED


<TABLE>
               COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS


<CAPTION>
                                                        June 30,                December 31,
                                                          1997                       1996
                                                        -------------------------------------
                                                                   (In Thousands)
<S>                                                      <C>                       <C>
LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable                                      $  6,945                  $  4,327
   Accrued liabilities                                      5,981                     4,976
   Accrued interest payable                                 3,536                     4,968
   Accrued salaries and wages                               5,363                     5,242
   Bank loans                                               8,932                     8,021
   Current portion of remediation costs                     8,500                     3,500
   Other current liabilities                                  407                       532
                                                         ---------                 ---------
       TOTAL CURRENT LIABILITIES                           39,664                    31,566
LONG-TERM LIABILITIES
   6% subordinated convertible debentures                  49,840                    49,840
   6 3/8% subordinated convertible debentures             100,000                   100,000
   Long-term borrowings                                    41,724                    39,900
   Other long-term liabilities                              8,836                    12,826
                                                         ---------                 ---------
       TOTAL LONG-TERM LIABILITIES                        200,400                   202,566

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY
   Mandatory Adjustable Redeemable  Convertible  Securities (MARCS), par value
     $1.00 per share,(a class of preferred stock) authorized 7,500,000 shares,
     7,077,833
     issued and outstanding                                 7,078                     7,078
   Common  Stock,  par value  $1.00 per  share-authorized  60,000,000  shares,
     issued 22,950,182 shares (including 1,059,211
     shares held in treasury)                              22,950                    22,950
   Capital surplus                                        394,921                   400,187
   Accumulated deficit                                    (72,454)                  (70,459)
   Unrealized losses on short-term
     investments                                             (598)                     (352)
   Repurchased and nonvested shares                       (13,190)                  (13,206)
                                                         ---------                 ---------
                                                          338,707                   346,198
                                                         ---------                 ---------
                                                         $578,771                  $580,330
                                                         =========                 =========
</TABLE>

See notes to consolidated financial statements.


                                     -4-

<PAGE>

                                                                     UNAUDITED
<TABLE>
                     CONSOLIDATED STATEMENTS OF OPERATIONS
               COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES
                   Three Months  Ended June 30, 1997 and 1996 Six Months Ended
                    June 30, 1997 and 1996

<CAPTION>
                                            3 MONTHS ENDED                         6 MONTHS ENDED
                                                JUNE 30                                JUNE 30
                                    -----------------------------          -----------------------------
                                       1997               1996                1997               1996
                                    ----------         ----------          ----------         ----------
                                               (In thousands except for per share data)
<S>                                 <C>                <C>                 <C>                <C>
INCOME
  Sales of concentrates and dore'   $  33,659          $  18,752            $  58,129         $  41,361
  Less cost of mine operations         35,508             18,546               62,574            38,142
                                    ----------         ----------           ----------        ----------
     Gross Profit (Loss)               (1,849)               206               (4,445)            3,219

OTHER INCOME
 Interest and other                     9,780              2,223               17,586             4,154
                                    ----------         ----------           ----------        ----------
     Total Income                       7,931              2,429               13,141             7,373

EXPENSES
 Administration                         1,212                967                2,339             2,055
 Accounting and legal                     463                369                  885               643
 General corporate                      1,934              1,750                3,555             3,400
 Interest                               2,087                776                4,348             1,460
 Mining exploration                     2,512              1,656                4,011             2,695
 Write down of mining
  properties                                              54,382                                 54,382
                                    ----------         ----------           ----------         ---------
     Total Expenses                     8,208             59,900               15,138            64,635
                                    ----------         ----------           ----------        ----------

NET LOSS FROM CONTINUING
OPERATIONS BEFORE TAXES                  (277)           (57,471)              (1,997)          (57,262)
     Income tax benefit                     2                590                    2               514
                                    ----------         ----------           ----------        ----------
NET LOSS                            $    (275)          $(56,881)           $  (1,995)        $ (56,748)
                                    ==========         ==========           ==========        ==========

NET LOSS ATTRIBUTABLE TO
  COMMON SHAREHOLDERS               $  (2,908)         $(59,549)            $  (7,261)         $(59,879)
                                    ==========         ==========           ==========        ==========

EARNINGS PER SHARE DATA Earnings per share data:
     Weighted average number
        of shares of Common Stock
        and equivalents used in
        calculation                    21,891             21,620               21,891            21,043
                                    ==========         ==========           ==========        ==========

Net Loss Per Share                  $    (.01)         $   (2.63)           $    (.09)            (2.70)
                                    ==========         ==========           ==========        ==========

Net Loss per share
attributable to Common Shareholders $    (.13)         $   (2.75)           $   (.33)          $  (2.85)
                                    ==========         ==========           ==========        ==========
</TABLE>


                                      -5-

<PAGE>

                                                                     UNAUDITED
<TABLE>
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
               COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES
                    Six months ended June 30, 1997 and 1996

<CAPTION>
                                                                               1997                   1996
                                                                            -----------            -----------
                                                                                     (In Thousands)
<S>                                                                          <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES
   Net loss                                                                   $ (1,995)            $  (56,748)

   Add (less) noncash items:
      Depreciation, depletion and amortization                                  13,455                  5,521
      Loss on disposition of assets                                                                    54,301
      Other changes                                                              1,324                   (100)
                                                                            -----------            -----------
   CASH PROVIDED BY OPERATING ACTIVITIES BEFORE
     WORKING CAPITAL CHANGES                                                    12,824                  2,974

   Change in working capital:
      Receivables                                                                2,717                   (227)
      Inventories                                                               (3,157)                 1,090
      Accounts payable and accrued liabilities                                  (4,074)                (3,786)
      Interest payable                                                          (1,432)                (1,194)
                                                                            -----------            -----------
   CASH PROVIDED BY (USED IN)
      OPERATING ACTIVITIES                                                       6,878                 (1,143)

CASH FLOWS FROM INVESTING ACTIVITIES
   Investment in mining company                                                (14,643)               (18,629)
   Purchase of property, plant, and equipment                                   (1,264)                (1,727)
   Purchase of short-term investments                                          (54,790)              (114,973)
   Proceeds from sales of marketable securities                                100,675                 33,959
   Expenditures on developmental properties                                     (6,758)                (5,851)
   Expenditures on operational mining properties                                (8,383)               (19,988)
   Proceeds from sale of discontinued operations                                                        1,420
   Other assets                                                                    814                    115
                                                                            -----------            -----------

   NET CASH PROVIDED BY (USED IN)
      INVESTING ACTIVITIES                                                      15,651               (125,674)

CASH FLOWS FROM FINANCING ACTIVITIES
   Proceeds from MARCS issuance                                                                       144,644
   Proceeds from bank loans                                                                            18,900
   Retirement of obligations under capital leases                                                      (1,077)
   Payment of cash dividends                                                    (5,266)                (5,762)
   Other                                                                          (457)
                                                                            -----------            -----------

NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES                             (5,723)               156,705
                                                                            -----------            -----------
   INCREASE IN CASH AND CASH EQUIVALENTS                                        16,806                 29,888
Cash and cash equivalents at beginning of year                                  43,455                 16,485
                                                                            -----------            -----------
   CASH AND CASH EQUIVALENTS AT
      JUNE 30, 1997 AND 1996                                                $   60,261             $   46,373
                                                                            ===========            ===========

</TABLE>

See notes to consolidated financial statements.


                                     -6-

<PAGE>

                        Coeur d'Alene Mines Corporation
                               and Subsidiaries
                  Notes to Consolidated Financial Statements


NOTE A:  Basis of Presentation

     The accompanying  unaudited condensed  consolidated  financial statements
have been prepared in accordance with generally accepted accounting principles
for interim  financial  information and with the instructions to Form 10-Q and
Article 10 of  Regulation  S-X.  Accordingly,  they do not  include all of the
information and footnotes required by generally accepted accounting principles
for  complete  financial  statements.  In  the  opinion  of  management,   all
adjustments (consisting of normal recurring accruals) considered necessary for
a fair presentation  have been included.  Operating results for the three- and
six-month  periods ended June 30, 1997 are not  necessarily  indicative of the
results that may be expected for the year ended December 31, 1997. For further
information,  refer to the  consolidated  financial  statements  and footnotes
thereto included in the Coeur d'Alene Mines Corporation  annual report on Form
10-K for the year ended December 31, 1996.


NOTE B:  Inventories are comprised of the following:

<TABLE>
<CAPTION>
                                                       JUNE 30,                DECEMBER 31,
                                                         1997                     1996
                                                       --------                 --------
                                                                 (In Thousands)

<S>                                                    <C>                     <C>
        In process and on leach pads                   $ 20,175                $ 19,948
        Concentrate inventory                             5,152                   4,996
        Dore' inventory                                   4,839                     739
        Supplies                                          5,810                   6,309
                                                       ---------               --------
                                                       $ 35,976                $ 31,992
                                                       =========               ========
</TABLE>

     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


                                     -7-

<PAGE>

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 C:

     On June 6, 1997, the Company acquired,  for approximately US$14.6 million
in cash,  an  additional  14% interest in Gasgoyne Gold Mines NL of Australia,
increasing its total  ownership to 50%. The acquisition has been accounted for
as a purchase.  Effective  June 6, 1997,  the  investment  in Gasgoyne will be
accounted for on a proportionate consolidation basis.


NOTE D:

     In  February  1997,  the  Financial  Accounting  Standards  Board  issued
Statement No. 128, Earnings Per Share,  which is required to be adopted in the
fourth  quarter of 1997. At that time,  the Company will be required to change
the method  currently  used to compute  earnings  per share and to restate all
prior periods. Under the new requirements for calculating primary earnings per
share, the dilutive effect of stock options will be excluded.  Adoption of the
standard  would  have  had no  effect  on the  net  loss  per  share  for  the
three-month period ended June 30, 1997 and the six-month period ended June 30,
1996. The Company has not yet determined what the impact of Statement 128 will
be on the calculation of fully diluted earnings per share.


NOTE E:

     The  Company  has not  recorded  an income tax benefit for the three- and
six-month  periods  ended June 30, 1997 as it is currently  not assured of the
realizability of operating loss carryforwards.  The related deferred tax asset
has been fully reserved.

NOTE F:

     Certain  reclassifications  of prior  year  balances  have  been  made to
conform to current year classifications.


                                     -8-


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