Item 1. Financial Statements
Item 1. Financial Statements and Supplementary Data
COEUR MINING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
September 30, 2021 December 31, 2020
ASSETS Notes In thousands, except share data
CURRENT ASSETS
Cash and cash equivalents $ 85,020 $ 92,794
Receivables 4 22,956 23,484
Inventory 5 52,334 51,210
Ore on leach pads 5 74,803 74,866
Prepaid expenses and other 17,846 27,254
Assets held for sale 19 54,478 —
307,437 269,608
NON-CURRENT ASSETS
Property, plant and equipment, net 298,006 230,139
Mining properties, net 783,097 716,790
Ore on leach pads 5 78,302 81,963
Restricted assets 9,160 9,492
Equity securities 6 139,740 12,943
Receivables 4, 17 — 26,447
Other 58,291 56,595
TOTAL ASSETS $ 1,674,033 $ 1,403,977
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable $ 119,583 $ 90,577
Accrued liabilities and other 18 77,790 119,158
Debt 7,8 31,384 22,074
Reclamation 9 2,299 2,299
Liabilities held for sale 19 11,477 —
242,533 234,108
NON-CURRENT LIABILITIES
Debt 7,8 411,042 253,427
Reclamation 9 142,456 136,975
Deferred tax liabilities 22,280 34,202
Other long-term liabilities 41,983 51,786
617,761 476,390
COMMITMENTS AND CONTINGENCIES 17
STOCKHOLDERS’ EQUITY
Common stock, par value $ 0.01 per share; authorized 300,000,000 shares, 256,928,852 issued and outstanding at September 30, 2021 and 243,751,283 at December 31, 2020
2,569 2,438
Additional paid-in capital 3,734,948 3,610,297
Accumulated other comprehensive income (loss) 4,904 ( 11,136 )
Accumulated deficit ( 2,928,682 ) ( 2,908,120 )
813,739 693,479
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 1,674,033 $ 1,403,977
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
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COEUR MINING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)
Three Months Ended September 30, Nine Months Ended September 30,
2021 2020 2021 2020
Notes In thousands, except share data
Revenue 3 $ 207,969 $ 229,728 $ 624,944 $ 557,144
COSTS AND EXPENSES
Costs applicable to sales (1)
3 134,340 112,772 375,082 321,704
Amortization 30,962 32,216 92,872 96,254
General and administrative 8,743 7,757 30,764 25,293
Exploration 15,391 12,818 37,503 31,059
Pre-development, reclamation, and other 10,506 15,031 36,956 40,261
Total costs and expenses 199,942 180,594 573,177 514,571
OTHER INCOME (EXPENSE), NET
Loss on debt extinguishment 8 — — ( 9,173 ) —
Fair value adjustments, net 12 ( 26,440 ) 2,243 7,000 3,491
Interest expense, net of capitalized interest 8 ( 3,237 ) ( 5,096 ) ( 13,240 ) ( 15,989 )
Other, net 14 ( 26,718 ) ( 6,312 ) ( 22,390 ) ( 4,310 )
Total other income (expense), net ( 56,395 ) ( 9,165 ) ( 37,803 ) ( 16,808 )
Income (loss) before income and mining taxes ( 48,368 ) 39,969 13,964 25,765
Income and mining tax (expense) benefit 10 ( 6,400 ) ( 13,113 ) ( 34,526 ) ( 12,018 )
NET INCOME (LOSS) $ ( 54,768 ) $ 26,856 $ ( 20,562 ) $ 13,747
OTHER COMPREHENSIVE INCOME (LOSS):
Change in fair value of derivative contracts designated as cash flow hedges 1,349 ( 21,248 ) 25,723 ( 28,139 )
Reclassification adjustments for realized (gain) loss on cash flow hedges ( 3,902 ) 2,642 ( 9,683 ) 1,963
Other comprehensive income (loss) ( 2,553 ) ( 18,606 ) 16,040 ( 26,176 )
COMPREHENSIVE INCOME (LOSS) $ ( 57,321 ) $ 8,250 $ ( 4,522 ) $ ( 12,429 )
NET INCOME (LOSS) PER SHARE 15
Basic $ ( 0.21 ) $ 0.11 $ ( 0.08 ) $ 0.06
Diluted $ ( 0.21 ) $ 0.11 $ ( 0.08 ) $ 0.06
(1) Excludes amortization.
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
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COEUR MINING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three Months Ended September 30, Nine Months Ended September 30,
2021 2020 2021 2020
Notes In thousands
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ ( 54,768 ) $ 26,856 $ ( 20,562 ) $ 13,747
Adjustments:
Amortization 30,962 32,216 92,872 96,254
Accretion 3,028 2,969 8,898 8,724
Deferred taxes ( 5,964 ) ( 4,515 ) ( 740 ) ( 11,547 )
Loss on debt extinguishment 8 — — 9,173 —
Fair value adjustments, net 12 26,440 ( 2,243 ) ( 7,000 ) ( 3,491 )
Stock-based compensation 11 2,671 1,969 10,183 6,269
Gain on modification of right of use lease — — — ( 4,051 )
Write-downs 31,249 1,232 31,249 16,821
Deferred revenue recognition 17 ( 307 ) ( 5,485 ) ( 15,908 ) ( 21,167 )
Other 1,493 4,379 ( 339 ) 2,374
Changes in operating assets and liabilities:
Receivables ( 944 ) ( 1,497 ) 1,016 ( 3,846 )
Prepaid expenses and other current assets ( 80 ) ( 1,921 ) 593 ( 1,186 )
Inventory and ore on leach pads ( 3,820 ) ( 3,066 ) ( 18,047 ) ( 33,047 )
Accounts payable and accrued liabilities ( 8,114 ) 28,570 ( 15,842 ) 15,566
CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 21,846 79,464 75,546 81,420
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ( 71,266 ) ( 22,996 ) ( 208,913 ) ( 61,886 )
Proceeds from the sale of assets 61 730 5,617 5,245
Purchase of investments ( 1,079 ) ( 2,500 ) ( 1,955 ) ( 2,500 )
Sale of investments — — 935 19,802
Other ( 12 ) ( 25 ) ( 42 ) ( 225 )
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES ( 72,296 ) ( 24,791 ) ( 204,358 ) ( 39,564 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of notes and bank borrowings, net of issuance costs 8 20,000 — 387,493 150,000
Payments on debt, finance leases, and associated costs 7, 8 ( 7,944 ) ( 48,557 ) ( 261,522 ) ( 150,171 )
Silvertip contingent consideration 17 — — — ( 18,750 )
Other ( 20 ) 114 ( 4,178 ) ( 1,718 )
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 12,036 ( 48,443 ) 121,793 ( 20,639 )
Effect of exchange rate changes on cash and cash equivalents ( 253 ) ( 10 ) ( 360 ) 293
INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH ( 38,667 ) 6,220 ( 7,379 ) 21,510
Cash, cash equivalents and restricted cash at beginning of period 125,458 72,308 94,170 57,018
Cash, cash equivalents and restricted cash at end of period $ 86,791 $ 78,528 $ 86,791 $ 78,528
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
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COEUR MINING, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)
In thousands Common
Stock
Shares Common
Stock Par
Value Additional
Paid-In Capital Accumulated
Deficit Accumulated
Other
Comprehensive
Income (Loss) Total
Balances at December 31, 2020 243,752 $ 2,438 $ 3,610,297 $ ( 2,908,120 ) $ ( 11,136 ) $ 693,479
Net income (loss) — — — 2,060 — 2,060
Other comprehensive income (loss) — — — — 24,636 24,636
Common stock issued/canceled under long-term incentive plans and director fees and options, net ( 282 ) ( 3 ) 334 — — 331
Balances at March 31, 2021 243,470 $ 2,435 $ 3,610,631 $ ( 2,906,060 ) $ 13,500 $ 720,506
Net income (loss) — — — 32,146 — 32,146
Other comprehensive income (loss) — — — — ( 6,043 ) ( 6,043 )
Common stock issued for investment 12,786 128 118,649 118,777
Common stock issued/canceled under long-term incentive plans and director fees and options, net 792 7 3,016 — — 3,023
Balances at June 30, 2021 257,048 $ 2,570 $ 3,732,296 $ ( 2,873,914 ) $ 7,457 $ 868,409
Net income (loss) — — — ( 54,768 ) — ( 54,768 )
Other comprehensive income (loss) — — — — ( 2,553 ) ( 2,553 )
Common stock issued/canceled under long-term incentive plans and director fees and options, net ( 119 ) ( 1 ) 2,652 — — 2,651
Balances at September 30, 2021 256,929 $ 2,569 $ 3,734,948 $ ( 2,928,682 ) $ 4,904 $ 813,739
In thousands Common
Stock
Shares Common
Stock Par
Value Additional
Paid-In Capital Accumulated
Deficit Accumulated
Other
Comprehensive
Income (Loss) Total
Balances at December 31, 2019 241,529 $ 2,415 $ 3,598,472 $ ( 2,933,747 ) $ ( 136 ) $ 667,004
Net income (loss) — — — ( 11,900 ) — ( 11,900 )
Other comprehensive income (loss) — — — — 206 206
Common stock issued for Silvertip contingent consideration payment 878 9 5,286 — — 5,295
Common stock issued/canceled under long-term incentive plans and director fees and options, net 1,179 12 27 — — 39
Balances at March 31, 2020 243,586 $ 2,436 $ 3,603,785 $ ( 2,945,647 ) $ 70 $ 660,644
Net income (loss) — — — ( 1,209 ) — ( 1,209 )
Other comprehensive income (loss) — — — — ( 7,776 ) ( 7,776 )
Common stock issued/canceled under long-term incentive plans and director fees and options, net 146 1 2,197 — — 2,198
Balances at June 30, 2020 243,732 $ 2,437 $ 3,605,982 $ ( 2,946,856 ) $ ( 7,706 ) $ 653,857
Net income (loss) — — — 26,856 — 26,856
Other comprehensive income (loss) — — — — ( 18,606 ) ( 18,606 )
Common stock issued/canceled under long-term incentive plans and director fees and options, net 13 — 2,120 — — 2,120
Balances at September 30, 2020 243,745 $ 2,437 $ 3,608,102 $ ( 2,920,000 ) $ ( 26,312 ) $ 664,227
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
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Coeur Mining, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
NOTE 1 - BASIS OF PRESENTATION
The interim condensed consolidated financial statements of Coeur Mining, Inc. and its subsidiaries (collectively, “Coeur” or the “Company”) are unaudited. In the opinion of management, all adjustments and disclosures necessary for the fair presentation of these interim statements have been included. The results reported in these interim statements may not be indicative of the results which will be reported for the year ending December 31, 2021. The condensed consolidated December 31, 2020 balance sheet data was derived from audited consolidated financial statements. Accordingly, these unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 (the “2020 10-K”).
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Significant Accounting Policies
Please see Note 2 -- Summary of Significant Accounting Policies contained in the 2020 10-K.
Use of Estimates
The Company's Consolidated Financial Statements have been prepared in accordance with United States Generally Accepted Accounting Principles. The preparation of the Company's Consolidated Financial Statements requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the related disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and reported amounts of revenues and expenses during the reporting period. The more significant areas requiring the use of management estimates and assumptions relate to metal prices and mineral reserves that are the basis for future cash flow estimates utilized in impairment calculations and units-of production amortization calculations, environmental, reclamation and closure obligations, estimates of recoverable silver and gold in leach pad inventories, estimates of fair value for certain reporting units and asset impairments, valuation allowances for deferred tax assets, and the fair value and accounting treatment of financial instruments, equity securities, asset acquisitions, the allocation of fair value to assets and liabilities assumed in connection with business combinations, and derivative instruments. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Accordingly, actual results will differ from the amounts estimated in these financial statements.
Ore on Leach Pads
The heap leach process extracts silver and gold by placing ore on an impermeable pad and applying a diluted cyanide solution that dissolves a portion of the contained silver and gold, which are then recovered in metallurgical processes.
The Company uses several integrated steps to scientifically measure the metal content of ore placed on the leach pads. As the ore body is drilled in preparation for the blasting process, samples are taken of the drill residue which are assayed to determine estimated quantities of contained metal. The Company then processes the ore through crushing facilities where the output is again weighed and sampled for assaying. A metallurgical reconciliation with the data collected from the mining operation is completed with appropriate adjustments made to previous estimates. The crushed ore is then transported to the leach pad for application of the leaching solution. As the leach solution is collected from the leach pads, it is continuously sampled for assaying. The quantity of leach solution is measured by flow meters throughout the leaching and precipitation process. After precipitation, the product is converted to doré at the Rochester mine and a form of gold concentrate at the Wharf mine, representing the final product produced by each mine. The inventory is stated at lower of cost or net realizable value, with cost being determined using a weighted average cost method.
The historical cost of metal expected to be extracted within 12 months is classified as current and the historical cost of metals contained within the broken ore expected to be extracted beyond 12 months is classified as non-current. Ore on leach pads is valued based on actual production costs incurred to produce and place ore on the leach pad, less costs allocated to minerals recovered through the leach process.
The estimate of both the ultimate recovery expected over time and the quantity of metal that may be extracted relative to the time the leach process occurs requires the use of estimates, which are inherently inaccurate due to the nature of the leaching process. The quantities of metal contained in the ore are based upon actual weights and assay analysis. The rate at which the leach process extracts gold and silver from the crushed ore is based upon laboratory testing and actual experience of more than 20 years of leach pad operations at the Rochester mine and 30 years of leach pad operations at the Wharf mine. The assumptions used by the Company to measure metal content during each stage of the inventory conversion process includes estimated recovery rates based on laboratory testing and assaying. The Company periodically reviews its estimates compared to actual experience and revises its estimates when appropriate. The ultimate recovery will not be known until leaching operations cease. Variations between actual and estimated quantities resulting from changes in assumptions and estimates that do not result in write-downs to net realizable value are accounted for on a prospective basis. In June 2021, the Company updated the
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Coeur Mining, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
recovery rate assumption on the Stage IV leach pad at Rochester, based on the historical performance of the leach pad since the third quarter of 2019. This change resulted in an adjustment to the ending ore on leach pads balance with the resulting non-cash charges allocated between Costs Applicable to Sales and Amortization in the amounts of $8.6 million and $2.2 million, respectively.
Revenue Recognition
The Company’s gold stream agreement with a subsidiary of Franco-Nevada Corporation (“Franco-Nevada”) provided for a $ 22.0 million deposit paid by Franco-Nevada in exchange for the right and obligation, commencing in 2016, to purchase 50 % of a portion of Palmarejo gold production at the lesser of $ 800 or market price per ounce. Because there is no minimum obligation associated with the deposit, it is not considered financing, and each shipment is considered to be a separate performance obligation. The streaming agreement represents a contract liability under ASC 606, which requires the Company to ratably recognize a portion of the deposit as revenue for each gold ounce delivered to Franco-Nevada. The remaining unamortized balance is included in Accrued liabilities and other and Other long-term liabilities on the Consolidated Balance Sheet. See Note 17 -- Commitments and Contingencies for additional detail.
The following table presents a rollforward of the Franco-Nevada contract liability balance:
Three Months Ended September 30, Nine Months Ended September 30,
In thousands 2021 2020 2021 2020
Opening Balance $ 8,775 $ 10,389 $ 9,376 $ 11,061
Revenue Recognized ( 307 ) ( 393 ) ( 908 ) ( 1,065 )
Closing Balance $ 8,468 $ 9,996 $ 8,468 $ 9,996
In December 2020, the Company received a $ 15.0 million prepayment (the “December 2020 Prepayment”) for deliveries of gold concentrate from the Kensington mine pursuant to the Amended Sales Contract (as defined in Note 17). In the first half of 2021, the Kensington mine delivered $15.0 million of gold concentrate to the counterparty in satisfaction of this prepayment obligation. The Amended Sales Contract was further amended in July 2021, with an effective date as of June 28, 2021, to include options for Coeur to receive up to two additional prepayments of up to $15.0 million each for deliveries of gold concentrate from the Kensington mine, and Coeur exercised the option to receive the first $ 15.0 million prepayment in June 2021 (the “June 2021 Prepayment”), of which $ 7.5 million in gold ounces were delivered in the third quarter of 2021. The Amended Sales Contract represents a contract liability under ASC 606, which requires the Company to recognize ratably a portion of the deposit as revenue for each gold ounce delivered to the customer. The remaining contract liability is included in Accrued liabilities and other on the Consolidated Balance Sheet. See Note 17 -- Commitments and Contingencies for additional detail.
The following table presents a rollforward of the Amended Sales Contract liability balance:
Three Months Ended September 30, Nine Months Ended September 30,
In thousands 2021 2020 2021 2020
Opening Balance $ 15,004 $ 15,006 $ 15,003 $ 15,010
Additions 95 108 — 15,096 15,114
Revenue Recognized ( 7,500 ) ( 5,200 ) ( 22,500 ) ( 20,210 )
Closing Balance $ 7,599 $ 9,914 $ 7,599 $ 9,914
Recently Adopted Accounting Standards
In December 2019, the FASB issued ASU 2019-12, “Income Taxes - Simplifying the Accounting for Income Taxes (Topic 740)” which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 will be effective for interim and annual periods beginning after December 15, 2020 (January 1, 2021 for the Company). Early adoption is permitted. The adoption of the new standard did not have a material impact on the Company’s consolidated net income, financial position or cash flows.
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Coeur Mining, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
NOTE 3 – SEGMENT REPORTING
The Company’s operating segments include the Palmarejo, Rochester, Kensington, Wharf and Silvertip mines. Except for the Silvertip mine, all operating segments are engaged in the discovery, mining, and production of gold and/or silver. The Silvertip mine, which temporarily suspended mining and processing activities in February 2020, is engaged in the discovery, mining, and production of silver, zinc and lead. Other includes the Sterling/Crown and La Preciosa projects, other mineral interests, strategic equity investments, corporate office, elimination of intersegment transactions, and other items necessary to reconcile to consolidated amounts.
In June 2021, Silvertip repurchased from Silvertip Resources Investment Cayman Ltd. a net smelter returns royalty of 1.429% on the first 1,434,000 metric tonnes of mineralized material mined, and 1.00% thereafter for consideration of $7.0 million .
The 2019 novel strain of coronavirus causing a contagious respiratory disease known as COVID-19, which was declared a pandemic by the World Health Organization on March 11, 2020, poses a material risk to Coeur’s business and operations and the Company expects costs associated with its COVID-19 mitigation and response efforts at each of its operations to continue.
Incremental costs associated with the Company’s COVID-19 health and safety protocols are recorded in Pre-development, reclamation, and other expenses in our Consolidated Statement of Comprehensive Income (Loss) and are included in Other operating expenses in the table below. Because of the highly uncertain and dynamic nature of events relating to the COVID-19 pandemic, it is not currently possible to estimate the impact of the pandemic on the Company’s operating segments. However, these effects could have a material impact on our operations, and Coeur will continue to monitor the COVID-19 situation closely.
Financial information relating to the Company’s segments is as follows (in thousands):
Three Months Ended September 30, 2021 Palmarejo Rochester Kensington Wharf Silvertip Other Total
Revenue
Gold sales $ 33,237 $ 9,923 $ 51,881 $ 52,689 $ — $ — $ 147,730
Silver sales 41,410 18,402 — 427 — — 60,239
Metal sales 74,647 28,325 51,881 53,116 — — 207,969
Costs and Expenses
Costs applicable to sales (1)
39,016 31,669 34,576 29,079 — — 134,340
Amortization 8,747 4,671 12,786 3,158 1,258 342 30,962
Exploration 2,777 2,394 2,681 — 4,592 2,947 15,391
Other operating expenses 855 1,433 515 539 6,090 9,817 19,249
Other income (expense)
Fair value adjustments, net — — — — — ( 26,440 ) ( 26,440 )
Interest expense, net ( 135 ) ( 149 ) ( 194 ) ( 39 ) 396 ( 3,116 ) ( 3,237 )
Other, net (3)
( 26,868 ) ( 99 ) ( 62 ) 460 ( 124 ) ( 25 ) ( 26,718 )
Income and mining tax (expense) benefit ( 10,702 ) 1,108 ( 65 ) ( 2,014 ) — 5,273 ( 6,400 )
Net Income (loss) $ ( 14,453 ) $ ( 10,982 ) $ 1,002 $ 18,747 $ ( 11,668 ) $ ( 37,414 ) $ ( 54,768 )
Segment assets (2)
$ 285,277 $ 496,940 $ 149,774 $ 73,019 $ 209,498 $ 112,836 $ 1,327,344
Capital expenditures $ 8,506 $ 40,056 $ 6,272 $ 1,045 $ 15,099 $ 288 $ 71,266
(1) Excludes amortization
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
(3) See Note 14 -- Additional Comprehensive Income (Loss) Detail for additional detail
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Coeur Mining, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Three months ended September 30, 2020 Palmarejo Rochester Kensington Wharf Silvertip Other Total
Revenue
Gold sales $ 39,416 $ 12,860 $ 52,357 $ 62,499 $ — $ — $ 167,132
Silver sales 42,339 19,250 — 1,007 — — 62,596
Zinc sales — — — — — — —
Lead sales — — — — — — —
Metal sales 81,755 32,110 52,357 63,506 — — 229,728
Costs and Expenses
Costs applicable to sales (1)
34,251 19,104 31,530 27,887 — — 112,772
Amortization 11,912 3,278 11,523 4,000 1,185 318 32,216
Exploration 1,978 465 3,397 534 3,920 2,524 12,818
Other operating expenses 2,378 1,376 3,448 127 5,916 9,543 22,788
Other income (expense)
Fair value adjustments, net — — — — — 2,243 2,243
Interest expense, net ( 201 ) ( 283 ) ( 296 ) ( 48 ) ( 124 ) ( 4,144 ) ( 5,096 )
Other, net (3)
( 1,168 ) ( 2,502 ) ( 34 ) 7 451 ( 3,066 ) ( 6,312 )
Income and mining tax (expense) benefit ( 6,841 ) ( 143 ) ( 380 ) ( 2,630 ) 21 ( 3,140 ) ( 13,113 )
Income (loss) from continuing operations $ 23,026 $ 4,959 $ 1,749 $ 28,287 $ ( 10,673 ) $ ( 20,492 ) $ 26,856
Segment assets (2)
$ 302,599 $ 325,165 $ 177,700 $ 76,247 $ 155,932 $ 170,208 $ 1,207,851
Capital expenditures $ 4,998 $ 9,773 $ 5,333 $ 545 $ 2,065 $ 282 $ 22,996
(1) Excludes amortization
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
(3) See Note 14 -- Additional Comprehensive Income (Loss) Detail for additional detail
Nine Months Ended September 30, 2021 Palmarejo Rochester Kensington Wharf Silvertip Other Total
Revenue
Gold sales $ 112,036 $ 36,389 $ 155,154 $ 128,631 $ — $ — $ 432,210
Silver sales 127,990 62,778 — 1,966 — — 192,734
Metal sales 240,026 99,167 155,154 130,597 — — 624,944
Costs and Expenses
Costs applicable to sales (1)
114,922 93,733 95,173 71,254 — — 375,082
Amortization 26,077 14,754 38,941 8,627 3,529 944 92,872
Exploration 6,304 3,802 5,095 143 11,119 11,040 37,503
Other operating expenses 3,578 4,325 5,783 1,249 18,609 34,176 67,720
Other income (expense)
Loss on debt extinguishment — — — — — ( 9,173 ) ( 9,173 )
Fair value adjustments, net — — — — — 7,000 7,000
Interest expense, net ( 471 ) ( 851 ) ( 568 ) ( 122 ) 622 ( 11,850 ) ( 13,240 )
Other, net (3)
( 27,904 ) ( 252 ) ( 104 ) 1,112 ( 463 ) 5,221 ( 22,390 )
Income and mining tax (expense) benefit ( 29,601 ) 937 ( 1,106 ) ( 4,437 ) — ( 319 ) ( 34,526 )
Net Income (loss) $ 31,169 $ ( 17,613 ) $ 8,384 $ 45,877 $ ( 33,098 ) $ ( 55,281 ) $ ( 20,562 )
Segment assets (2)
$ 285,277 $ 496,940 $ 149,774 $ 73,019 $ 209,498 $ 112,836 $ 1,327,344
Capital expenditures $ 28,284 $ 112,505 $ 19,519 $ 3,928 $ 44,011 $ 666 $ 208,913
(1) Excludes amortization
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
(3) See Note 14 -- Additional Comprehensive Income (Loss) Detail for additional detail
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Coeur Mining, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Nine months ended September 30, 2020 Palmarejo Rochester Kensington Wharf Silvertip Other Total
Revenue
Gold sales $ 104,732 $ 30,508 $ 159,200 $ 128,199 $ — $ — $ 422,639
Silver sales 89,332 41,650 — 1,640 1,230 — 133,852
Zinc sales — — — — ( 662 ) — ( 662 )
Lead sales — — — — 1,315 — 1,315
Metal sales 194,064 72,158 159,200 129,839 1,883 — 557,144
Costs and Expenses
Costs applicable to sales (1)
89,050 54,396 92,419 68,182 17,657 — 321,704
Amortization 32,357 9,194 36,298 9,625 7,761 1,019 96,254
Exploration 4,373 2,529 7,746 639 7,073 8,699 31,059
Other operating expenses 6,279 3,835 7,298 451 17,770 29,921 65,554
Other income (expense)
Fair value adjustments, net — — — — — 3,491 3,491
Interest expense, net ( 667 ) ( 851 ) ( 819 ) ( 149 ) ( 603 ) ( 12,900 ) ( 15,989 )
Other, net (3)
( 2,866 ) ( 2,580 ) 1 ( 12 ) 2,005 ( 858 ) ( 4,310 )
Income and mining tax (expense) benefit ( 7,938 ) ( 186 ) ( 854 ) ( 4,806 ) ( 234 ) 2,000 ( 12,018 )
Income (loss) from continuing operations $ 50,534 $ ( 1,413 ) $ 13,767 $ 45,975 $ ( 47,210 ) $ ( 47,906 ) $ 13,747
Segment assets (2)
$ 302,599 $ 325,165 $ 177,700 $ 76,247 $ 155,932 $ 170,208 $ 1,207,851
Capital expenditures $ 16,611 $ 20,634 $ 14,050 $ 1,219 $ 8,630 $ 742 $ 61,886
(1) Excludes amortization
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
(3) See Note 14 -- Additional Comprehensive Income (Loss) Detail for additional detail
Assets September 30, 2021 December 31, 2020
Total assets for reportable segments $ 1,327,344 $ 1,232,153
Cash and cash equivalents 85,020 92,794
Other assets 261,669 79,030
Total consolidated assets $ 1,674,033 $ 1,403,977
Geographic Information
Long-Lived Assets September 30, 2021 December 31, 2020
United States $ 633,241 $ 503,818
Mexico 245,482 293,436
Canada 202,253 149,018
Other 127 657
Total $ 1,081,103 $ 946,929
Revenue Three months ended September 30, Nine months ended September 30,
2021 2020 2021 2020
United States $ 133,322 $ 147,973 $ 384,918 $ 361,197
Mexico 74,647 81,755 240,026 194,064
Canada — — — 1,883
Total 207,969 $ 229,728 $ 624,944 $ 557,144
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Coeur Mining, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
NOTE 4 – RECEIVABLES
Receivables consist of the following:
In thousands September 30, 2021 December 31, 2020
Current receivables:
Trade receivables $ 4,425 $ 3,293
VAT receivable 17,365 17,080
Income tax receivable 216 530
Other 950 2,581
$ 22,956 $ 23,484
Non-current receivables:
VAT receivable (1)
$ — $ 26,447
Total receivables $ 22,956 $ 49,931
(1) Represents VAT that was paid to the Mexican government associated with Coeur Mexicana’s prior royalty agreement with a subsidiary of Franco-Nevada Corporation. While the Company continues to pursue recovery from the Mexican government (including through ongoing litigation and potential international arbitration), the Company wrote down the carrying value of the receivable at September 30, 2021. See Note 17 -- Commitments and Contingencies for additional detail.
NOTE 5 – INVENTORY AND ORE ON LEACH PADS
Inventory consists of the following:
In thousands September 30, 2021 December 31, 2020
Inventory:
Concentrate $ 2,740 $ 2,909
Precious metals 11,762 14,788
Supplies 37,832 33,513
$ 52,334 $ 51,210
Ore on Leach Pads:
Current $ 74,803 $ 74,866
Non-current 78,302 81,963
$ 153,105 $ 156,829
Long-term Stockpile (included in Other )
$ 16,636 $ 5,664
Total Inventory and Ore on Leach Pads $ 222,075 $ 213,703
Coeur reports the carrying value of metal and leach pad inventory at the lower of cost or net realizable value, with cost being determined using a weighted average cost method. At the end of the third quarter of 2021, the cost of metal and leach pad inventory at Rochester exceeded its net realizable value which resulted in a non-cash write down of $ 6.0 million (approximately $ 5.3 million was recognized in Costs Applicable to Sales and $ 0.7 million in Amortization).
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Coeur Mining, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
NOTE 6 – INVESTMENTS
Equity Securities
The Company makes strategic investments in equity securities of silver and gold exploration, development and royalty and streaming companies.
At September 30, 2021
In thousands Cost Gross
Unrealized
Losses Gross
Unrealized
Gains Estimated
Fair Value
Equity Securities
Victoria Gold Corp. $ 128,710 $ — $ 2,522 131,232
Integra Resources Corp. 9,455 ( 949 ) — 8,506
Other 2 — — 2
Equity securities $ 138,167 $ ( 949 ) $ 2,522 $ 139,740
At December 31, 2020
In thousands Cost Gross
Unrealized
Losses Gross
Unrealized
Gains Estimated
Fair Value
Equity Securities
Metalla Royalty & Streaming Ltd. $ 166 $ — $ 875 $ 1,041
Integra Resources Corp. 7,500 — 4,401 11,901
Other 2 ( 1 ) — 1
Equity securities $ 7,668 $ ( 1 ) $ 5,276 $ 12,943
Changes in the fair value of the Company’s investment in equity securities are recognized each period in the Condensed Consolidated Statement of Comprehensive Income (Loss) in Fair value adjustments, net . See Note 12 -- Fair Value Measurements for additional details.
On January 4, 2021, the Company completed the sale of 83,556 shares of common stock of Metalla Royalty & Streaming Ltd. (“Metalla”) (“Metalla Common Shares”) at an average price (net of commission) of $11.19 per Metalla Common Share for net proceeds of $ 0.9 million, resulting in a realized gain of $ 0.8 million.
On May 10, 2021, the Company entered into a Share Exchange Agreement (the “Exchange Agreement”) with Orion Co-VI Ltd. (“Orion”). Pursuant to the Exchange Agreement, Orion sold 11,067,714 common shares of Victoria Gold Corp., a British Columbia company (“Victoria”) (representing approximately 17.8 % of Victoria’s outstanding common shares) to the Company. As consideration for the purchase of Victoria shares, Coeur issued 12,785,485 shares of its common stock (approximately 4.9 % of issued and outstanding shares) to Orion.
The Exchange Agreement provides that Orion may be entitled to additional Coeur shares in the event Coeur acquires Victoria in the future for a higher per share consideration, subject to the terms and conditions of the Exchange Agreement. The Company determined that the potential for additional share consideration pursuant to the terms of the Exchange Agreement represents an embedded derivative that requires bifurcation. The obligation to deliver additional Coeur shares pursuant to the Exchange Agreement expires on October 31, 2021. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the embedded derivative as of the inception date of the Exchange Agreement and adjust the fair value as of each subsequent balance sheet date. See Note 12 -- Fair Value Measurements and Note 13 -- Derivative Financial Instruments for additional details.
NOTE 7 – LEASES
Right of Use Assets and Liabilities
The following table summarizes quantitative information pertaining to the Company’s finance and operating leases.
14
Coeur Mining, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Three months ended September 30, Nine months ended September 30,
In thousands 2021 2020 2021 2020
Lease Cost
Operating lease cost $ 3,180 $ 3,067 $ 9,437 $ 8,969
Short-term operating lease cost $ 2,441 $ 2,465 $ 7,614 $ 6,293
Finance Lease Cost:
Amortization of leased assets $ 5,141 $ 4,109 $ 16,068 $ 16,506
Interest on lease liabilities 1,833 927 3,441 2,852
Total finance lease cost $ 6,974 $ 5,036 $ 19,509 $ 19,358
Supplemental cash flow information related to leases was as follows:
Three months ended September 30, Nine months ended September 30,
In thousands 2021 2020 2021 2020
Other Information
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases $ 5,621 $ 5,850 $ 17,256 $ 16,201
Operating cash flows from finance leases $ 1,833 $ 927 $ 3,441 $ 2,852
Financing cash flows from finance leases $ 7,944 $ 8,557 $ 22,970 $ 20,171
Supplemental balance sheet information related to leases was as follows:
In thousands September 30, 2021 December 31, 2020
Operating Leases
Other assets, non-current $ 32,754 $ 40,511
Accrued liabilities and other $ 11,202 $ 12,410
Other long-term liabilities 20,631 27,433
Total operating lease liabilities $ 31,833 $ 39,843
Finance Leases
Property and equipment, gross $ 113,732 $ 104,433
Accumulated depreciation ( 58,153 ) ( 60,272 )
Property and equipment, net $ 55,579 $ 44,161
Debt, current $ 31,384 $ 22,074
Debt, non-current 23,004 25,837
Total finance lease liabilities $ 54,388 $ 47,911
Weighted Average Remaining Lease Term
Weighted-average remaining lease term - finance leases 1.66 1.36
Weighted-average remaining lease term - operating leases 3.40 4.00
Weighted Average Discount Rate
Weighted-average discount rate - finance leases 5.11 % 5.37 %
Weighted-average discount rate - operating leases 5.19 % 5.18 %
Minimum future lease payments under finance and operating leases with terms longer than one year are as follows:
15
Coeur Mining, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
As of September 30, 2021 (In thousands)
Operating leases Finance leases
2021 $ 3,107 $ 6,082
2022 10,994 23,920
2023 10,432 14,218
2024 8,887 6,842
2025 213 5,298
Thereafter 1,165 3,386
Total $ 34,798 $ 59,746
Less: imputed interest ( 2,965 ) ( 5,358 )
Net lease obligation $ 31,833 $ 54,388
NOTE 8 – DEBT
September 30, 2021 December 31, 2020
In thousands Current Non-Current Current Non-Current
2029 Senior Notes, net (1)
$ — $ 368,038 $ — $ —
2024 Senior Notes, net (2)
— — — 227,590
Revolving Credit Facility (3)
— 20,000 — —
Finance lease obligations 31,384 23,004 22,074 25,837
$ 31,384 $ 411,042 $ 22,074 $ 253,427
(1) Net of unamortized debt issuance costs of $ 7.0 million and $ 0.0 million at September 30, 2021 and December 31, 2020, respectively.
(2) Net of unamortized debt issuance costs of $ 0.0 million and $ 2.4 million at September 30, 2021 and December 31, 2020, respectively.
(3) Unamortized debt issuance costs of $ 2.5 million and $ 1.5 million at September 30, 2021 and December 31, 2020, respectively, included in Other Non-Current Assets .
2029 Senior Notes
In March 2021, the Company completed an offering of $ 375.0 million in aggregate principal amount of senior notes in a private placement conducted pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended, for net proceeds of approximately $ 367.5 million (the “2029 Senior Notes”). The 2029 Senior Notes are governed by an Indenture dated as of March 1, 2021 (the “Indenture”), among the Company, as issuer, certain of the Company's subsidiaries named therein, as guarantors thereto (the “Guarantors”), and The Bank of New York Mellon, as trustee (the “Trustee”). The 2029 Senior Notes bear interest at a rate of 5.125 % per year from the date of issuance. Interest on the 2029 Senior Notes is payable semi-annually in arrears on February 15 and August 15 of each year, commencing on August 15, 2021. The 2029 Senior Notes will mature on February 15, 2029 and are fully and unconditionally guaranteed by the Guarantors.
At any time prior to February 15, 2024, the Company may redeem all or part of the 2029 Senior Notes upon not less than 30 nor more than 60 days’ prior notice at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption. In addition, the Company may redeem some or all of the 2029 Senior Notes on or after February 15, 2024, at redemption prices set forth in the Indenture, together with accrued and unpaid interest. At any time prior to February 15, 2024, the Company may use the proceeds of certain equity offerings to redeem up to 35% of the aggregate principal amount of the 2029 Senior Notes, including any permitted additional 2029 Senior Notes, at a redemption price equal to 105.125 % of the principal amount.
The Indenture contains covenants that, among other things, limit the Company’s ability under certain circumstances to incur additional indebtedness, pay dividends or make other distributions or repurchase or redeem capital stock, prepay, redeem or repurchase certain debt, make loans and investments, create liens, sell, transfer or otherwise dispose of assets, enter into transactions with affiliates, enter into agreements restricting the Company's subsidiaries' ability to pay dividends and impose conditions on the Company’s ability to engage in mergers, consolidations and sales of all or substantially all of its assets. The Indenture also contains certain “Events of Default” (as defined in the Indenture) customary for indentures of this type. If an Event of Default has occurred and is continuing, the Trustee or the holders of not less than 25% in aggregate principal amount of the 2029 Senior Notes then outstanding may, and the Trustee at the request of the holders of not less than 25% in aggregate principal amount of the 2029 Senior Notes then outstanding shall, declare all unpaid principal of, premium, if any, and accrued interest on all the 2029 Senior Notes to be due and payable.
16
Coeur Mining, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
2024 Senior Notes
Concurrent with the offering of the 2029 Senior Notes, the Company commenced a cash tender offer (the “Tender Offer”) to purchase the outstanding $ 230.0 million in aggregate principal amount of its 5.875 % Senior Notes due 2024 (the “2024 Senior Notes”). The Tender Offer was made on the terms and subject to the conditions set forth in the Offer to Purchase dated February 22, 2021. The Tender Offer expired at 5:00 p.m., New York City time, on February 26, 2021 (the “Expiration Time”). Holders of the 2024 Senior Notes who tendered (and did not validly withdraw) their notes at or prior to the Expiration Time were entitled to receive in cash $ 1,029.38 per $1,000 principal amount of 2024 Senior Notes validly tendered (and not validly withdrawn) and accepted for purchase by the Company in the Tender Offer, plus accrued and unpaid interest on such 2024 Senior Notes. $ 102.8 million aggregate principal amount of the 2024 Senior Notes were validly tendered and purchased by the Company on March 1, 2021. In accordance with the terms of the indenture governing the 2024 Senior Notes, the remaining $ 127.2 million aggregate principal amount of the 2024 Senior Notes were redeemed on March 31, 2021 at the redemption price specified in the indenture governing the 2024 Senior Notes ($ 1,029.38 per $1,000 principal amount redeemed, plus accrued and unpaid interest). The Company recorded a loss of $ 9.2 million as a result of the extinguishment of the 2024 Senior Notes.
Revolving Credit Facility
On March 1, 2021, the Company entered into a fifth amendment (the “Amendment”) to its credit agreement, dated as of September 29, 2017 (as previously amended, the “Credit Agreement”), by and among the Company, as borrower, certain subsidiaries of the Company, as guarantors, Bank of America, N.A., as administrative agent and Bank of America, N.A., Royal Bank of Canada, Bank of Montreal, Chicago Branch, the Bank of Nova Scotia and ING Capital LLC, as lenders. The Amendment, among other things, (i) extended the maturity date of the senior secured revolving credit facility (“Revolving Credit Facility” or “RCF”) provided under the Credit Agreement to March 2025 and (ii) permits the Company to obtain one or more increases of the RCF, which is currently in the amount of $ 300.0 million, in an aggregate amount of up to $ 100.0 million in incremental loans and commitments, subject to certain conditions, including obtaining commitments from relevant lenders to provide such increase.
At September 30, 2021, the Company had $ 20.0 million drawn at an interest rate of 2.3 % and $ 35.0 million in outstanding letters of credit und er the RCF.
Finance Lease Obligations
From time-to-time, the Company acquires mining equipment and facilities under finance lease agreements. In the nine months ended September 30, 2021, the Company entered into new lease financing arrangements primarily for mining equipment at Rochester and Kensington . Coeur secured a finance lease package for nearly $60 million during the quarter, a portion of which has been funded as of September 30, 2021. The package is earmarked for planned equipment purchases for the project in 2021 and 2022, and has an interest rate of 5.20%. All finance lease obligations are recorded, upon lease inception, at the present value of future minimum lease payments. See Note 7 -- Leases for additional qualitative and quantitative disclosures related to finance leasing arrangements.
Interest Expense
Three Months Ended September 30, Nine Months Ended September 30,
In thousands 2021 2020 2021 2020
2024 Senior Notes $ — $ 3,378 $ 2,591 $ 10,134
2029 Senior Notes 4,805 — 11,211 —
Revolving Credit Facility 508 767 1,438 2,520
Finance lease obligations 1,833 927 3,441 2,852
Amortization of debt issuance costs 415 372 1,306 1,143
Other debt obligations 51 45 225 261
Capitalized interest ( 4,375 ) ( 393 ) ( 6,972 ) ( 921 )
Total interest expense, net of capitalized interest $ 3,237 $ 5,096 $ 13,240 $ 15,989
17
Coeur Mining, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
NOTE 9 – RECLAMATION
Reclamation and mine closure costs are based principally on legal and regulatory requirements. Management estimates costs associated with reclamation of mining properties. On an ongoing basis, management evaluates its estimates and assumptions, and future expenditures could differ from current estimates.
Changes to the Company’s asset retirement obligations for its operating sites are as follows:
Three Months Ended September 30, Nine Months Ended September 30,
In thousands 2021 2020 2021 2020
Asset retirement obligation - Beginning $ 141,205 $ 138,904 $ 137,120 $ 134,543
Accretion 2,984 2,924 8,769 8,591
Settlements ( 1,406 ) ( 930 ) ( 3,106 ) ( 2,236 )
Asset retirement obligation - Ending $ 142,783 $ 140,898 $ 142,783 $ 140,898
The Company accrued $ 2.0 million and $ 2.2 million at each of September 30, 2021 and December 31, 2020, respectively, for reclamation liabilities related to former mining activities, which are included in Reclamation.
NOTE 10 - INCOME AND MINING TAXES
The following table summarizes the components of Income and mining tax (expense) benefit for the three and nine months ended September 30, 2021 and 2020 by significant jurisdiction:
Three months ended September 30, Nine months ended September 30,
2021 2020 2021 2020
In thousands Income (loss) before tax Tax (expense) benefit Income (loss) before tax Tax (expense) benefit Income (loss) before tax Tax (expense) benefit Income (loss) before tax Tax (expense) benefit
United States $ ( 30,247 ) $ 4,078 $ 24,592 $ ( 6,003 ) $ ( 9,131 ) $ ( 4,775 ) $ 26,132 $ ( 5,913 )
Canada ( 13,879 ) — ( 12,895 ) — ( 39,643 ) — ( 54,544 ) 232
Mexico ( 4,138 ) ( 10,478 ) 28,320 ( 7,110 ) 59,603 ( 29,751 ) 54,483 ( 6,366 )
Other jurisdictions ( 104 ) — ( 48 ) — 3,135 — ( 306 ) 29
$ ( 48,368 ) $ ( 6,400 ) $ 39,969 $ ( 13,113 ) $ 13,964 $ ( 34,526 ) $ 25,765 $ ( 12,018 )
During the third quarter of 2021, the Company reported estimated income and mining tax expense of approximately $ 6.4 million, resulting in an effective tax rate of ( 13.2 )%. This compares to income tax expense of $ 13.1 million for an effective tax rate of 32.8% during the third quarter of 2020. The comparability of the Company’s income and mining tax (expense) benefit and effective tax rate for the reported periods was impacted by multiple factors, primarily: (i) variations in our income before income taxes; (ii) geographic distribution of that income; (iii) mining taxes; (iv) foreign exchange rates; (v) percentage depletion; (vi) the non-recognition of tax assets; and (vii) the impact of uncertain tax positions. Therefore, the effective tax rate will fluctuate, sometimes significantly, period to period.
A valuation allowance is provided for deferred tax assets for which it is more likely than not that the related tax benefits will not be realized. The Company analyzes its deferred tax assets and, if it is determined that the Company will not realize all or a portion of its deferred tax assets, it will record or increase a valuation allowance. Conversely, if it is determined that the Company ultimately will be more likely than not able to realize all or a portion of the related benefits for which a valuation allowance has been provided, all or a portion of the related valuation allowance will be reduced. There are a number of factors that impact the Company’s ability to realize its deferred tax assets. For additional information, please see the section titled “Risk Factors” in the 2020 10-K.
The Company or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions. The statute of limitations remains open from 2016 forward for the U.S. federal jurisdiction and from 2011 forward for certain other foreign jurisdictions. As a result of statutes of limitation that will begin to expire within the next twelve months in various jurisdictions and possible settlements of audit-related issues with taxing authorities in various jurisdictions with respect to which none of the issues are individually significant, the Company believes that it is reasonably possible that the total amount of its net unrecognized income tax benefits will decrease between $ 0.5 million and $ 1.5 million in the next twelve months.
At September 30, 2021 and December 31, 2020, the Company had $ 0.3 million and $ 0.7 million of total gross unrecognized tax benefits, respectively, that, if recognized, would positively impact the Company’s effective income tax rate. The Company’s continuing practice is to recognize potential interest and/or penalties related to unrecognized tax benefits as
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Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
part of its income tax expense. At September 30, 2021 and December 31, 2020, the amount of accrued income-tax-related interest and penalties was $ 0.4 million and $ 1.1 million, respectively.
NOTE 11 – STOCK-BASED COMPENSATION
The Company has stock incentive plans for executives, directors and eligible employees. Stock awards include performance shares, restricted stock and stock options. Stock-based compensation expense in the three and nine months ended September 30, 2021 was $ 2.7 million and $ 10.2 million, respectively, compared to $ 2.0 million and $ 6.3 million in the three and nine months ended September 30, 2020. At September 30, 2021, there was $ 11.9 million of unrecognized stock-based compensation cost which is expected to be recognized over a weighted-average remaining vesting period of 1.6 years.
The following table summarizes the grants awarded during the nine months ended September 30, 2021:
Grant date Restricted
stock Grant date fair
value of
restricted stock Performance
shares Grant date fair
value of
performance
shares
February 24, 2021 5,000 $ 10.40 — $ —
May 12, 2021 893,329 $ 9.40 593,577 $ 10.19
NOTE 12 – FAIR VALUE MEASUREMENTS
Three Months Ended September 30, Nine Months Ended September 30,
In thousands 2021 2020 2021 2020
Unrealized gain (loss) on equity securities $ ( 35,709 ) $ 2,276 $ ( 3,702 ) $ 12,307
Realized gain (loss) on equity securities — ( 33 ) 769 ( 8,816 )
Exchange agreement embedded derivative 9,269 — 9,933 —
Fair value adjustments, net $ ( 26,440 ) $ 2,243 $ 7,000 $ 3,491
Accounting standards establish a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1), secondary priority to quoted prices in inactive markets or observable inputs (Level 2), and the lowest priority to unobservable inputs (Level 3).
The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis (at least annually) by level within the fair value hierarchy. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement:
Fair Value at September 30, 2021
In thousands Total Level 1 Level 2 Level 3
Assets:
Equity securities $ 139,740 $ 139,740 $ — $ —
Gold zero cost collars
1,560 — 1,560 —
Foreign currency forward exchange contracts
3,344 — 3,344 —
Provisional metal sales contracts 51 — 51 —
$ 144,695 $ 139,740 $ 4,955 $ —
Liabilities:
Exchange agreement embedded derivative $ — $ — $ — $ —
Provisional metal sales contracts 255 — 255 —
$ 255 $ — $ 255 $ —
19
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
Fair Value at December 31, 2020
In thousands Total Level 1 Level 2 Level 3
Assets:
Equity and debt securities $ 12,943 $ 12,943 $ — $ —
Foreign currency forward exchange contracts 13,747 — 13,747 —
Provisional metal sales contracts 481 — 481 —
$ 27,171 $ 12,943 $ 14,228 $ —
Liabilities:
Gold zero cost collars
$ 24,883 $ — $ 24,883 $ —
Provisional metal sales contracts 67 — 67 —
$ 24,950 $ — $ 24,950 $ —
The Company’s investments in equity securities are recorded at fair market value in the financial statements based primarily on quoted market prices. Such instruments are classified within Level 1 of the fair value hierarchy.
The Company’s foreign currency forward exchange contracts are valued using pricing models with inputs derived from observable market data, including forward market prices and other unobservable inputs. The Company’s gold zero cost collars are valued using pricing models with inputs derived from observable market data, including forward market prices, yield curves, credit spreads. The Company’s provisional metal sales contracts include concentrate and certain doré sales contracts that are valued using pricing models with inputs derived from observable market data, including forward market prices. The model inputs can generally be verified and do not involve significant management judgment. Such instruments are classified within Level 2 of the fair value hierarchy.
As described in Note 6 - Investments , the Exchange Agreement provides that Orion may be entitled to additional Coeur shares in the event Coeur acquires Victoria in the future for a higher per share consideration, subject to the terms and conditions of the Exchange Agreement. The Company determined that the potential for additional share consideration in the Exchange Agreement represents an embedded derivative that requires bifurcation. The obligation to deliver additional Coeur shares pursuant to the Exchange Agreement expires on October 31, 2021. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the embedded derivative as of the inception date of the Exchange Agreement and adjust the fair value as of each subsequent balance sheet date. The fair value of the outstanding embedded derivative was determined using a pricing model with inputs derived from observable market data, including stock prices, stock price volatility and risk-free rates and other unobservable inputs such as Monte Carlo simulations and probabilities of Coeur being contractually obligated to make a payment. As the model inputs are estimated based on observable and unobservable data, the Company classifies this embedded derivative in Level 3 of the fair value hierarchy, a change in these unobservable inputs may result in a significantly higher or lower fair value measurement. As of September 30, 2021, the fair value of the exchange agreement embedded derivative was $ 0 .
No assets or liabilities were transferred between fair value levels in the nine months ended September 30, 2021.
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Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
The following tables present the changes in the fair value of the Company's Level 3 financial assets and liabilities in the three and nine months ended September 30, 2021.
Three Months Ended September 30, 2021
In thousands Balance at the beginning of the period Initial valuation Revaluation Settlements Balance at the
end of the
period
Liabilities:
Exchange agreement embedded derivative $ 9,269 $ — $ ( 9,269 ) $ — $ —
Nine Months Ended September 30, 2021
In thousands Balance at the beginning of the period Initial valuation Revaluation Settlements Balance at the
end of the
period
Liabilities:
Exchange agreement embedded derivative $ — $ 9,933 $ ( 9,933 ) $ — $ —
The fair value of financial assets and liabilities carried at book value in the financial statements at September 30, 2021 and December 31, 2020 is presented in the following table:
September 30, 2021
In thousands Book Value Fair Value Level 1 Level 2 Level 3
Liabilities:
2029 Senior Notes (1)
$ 368,038 $ 354,873 $ — $ 354,873 $ —
Revolving Credit Facility (2)
$ 20,000 $ 20,000 $ — $ 20,000 $ —
(1) Net of unamortized debt issuance costs of $ 7.0 million
(2) Unamortized debt issuance costs of $ 2.5 million included in Other Non-Current Assets .
December 31, 2020
In thousands Book Value Fair Value Level 1 Level 2 Level 3
Liabilities:
2024 Senior Notes (1)
$ 227,590 $ 229,874 $ — $ 229,874 $ —
Revolving Credit Facility (2)
$ — $ — $ — $ — $ —
(1) Net of unamortized debt issuance costs of $ 2.4 million.
(2) Unamortized debt issuance costs of $ 1.5 million included in Other Non-Current Assets .
The fair value of the 2024 Senior Notes was estimated using quoted market prices. The fair value of the RCF approximates book value as the liability is secured, has a variable interest rate, and lacks significant credit concerns.
NOTE 13 – DERIVATIVE FINANCIAL INSTRUMENTS & HEDGING ACTIVITIES
The Company is exposed to various market risks, including the effect of changes in metal prices, foreign currency exchange rates and interest rates, and uses derivatives to manage financial exposures that occur in the normal course of business. The Company does not hold or issue derivatives for trading or speculative purposes.
The Company may elect to designate certain derivatives as hedging instruments under U.S. GAAP. The Company formally documents all relationships between designated hedging instruments and hedged items as well as its risk management objectives and strategies for undertaking hedge transactions. This process includes linking all derivatives designated as hedges to either recognized assets or liabilities or forecasted transactions and assessing, both at inception and on an ongoing basis, the effectiveness of the hedging relationships.
21
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
Derivatives Not Designated as Hedging Instruments
Provisional Metal Sales
The Company enters into sales contracts with third-party smelters, refiners and off-take customers which, in some cases, provide for a provisional payment based upon preliminary assays and quoted metal prices. The provisionally priced sales contracts contain an embedded derivative that is required to be separated from the host contract for accounting purposes. The host contract is the receivable recorded at the forward price at the time of sale. The embedded derivatives do not qualify for hedge accounting and are marked to market through earnings each period until final settlement.
Exchange Agreement Embedded Derivative
The Exchange Agreement provides that Orion may be entitled to additional Coeur shares in the event Coeur acquires Victoria in the future for a higher per share consideration, subject to the terms and conditions of the Exchange Agreement. The Company determined that the potential for additional share consideration in the Exchange Agreement represents an embedded derivative that requires bifurcation. The obligation to deliver additional Coeur shares pursuant to the Exchange Agreement expires on October 31, 2021. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the embedded derivative as of the inception date of the Exchange Agreement and adjust the fair value as of each subsequent balance sheet date. As of September 30, 2021, the fair value of the exchange agreement embedded derivative was $0.
At September 30, 2021, the Company had the following derivative instruments that settle as follows:
In thousands except average prices and notional ounces 2021 2022 and Thereafter
Provisional gold sales contracts $ 28,520 $ —
Average gold price per ounce $ 1,786 $ —
Notional ounces 15,966 —
The following summarizes the classification of the fair value of the derivative instruments:
September 30, 2021
In thousands Prepaid expenses and other Accrued liabilities and other
Provisional metal sales contracts $ 51 $ 255
December 31, 2020
In thousands Prepaid expenses and other Accrued liabilities and other
Provisional metal sales contracts $ 481 $ 67
The following represent mark-to-market gains (losses) on derivative instruments in the three and nine months ended September 30, 2021 and 2020, respectively (in thousands):
Three Months Ended September 30, Nine Months Ended September 30,
Financial statement line Derivative 2021 2020 2021 2020
Revenue Provisional metal sales contracts $ 79 $ ( 962 ) $ ( 618 ) $ 250
Fair value adjustments, net Exchange agreement embedded derivative 9,269 — 9,933 —
$ 9,348 $ ( 962 ) $ 9,315 $ 250
Derivatives Designated as Cash Flow Hedging Strategies
To protect the Company’s exposure to fluctuations in metal prices the Company entered into Asian (or average value) put and call option contracts in net-zero-cost collar arrangements. The contracts are net cash settled monthly and, if the price of gold at the time of expiration is between the put and call prices, would expire at no cost to the Company. If the price of gold at the time of expiration is lower than the put prices or higher than the call prices, it would result in a realized gain or loss, respectively. The Company has elected to designate these instruments as cash flow hedges of forecasted transactions at their inception.
To protect the Company’s exposure to fluctuations in foreign currency exchange rates for subsidiaries whose functional currency is U.S dollar and are exposed to forecasted transaction denominated in the Mexican Peso and the Canadian Dollar, in March 2020, the Company entered into foreign currency forward exchange contracts to manage this risk and designated these instruments as cash flow hedges of forecasted foreign denominated transactions. The Company has elected to designate these instruments as cash flow hedges of forecasted transactions at their inception.
22
Coeur Mining, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
At September 30, 2021, the Company had the following derivative cash flow hedge instruments that settle as follows:
In thousands except average prices and notional ounces 2021 2022 and Thereafter
Gold put options
Average gold strike price per ounce $ 1,600 $ 1,630
Notional ounces 39,675 132,000
Gold call options
Average gold strike price per ounce $ 1,882 $ 2,038
Notional ounces 39,675 132,000
Foreign currency forward exchange contracts - Mexican Peso
Average Mexican Peso exchange rate $ 25.43 $ —
Notional US dollar $ 15,000 $ —
The effective portions of cash flow hedges are recorded in accumulated other comprehensive income (loss) (“AOCI”) until the hedged item is recognized in earnings. Deferred gains and losses associated with cash flow hedges of metal sales revenue are recognized as a component of Revenue in the same period as the related sale is recognized. Deferred gains and losses associated with cash flow hedges of foreign currency transactions are recognized as a component of Costs Applicable to Sales or Pre-development, Reclamation and Other in the same period the related expenses are incurred.
At inception, the Company performed an assessment of the forecasted transactions and the hedging instruments and determined that the hedging relationships are considered perfectly effective. Future assessments are performed to verify that critical terms of the hedging instruments and the forecasted transactions continue to match, and the forecasted transactions remain probable, as well as an assessment of any adverse developments regarding the risk of the counterparties defaulting on their commitments. There have been no such changes in critical terms or adverse developments.
As of September 30, 2021, the Company had $ 4.9 million of net after-tax gain in AOCI related to losses from cash flow hedge transactions, of which $ 4.6 million of net after-tax gains is expected to be recognized in its Consolidated Statement of Comprehensive Income (Loss) during the next 12 months. Actual amounts ultimately reclassified to net income are dependent on the price of gold for metal contracts and the Canadian and Mexican exchange rates for foreign currency contracts.
The following summarizes the classification of the fair value of the derivative instruments designated as cash flow hedges:
September 30, 2021
In thousands Prepaid expenses and other Accrued liabilities and other
Gold zero cost collars $ 1,560 $ —
Foreign currency forward exchange contracts 3,344 —
$ 4,904 $ —
December 31, 2020
In thousands Prepaid expenses and other Accrued liabilities and other
Gold zero cost collars $ — $ 24,883
Foreign currency forward exchange contracts 13,747 —
$ 13,747 $ 24,883
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Notes to Condensed Consolidated Financial Statements
The following table sets forth the pre-tax gains (losses) on derivatives designated as cash flow hedges that have been included in AOCI and the Consolidated Statement of Comprehensive Income (Loss) for the three and nine months ended September 30, 2021 and 2020, respectively (in thousands).
Three Months Ended September 30, Nine Months Ended September 30,
2021 2020 2021 2020
Amount of Gain (Loss) Recognized in AOCI
Gold zero cost collars $ 1,614 $ ( 24,003 ) $ 25,590 $ ( 38,353 )
Foreign currency forward exchange contracts ( 265 ) 2,755 133 10,214
$ 1,349 $ ( 21,248 ) $ 25,723 $ ( 28,139 )
Amount of (Gain) Loss Reclassified From AOCI to Earnings
Gold zero cost collars $ 23 $ 4,563 $ 853 $ 4,563
Foreign currency forward exchange contracts ( 3,925 ) ( 1,921 ) ( 10,536 ) ( 2,600 )
$ ( 3,902 ) $ 2,642 $ ( 9,683 ) $ 1,963
Credit Risk
The credit risk exposure related to any derivative instrument is limited to the unrealized gains, if any, on outstanding contracts based on current market prices. To reduce counter-party credit exposure, the Company enters into contracts with institutions management deems credit-worthy and limits credit exposure to each institution. The Company does not anticipate non-performance by any of its counterparties.
NOTE 14 – ADDITIONAL COMPREHENSIVE INCOME (LOSS) DETAIL
Pre-development, reclamation, and other consists of the following:
Three Months Ended September 30, Nine Months Ended September 30,
In thousands 2021 2020 2021 2020
COVID-19 $ 617 $ 4,037 $ 5,937 $ 10,418
Silvertip ongoing carrying costs 5,589 3,913 18,957 11,704
Silvertip temporary suspension costs — 2,768 — 10,107
Gain on modification of right of use lease — — — ( 4,051 )
Asset retirement accretion 3,027 2,968 8,898 8,724
Other 1,273 1,345 3,164 3,359
Pre-development, reclamation and other $ 10,506 $ 15,031 $ 36,956 $ 40,261
Other, net consists of the following:
Three Months Ended September 30, Nine Months Ended September 30,
In thousands 2021 2020 2021 2020
Foreign exchange gain (loss) $ ( 1,028 ) $ ( 599 ) $ ( 2,299 ) $ ( 665 )
Gain (loss) on sale of assets ( 92 ) ( 2,476 ) 4,582 ( 2,458 )
VAT write-down ( 25,982 ) — ( 25,982 ) —
Gold zero cost collars novation fee — ( 3,819 ) — ( 3,819 )
Gain (loss) on sale of Manquiri NSR consideration — — — 365
Gain (loss) on Silvertip contingent consideration — — — 955
Other 384 582 1,309 1,312
Other, net $ ( 26,718 ) $ ( 6,312 ) $ ( 22,390 ) $ ( 4,310 )
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Notes to Condensed Consolidated Financial Statements
NOTE 15 – NET INCOME (LOSS) PER SHARE
Basic net income (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of the Company’s common stock outstanding during the period. Diluted net income (loss) per share reflects the potential dilution that would occur if securities or other contracts to issue common stock were exercised or converted into common stock.
For the three and nine months ended September 30, 2021, there were 1,513,288 and 1,489,158 common stock equivalents, respectively, related to equity-based awards were not included in the diluted earnings per share calculation as the shares would be antidilutive. Similarly, 182,803 and 1,722,014 common stock equivalents were excluded in the diluted earnings per share calculation for the three and nine months ended September 30, 2020, respectively.
Three months ended September 30, Nine months ended September 30,
In thousands except per share amounts 2021 2020 2021 2020
Net income (loss) available to common stockholders $ ( 54,768 ) $ 26,856 $ ( 20,562 ) $ 13,747
Weighted average shares:
Basic 254,744 240,983 247,675 240,729
Effect of stock-based compensation plans — 2,866 — 1,277
Diluted 254,744 243,849 247,675 242,006
Income (loss) per share:
Basic $ ( 0.21 ) $ 0.11 $ ( 0.08 ) $ 0.06
Diluted (1)
$ ( 0.21 ) $ 0.11 $ ( 0.08 ) $ 0.06
On April 23, 2020, the Company entered into an ATM Equity Offering Sales Agreement (the “Sales Agreement”) with BofA Securities, Inc. and RBC Capital Markets, LLC as sales agents (the “Sales Agents”) and filed a prospectus supplement for the sale of its common stock, par value $0.01 per share, by way of an “at the market” offering having an aggregate offering price of up to $ 100,000,000 (the “ATM Program”). Sales under the ATM Program, if any, will be made pursuant to the terms of the Sales Agreement. At September 30, 2021, the Company had not elected to sell any shares of its common stock under the ATM Program.
NOTE 16 - SUPPLEMENTAL GUARANTOR INFORMATION
The following summarized financial information is presented to satisfy disclosure requirements of Rule 13-01 of Regulation S-X resulting from the guarantees by Coeur Alaska, Inc., Coeur Explorations, Inc., Coeur Rochester, Inc., Coeur South America Corp., Wharf Resources (U.S.A.), Inc. and its subsidiaries, Coeur Capital, Inc., Coeur Sterling, Inc., Sterling Intermediate Holdco, Inc., and Coeur Sterling Holdings LLC (collectively, the “Subsidiary Guarantors”) of the 2029 Senior Notes. The following schedules present summarized financial information of (a) Coeur, the parent company and (b) the Subsidiary Guarantors (collectively the “Obligor Group”). The summarized financial information of the Obligor Group is presented on a combined basis with intercompany balances and transactions between entities in the Obligor Group eliminated. The Obligor Group’s amounts due from, amounts due to and transactions with certain wholly-owned domestic and foreign subsidiaries of the Company have been presented in separate line items, if they are material. Each of the Subsidiary Guarantors is 100% owned by Coeur and the guarantees are full and unconditional and joint and several obligations. There are no restrictions on the ability of Coeur to obtain funds from the Subsidiary Guarantors by dividend or loan.
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SUMMARIZED BALANCE SHEET
SEPTEMBER 30, 2021
In thousands Coeur Mining, Inc. Guarantor Subsidiaries
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 5,176 $ 29,719
Receivables ( 58 ) 5,259
Ore on leach pads — 74,803
Inventory — 27,573
Prepaid expenses and other 11,621 1,009
16,739 138,363
NON-CURRENT ASSETS
Property, plant and equipment, net 1,625 178,584
Mining properties, net — 453,619
Ore on leach pads — 78,302
Restricted assets 1,487 206
Equity and debt securities 139,740 —
Net investment in subsidiaries 606,776 60,813
Other 177,117 54,024
TOTAL ASSETS $ 943,484 $ 963,911
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable $ 2,757 $ 72,616
Other accrued liabilities 9,680 40,561
Debt — 24,107
Reclamation — 1,584
12,437 138,868
NON-CURRENT LIABILITIES
Debt 388,038 47,035
Reclamation — 96,364
Deferred tax liabilities 293 7,522
Other long-term liabilities 3,344 22,740
Intercompany payable (receivable) ( 274,366 ) 251,002
117,309 424,663
STOCKHOLDERS’ EQUITY
Common stock 2,569 19,356
Additional paid-in capital 3,734,948 340,700
Accumulated deficit ( 2,928,683 ) 40,324
Accumulated other comprehensive income (loss) 4,904 —
813,738 400,380
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 943,484 $ 963,911
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Notes to Condensed Consolidated Financial Statements
SUMMARIZED BALANCE SHEET
DECEMBER 31, 2020
In thousands Coeur Mining, Inc. Guarantor Subsidiaries
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 12,727 $ 28,515
Receivables 381 3,631
Ore on leach pads — 74,866
Inventory — 27,223
Prepaid expenses and other 20,872 1,375
33,980 135,610
NON-CURRENT ASSETS
Property, plant and equipment, net 1,946 148,640
Mining properties, net — 353,818
Ore on leach pads — 81,963
Restricted assets 1,482 206
Equity and debt securities 12,943 —
Net investment in subsidiaries 514,705 72,785
Other 198,587 51,528
TOTAL ASSETS $ 763,643 $ 844,550
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable $ 1,978 $ 52,177
Other accrued liabilities 36,183 46,023
Debt — 14,506
Reclamation — 1,584
38,161 114,290
NON-CURRENT LIABILITIES
Debt 227,592 33,321
Reclamation — 93,349
Deferred tax liabilities 100 8,457
Other long-term liabilities 3,629 29,916
Intercompany payable (receivable) ( 199,318 ) 176,914
32,003 341,957
STOCKHOLDERS’ EQUITY
Common stock 2,438 20,401
Additional paid-in capital 3,610,297 340,700
Accumulated deficit ( 2,908,120 ) 27,202
Accumulated other comprehensive income (loss) ( 11,136 ) —
693,479 388,303
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 763,643 $ 844,550
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Notes to Condensed Consolidated Financial Statements
SUMMARIZED STATEMENTS OF INCOME
NINE MONTHS ENDED SEPTEMBER 30, 2021
In thousands Coeur Mining, Inc. Guarantor Subsidiaries
Revenue $ — $ 384,918
Gross profit (loss) $ ( 507 ) $ 62,007
Income (loss) from continuing operations $ ( 20,560 ) $ 12,074
Net income (loss) $ ( 20,560 ) $ 12,074
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NOTE 17 – COMMITMENTS AND CONTINGENCIES
Mexico Litigation Matters
As of September 30, 2021, $26.0 million is due from the Mexican government associated with VAT that was paid under Coeur Mexicana, S.A. de C.V.’s (“Coeur Mexicana’s”) prior royalty agreement with a subsidiary of Franco-Nevada Corporation, which was terminated in 2016. Coeur Mexicana applied for and initially received VAT refunds associated with the royalty payments in the normal course; however, in 2011 the Mexican tax authorities began denying Coeur Mexicana’s VAT refunds based on the argument that VAT was not legally due on the royalty payments. Accordingly, Coeur Mexicana began to request refunds of the VAT as undue payments, which the Mexican tax authorities also denied. The Company has since been engaged in ongoing efforts to recover the VAT from the Mexican government (including through litigation and potential arbitration as well as refiling VAT refund requests). Despite a favorable ruling from Mexican tax courts in this matter in 2018, litigation has continued at the administrative, appeals court and supreme court levels, most of which has been determined unfavorably to Coeur (including as recently as the third quarter of 2021) based on interpretations of applicable law and prior court decisions which the Company and its counsel believe are contrary to legal precedent, conflicting and erroneous. While the Company believes that it remains legally entitled to be refunded the full amount of the VAT receivable and intends to rigorously continue its VAT recovery efforts, based on the continued failure to recover the VAT receivable and recent unfavorable Mexican court decisions, the Company determined to write down the carrying value of the VAT receivable at September 30, 2021. The write down of $ 26.0 million is presented in Other, net on the Condensed Consolidated Statement of Comprehensive Income (Loss). Coeur Mexicana may still elect to initiate an arbitration proceeding under Chapter 11 of the North American Free Trade Agreement, or NAFTA. Outcomes in NAFTA arbitration and the process for recovering funds even if there is a successful outcome in NAFTA arbitration can be lengthy and unpredictable.
In addition, ongoing litigation with the Mexican government associated with enforcement of water rights in Mexico, if unsuccessful, may impact Coeur Mexicana’s ability to access new sources of water to provide sufficient supply for its operations at Palmarejo and, if material, may have a material adverse impact on the Company’s operations and financial results.
Palmarejo Gold Stream
Coeur Mexicana sells 50 % of Palmarejo gold production (excluding production from certain properties acquired in 2015) to a subsidiary of Franco-Nevada Corporation (“Franco-Nevada”) under a gold stream agreement for the lesser of $ 800 or spot price per ounce. In 2016, Coeur Mexicana received a $ 22.0 million deposit toward future deliveries under the gold stream agreement. In accordance with generally accepted accounting principles, although Coeur Mexicana has satisfied its contractual obligation to repay the deposit to Franco-Nevada, the deposit is accounted for as deferred revenue and is recognized as revenue on a units-of-production basis as ounces are sold to Franco-Nevada. At September 30, 2021 the remaining unamortized balance was $ 8.5 million, which is included in Accrued liabilities and other and Other long-term liabilities on the Consolidated Balance Sheet.
Kensington Prepayment
In June 2019, Coeur entered into a transaction with an existing metal sales counterparty whereby it amended its existing sales and purchase contract for gold concentrate from its Kensington mine (the “Amended Sales Contract”). From time to time, the Amended Sales Contract has been further amended to allow for additional prepayments, the latest occurring in July 2021, with an effective date as of June 28, 2021, to include options for Coeur to receive up to two additional prepayments of up to $15.0 million. In December 2020, Coeur exercised an option to receive the $ 15.0 million December 2020 Prepayment. In the first half of 2021, the Kensington mine delivered $ 15.0 million in satisfaction of the December 2020 Prepayment. In June 2021, Coeur exercised an option to receive the $ 15.0 million June 2021 Prepayment, and delivered $ 7.5 million against that $ 15.0 million in the third quarter of 2021. The remaining deliveries of $ 7.6 million under the June 2021 Prepayment are recognized as a deferred revenue liability and are presented in Accrued liabilities and other on the Consolidated Balance Sheet. Under the relevant terms of the Amended Sales Contract, Coeur maintains its exposure to the price of gold and expects to recognize the remaining value of the accrued liability by December 31, 2021.
Other Commitments and Contingencies
As part of its ongoing business and operations, the Company and its affiliates are required to provide surety bonds, bank letters of credit, bank guarantees and, in some cases, cash as financial support for various purposes, including environmental remediation, reclamation, collateral for gold hedges and other general corporate purposes. As of September 30, 2021 and December 31, 2020, the Company had surety bonds totaling $ 314.5 million and $ 311.9 million, respectively, in place as financial support for future reclamation and closure costs. The obligations associated with these instruments are generally related to performance requirements that the Company addresses through its ongoing operations and from time-to-time, the Company may be required to post collateral, including cash or letters of credit which reduce availability under its revolving credit facility, to support these instruments. As the specific requirements are met, the beneficiary of the associated instrument
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Notes to Condensed Consolidated Financial Statements
cancels and/or returns the instrument to the issuing entity. Certain of these instruments are associated with operating sites with long-lived assets and will remain outstanding until closure. The Company believes it is in compliance with all applicable bonding obligations and will be able to satisfy future bonding requirements through existing or alternative means, as they arise.
NOTE 18 – ADDITIONAL BALANCE SHEET DETAIL AND SUPPLEMENTAL CASH FLOW INFORMATION
Accrued liabilities and other consist of the following:
In thousands September 30, 2021 December 31, 2020
Accrued salaries and wages $ 28,788 $ 30,457
Deferred revenue (1)
8,673 16,425
Income and mining taxes 14,078 26,118
Accrued operating costs 8,468 3,327
Unrealized losses on derivatives 255 24,950
Taxes other than income and mining 3,053 3,616
Accrued interest payable 3,273 1,855
Operating lease liabilities 11,202 12,410
Accrued liabilities and other $ 77,790 $ 119,158
(1) See Note 17 -- Commitments and Contingencies for additional details on deferred revenue liabilities
The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the statement of financial position that total the same such amounts shown in the statement of cash flows in the three and nine months ended September 30, 2021 and 2020:
In thousands September 30, 2021 September 30, 2020
Cash and cash equivalents $ 85,020 $ 77,148
Restricted cash equivalents 1,771 1,380
Total cash, cash equivalents and restricted cash shown in the statement of cash flows $ 86,791 $ 78,528
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Notes to Condensed Consolidated Financial Statements
NOTE 19 – ASSET AND LIABILITIES HELD FOR SALE
On October 27, 2021, the Company entered into a definitive agreement (the “Agreement”) to sell its La Preciosa project located in the State of Durango, Mexico to Avino Silver & Gold Mines Ltd. (“Avino”). The transaction is subject to customary closing conditions, including required regulatory approvals and expected to close in the first quarter of 2022.
Under the Agreement, Avino will acquire the La Preciosa project from Coeur for the following consideration:
• $ 15.0 million upon closing of the transaction,
• $ 5.0 million promissory note that matures prior to the first anniversary of the transaction closing,
• Equity consideration of 14.0 million units, payable on closing, each consisting of one share of Avino common stock and one half of one common share purchase warrant of Avino common stock, priced at a 25 % premium to the 20 day volume weighted average price prior to announcement,
• Deferred cash consideration of approximately $ 8.8 million to be paid no later than the first anniversary of initial production from any portion of the La Preciosa project,
• Contingent payments of $ 0.25 per silver equivalent ounce (subject to an inflationary adjustment) on any new mineral reserves discovered and declared outside of the current resource area at the La Preciosa project, up to a maximum payment of $ 50.0 million, and
• Two royalties covering the La Preciosa land package, including (i) a 1.25 % net smelter returns royalty on properties covering the Gloria and Abundancia areas of the La Preciosa project and (ii) a 2.00 % gross value royalty on all areas of the La Preciosa project other than the Gloria and Abundancia areas, offset by the amount of any new mineral reserve contingent payments made to Coeur.
The Company classified the La Preciosa project as held for sale as of September 30, 2021 and the associated assets and liabilities are classified separately on the consolidated balance sheets. The major classes of assets and liabilities associated with the La Preciosa project as of September 30, 2021 are as follows:
In thousands September 30, 2021
Cash and cash equivalents $ 393
Receivables 1,219
Prepaid expenses and other 1,338
Property, plant and equipment, net 1,633
Mining properties, net 49,085
Other 810
TOTAL ASSETS $ 54,478
Accounts payable $ 321
Deferred tax liabilities 11,156
TOTAL LIABILITIES $ 11,477
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.