19 unchanged sentences
We believe that our audits provide a reasonable basis for our opinion.
−Removed: Critical audit matter
−Removed: The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:
−Removed: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.
−Removed: The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
+Added: Critical audit matters
+Added: The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that:
+Added: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.
+Added: The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Ore on Leach Pads – Rochester mine
−Removed: As described in Notes 2 and 6 to the consolidated financial statements, the Company’s ore on leach pads balance for the Rochester mine is $138 million at December 31, 2020.
−Removed: This is a current balance of $56 million and a noncurrent balance of $82 million.
+Added: As described further in Notes 2 and 6 to the consolidated financial statements , the Company’s ore on leach pads balance of $154 million which includes the Rochester mine for a total of $130 million at December 31, 2021.
+Added: This is a current balance of $58 million and a non-current balance of $72 million.
The measurement and valuation of the ore on leach pads balance involves significant management estimates and assumptions related to the measure of metal content of ore placed on the leach pads, including recovery rates and ore grades.
1 unchanged sentence
The historical cost of metal expected to be extracted within twelve months is classified as current on the balance sheet.
−Removed: We identified the measurement and valuation for the ore on leach pads for the Rochester mine as a critical audit matter.
−Removed: The principal considerations for our determination that the measurement and valuation for Rochester’s ore on leach pads is a critical audit matter are that certain management assumptions are complex and have a higher degree of estimation uncertainty
−Removed: and that changes in these assumptions could have a significant impact on the balance.
−Removed: In turn, auditing Rochester’s ore on leach pads requires significant auditor judgment.
−Removed: Our audit procedures related to the accounting for Rochester’s ore on leach pads included the following, among others.
+Added: We identified the measurement and valuation for the ore on leach pads for
+Added: the Rochester mine as a critical audit matter.
+Added: The principal considerations for our determination that Rochester’s ore on leach pads is a critical audit matter are that certain management assumption are complex and have a higher degree of estimation uncertainty that changes in these assumptions
+Added: could have a significant impact on the balance.
+Added: In turn, auditing Rochester’s ore on leach pads requires significant auditor judgement.
+Added: Our audit procedures related to Rochester’s ore on leach pads included the following, among others.
• We obtained and tested Rochester’s 2021 roll forward of the estimated ounces and costs added to, recovered from, and the resulting ending amounts of ounces and costs of the ore on leach pads balance, including testing of certain assumptions, such as recovery rates and ore grades.
46 unchanged sentences
Prepaid expenses and other 13,847 27,254
+Added: Assets held for sale 22 54,240 —
289,577 269,608
14 unchanged sentences
Reclamation 12 2,931 2,299
+Added: Liabilities held for sale 22 11,269 —
235,868 234,108
43 unchanged sentences
OTHER COMPREHENSIVE INCOME (LOSS):
−Removed: Change in fair value of derivative contracts designated as cash flow hedges, net of tax of $ 0 , $ 365 and $ 0 for the years ended December 31, 2020, 2019 and 2018, respectively.
−Removed: ( 12,434 ) ( 136 ) —
+Added: Change in fair value of derivative contracts designated as cash flow hedges 22,783 ( 12,434 ) ( 136 )
Reclassification adjustments for realized (gain) loss on cash flow hedges ( 12,859 ) 1,434 —
6 unchanged sentences
Net income (loss) from discontinued operations — — 0.03
−Removed: $ 0.11 $ ( 1.56 ) $ ( 0.26 )
+Added: Basic $ ( 0.13 ) $ 0.11 $ ( 1.56 )
Diluted income (loss) per share:
1 unchanged sentence
Net income (loss) from discontinued operations — — 0.03
−Removed: $ 0.11 $ ( 1.56 ) $ ( 0.26 )
+Added: Diluted $ ( 0.13 ) $ 0.11 $ ( 1.56 )
(1) Excludes amortization.
−Removed: (2) Due to rounding, the sum of net income per share from continuing operations and discontinued operations may not equal net income per share.
The accompanying notes are an integral part of these Consolidated Financial Statements.
24 unchanged sentences
Accounts payable and accrued liabilities ( 7,011 ) 32,897 23,103
−Removed: CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES OF CONTINUING OPERATIONS 148,709 91,880 20,108
−Removed: CASH PROVIDED BY (USED IN )OPERATING ACTIVITIES OF DISCONTINUED OPERATIONS — — ( 2,690 )
CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 110,482 148,709 91,880
1 unchanged sentence
Capital expenditures ( 309,781 ) ( 99,279 ) ( 99,772 )
−Removed: Acquisitions, net — — 6,914
Proceeds from the sale of assets 6,824 5,529 1,033
3 unchanged sentences
Other ( 99 ) ( 252 ) 1,919
−Removed: CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES OF CONTINUING OPERATIONS ( 65,671 ) ( 92,566 ) ( 101,998 )
−Removed: CASH USED IN INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS — — ( 28,470 )
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES ( 304,076 ) ( 65,671 ) ( 92,566 )
5 unchanged sentences
Other ( 4,256 ) ( 1,801 ) ( 3,404 )
−Removed: CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES OF CONTINUING OPERATIONS ( 46,535 ) ( 60,896 ) ( 5,219 )
−Removed: CASH USED IN FINANCING ACTIVITIES OF DISCONTINUED OPERATIONS — — ( 22 )
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 158,136 ( 46,535 ) ( 60,896 )
1 unchanged sentence
INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH ( 35,881 ) 37,152 ( 61,051 )
−Removed: Less net cash used in discontinued operations — — ( 32,930 )
−Removed: 37,152 ( 61,051 ) ( 85,333 )
Cash, cash equivalents and restricted cash at beginning of period 94,170 57,018 118,069
Cash, cash equivalents and restricted cash at end of period $ 58,289 $ 94,170 $ 57,018
−Removed: (1) Less net cash used in discontinued operations includes the following cash transactions:
−Removed: net subsidiary payments to parent company of $ 1,748 during the year ended December 31, 2018.
The accompanying notes are an integral part of these Consolidated Financial Statements.
11 unchanged sentences
Net income (loss) — — — ( 341,203 ) — ( 341,203 )
−Removed: Reclassification of unrealized gain (loss) on equity securities for ASU 2016-01 — — — 2,604 ( 2,604 ) —
Other comprehensive income (loss) — — — — ( 77 ) ( 77 )
−Removed: Common stock issued for acquisitions 16,390 163 82,505 — — 82,668
−Removed: Common stock issued under stock-based compensation plans, net 1,282 14 3,232 — — 3,246
−Removed: Balances at December 31, 2018 203,310 $ 2,033 $ 3,443,082 $ ( 2,592,544 ) ( 59 ) 852,512
−Removed: Net income (loss) — — — ( 341,203 ) — ( 341,203 )
−Removed: Other comprehensive income (loss) — — — — ( 77 ) ( 77 )
Common stock issued for the extinguishment of Senior Notes 4,453 45 21,246 — — 21,291
8 unchanged sentences
Balances at December 31, 2020 243,752 $ 2,438 $ 3,610,297 $ ( 2,908,120 ) $ ( 11,136 ) $ 693,479
+Added: Net income (loss) — — — ( 31,322 ) — ( 31,322 )
+Added: Other comprehensive income (loss) — — — — 9,924 9,924
+Added: Common stock issued for investment 12,786 128 118,649 118,777
+Added: Common stock issued/canceled under long-term incentive plans and director fees and options, net 381 3 9,401 — — 9,404
+Added: Balances at December 31, 2021 256,919 $ 2,569 $ 3,738,347 $ ( 2,939,442 ) $ ( 1,212 ) $ 800,262
The accompanying notes are an integral part of these Consolidated Financial Statements.
4 unchanged sentences
Coeur Mining, Inc.
−Removed: (“Coeur” or “the Company”) is primarily a gold and silver producer with five operating mines located in the United States, Canada and Mexico and several exploration projects in North America.
+Added: (“Coeur” or the “Company”) is primarily a gold and silver producer with assets in the United States, Mexico and Canada.
Coeur was incorporated as an Idaho corporation in 1928 under the name Coeur d’Alene Mines Corporation and on May 16, 2013, changed its state of incorporation from the State of Idaho to the State of Delaware and changed its name to Coeur Mining, Inc.
29 unchanged sentences
Receivable balances are written off when management determines that the balance is uncollectible.
+Added: Ore on Leach Pads
+Added: 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.
Coeur Mining, Inc.
1 unchanged sentence
Notes to Consolidated Financial Statements
−Removed: Ore on Leach Pads
−Removed: 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.
11 unchanged sentences
The quantities of metal contained in the ore are based upon actual weights and assay analysis.
−Removed: 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 thirty years of leach pad operations at the Wharf mine.
+Added: 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.
2 unchanged sentences
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.
+Added: As of December 31, 2021, the Company’s estimated recoverable ounces of gold and silver on the leach pads were 43,699 and 4.9 million, respectively.
In 2020, the Company revised its recovery rate assumptions in line with the updated technical report for Rochester filed in December 2020.
This change resulted in an adjustment to the ending Ore on leach pads balance with the resulting charges allocated between Costs Applicable to Sales and Amortization in the amounts of $ 7.2 million and $ 1.2 million, respectively.
+Added: In June 2021, the Company updated the 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.
+Added: 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.
Metal and Other Inventory
17 unchanged sentences
expense allocable to the cost of developing mining properties and to construct new facilities is capitalized until assets are ready for their intended use.
−Removed: Drilling and related costs incurred at the Company’s operating mines are expensed as incurred in Exploration, unless the Company can conclude with a high degree of confidence, prior to the commencement of a drilling program, that the drilling costs will result in the conversion of a mineralized material into proven and probable reserves.
+Added: Drilling and related costs incurred at the Company’s operating mines are expensed as incurred in Exploration, unless the Company can conclude with a high degree of confidence, prior to the commencement of a drilling program, that the drilling costs will result in the conversion of a mineral resource into mineral reserve.
The Company’s assessment is based on the following factors:
24 unchanged sentences
Estimates of recoverable minerals from exploration stage mineral interests are risk adjusted based on management’s relative confidence in such materials.
−Removed: The ability to achieve the estimated quantities of recoverable minerals from exploration stage mineral interests involves further risks in addition to those risk factors applicable to mineral interests where proven and probable reserves have been identified, due to the lower level of confidence that the identified mineralized material could ultimately be mined economically.
+Added: The ability to achieve the estimated quantities of recoverable minerals from exploration stage mineral interests involves further risks in addition to those risk factors applicable to mineral interests where proven and probable reserves have been identified, due to the lower level of confidence that the identified mineral resources could ultimately be mined economically.
Assets classified as exploration potential have the highest level of risk that the carrying value of the asset can be ultimately realized, due to the still lower level of geological confidence and economic modeling.
17 unchanged sentences
If all of the above criteria are met, the Company classifies the property as held for sale.
+Added: At September 30, 2021, the La Preciosa project met the held for sale criteria.
+Added: However, considering that the La Preciosa project was not an operating mine and does not represent a strategic shift, the Company determined that the expected disposal of the La Preciosa project does not represent a strategic shift that had a major effect on the entity's results and operations, therefore, the applicable assets, liabilities for the current period presented are classified on the Consolidated Balance Sheets as held for sale.
+Added: However, the applicable assets, liabilities for the prior period and the operating results for all periods presented are not presented separately as held for sale.
Restricted Assets
16 unchanged sentences
We have lease agreements with lease and non-lease components which are accounted for as a single lease component.
+Added: See Note 10 -- Leases for additional information related to the Company’s operating and finance leases.
The Company recognizes obligations for the expected future retirement of tangible long-lived assets and other associated asset retirement costs.
6 unchanged sentences
Changes in estimates are reflected prospectively in the period an estimate is revised.
+Added: See Note 12 -- Reclamation for additional information.
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
Foreign Currency
6 unchanged sentences
The Company may elect to designate certain derivatives as hedging instruments under U.S.
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
The Company, from time to time, uses derivative contracts to protect the Company’s exposure to fluctuations in metal prices and foreign exchange rates.
19 unchanged sentences
The Company's estimates may be impacted by certain variables including, but not limited to, stock price volatility, employee stock option exercise behaviors, additional stock option grants, estimates of forfeitures, the Company's performance, and related tax impacts.
+Added: See Note 14 -- Stock-Based Compensation for additional information.
Income and Mining Taxes
5 unchanged sentences
The Company produces doré and concentrate that is shipped to third-party refiners and smelters, respectively, for processing.
−Removed: The Company enters into contracts to sell its metal to various third-party customers which may include the refiners and smelters that process the doré and concentrate.
+Added: The Company enters into contracts to sell its metal to various third-party customers which may include the refiners
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
+Added: and smelters that process the doré and concentrate.
The Company’s performance obligation in these transactions is generally the transfer of metal to the customer.
6 unchanged sentences
The contracts, in general, provide for provisional payment based upon provisional assays and historical metal prices.
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: settlement is based on the applicable price for the specified future quotational period and generally occurs three to six months after shipment.
+Added: Final settlement is based on the applicable price for the specified future quotational period and generally occurs three to six months after shipment.
The Company’s provisionally priced sales contain an embedded derivative that is required to be separated from the host contract for accounting purposes.
2 unchanged sentences
The Company also sells concentrate under off-take agreements to third-party customers that are responsible for arranging the smelting of the concentrate.
−Removed: Prices can be either be fixed or based on a quotational period.
+Added: Prices can either be fixed or based on a quotational period.
The quotational period varies by contract, but is generally a one-month period following the shipment of the concentrate.
14 unchanged sentences
Closing Balance $ 8,150 $ 9,376 $ 11,061
−Removed: In June 2020, the Company received a $15.0 million prepayment (the “June 2020 Prepayment” as defined in Note 21) for deliveries of gold concentrate from the Kensington mine pursuant to the Amended Sales Contract (as defined in Note 21).
−Removed: In December 2020, the Company received a $ 15.0 million prepayment (the “December 2020 Prepayment” as defined in Note 21) for deliveries of gold concentrate from the Kensington mine pursuant to the Amended Sales Contract (as defined in Note 21).
+Added: 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 21).
+Added: 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.
+Added: The Amended Sales Contract was further amended effective June 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 $ 15.0 million in gold ounces were delivered in the second half 2021.
+Added: In December 2021, the Company exercised the option to receive the second $ 15.0 million prepayment (the “December 2021 Prepayment).
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.
1 unchanged sentence
See Note 20 -- Commitments and Contingencies for additional detail.
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
The following table presents a rollforward of the Amended Sales Contract liability balance:
6 unchanged sentences
Recently Adopted Accounting Standards
−Removed: In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326)”.
−Removed: The new standard is effective for reporting periods beginning after December 15, 2019.
−Removed: The standard replaces the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires the use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments.
−Removed: The standard requires a modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the beginning of the first
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: reporting period in which the guidance is effective.
−Removed: The adoption of the new credit loss standard in 2020 did not have a material effect on our financial position, results of operations or cash flows.
−Removed: Recently Issued Accounting Standards
−Removed: 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.
+Added: In December 2019, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No.
+Added: 2019-12 (“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.
1 unchanged sentence
Early adoption is permitted.
−Removed: The Company is currently evaluating the impact the adoption of ASU 2019-12 will have on its consolidated financial statements.
+Added: The adoption of the new standard did not have a material impact on the Company’s consolidated net income, financial position or cash flows.
Coeur Mining, Inc.
3 unchanged sentences
The Company’s operating segments include the Palmarejo, Rochester, Kensington, Wharf and Silvertip mines.
−Removed: Except for the Silvertip mine, all operating segments are engaged in the discovery, mining, and production of gold and/or silver.
−Removed: 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.
+Added: Except for the Silvertip development property, all operating segments are engaged in the discovery, mining, and production of gold and/or silver.
+Added: The Silvertip development property, which suspended mining and processing activities in February 2020, is engaged in the discovery 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.
−Removed: 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.
−Removed: Early in the second quarter of 2020, the Company temporarily suspended active mining and processing activities at the Palmarejo complex in the State of Chihuahua, Mexico, in accordance with a government decree in response to COVID-19.
−Removed: After receiving guidance from the Mexican government in May that the suspension decree did not apply to precious metals mining, production began ramping back up in June, increasing steadily during the month and in the third quarter.
−Removed: In addition, as a result of several reported positive COVID-19 cases at our Kensington mine outside of Juneau, Alaska, during the third quarter of 2020 the Company experienced a minor short-term production impact associated with this situation, which adversely impacted production and cash flows.
−Removed: Coeur continues to require all employees who travel to the Kensington mine to submit to a quarantine and testing protocol in Juneau, Alaska before traveling to the mine.
−Removed: The Company believes this is an important step to protect the health and safety of all workers who stay at the Kensington camp as well as the Juneau community, although it has required changes to worker scheduling and has resulted and is expected to continue to result in higher labor costs due to additional overtime pay and pay during the quarantine period.
−Removed: 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.
−Removed: 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.
−Removed: 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):
2 unchanged sentences
Silver sales 170,176 81,163 370 2,208 — — 253,917
−Removed: Zinc sales — — — — ( 662 ) — ( 662 )
−Removed: Lead sales — — — — 1,315 — 1,315
Metal sales 320,274 130,822 215,005 166,727 — — 832,828
4 unchanged sentences
Exploration 8,561 6,016 6,656 143 15,287 14,506 51,169
−Removed: Write-downs — — — — — — —
Other operating expenses 4,443 5,886 6,299 1,786 25,031 45,632 89,077
4 unchanged sentences
Other, net (3)
+Added: ( 28,197 ) ( 357 ) ( 150 ) 1,650 ( 1,465 ) 5,594 ( 22,925 )
Income and mining tax (expense) benefit ( 29,730 ) 559 ( 414 ) ( 4,799 ) 1,478 ( 2,052 ) ( 34,958 )
−Removed: Income (loss) from continuing operations $ 67,402 $ ( 3,335 ) $ 22,434 $ 59,501 $ ( 58,927 ) $ ( 61,448 ) $ 25,627
−Removed: Income (loss) from discontinued operations $ — $ — $ — $ — $ — $ — $ —
+Added: Net Income (loss) $ 59,034 $ ( 33,339 ) $ 12,784 $ 56,887 $ ( 43,826 ) $ ( 82,862 ) $ ( 31,322 )
Segment assets (2)
3 unchanged sentences
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
+Added: (3) See Note 18 -- Additional Comprehensive Income (Loss) Detail for additional detail
Year Ended December 31, 2020 Palmarejo Rochester Kensington Wharf Silvertip Other Total
9 unchanged sentences
Exploration 6,955 3,303 8,568 905 12,228 10,684 42,643
−Removed: Write-downs — — — — 250,814 — 250,814
Other operating expenses 7,927 5,144 12,012 838 23,123 40,332 89,376
Other income (expense)
−Removed: Loss on debt extinguishment — — — — — ( 1,281 ) ( 1,281 )
Fair value adjustments, net — — — — — 7,601 7,601
2 unchanged sentences
Income and mining tax (expense) benefit ( 28,029 ) ( 863 ) ( 1,244 ) ( 6,644 ) — ( 265 ) ( 37,045 )
−Removed: Income (loss) from continuing operations $ 21,647 $ ( 13,553 ) $ 2,044 $ 22,289 $ ( 325,353 ) $ ( 53,970 ) $ ( 346,896 )
−Removed: Income (loss) from discontinued operations $ — $ — $ — $ — — $ 5,693 $ 5,693
+Added: Net Income (loss) $ 67,402 $ ( 3,335 ) $ 22,434 $ 59,501 $ ( 58,927 ) $ ( 61,448 ) $ 25,627
Segment assets (2)
3 unchanged sentences
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
Year Ended December 31, 2019 Palmarejo Rochester Kensington Wharf Silvertip Other Total
24 unchanged sentences
(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
Assets December 31, 2021 December 31, 2020
16 unchanged sentences
Total $ 832,828 $ 785,461 $ 711,502
−Removed: The Company's doré, as well as the concentrate product produced by the Wharf mine, is refined into gold and silver bullion according to benchmark standards set by the LBMA, which regulates the acceptable requirements for bullion traded in the London precious metals markets.
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
+Added: The Company's doré, as well as the concentrate product produced by the Wharf mine, is refined into gold and silver bullion according to benchmark standards set by the London Bullion Market Association, which regulates the acceptable requirements for bullion traded in the London precious metals markets.
The Company then sells its gold and silver bullion to multi-national banks, bullion trading houses, and refiners across the globe.
1 unchanged sentence
The Company's sales of doré or concentrate product produced by the Palmarejo, Rochester, and Wharf mines amounted to approximately 74 %, 72 %, and 68 %, of total metal sales for the years ended December 31, 2021, 2020, and 2019, respectively.
−Removed: In November 2018, one of the refiners of the Company’s doré, Republic Metals Corporation (“RMC”), a U.S.-based precious metals refiner, filed for protection under Chapter 11 of the United States Bankruptcy Code.
−Removed: See Note 5 -- Receivables for additional detail.
−Removed: The Company's gold concentrate product from the Kensington mine and the zinc and lead concentrates from the Silvertip mine are sold under a variety of agreements with smelters and traders, and the smelters and traders pay the Company for the metals recovered from the concentrates.
−Removed: The Company’s sales of concentrate produced by the Kensington and Silvertip mines amounted to approximately 28 %, 32 %, and 23 % of total metal sales for the years ended December 31, 2020, 2019, and 2018, respectively.
+Added: The Company's gold concentrate product from the Kensington mine and the zinc and lead concentrates from the Silvertip development property are sold under a variety of agreements with smelters and traders, and the smelters and traders pay the Company for the metals recovered from the concentrates.
+Added: The Company’s sales of concentrate produced by the Kensington and Silvertip development property amounted to approximately 26 %, 28 %, and 32 % of total metal sales for the years ended December 31, 2021, 2020, and 2019, respectively.
The Company believes that the loss of any one smelter, refiner, trader or third-party customer would not have a material adverse effect on the Company due to the liquidity of the markets and current availability of alternative trading counterparties.
2 unchanged sentences
Customer 2021 2020 2019 Segments reporting revenue
−Removed: Asahi $ 272.1 $ 341.0 $ 213.0 Palmarejo, Wharf, Rochester, Kensington
−Removed: Ocean Partners 161.0 149.7 74.8 Silvertip, Kensington
+Added: Asahi $ 323.8 $ 272.1 $ 341.0 Palmarejo, Kensington, Rochester, Wharf
+Added: Ocean Partners 176.4 161.0 149.7 Palmarejo, Kensington, Silvertip
Toronto Dominion Bank 61.9 88.6 35.1 Rochester
1 unchanged sentence
Argor-Heraeus 23.3 79.9 23.1 Palmarejo
−Removed: RMC — — 71.7 Palmarejo, Rochester
−Removed: China National Gold — — 54.1 Kensington
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
NOTE 4 – IMPAIRMENT OF LONG-LIVED ASSETS
In 2019, the Company performed a comprehensive analysis of its Silvertip property and determined that indicators of impairment existed, primarily as a result of further deterioration in zinc and lead market conditions as well as processing facility-related challenges.
−Removed: As a result, a non-cash impairment charge of $ 250.8 million was recorded during the in 2019.
+Added: As a result, a non-cash impairment charge of $ 250.8 million was recorded in 2019.
The write-down was allocated between Property, plant and equipment, net , Mining properties, net and Other non-current assets , $ 43.6 million, $ 201.5 million and $ 5.7 million, respectively.
See Note 15 -- Fair Value Measurements for additional detail of the assumptions used in the determination of the fair value of the long-lived assets tested for impairment.
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
NOTE 5 – RECEIVABLES
3 unchanged sentences
Trade receivables $ 4,879 $ 3,293
−Removed: Value added tax (“VAT”) receivable 17,080 10,729
+Added: VAT receivable 18,415 17,080
Income tax receivable 8,418 530
3 unchanged sentences
VAT receivable (1)
−Removed: $ 26,447 $ 28,009
−Removed: RMC receivable (2)
−Removed: 26,447 28,709
Total receivables $ 32,417 $ 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.
−Removed: The Company continues to pursue recovery from the Mexican government (including through ongoing litigation).
+Added: 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 20 -- Commitments and Contingencies for additional detail.
−Removed: The $1.5 million decrease in the year ended December 31, 2020 is attributable to a weaker Mexican Peso.
−Removed: (2) Represents receivable due from the successor to RMC, whose bankruptcy filing in November 2018 impacted approximately 0.4 million ounces of Coeur’s silver and 6,500 ounces of Coeur’s gold.
−Removed: In June 2020, the Company received a $0.7 million payment in respect of certain of its claims in the bankruptcy proceedings.
NOTE 6 – INVENTORY AND ORE ON LEACH PADS
10 unchanged sentences
Long-term Stockpile (included in Other )
+Added: $ 18,027 $ 5,664
Total Inventory and Ore on Leach Pads $ 223,931 $ 213,703
+Added: 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.
+Added: At the end of the fourth 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 $ 8.4 million (approximately $ 7.3 million was recognized in Costs Applicable to Sales and $ 1.1 million in Amortization).
Coeur Mining, Inc.
1 unchanged sentence
Notes to Consolidated Financial Statements
−Removed: Prior to the temporary suspension of mining activities at Silvertip, as a result of lower than expected production levels, grades and recovery rates as well as reduced process plant availability, Silvertip recognized inventory write-downs of $ 10.4 million, which are reflected in Costs applicable to sales for the year ended December 31, 2020.
−Removed: Subsequent to the suspension of mining activities, Silvertip has recognized additional supply inventory write-downs of $ 3.3 million, which are reflected in Pre-development, reclamation, and other for the year ended December 31, 2020.
NOTE 7 – INVESTMENTS
Equity Securities
−Removed: The Company makes strategic investments in equity and debt securities of silver and gold exploration, development and royalty and streaming companies.
+Added: The Company makes strategic investments in equity securities of silver and gold exploration, development and royalty and streaming companies.
At December 31, 2021
2 unchanged sentences
Equity Securities
−Removed: Metalla Royalty & Streaming Ltd.
+Added: Victoria Gold Corp.
$ 128,710 $ ( 4,499 ) $ — $ 124,211
1 unchanged sentence
9,455 ( 1,469 ) — 7,986
−Removed: Other 2 ( 1 ) — 1
Equity securities $ 138,165 $ ( 5,968 ) $ — $ 132,197
7 unchanged sentences
7,500 — 4,401 11,901
−Removed: Rockhaven Resources, Ltd.
−Removed: 2,064 ( 376 ) — 1,688
Other 2 ( 1 ) — 1
Equity securities $ 7,668 $ ( 1 ) $ 5,276 $ 12,943
−Removed: On June 30, 2020, the Company completed the sale of 3,910,000 shares of common stock of Metalla Royalty & Streaming Ltd.
−Removed: (“Metalla”) (“Metalla Common Shares”) at a price of $ 5.30 per Metalla Common Share for gross proceeds of $ 20.7 million.
−Removed: After transaction related expenses of $ 1.3 million, the Company recorded a realized gain of $ 11.6 million on the sale of the Metalla Common Shares.
−Removed: In addition, on June 30, 2020, one of the Company’s subsidiaries completed the repurchase from Metalla of a 0.3875 % royalty interest in the Company’s Wharf mine in exchange for 421,554 Metalla Common Shares.
−Removed: Based on the closing price of Metalla Common Shares on June 30, 2020, the Company recorded a realized gain of $ 1.4 million on the royalty repurchase transaction.
−Removed: In December 2020, the Company completed the sale of 826,200 shares of common stock of Metalla at an average price (net of commission) of $11.33 per Metalla Common Share for net proceeds of $9.4 million for a realized gain of $7.7 million.
−Removed: On September 14, 2020, the Company participated in an offering of shares of common stock of Integra Resources Corp.
−Removed: (“Integra”) (“Integra Common Shares”), exercising a previously-acquired participation right, and purchased an additional 735,294 Integra Common Shares at a price of $ 3.40 per Integra Common Share for a total of $ 2.5 million.
−Removed: Following completion of the transaction, Coeur owned approximately 5.6 % of issued and outstanding Integra Common Shares.
−Removed: In November and December 2020, the Company completed the sale of 15,150,000 shares of common stock of Rockhaven Resources, Ltd.
−Removed: (“Rockhaven Common Shares”) at an average price (net of commission) of $ 0.08 per Rockhaven Common Share for net proceeds of $ 1.3 million for a realized loss of $ 0.8 million.
−Removed: The following table presents the disaggregated gain (loss) on equity securities recognized in Income (loss) from continuing operations on the Consolidated Statements of Comprehensive Income:
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: Year ended December 31,
−Removed: In thousands 2020 2019 2018
−Removed: Net gain (loss) $ 7,601 $ 16,208 $ 2,945
−Removed: Realized (gain) loss ( 19,140 ) ( 860 ) ( 7,964 )
−Removed: Unrealized gain (loss) $ ( 11,539 ) $ 15,348 $ ( 5,019 )
+Added: Changes in the fair value of the Company’s investment in equity securities are recognized each period in the Consolidated Statement of Comprehensive Income (Loss) in Fair value adjustments, net .
+Added: See Note 15 -- Fair Value Measurements for additional details.
+Added: On January 4, 2021, the Company completed the sale of 83,556 shares of common stock of Metalla Royalty & Streaming Ltd.
+Added: (“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.
+Added: On May 10, 2021, the Company entered into a Share Exchange Agreement (the “Exchange Agreement”) with Orion Co-VI Ltd.
+Added: 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.
+Added: 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.
+Added: On June 9, 2021, the Company purchased 265,312 shares of common of Integra Resources Corp.
+Added: (“Integra”) at a price of $ 3.30 per share for a total of $ 0.9 million.
+Added: On September 16, 2021, the Company purchased an additional 423,213 shares of common stock in Integra at a price of $ 2.55 per share for a total of $ 1.1 million.
+Added: Following completion of the transactions, Coeur owned approximately 5.9 % of issued and outstanding Integra Common Shares.
NOTE 8 – PROPERTY, PLANT AND EQUIPMENT
11 unchanged sentences
(1) Includes $ 63.9 million and $ 60.3 million of accumulated amortization related to assets under finance leases at December 31, 2021 and December 31, 2020, respectively.
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
NOTE 9 – MINING PROPERTIES
Mining properties consist of the following (in thousands):
−Removed: December 31, 2020 Palmarejo Rochester Silvertip Kensington Wharf Sterling La Preciosa Other Total
+Added: December 31, 2021 Palmarejo Rochester Kensington Wharf Silvertip Sterling Other Total
Mine development $ 307,698 $ 437,833 $ 382,492 $ 49,045 $ 67,805 $ 3,861 $ — $ 1,248,734
5 unchanged sentences
Mining properties, net $ 193,659 $ 298,126 $ 79,910 $ 37,931 $ 145,328 $ 97,845 $ — $ 852,799
−Removed: December 31, 2019 Palmarejo Rochester Silvertip Kensington Wharf Sterling La Preciosa Other Total
+Added: In June 2021, Silvertip repurchased from Silvertip Resources Investment Cayman Ltd.
+Added: a net smelter returns royalty of 1.429% on the first 1,434,000 metric tonnes of mineral resources mined, and 1.00% thereafter for consideration of $7.0 million.
+Added: December 31, 2020 Palmarejo Rochester Kensington Wharf Silvertip Sterling La Preciosa Other Total
Mine development $ 280,184 $ 270,648 $ 360,201 $ 33,578 $ 48,589 $ 4,107 $ — $ — $ 997,307
5 unchanged sentences
Mining properties, net $ 195,723 $ 131,663 $ 96,187 $ 26,876 $ 118,750 $ 98,507 $ 49,085 $ — $ 716,790
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Condensed Consolidated Financial Statements
−Removed: NOTE 10 – ACQUISITIONS
−Removed: In November 2018, the Company and Coeur Rochester consummated the transactions contemplated by the Asset Purchase Agreement among the Company, Coeur Rochester and Alio Gold Inc.
−Removed: and one of its subsidiaries (“Alio Gold”) pursuant to which Coeur Rochester acquired all of Alio Gold’s rights, titles, and interests in and to certain real property assets and patented and unpatented mining claims located in Pershing County, Nevada (collectively, the “Lincoln Hill and related assets”).
−Removed: In consideration for the acquisition of Lincoln Hill and related assets, the Company paid Alio Gold consideration of $ 19.0 million in shares of Company common stock calculated using a five-day volume-weighted average price of Company common stock for a five-trading day period ending on the third trading day immediately preceding the closing.
−Removed: The transaction was accounted for as an asset acquisition as the Lincoln Hill and related assets do not currently have processes, including experienced personnel, in place to extract the minerals from the ground to produce outputs.
−Removed: As such, the total purchase price was allocated to the assets acquired and liabilities assumed based on their relative fair values.
−Removed: The purchase price and acquired assets and liabilities were as follows (in thousands except share data):
−Removed: Common shares issued (4,268,703 at $4.40) $ 18,782
−Removed: Transaction advisory fees and other acquisition costs 246
−Removed: Total purchase price $ 19,028
−Removed: Total assets acquired $ 19,028
−Removed: In October 2018, the Company completed its acquisition of Northern Empire Resources Corp.
−Removed: (“Northern Empire”), whose principal asset is the Sterling/Crown gold project.
−Removed: Upon completion of the acquisition, each share of Northern Empire common stock issued and outstanding immediately prior to the effective time of the Plan of Arrangement, excluding shares owned by the Company, was exchanged for shares of the Company’s common stock at a ratio of 0.1850 shares of Company common stock for each Northern Empire common share.
−Removed: Approximately 12.1 million Coeur shares were issued to Northern Empire shareholders (other than the Company) upon closing of the acquisition, representing aggregate value of approximately $ 73.6 million as of the closing date.
−Removed: Prior to the acquisition, the Company had an existing investment valued at $ 7.3 million in Northern Empire.
−Removed: The transaction was accounted for as an asset acquisition as Northern Empire did not have processes, including experienced personnel, in place to extract the minerals from the ground to produce outputs.
−Removed: As such, the total purchase price was allocated to the assets acquired and liabilities assumed based on their relative fair values.
−Removed: Total consideration and acquired assets and liabilities were as follows (in thousands except share data):
−Removed: Common shares issued (12,122,683 at $5.27) $ 63,887
−Removed: Fair value of existing investment in Northern Empire 7,257
−Removed: Transaction advisory fees and other acquisition costs 2,449
−Removed: Total consideration 73,593
−Removed: Total assets acquired 111,527
−Removed: Total liabilities assumed 37,934
−Removed: Net assets acquired $ 73,593
NOTE 10 – LEASES
1 unchanged sentence
The following table summarizes quantitative information pertaining to the Company’s finance and operating leases.
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Condensed Consolidated Financial Statements
Year ended December 31,
6 unchanged sentences
Total finance lease cost $ 26,317 $ 27,555 $ 25,443
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
Supplemental cash flow information related to leases was as follows:
26 unchanged sentences
Weighted-average discount rate - operating leases 5.20 % 5.18 %
−Removed: In the quarter ended June 30, 2020, the Company entered into an agreement to modify one of its operating leases, significantly reducing the lease amount and lease term, thereby decreasing the operating lease liability at remeasurement.
−Removed: The Company recognized a gain of $ 4.1 million in connection with this lease modification, which is recognized in Pre-development, reclamation, and other , together with the adjustment to the right of use asset and operating lease liability.
Minimum future lease payments under finance and operating leases with terms longer than one year are as follows:
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Condensed Consolidated Financial Statements
As of December 31, 2021 (In thousands)
4 unchanged sentences
2025 213 6,839
+Added: 2026 220 3,309
Thereafter 946 —
2 unchanged sentences
Net lease obligation $ 29,961 $ 54,228
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
NOTE 11 – DEBT
3 unchanged sentences
$ — $ 368,273 $ — $ —
+Added: 2024 Senior Notes, net (2)
+Added: — — — 227,590
Revolving Credit Facility (3)
2 unchanged sentences
(1) Net of unamortized debt issuance costs of $ 6.7 million and $ 0.0 million at December 31, 2021 and December 31, 2020, respectively.
+Added: (2) Net of unamortized debt issuance costs of $ 0.0 million and $ 2.4 million at December 31, 2021 and December 31, 2020, respectively.
(3) Unamortized debt issuance costs of $ 2.4 million and $ 1.5 million at December 31, 2021 and December 31, 2020, respectively, included in Other Non-Current Assets .
2029 Senior Notes
−Removed: In May 2017, the Company completed an offering of $ 250.0 million in aggregate principal amount of 5.875 % Senior Notes due 2024 (the “2024 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 $ 245.0 million, followed by an exchange offer for publicly-traded 2024 Senior Notes.
−Removed: The 2024 Senior Notes are governed by an Indenture dated as of May 31, 2017 (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.
−Removed: In connection with the sale of the 2024 Senior Notes, the Company entered into a Registration Rights Agreement.
−Removed: On August 4, 2017, the Company commenced an exchange offer of registered 2024 Senior Notes for privately-placed 2024 Senior Notes which was completed on September 12, 2017.
+Added: 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”).
+Added: 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.
−Removed: Interest on the 2024 Senior Notes is payable semi-annually in arrears on June 1 and December 1 of each year, commencing on December 1, 2017.
−Removed: The 2024 Senior Notes will mature on June 1, 2024 and are fully and unconditionally guaranteed by the Guarantors.
−Removed: The Company may redeem some or all of the 2024 Senior Notes on or after June 1, 2020, at redemption prices set forth in the Indenture ( 102.938 % of the principal amount as of December 31, 2020), together with accrued and unpaid interest.
+Added: 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.
+Added: The 2029 Senior Notes will mature on February 15, 2029 and are fully and unconditionally guaranteed by the Guarantors.
+Added: 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.
+Added: 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.
+Added: 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.
−Removed: In the third quarter of 2019, the Company entered into multiple privately-negotiated agreements to exchange $ 20 million in aggregate principal amount of its 2024 Senior Notes for approximately 4.5 million shares of common stock.
−Removed: Based on the closing price of the Company’s common stock on the date of each exchange, the exchanges resulted in an aggregate loss of $ 1.3 million.
+Added: 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.
+Added: 2024 Senior Notes
+Added: 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”).
+Added: The Tender Offer was made on the terms and subject to the conditions set forth in the Offer to Purchase dated February 22, 2021.
+Added: The Tender Offer expired at 5:00 p.m., New York City time, on February 26, 2021 (the “Expiration Time”).
+Added: 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.
+Added: $ 102.8 million aggregate principal amount of the 2024 Senior Notes were validly tendered and purchased by the Company on March 1, 2021.
+Added: 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).
+Added: The Company recorded a loss of $ 9.2 million as a result of the extinguishment of the 2024 Senior Notes.
Coeur Mining, Inc.
and Subsidiaries
−Removed: Notes to Condensed Consolidated Financial Statements
+Added: Notes to Consolidated Financial Statements
Revolving Credit Facility
−Removed: In September 2017, the Company, as borrower, and certain subsidiaries of the Company, as guarantors, entered into the RCF with an original term of four years.
+Added: In September 2017, the Company, as borrower, and certain subsidiaries of the Company, as guarantors, entered into a $ 200.0 million senior secured revolving credit facility (“RCF”) pursuant to a credit agreement, dated as of September 29, 2017 (as subsequently 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 “Credit Agreement”) with an original term of four years.
Loans under the RCF bear interest at a rate equal to either a base rate plus a margin ranging from 1.00 % to 1.75 % or an adjusted LIBOR rate plus a margin ranging from 2.00 % to 2.75 %, as selected by the Company, in each case, with such margin determined in accordance with a pricing grid based upon the Company’s consolidated net leverage ratio as of the end of the applicable period.
−Removed: In October 2018, the Company entered into an amendment to increase the RCF by $ 50.0 million from $ 200.0 million to $ 250.0 million and extend the term by approximately one year to October 2022.
+Added: In October 2018, the Company entered into an amendment to the Credit Agreement to increase the RCF by $ 50.0 million from $ 200.0 million to $ 250.0 million and extend the term by approximately one year to October 2022.
In April and August of 2019, the Company entered into amendments to the Credit Agreement to, among other items, modify the financial covenants to provide greater flexibility in 2019.
−Removed: On December 14, 2020, the Company entered into an amendment to increase the RCF from $ 250.0 million to $ 300.0 million and to include ING Capital LLC as an incremental lender on the RCF.
−Removed: The RCF is secured by substantially all of the assets of the Company and its domestic subsidiaries, including the land, mineral rights and infrastructure at the Kensington, Rochester and Wharf mines and the Sterling/Crown project as well as a pledge of the shares and other equity interests of certain of the Company’s subsidiaries.
−Removed: The RCF contains representations and warranties and affirmative and negative covenants that are usual and customary, including representations, warranties, and covenants that, among other things, restrict the ability of the Company and its subsidiaries to incur additional debt, incur or permit liens on assets, make investments and acquisitions, consolidate or merge with any other company, engage in asset sales and make dividends and distributions.
−Removed: The RCF requires the Company to meet certain financial covenants consisting of a consolidated net leverage ratio and a consolidated interest coverage ratio.
+Added: On December 14, 2020, the Company entered into an amendment to the Credit Agreement to increase the RCF from $ 250.0 million to $ 300.0 million and to include ING Capital LLC as an incremental lender on the RCF.
+Added: On March 1, 2021, the Company entered into a fifth amendment to the Credit Agreement to, among other things, (i) extend the maturity date of the RCF to March 2025 and (ii) permit 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.
+Added: The RCF is secured by substantially all of the assets of the Company and its U.S.
+Added: subsidiaries, including the land, mineral rights and infrastructure at the Kensington, Rochester and Wharf mines and the Sterling/Crown project as well as a pledge of the shares and other equity interests of certain of the Company’s subsidiaries.
+Added: The Credit Agreement contains representations and warranties and affirmative and negative covenants that are usual and customary, including representations, warranties, and covenants that, among other things, restrict the ability of the Company and its subsidiaries to incur additional debt, incur or permit liens on assets, make investments and acquisitions, consolidate or merge with any other company, engage in asset sales and make dividends and distributions.
+Added: The Credit Agreement requires the Company to meet certain financial covenants consisting of a consolidated net leverage ratio and a consolidated interest coverage ratio.
Obligations under the RCF may be accelerated upon the occurrence of certain customary events of default.
−Removed: At December 31, 2020, the Company had no borrowings, and $ 35.0 million in letters of credit outstanding und er the RCF.
−Removed: At December 31, 2020, the interest rate on the principal of the RCF was 2.4 %.
+Added: At December 31, 2021, the Company had $ 65.0 million drawn at an interest rate of 2.4 % 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.
−Removed: In the year ended December 31, 2020, the Company entered into new lease financing arrangements primarily for mining equipment at Palmarejo, Rochester, Silvertip and Kensington .
+Added: In the year ended December 31, 2021, the Company entered into new lease financing arrangements primarily for mining equipment at Rochester and Kensington .
+Added: Coeur secured a finance lease package for nearly $ 60 million during the year, a portion of which has been funded as of December 31, 2021.
+Added: The package is earmarked for planned equipment purchases for POA 11 in 2021 and 2022, and has an interest rate of 5.22 %.
All finance lease obligations are recorded, upon lease inception, at the present value of future minimum lease payments.
4 unchanged sentences
2024 Senior Notes $ 2,591 $ 13,513 $ 14,586
+Added: 2029 Senior Notes 16,016 — —
Revolving Credit Facility 2,296 3,165 5,358
12 unchanged sentences
On an ongoing basis, management evaluates its estimates and assumptions, and future expenditures could differ from current estimates.
+Added: The estimated reclamation and mine closure costs were discounted using credit adjusted, risk-free interest rates ranging from 6.9% to 10.1%.
+Added: The asset retirement obligation increased in 2021 due to overall inflationary impacts, increased reclamation and mine closure costs at Rochester associated with work completed to date for POA 11 and additional costs at Wharf and Rochester associated with the existing open pit and leach pad operations.
Changes to the Company’s asset retirement obligations for its operating sites are as follows:
27 unchanged sentences
Mexico 1,135 8,117 3,994
−Removed: Other — — ( 449 )
Income tax (expense) benefit $ ( 34,958 ) $ ( 37,045 ) $ 11,129
−Removed: he Company’s Income and mining tax benefit (expense) differed from the amounts computed by applying the United States statutory corporate income tax rate for the following reasons:
+Added: T he Company’s Income and mining tax benefit (expense) differed from the amounts computed by applying the United States statutory corporate income tax rate for the following reasons:
Coeur Mining, Inc.
19 unchanged sentences
Deferred tax liabilities:
−Removed: Mineral properties $ — $ 25,691
Inventory — 5
10 unchanged sentences
Unrealized foreign currency loss and other 1,013 3,386
−Removed: Royalty and other long-term debt — 6,235
Accrued expenses 20,589 16,849
28 unchanged sentences
The majority of the U.S.
−Removed: capital losses will expire through 2022.
+Added: capital losses will expire in 2022.
Foreign tax credits expire if unused beginning in 2022.
74 unchanged sentences
however, the recognition of compensation cost for performance share awards is based on the results of the internal performance metrics.
−Removed: Outstanding performance shares granted prior to 2018 will vest at the end of a three-year service period if relative stockholder return and internal performance metrics are met.
−Removed: The existence of a market condition requires recognition of compensation cost for the performance share awards over the requisite period regardless of whether the relative stockholder return metric is met.
+Added: Performance shares granted prior to 2018 vested at the end of the three-year service period if relative stockholder return and internal performance metrics were met.
+Added: The existence of a market condition required recognition of compensation cost for the performance share awards over the requisite period regardless of whether the relative stockholder return metric was met.
The following table summarizes performance shares activity for the years ended December 31, 2021, 2020, and 2019:
4 unchanged sentences
Canceled/Forfeited (1)
+Added: ( 300,267 ) 1.84
Outstanding at December 31, 2019 1,214,145 $ 6.93
+Added: 1,343,953 3.95
Vested ( 54,132 ) 11.47
10 unchanged sentences
Notes to Consolidated Financial Statements
−Removed: (1) Includes 461,242 additional shares granted in connection with the vesting of the 2015 award in 2018 due to above-target performance in accordance with the terms of the awards.
(1) Includes 207,264 additional shares granted and 300,267 shares cancelled in connection with the vesting of the 2016 award in 2019 due to above-target and below target performance, respectively, in accordance with the terms of the award.
(2) Includes 6,226 additional shares granted and 143,808 shares cancelled in connection with the vesting of the 2017 award in 2020 due to above-target and below target performance, respectively, in accordance with the terms of the award.
+Added: (3) Includes 1,421 additional shares granted and 141,894 shares cancelled in connection with the vesting of the 2018 award in 2021 due to above-target and below target performance, respectively, in accordance with the terms of the award.
At December 31, 2021, there was $ 5.0 million of unrecognized compensation cost related to performance shares to be recognized over a weighted average period of 1.7 years.
5 unchanged sentences
SARs, when vested, provide the participant the right to receive cash equal to the excess of the market price of the shares over the exercise price when exercised.
−Removed: The following table sets forth the weighted average fair value of stock options and the assumptions used to estimate the fair value of the stock options using the Black-Scholes option valuation model:
−Removed: 2020 2019 2018
−Removed: Weighted average fair value of stock options granted $ — $ — $ 4.09
−Removed: Volatility — — 66.86 %
−Removed: Expected life in years 0 0 4.00
−Removed: Risk-free interest rate — — 2.07 %
−Removed: Dividend yield — — —
The following table summarizes stock option and SAR activity for the years ended December 31, 2021, 2020, and 2019:
3 unchanged sentences
Outstanding at December 31, 2018 319,086 $ 13.53 42,152 $ 14.14
−Removed: Granted 14,310 7.91 — —
Exercised ( 11,055 ) 5.57 — —
Canceled/forfeited ( 11,519 ) 9.31 — —
+Added: Expired ( 4,733 ) 10.00 ( 9,870 ) 10.00
Outstanding at December 31, 2019 291,779 $ 14.05 32,282 $ 15.40
7 unchanged sentences
Outstanding at December 31, 2021 131,253 $ 16.91 — —
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
The following table summarizes outstanding stock options as of December 31, 2021.
3 unchanged sentences
Life (Years) Aggregate Intrinsic Value (in thousands)
−Removed: $ 0.00-$10.00 119,093 $ 7.72 4.6 —
−Removed: $10.00-$20.00 14,634 $ 16.28 1.9 —
−Removed: $20.00-$30.00 88,546 $ 25.68 1.4 —
+Added: $ 0.00-$10.00 54,330 $ 7.49 4.4 NA
+Added: $10.00-$20.00 14,634 $ 16.28 0.9 NA
+Added: $20.00-$30.00 62,289 $ 25.27 0.7 NA
Outstanding 131,253 $ 16.91 2.3 $ —
3 unchanged sentences
Cash received from options exercised for the year ended December 31, 2021 was $ 0.4 million for which there was no related tax benefit.
−Removed: The grant date fair value for stock options vested during the years ended December 31, 2020, 2019, and 2018 was nil , nil and $ 0.2 million, respectively.
+Added: The grant date fair value for stock options vested during the years ended December 31, 2021, 2020, and 2019 was nil .
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
NOTE 15 – FAIR VALUE MEASUREMENTS
3 unchanged sentences
Realized gain (loss) on equity securities 768 19,140 860
−Removed: Zinc options — — 753
Interest rate swap, net — — ( 178 )
+Added: Exchange agreement embedded derivative 9,933 — —
Fair value adjustments, net $ ( 543 ) $ 7,601 $ 16,030
6 unchanged sentences
Equity securities $ 132,197 $ 132,197 $ — $ —
−Removed: Foreign currency forward exchange contracts
−Removed: 13,747 — 13,747 —
Provisional metal sales contracts 86 — 86 —
4 unchanged sentences
$ 1,374 $ — $ 1,374 $ —
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
Fair Value at December 31, 2020
1 unchanged sentence
Equity and debt securities $ 12,943 $ 12,943 $ — $ —
+Added: Foreign currency forward exchange contracts 13,747 — 13,747 —
Provisional metal sales contracts 481 — 481 —
$ 27,171 $ 12,943 $ 14,228 $ —
−Removed: Silvertip contingent consideration $ 25,000 $ — $ — $ 25,000
−Removed: Provisional metal sales contracts 275 — 275 —
Gold zero cost collars
$ 24,883 $ — $ 24,883 $ —
+Added: Provisional metal sales contracts 67 — 67 —
+Added: $ 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.
5 unchanged sentences
Such instruments are classified within Level 2 of the fair value hierarchy.
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
+Added: As described in Note 7 - Investments , the Exchange Agreement provided 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.
+Added: The Company determined that the potential for additional share consideration in the Exchange Agreement represents an embedded derivative that requires bifurcation.
+Added: The obligation to deliver additional Coeur shares pursuant to the Exchange Agreement expired on October 31, 2021.
+Added: The accounting treatment of derivative financial instruments required 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.
+Added: 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.
In October 2017, the Company acquired the Silvertip mine from shareholders of JDS Silver Holdings Ltd (the “Silvertip Acquisition”).
5 unchanged sentences
December 31, 2021
−Removed: In thousands Balance at the beginning of the period Revaluation Settlements Accretion Balance at the
−Removed: Silvertip contingent consideration $ 25,000 $ — $ ( 25,000 ) $ — $ —
+Added: In thousands Balance at the beginning of the period Initial valuation Revaluation Settlements Balance at the
+Added: Exchange agreement embedded derivative $ — $ 9,933 $ ( 9,933 ) $ — $ —
December 31, 2020
−Removed: In thousands Balance at the beginning of the period Revaluation Settlements Accretion Balance at the
+Added: In thousands Balance at the beginning of the period Initial valuation Revaluation Settlements Balance at the
Silvertip contingent consideration $ 25,000 $ — $ — $ ( 25,000 ) $ —
The fair value of financial assets and liabilities carried at book value in the financial statements at December 31, 2021 and December 31, 2020 is presented in the following table:
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
December 31, 2021
14 unchanged sentences
(2) Unamortized debt issuance costs of $ 1.5 million included in Other Non-Current Assets .
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
The fair value of the 2029 Senior Notes was estimated using quoted market prices.
7 unchanged sentences
Derivatives Not Designated as Hedging Instruments
+Added: Exchange Agreement Embedded Derivative
+Added: The Exchange Agreement provided 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.
+Added: The Company determined that the potential for additional share consideration in the Exchange Agreement represents an embedded derivative that requires bifurcation.
+Added: The obligation to deliver additional Coeur shares pursuant to the Exchange Agreement expired on October 31, 2021.
+Added: The accounting treatment of derivative financial instruments required 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.
+Added: The obligation to deliver additional Coeur shares pursuant to the Exchange Agreement expired on October 31, 2021.
Provisional Metal Sales
12 unchanged sentences
Provisional metal sales contracts $ 86 $ 162
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
December 31, 2020
1 unchanged sentence
Provisional metal sales contracts $ 481 $ 67
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
The following represent mark-to-market gains (losses) on derivative instruments in the year ended December 31, 2021, 2020, and 2019, respectively (in thousands):
2 unchanged sentences
Revenue Provisional metal sales contracts $ ( 490 ) $ 959 $ 337
−Removed: Fair value adjustments, net Zinc options — — 753
+Added: Fair value adjustments, net Exchange agreement embedded derivative 9,933 — —
Fair value adjustments, net Interest rate swaps — — ( 178 )
7 unchanged sentences
The Company has elected to designate these instruments as cash flow hedges of forecasted transactions at their inception.
+Added: As of December 31, 2021, there were no outstanding foreign currency forward exchange contracts.
At December 31, 2021, the Company had the following derivative cash flow hedge instruments that settle as follows:
6 unchanged sentences
Notional ounces 132,000 —
−Removed: Foreign currency forward exchange contracts - Mexican Peso
−Removed: Average Mexican Peso exchange rate $ 24.99 $ —
−Removed: Notional US dollar 60,000 —
The effective portions of cash flow hedges are recorded in accumulated other comprehensive income (loss) (“AOCI”) until the hedged item is recognized in earnings.
4 unchanged sentences
There have been no such changes in critical terms or adverse developments.
−Removed: As of December 31, 2020, the Company had $ 11.1 million of net after-tax loss in AOCI related to losses from cash flow hedge transactions, of which $ 1.2 million of net after-tax losses is expected to be recognized in its Consolidated Statement
+Added: As of December 31, 2021, the Company had $ 1.2 million of net after-tax loss in AOCI related to losses from cash flow hedge transactions, of which $ 1.2 million of net after-tax losses is expected to be recognized in its Consolidated Statement of Comprehensive Income (Loss) during the next 12 months.
+Added: Actual amounts ultimately reclassified to net income are dependent on the price of gold for metal contracts.
Coeur Mining, Inc.
1 unchanged sentence
Notes to Consolidated Financial Statements
−Removed: of Comprehensive Income (Loss) during the next 12 months.
−Removed: 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:
2 unchanged sentences
Gold zero cost collars $ — $ 1,212
−Removed: Foreign currency forward exchange contracts 13,747 —
−Removed: $ 13,747 $ 24,883
December 31, 2020
1 unchanged sentence
Gold zero cost collars $ — $ 24,883
−Removed: The following table sets forth the pre-tax gains (losses) on derivatives designated as cash flow hedges that have been included in Accumulated Other Comprehensive Income (“AOCI”) and the Consolidated Statement of Comprehensive Income (Loss) for the year ended December 31, 2020 and 2019, respectively (in thousands).
+Added: Foreign currency forward exchange contracts 13,747 —
+Added: $ 13,747 $ 24,883
+Added: 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 year ended December 31, 2021, 2020, and 2019, respectively (in thousands).
Year Ended December 31,
8 unchanged sentences
$ ( 12,859 ) $ 1,434 $ —
−Removed: On August 10, 2020, in order to obtain more working capital flexibility, the Company novated certain of its gold zero cost collar option contracts to a different counterparty and modified the related credit support requirements.
−Removed: The novation did not result in any changes to the critical terms of the applicable option contracts, nor was there a change in creditworthiness in relation to the new counterparty.
−Removed: To execute the novation, the Company was required to make an upfront payment of $ 3.8 million, as a funding cost for more favorable credit and margin requirements.
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.
10 unchanged sentences
Silvertip ongoing carrying costs 24,928 16,384 —
−Removed: Silvertip temporary suspension costs 10,501 — —
+Added: Silvertip suspension costs — 11,199 —
Gain on modification of right of use lease — ( 4,051 ) —
7 unchanged sentences
Gain (loss) on sale of assets 4,111 ( 2,849 ) ( 714 )
+Added: VAT write-down ( 25,982 ) — —
Gold zero cost collars novation fee — ( 3,819 ) —
Gain (loss) on sale of Manquiri NSR consideration — 365 133
−Removed: 365 133 ( 18,599 )
RMC receivable write-down — — ( 1,040 )
−Removed: Mexico inflation adjustment — — 1,939
Gain (loss) on Silvertip contingent consideration — 955 —
2 unchanged sentences
Other, net $ ( 22,925 ) $ ( 5,941 ) $ ( 3,193 )
−Removed: (1) As defined in Note 22 -- Discontinued Operations.
NOTE 18 – NET INCOME (LOSS) PER SHARE
15 unchanged sentences
Diluted 250,044 242,549 218,812
−Removed: Basic income (loss) per share:
+Added: Income (loss) per share:
Income (loss) from continuing operations $ ( 0.13 ) $ 0.11 $ ( 1.59 )
Income (loss) from discontinued operations — — 0.03
−Removed: $ 0.11 $ ( 1.56 ) $ ( 0.26 )
+Added: Basic $ ( 0.13 ) $ 0.11 $ ( 1.56 )
Diluted income (loss) per share:
1 unchanged sentence
Income (loss) from discontinued operations — — 0.03
−Removed: $ 0.11 $ ( 1.56 ) $ ( 0.26 )
−Removed: (1) Due to rounding, the sum of net income per share from continuing operations and discontinued operations may not equal net income per share.
+Added: Diluted $ ( 0.13 ) $ 0.11 $ ( 1.56 )
On April 23, 2020, the Company entered into an ATM Equity Offering Sales Agreement (the “Sales Agreement”) with BofA Securities, Inc.
3 unchanged sentences
NOTE 19 - SUPPLEMENTAL GUARANTOR INFORMATION
−Removed: The following Consolidating Financial Statements are presented to satisfy disclosure requirements of Rule 3-10 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.
+Added: 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.
−Removed: The following schedules present Consolidating Financial Statements of (a) Coeur, the parent company;
−Removed: (b) the Subsidiary Guarantors;
−Removed: and (c) certain wholly-owned domestic and foreign subsidiaries of the Company (collectively, the “Non-Guarantor Subsidiaries”).
+Added: The following schedules present summarized financial information of (a) Coeur, the parent company and (b) the Subsidiary Guarantors (collectively the “Obligor Group”).
+Added: 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.
+Added: 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.
3 unchanged sentences
Notes to Consolidated Financial Statements
−Removed: CONSOLIDATING BALANCE SHEET
+Added: SUMMARIZED BALANCE SHEET
DECEMBER 31, 2021
In thousands Coeur Mining, Inc.
−Removed: Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
+Added: Guarantor Subsidiaries
CURRENT ASSETS
11 unchanged sentences
Equity and debt securities 132,197 —
−Removed: Receivables — — 26,447 — 26,447
Net investment in subsidiaries 794,254 56,623
25 unchanged sentences
Notes to Consolidated Financial Statements
−Removed: CONSOLIDATING BALANCE SHEET
+Added: SUMMARIZED BALANCE SHEET
DECEMBER 31, 2020
In thousands Coeur Mining, Inc.
−Removed: Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
+Added: Guarantor Subsidiaries
CURRENT ASSETS
11 unchanged sentences
Equity and debt securities 12,943 —
−Removed: Receivables — — 28,709 — 28,709
Net investment in subsidiaries 514,705 72,785
25 unchanged sentences
Notes to Consolidated Financial Statements
−Removed: CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)
−Removed: YEAR ENDED DECEMBER 31, 2020
−Removed: In thousands Coeur Mining, Inc.
−Removed: Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
−Removed: Revenue $ — $ 496,996 $ 288,465 $ — $ 785,461
−Removed: COSTS AND EXPENSES
−Removed: Costs applicable to sales (1)
−Removed: — 297,473 142,862 — 440,335
−Removed: Amortization 742 76,830 53,815 — 131,387
−Removed: General and administrative 33,699 3 20 — 33,722
−Removed: Exploration 1,344 22,113 19,186 — 42,643
−Removed: Pre-development, reclamation, and other 2,001 19,442 34,211 — 55,654
−Removed: Total costs and expenses 37,786 415,861 250,094 — 703,741
−Removed: OTHER INCOME (EXPENSE), NET
−Removed: Fair value adjustments, net 7,601 — — — 7,601
−Removed: Other, net 12,341 ( 2,860 ) ( 1,069 ) ( 14,353 ) ( 5,941 )
−Removed: Interest expense, net of capitalized interest ( 16,796 ) ( 3,150 ) ( 15,115 ) 14,353 ( 20,708 )
−Removed: Total other income (expense), net 3,146 ( 6,010 ) ( 16,184 ) — ( 19,048 )
−Removed: Income (loss) from continuing operations before income and mining taxes ( 34,640 ) 75,125 22,187 — 62,672
−Removed: Income and mining tax (expense) benefit ( 624 ) ( 8,738 ) ( 27,683 ) — ( 37,045 )
−Removed: Income (loss) from continuing operations ( 35,264 ) 66,387 ( 5,496 ) — 25,627
−Removed: Equity income (loss) in consolidated subsidiaries 60,891 ( 12,956 ) 12,378 ( 60,313 ) —
−Removed: Income (loss) from discontinued operations — — — — —
−Removed: NET INCOME (LOSS) $ 25,627 $ 53,431 $ 6,882 $ ( 60,313 ) $ 25,627
−Removed: OTHER COMPREHENSIVE INCOME (LOSS):
−Removed: Change in fair value of derivative contracts designated as cash flow hedges, net of tax ( 12,434 ) — — — ( 12,434 )
−Removed: Reclassification adjustments for realized (gain) loss on cash flow hedges 1,434 — — — 1,434
−Removed: Other comprehensive income (loss) ( 11,000 ) — — — ( 11,000 )
−Removed: COMPREHENSIVE INCOME (LOSS) $ 14,627 $ 53,431 $ 6,882 $ ( 60,313 ) $ 14,627
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)
−Removed: YEAR ENDED DECEMBER 31, 2019
−Removed: In thousands Coeur Mining, Inc.
−Removed: Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
−Removed: Revenue $ — $ 414,548 $ 296,954 $ — $ 711,502
−Removed: COSTS AND EXPENSES
−Removed: Costs applicable to sales (1)
−Removed: — 300,496 250,685 — 551,181
−Removed: Amortization 876 81,759 96,241 — 178,876
−Removed: General and administrative 31,913 808 1,772 — 34,493
−Removed: Exploration 1,492 12,220 8,815 — 22,527
−Removed: Impairment of long-lived assets — — 250,814 — 250,814
−Removed: Pre-development, reclamation, and other 346 11,204 6,871 — 18,421
−Removed: Total costs and expenses 34,627 406,487 615,198 — 1,056,312
−Removed: OTHER INCOME (EXPENSE), NET
−Removed: Loss on debt extinguishment ( 1,281 ) — — — ( 1,281 )
−Removed: Fair value adjustments, net 16,039 ( 9 ) — — 16,030
−Removed: Other, net 18,993 ( 1,106 ) ( 3,941 ) ( 17,139 ) ( 3,193 )
−Removed: Interest expense, net of capitalized interest ( 20,774 ) ( 2,591 ) ( 18,545 ) 17,139 ( 24,771 )
−Removed: Total other income (expense), net 12,977 ( 3,706 ) ( 22,486 ) — ( 13,215 )
−Removed: Income (loss) from continuing operations before income and mining taxes ( 21,650 ) 4,355 ( 340,730 ) — ( 358,025 )
−Removed: Income and mining tax (expense) benefit ( 1,518 ) ( 3,750 ) 16,397 — 11,129
−Removed: Income (loss) from continuing operations ( 23,168 ) 605 ( 324,333 ) — ( 346,896 )
−Removed: Equity income (loss) in consolidated subsidiaries ( 323,728 ) ( 10,100 ) 9,760 324,068 —
−Removed: Income (loss) from discontinued operations 5,693 — — — 5,693
−Removed: NET INCOME (LOSS) $ ( 341,203 ) $ ( 9,495 ) $ ( 314,573 ) $ 324,068 $ ( 341,203 )
−Removed: OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
−Removed: Unrealized gain (loss) on debt and equity securities 59 — — — 59
−Removed: Change in fair value of derivative contracts designated as cash flow hedges, net of tax ( 136 ) — — — ( 136 )
−Removed: Other comprehensive income (loss) ( 77 ) — — — ( 77 )
−Removed: COMPREHENSIVE INCOME (LOSS) $ ( 341,280 ) $ ( 9,495 ) $ ( 314,573 ) $ 324,068 $ ( 341,280 )
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)
+Added: SUMMARIZED STATEMENTS OF INCOME
YEAR ENDED DECEMBER 31, 2021
In thousands Coeur Mining, Inc.
−Removed: Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
+Added: Guarantor Subsidiaries
Revenue $ — $ 512,553
−Removed: COSTS AND EXPENSES
−Removed: Costs applicable to sales (1)
−Removed: — 285,242 155,708 — 440,950
−Removed: Amortization 940 61,489 66,044 — 128,473
−Removed: General and administrative 30,868 398 79 — 31,345
−Removed: Exploration 1,496 9,294 14,607 — 25,397
−Removed: Pre-development, reclamation, and other 1,246 11,351 7,446 — 20,043
−Removed: Total costs and expenses 34,550 367,774 243,884 — 646,208
−Removed: OTHER INCOME (EXPENSE), NET
−Removed: Fair value adjustments, net 4,056 ( 418 ) — 3,638
−Removed: Other, net ( 403 ) 617 ( 9,462 ) ( 15,457 ) ( 24,705 )
−Removed: Interest expense, net of capitalized interest ( 21,563 ) ( 1,479 ) ( 16,779 ) 15,457 ( 24,364 )
−Removed: Total other income (expense), net ( 17,910 ) ( 1,280 ) ( 26,241 ) — ( 45,431 )
−Removed: Income (loss) from continuing operations before income and mining taxes ( 52,460 ) 2,194 ( 15,469 ) — ( 65,735 )
−Removed: Income and mining tax (expense) benefit ( 548 ) ( 1,926 ) 19,254 — 16,780
+Added: Gross profit (loss) $ ( 714 ) $ 67,941
Income (loss) from continuing operations $ ( 31,324 ) $ 3,204
−Removed: Equity income (loss) in consolidated subsidiaries 3,593 ( 608 ) ( 74 ) ( 2,911 ) —
−Removed: Income (loss) from discontinued operations 1,010 ( 284 ) ( 176 ) — 550
Net income (loss) $ ( 31,324 ) $ 3,204
−Removed: OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
−Removed: Unrealized gain (loss) on debt securities, net of tax 26 — — — 26
−Removed: Other comprehensive income (loss) 26 — — — 26
−Removed: COMPREHENSIVE INCOME (LOSS) $ ( 48,379 ) $ ( 624 ) $ 3,535 $ ( 2,911 ) $ ( 48,379 )
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: CONSOLIDATING STATEMENT OF CASH FLOWS
−Removed: YEAR ENDED DECEMBER 31, 2020
−Removed: In thousands Coeur Mining, Inc.
−Removed: Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
−Removed: CASH FLOWS FROM OPERATING ACTIVITIES:
−Removed: Cash provided by (used in) activities of operations $ 16,926 $ 135,576 $ 56,520 $ ( 60,313 ) $ 148,709
−Removed: Cash provided by (used in) activities of discontinued operations — — — —
−Removed: CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $ 16,926 $ 135,576 $ 56,520 $ ( 60,313 ) $ 148,709
−Removed: CASH FLOWS FROM INVESTING ACTIVITIES
−Removed: Capital expenditures ( 317 ) ( 60,306 ) ( 38,656 ) — ( 99,279 )
−Removed: Proceeds from the sale of assets 4,500 792 237 — 5,529
−Removed: Purchase of investments ( 2,500 ) — — — ( 2,500 )
−Removed: Sales of investments 30,831 — — — 30,831
−Removed: Other — — ( 252 ) — ( 252 )
−Removed: Investments in consolidated subsidiaries ( 60,888 ) ( 38 ) 613 60,313 —
−Removed: Cash provided by (used in) activities of continuing operations ( 28,374 ) ( 59,552 ) ( 38,058 ) 60,313 ( 65,671 )
−Removed: Cash provided by (used in) activities of discontinued operations — — — — —
−Removed: CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES ( 28,374 ) ( 59,552 ) ( 38,058 ) 60,313 ( 65,671 )
−Removed: CASH FLOWS FROM FINANCING ACTIVITIES:
−Removed: Issuance of notes and bank borrowings, net of issuance costs 150,000 — — — 150,000
−Removed: Payments on debt, finance leases, and associated costs ( 150,000 ) ( 15,621 ) ( 10,363 ) — ( 175,984 )
−Removed: Silvertip contingent consideration — — ( 18,750 ) — ( 18,750 )
−Removed: Net intercompany financing activity 22,988 ( 59,103 ) 36,115 — —
−Removed: Other ( 1,801 ) — — — ( 1,801 )
−Removed: Cash provided by (used in) activities of operations 21,187 ( 74,724 ) 7,002 — ( 46,535 )
−Removed: Cash provided by (used in) activities of discontinued operations — — — — —
−Removed: CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 21,187 ( 74,724 ) 7,002 — ( 46,535 )
−Removed: Effect of exchange rate changes on cash and cash equivalents 8 2 639 — 649
−Removed: Less net cash provided by (used in) discontinued operations — — — — —
−Removed: NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH 9,747 1,302 26,103 — 37,152
−Removed: Cash, cash equivalents and restricted cash at beginning of period 4,356 27,231 25,431 — 57,018
−Removed: Cash, cash equivalents and restricted cash at end of period $ 14,103 $ 28,533 $ 51,534 $ — $ 94,170
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: CONSOLIDATING STATEMENT OF CASH FLOWS
−Removed: YEAR ENDED DECEMBER 31, 2019
−Removed: In thousands Coeur Mining, Inc.
−Removed: Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
−Removed: CASH FLOWS FROM OPERATING ACTIVITIES:
−Removed: Cash provided by (used in) activities of continuing operations $ ( 377,159 ) $ 125,325 $ 19,646 $ 324,068 $ 91,880
−Removed: Cash provided by (used in) activities of discontinued operations — — — — —
−Removed: CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $ ( 377,159 ) $ 125,325 $ 19,646 $ 324,068 $ 91,880
−Removed: CASH FLOWS FROM INVESTING ACTIVITIES
−Removed: Capital expenditures ( 491 ) ( 48,324 ) ( 50,957 ) — ( 99,772 )
−Removed: Proceeds from the sale of assets — 913 120 — 1,033
−Removed: Purchase of investments ( 5,019 ) ( 1 ) ( 3 ) — ( 5,023 )
−Removed: Sales of investments 2,109 — — — 2,109
−Removed: Proceeds from notes receivable 7,168 — — — 7,168
−Removed: Other 2,051 32 ( 164 ) — 1,919
−Removed: Investments in consolidated subsidiaries 323,561 180 327 ( 324,068 ) —
−Removed: Cash provided by (used in) activities of continuing operations 329,379 ( 47,200 ) ( 50,677 ) ( 324,068 ) ( 92,566 )
−Removed: Cash provided by (used in) activities of discontinued operations — — — — —
−Removed: CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES 329,379 ( 47,200 ) ( 50,677 ) ( 324,068 ) ( 92,566 )
−Removed: CASH FLOWS FROM FINANCING ACTIVITIES:
−Removed: Issuance of common stock 123,059 — — — 123,059
−Removed: Issuance of notes and bank borrowings, net of issuance costs 60,000 — — — 60,000
−Removed: Payments on debt, finance leases, and associated costs ( 195,878 ) ( 17,364 ) ( 8,612 ) — ( 221,854 )
−Removed: Silvertip contingent consideration — — ( 18,697 ) — ( 18,697 )
−Removed: Net intercompany financing activity 55,611 ( 59,068 ) 3,457 — —
−Removed: Other ( 3,404 ) — — — ( 3,404 )
−Removed: Cash provided by (used in) activities of continuing operations 39,388 ( 76,432 ) ( 23,852 ) — ( 60,896 )
−Removed: Cash provided by (used in) activities of discontinued operations — — — — —
−Removed: CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 39,388 ( 76,432 ) ( 23,852 ) — ( 60,896 )
−Removed: Effect of exchange rate changes on cash and cash equivalents — ( 2 ) 533 — 531
−Removed: Less net cash provided by (used in) discontinued operations — — — — —
−Removed: NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH ( 8,392 ) 1,691 ( 54,350 ) — ( 61,051 )
−Removed: Cash, cash equivalents and restricted cash at beginning of period 12,748 25,540 79,781 — 118,069
−Removed: Cash, cash equivalents and restricted cash at end of period $ 4,356 $ 27,231 $ 25,431 $ — $ 57,018
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
−Removed: CONSOLIDATING STATEMENT OF CASH FLOWS
−Removed: YEAR ENDED DECEMBER 31, 2018
−Removed: In thousands Coeur Mining, Inc.
−Removed: Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
−Removed: CASH FLOWS FROM OPERATING ACTIVITIES:
−Removed: Cash provided by (used in) activities of continuing operations $ ( 45,313 ) $ 55,656 $ 12,676 $ ( 2,911 ) 20,108
−Removed: Cash provided by (used in) activities of discontinued operations — — ( 2,690 ) — ( 2,690 )
−Removed: CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES ( 45,313 ) 55,656 9,986 ( 2,911 ) 17,418
−Removed: CASH FLOWS FROM INVESTING ACTIVITIES
−Removed: Capital expenditures ( 390 ) ( 58,040 ) ( 82,357 ) — ( 140,787 )
−Removed: Proceeds from the sale of assets 23 446 108 — 577
−Removed: Purchase of investments ( 431 ) — 5 — ( 426 )
−Removed: Sales of investments 11,694 1,019 — — 12,713
−Removed: Acquisitions, net of cash acquired — — 6,914 — 6,914
−Removed: Proceeds from notes receivable 19,000 — — — 19,000
−Removed: Other 46 217 ( 252 ) — 11
−Removed: Investments in consolidated subsidiaries ( 6,288 ) 159 3,218 2,911 —
−Removed: Cash provided by (used in) activities of continuing operations 23,654 ( 56,199 ) ( 72,364 ) 2,911 ( 101,998 )
−Removed: Cash provided by (used in) activities of discontinued operations — — ( 28,470 ) — ( 28,470 )
−Removed: CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES 23,654 ( 56,199 ) ( 100,834 ) 2,911 ( 130,468 )
−Removed: CASH FLOWS FROM FINANCING ACTIVITIES:
−Removed: Issuance of notes and bank borrowings, net of issuance costs 95,000 — — — 95,000
−Removed: Payments on debt, finance leases, and associated costs ( 60,826 ) ( 12,239 ) ( 21,994 ) — ( 95,059 )
−Removed: Net intercompany financing activity ( 50,640 ) ( 13,906 ) 64,546 — —
−Removed: Other ( 5,160 ) — — — ( 5,160 )
−Removed: Cash provided by (used in) activities of continuing operations ( 21,626 ) ( 26,145 ) 42,552 — ( 5,219 )
−Removed: Cash provided by (used in) activities of discontinued operations — — ( 22 ) — ( 22 )
−Removed: CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES ( 21,626 ) ( 26,145 ) 42,530 — ( 5,241 )
−Removed: Effect of exchange rate changes on cash and cash equivalents — ( 11 ) 39 — 28
−Removed: Less net cash provided by (used in) discontinued operations — — ( 32,930 ) — ( 32,930 )
−Removed: NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH ( 43,285 ) ( 26,699 ) ( 15,349 ) — ( 85,333 )
−Removed: Cash, cash equivalents and restricted cash at beginning of period 56,033 52,239 95,130 — 203,402
−Removed: Cash, cash equivalents and restricted cash at end of period $ 12,748 $ 25,540 $ 79,781 $ — $ 118,069
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
NOTE 20 – COMMITMENTS AND CONTINGENCIES
−Removed: Mexico VAT Litigation
−Removed: Included in non-current receivables as of December 31, 2020 are $ 26.4 million due from the Mexican government associated with VAT that was paid under Coeur Mexicana’s prior royalty agreement with a subsidiary of Franco-Nevada Corporation, which was terminated in 2016.
−Removed: Under the royalty agreement, Coeur applied for and initially received VAT refunds associated with the royalty payments in the normal course;
−Removed: however, in 2011 the Mexican tax authorities began denying the Company’s VAT refunds based on the argument that VAT was not legally due on the royalty payments.
−Removed: Accordingly, Coeur began to request refunds of the VAT as undue payments, which the Mexican tax authorities also denied.
−Removed: The Company has since been engaged in ongoing efforts to recover the VAT from the Mexican government (including through litigation and potential arbitration).
−Removed: Despite a favorable ruling from Mexican tax courts in this matter in 2018, litigation continues, some of which was determined unfavorably to the Company in 2019 and 2020 based on interpretations of applicable law and prior court decisions which the Company and its counsel believe are erroneous and which are now under appeal.
−Removed: While the Company believes that it remains legally entitled to be refunded the full amount of the VAT receivable, the Company may continue to experience delays or obstacles in the recovery of VAT and it is possible that some or all of the VAT receivable may not ultimately be recovered as outcomes in Mexican tax courts and the process for recovering funds even if there is a successful outcome in litigation can be unpredictable.
−Removed: The continued failure to recover the VAT receivable may result in the Company recording a reserve against some or all of this amount, which, if material, may have a material adverse impact on the Company’s financial statements.
+Added: Mexico Litigation Matters
+Added: As of December 31, 2021, $ 26.0 million is due from the Mexican government associated with VAT that was paid under Coeur Mexicana, S.A.
+Added: de C.V.’s (“Coeur Mexicana’s”) prior royalty agreement with a subsidiary of Franco-Nevada Corporation, which was terminated in 2016.
+Added: Coeur Mexicana applied for and initially received VAT refunds associated with the royalty payments in the normal course;
+Added: 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.
+Added: Accordingly, Coeur Mexicana began to request refunds of the VAT as undue payments, which the Mexican tax authorities also denied.
+Added: 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).
+Added: 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 during 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.
+Added: 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.
+Added: Coeur Mexicana may still elect to initiate an arbitration proceeding under Chapter 11 of the North American Free Trade Agreement, or NAFTA.
+Added: 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.
+Added: 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
−Removed: Coeur Mexicana, S.A.
−Removed: (“Coeur Mexicana”), a subsidiary of Coeur, 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.
+Added: 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.
2 unchanged sentences
Kensington Prepayment
−Removed: 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”) to allow for a $ 25.0 million prepayment for deliveries of gold concentrate from the Kensington mine, for which deliveries were made to the counterparty in 2019.
−Removed: The Amended Sales Contract also included an option for an additional $ 15.0 million prepayment for deliveries of gold concentrate, which Coeur exercised in December 2019.
−Removed: In the first half of 2020, the Kensington mine delivered $ 15.0 million of gold concentrate to the counterparty in satisfaction of this prepayment obligation.
−Removed: The Amended Sales Contract was further amended in June 2020 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 2020 (the “June 2020 Prepayment”).
−Removed: In the second half of 2020, the Kensington mine delivered $ 15.0 million of gold concentrate to the counterparty in satisfaction of the June 2020 Prepayment obligation.
−Removed: In December 2020, Coeur exercised the option to receive the second $ 15.0 million prepayment (the “December 2020 Prepayment”), which is recognized as a deferred revenue liability and is presented in Accrued liabilities and other on the Consolidated Balance Sheet.
−Removed: 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 June 30, 2021.
−Removed: Silvertip Contingent Consideration
−Removed: A total of up to $ 50.0 million of contingent consideration, payable in cash and common stock, was payable in conjunction with the Silvertip Acquisition based upon the achievement of two milestones, one of which was achieved and paid during 2019 and the other of which was achieved and paid during the first quarter of 2020.
−Removed: The first milestone payment of $ 25.0 million was contingent upon receipt of a permit expansion for a sustained mining and milling rate of 1,000 tonnes per day (the “Permit contingent consideration”).
−Removed: The permit application was submitted to the British Columbia Ministry of Energy and Mining on April 30, 2018 and following its approval in November 2019, the Company made a payment of $ 25.0 million in the form of $ 18.7 million in cash and 1.0 million shares of common stock to satisfy the Permit contingent consideration obligation.
−Removed: At December 31, 2019, based on the Silvertip mine’s total mineralized material (including reserves) (the “Resource contingent consideration”), the former JDS Silver Holdings Ltd.
−Removed: shareholders were entitled to the full second contingent payment of $ 25.0 million.
−Removed: In the first quarter of 2020, the Company made a payment of $ 25.0 million in the form of $ 18.8 million in cash and 0.9 million shares of common stock to satisfy the Resource contingent consideration obligation.
+Added: 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”).
+Added: 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.
+Added: In December 2020, Coeur exercised an option to receive the $ 15.0 million December 2020 Prepayment.
+Added: In the first half of 2021, the Kensington mine delivered $ 15.0 million in satisfaction of the December 2020 Prepayment.
+Added: In June 2021, Coeur exercised an option to receive the $ 15.0 million June 2021 Prepayment, and delivered $ 15.0 million against that $ 15.0 million in the second half of 2021.
+Added: In December 2021, the Company exercised the option to receive the $15.0 million December 2021 Prepayment.
+Added: The remaining deliveries of $ 15.0 million under the December 2021 Prepayment are recognized as a deferred revenue liability and are presented in Accrued liabilities and other on the Consolidated Balance Sheet.
Coeur Mining, Inc.
1 unchanged sentence
Notes to Consolidated Financial Statements
+Added: 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, 2022.
+Added: POA 11 Expansion Project
+Added: In the second half of 2021 the Company began seeing inflationary pressures on bids for remaining unawarded contracts on the POA 11 expansion project at Rochester during the second half of 2021, most notably on two structural, mechanical, piping, electrical and instrumentation (“SMPEI”) construction contracts for the Merrill-Crowe process plant and crushing circuit, respectively.
+Added: Coeur recently selected the general SMPEI contractor for construction of the Merrill-Crowe process plant and crusher corridor based on a revised commercial approach from the previous lump-sum commercial model to a single contract.
+Added: SMPEI work under the initial contract is beginning to advance.
+Added: Coeur has also advanced work related to implementation of pre-screens as part of the POA 11 expansion project and has elected to proceed with this scope change enhancement.
+Added: As previously disclosed, the Company plans to integrate pre-screens into the current crushing system at Rochester, which is expected to drive improved performance while providing valuable operating experience and knowledge that can be applied to the new crushing circuit as part of the POA 11 expansion.
+Added: Coeur has commenced detailed engineering for pre-screens and intends to align construction of the pre-screens with the completion of the crusher corridor.
+Added: Installation of pre-screens on the existing crusher system is scheduled for the first half of 2022 with commissioning expected to begin around mid-year.
+Added: In connection with the items discussed above, the Company has conducted a comprehensive re-baselining of the overall schedule and costs associated with the original scope of POA 11.
+Added: Coeur now estimates the total construction capital for POA 11 to be approximately $ 597 million, which includes the 10 - 15 % previously announced potential cost escalation as well as $ 70 - $ 80 million related to pre-screen implementation and additional porject contingency to reflect ongoing COVID and schedule risk.
+Added: As of December 31, 2021, the Company has incurred approximately $ 236 million in the expansion and 61 % of the capital is now committed (excluding the recently-awarded SMPEI contract, which is expected to be formalized in the first quarter).
+Added: Excluding capital leases, Coeur forecasts capital expenditures related to POA 11 to be approximately $ 217 - $ 257 million and $ 131 - $ 171 million in 2022 and 2023, respectively.
+Added: Additional details on expected production and capital expenditures for Rochester can be found in the Technical Report Summary filed by the Company with the U.S.
+Added: Securities and Exchange Commission on February 16, 2022.
Other Commitments and Contingencies
1 unchanged sentence
As of December 31, 2021 and December 31, 2020, the Company had surety bonds totaling $ 315.1 million and $ 311.9 million, respectively, in place as financial support for future reclamation and closure costs.
−Removed: The 2020 increase in surety bonds was primarily related to the POA 11 expansion project at Rochester and reclamation and post-closure requirements at Wharf.
−Removed: 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, to support these instruments.
+Added: 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 cancels and/or returns the instrument to the issuing entity.
1 unchanged sentence
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.
−Removed: NOTE 22 – DISCONTINUED OPERATIONS
−Removed: In December 2017, the Company and certain of its subsidiaries entered into a definitive agreement (as amended, the “Manquiri Agreement”) to sell all of the outstanding capital stock of Empresa Minera Manquiri S.A.
−Removed: (“Manquiri”), which is the operator of the San Bartolomé mine and processing facility (the “Manquiri Divestiture”).
−Removed: On February 28, 2018, the Manquiri Divestiture was completed, and, in accordance with the Manquiri Agreement, the capital stock in Manquiri was sold to Ag-Mining Investments, AB, a privately-held Swedish company (the “Buyer”), in exchange for, among other items, (A) 2.0% net smelter returns royalty on all metals processed through the San Bartolomé mine’s processing facility (the “NSR”) and (B) promissory notes payable by the Buyer with an aggregate principal amount equal to $27.6 million (the “Manquiri Notes Receivable”).
−Removed: In September 2018, the Company entered into the Letter Agreement with the Buyer pursuant to which the total aggregate principal amount of the Manquiri Notes Receivable was reduced to $25.0 million, and the Buyer made a concurrent cash payment of $15.0 million to the Sellers in respect of the Manquiri Notes Receivable.
−Removed: In addition, the Company also agreed to forgo any rights to any value added tax refunds collected or received by Manquiri.
−Removed: On February 28, 2019, the parties executed a letter agreement (the “February Letter Agreement”), which amended certain terms of the Manquiri Agreement.
−Removed: Pursuant to the February Letter Agreement, the Buyer agreed to accelerate repayment of the remaining aggregate $6.0 million owed under the Manquiri Notes Receivable, which was received.
−Removed: As of the date of the entry into the February Letter Agreement, the remaining obligations under the Manquiri Agreement (including post-closing indemnification obligations) terminated.
−Removed: The Company recorded a $ 5.7 million gain on the sale Manquiri following the release of the indemnification liability (associated with termination of post-closing indemnification obligations) pursuant to the February Letter Agreement.
−Removed: In January 2020, the Buyer purchased the NSR from Coeur by making a payment to Coeur of $ 4.5 million.
−Removed: Coeur recorded a gain of $ 0.4 million following the payment.
+Added: Coeur Mining, Inc.
+Added: and Subsidiaries
+Added: Notes to Consolidated Financial Statements
NOTE 21 – ADDITIONAL BALANCE SHEET DETAIL AND SUPPLEMENTAL CASH FLOW INFORMATION
2 unchanged sentences
Accrued salaries and wages $ 28,408 $ 30,457
−Removed: Silvertip contingent consideration — 25,000
Deferred revenue (1)
8 unchanged sentences
(1) See Note 20 -- Commitments and Contingencies for additional details on deferred revenue liabilities
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Consolidated Financial Statements
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 year ended December 31, 2021 and 2020:
3 unchanged sentences
Total cash, cash equivalents and restricted cash shown in the statement of cash flows $ 58,289 $ 94,170
−Removed: The following table presents non-cash financing and investing activities and other cash flow information:
Year ended December 31,
4 unchanged sentences
Non-cash extinguishment of senior notes $ — $ — $ 20,009
−Removed: Non-cash acquisitions and related deferred taxes $ — $ — $ 110,273
Non-cash Silvertip contingent consideration $ — $ 5,295 $ 5,973
+Added: Non-cash acquisition of Victoria Gold Corp common stock $ 118,777 $ — $ —
Other cash flow information:
Interest paid $ 19,655 $ 20,634 $ 24,428
−Removed: Income taxes paid $ 35,600 $ 33,700 $ 50,400
−Removed: Coeur Mining, Inc.
−Removed: and Subsidiaries
−Removed: Notes to Condensed Consolidated Financial Statements
−Removed: SUMMARY OF QUARTERLY FINANCIAL DATA (UNAUDITED)
−Removed: The following table sets forth a summary of the unaudited quarterly results of operations for the years ended December 31, 2020 and 2019 (in thousands, except per share data):
−Removed: Revenues $ 173,167 $ 154,249 $ 229,728 $ 228,317
−Removed: Costs applicable to sales 118,917 90,015 112,772 118,631
−Removed: Amortization 36,162 27,876 32,216 35,133
−Removed: Gross Profit 18,088 36,358 84,740 74,553
−Removed: Exploration 6,386 11,855 12,818 11,584
−Removed: Other operating expenses (General and administrative, Pre-development, reclamation, and other, and Impairment of long-lived assets) 15,475 27,291 22,788 23,822
−Removed: Income (loss) from continuing operations ( 11,900 ) ( 1,209 ) 26,856 11,880
−Removed: Income (loss) from discontinued operations — — — —
−Removed: Net income (loss) ( 11,900 ) ( 1,209 ) 26,856 11,880
−Removed: Cash provided by (used in) operating activities ( 7,991 ) 9,947 79,464 67,289
−Removed: Capital expenditures 22,208 16,682 22,996 37,393
−Removed: Basic income (loss) per share:
−Removed: Net income (loss) from continuing operations $ ( 0.05 ) $ ( 0.01 ) $ 0.11 $ 0.05
−Removed: Net income (loss) from discontinued operations 0.00 0.00 0.00 0.00
−Removed: Basic $ ( 0.05 ) $ ( 0.01 ) $ 0.11 $ 0.05
−Removed: Diluted income (loss) per share:
−Removed: Net income (loss) from continuing operations $ ( 0.05 ) $ ( 0.01 ) $ 0.11 $ 0.05
−Removed: Net income (loss) from discontinued operations 0.00 0.00 0.00 0.00
−Removed: Diluted $ ( 0.05 ) $ ( 0.01 ) $ 0.11 $ 0.05
−Removed: Revenues $ 154,870 $ 162,123 $ 199,469 $ 195,040
−Removed: Costs applicable to sales $ 131,650 $ 131,948 $ 140,952 146,631
−Removed: Amortization $ 41,876 $ 43,204 $ 45,678 48,118
−Removed: Gross Profit $ ( 18,656 ) $ ( 13,029 ) $ 12,839 291
−Removed: Exploration $ 3,714 $ 5,719 $ 5,893 7,201
−Removed: Other operating expenses (General and administrative, Pre-development, reclamation, and other, and Impairment of long-lived assets) $ 13,908 $ 12,084 $ 14,486 263,250
−Removed: Income (loss) from continuing operations $ ( 24,894 ) $ ( 36,764 ) $ ( 14,277 ) ( 270,961 )
−Removed: Income (loss) from discontinued operations $ 5,693 $ — $ — —
−Removed: Net income (loss) $ ( 19,201 ) $ ( 36,764 ) $ ( 14,277 ) ( 270,961 )
−Removed: Cash provided by (used in) operating activities $ ( 15,846 ) $ 26,435 $ 41,996 39,295
−Removed: Capital expenditures $ 27,438 $ 20,749 $ 30,678 20,907
−Removed: Basic income (loss) per share:
−Removed: Net income (loss) from continuing operations $ ( 0.12 ) $ ( 0.18 ) $ ( 0.06 ) $ ( 1.13 )
−Removed: Net income (loss) from discontinued operations 0.03 0.00 0.00 0.00
−Removed: Basic $ ( 0.09 ) $ ( 0.18 ) $ ( 0.06 ) $ ( 1.13 )
−Removed: Diluted income (loss) per share:
−Removed: Net income (loss) from continuing operations $ ( 0.12 ) $ ( 0.18 ) $ ( 0.06 ) $ ( 1.13 )
−Removed: Net income (loss) from discontinued operations 0.03 0.00 0.00 0.00
−Removed: Diluted $ ( 0.09 ) $ ( 0.18 ) $ ( 0.06 ) $ ( 1.13 )
+Added: Income and mining taxes paid $ 57,200 $ 35,600 $ 33,700
+Added: NOTE 22 – ASSET AND LIABILITIES HELD FOR SALE
+Added: 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.
+Added: The transaction is subject to customary closing conditions, including required regulatory approvals and expected to close in the first quarter of 2022.
+Added: Under the Agreement, Avino will acquire the La Preciosa project from Coeur for the following consideration:
+Added: • $ 15.0 million upon closing of the transaction,
+Added: • $ 5.0 million promissory note that matures prior to the first anniversary of the transaction closing,
+Added: • 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,
Coeur Mining, Inc.
and Subsidiaries
−Removed: Notes to Condensed Consolidated Financial Statements
+Added: Notes to Consolidated Financial Statements
+Added: • 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,
+Added: • 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
+Added: • 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.
+Added: The Company classified the La Preciosa project as held for sale as of December 31, 2021 and the associated assets and liabilities are classified separately on the consolidated balance sheets.
+Added: The major classes of assets and liabilities associated with the La Preciosa project as of December 31, 2021 are as follows:
+Added: In thousands December 31, 2021
+Added: Cash and cash equivalents $ 234
+Added: Receivables 1,211
+Added: Prepaid expenses and other 1,338
+Added: Property, plant and equipment, net 1,626
+Added: Mining properties, net 49,085
+Added: TOTAL ASSETS $ 54,240
+Added: Accounts payable $ 311
+Added: Deferred tax liabilities 10,958
+Added: TOTAL LIABILITIES $ 11,269
+Added: NOTE 23 – DISCONTINUED OPERATIONS
+Added: In December 2017, the Company and certain of its subsidiaries entered into a definitive agreement (as amended, the “Manquiri Agreement”) to sell all of the outstanding capital stock of Empresa Minera Manquiri S.A.
+Added: (“Manquiri”), which is the operator of the San Bartolomé mine and processing facility (the “Manquiri Divestiture”).
+Added: On February 28, 2018, the Manquiri Divestiture was completed, and, in accordance with the Manquiri Agreement, the capital stock in Manquiri was sold to Ag-Mining Investments, AB, a privately-held Swedish company (the “Buyer”), in exchange for, among other items, (A) 2.0% net smelter returns royalty on all metals processed through the San Bartolomé mine’s processing facility (the “NSR”) and (B) promissory notes payable by the Buyer with an aggregate principal amount equal to $ 27.6 million (the “Manquiri Notes Receivable”).
+Added: In September 2018, the Company entered into the Letter Agreement with the Buyer pursuant to which the total aggregate principal amount of the Manquiri Notes Receivable was reduced to $ 25.0 million, and the Buyer made a concurrent cash payment of $ 15.0 million to the Sellers in respect of the Manquiri Notes Receivable.
+Added: In addition, the Company also agreed to forgo any rights to any value added tax refunds collected or received by Manquiri.
+Added: On February 28, 2019, the parties executed a letter agreement (the “February Letter Agreement”), which amended certain terms of the Manquiri Agreement.
+Added: Pursuant to the February Letter Agreement, the Buyer agreed to accelerate repayment of the remaining aggregate $ 6.0 million owed under the Manquiri Notes Receivable, which was received.
+Added: As of the date of the entry into the February Letter Agreement, the remaining obligations under the Manquiri Agreement (including post-closing indemnification obligations) terminated.
+Added: The Company recorded a $ 5.7 million gain on the sale Manquiri following the release of the indemnification liability (associated with termination of post-closing indemnification obligations) pursuant to the February Letter Agreement.
+Added: In January 2020, the Buyer purchased the NSR from Coeur by making a payment to Coeur of $ 4.5 million.
+Added: Coeur recorded a gain of $ 0.4 million following the payment.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.