Exhibit 99.1
Contents
CONDENSED CONSOLIDATED INCOME STATEMENTS | 2 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | 3 |
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION | 4 |
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY | 5 |
CONDENSED CONSOLIDATED STATEMENTS OF Cash Flow | 6 |
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | 7 |
1. Description of business and nature of operations | 7 |
2. Basis of preperation and significant accounting policies | 7 |
3. Expenses | 9 |
4. Trade and other receivables | 10 |
5. Trade and other payables | 10 |
6. Inventories | 11 |
7. Mining interests | 12 |
8. Long-term debt | 14 |
9. Gold stream obligation | 17 |
10. Derivative instruments | 18 |
11. Share capital | 20 |
12. Discontinued operations | 23 |
13. Income and mining taxes | 24 |
14. Reclamation and closure cost obligations | 25 |
15. Supplemental cash flow information | 26 |
16. Segmented information | 27 |
17. Fair value measurement | 30 |
18. Commitments and contingencies | 32 |
19. Subsequent events | 32 |
1 |
CONDENSED CONSOLIDATED INCOME STATEMENTS
(unaudited)
Three months ended March 31 | |||
(in millions of U.S. dollars, except per share amounts) | Note | 2018 | 2017 |
Revenues | 193.2 | 124.5 | |
Operating expenses | 3 | 117.3 | 62.4 |
Depreciation and depletion | 68.2 | 45.9 | |
Revenue less cost of goods sold | 7.7 | 16.2 | |
Corporate administration | 5.4 | 7.5 | |
Share-based payment expenses | 11 | 1.4 | 1.2 |
Exploration and business development | 0.6 | 1.7 | |
Earnings from operations | 0.3 | 5.8 | |
Finance income | 3 | 0.5 | 0.2 |
Finance costs | 3 | (16.7) | (1.2) |
Other (losses) gains | 3 | (8.2) | 25.7 |
(Loss) earnings before taxes | (24.1) | 30.5 | |
Income tax (expense) recovery | 13 | (5.0) | 0.4 |
(Loss) earnings from continuing operations(1) | (29.1) | 30.9 | |
(Loss) earnings from discontinued operations, net of tax | 12 | (0.4) | 6.6 |
Net (loss) earnings | (29.5) | 37.5 | |
(Loss) earnings from continuing operations per share | |||
Basic | 11 | (0.05) | 0.06 |
Diluted | 11 | (0.05) | 0.06 |
(Loss) earnings per share | |||
Basic | 11 | (0.05) | 0.07 |
Diluted | 11 | (0.05) | 0.07 |
Weighted average number of shares outstanding (in millions) | |||
Basic | 11 | 578.7 | 528.1 |
Diluted | 11 | 578.7 | 528.9 |
1. | For the three months ended March 31, 2018 and comparative periods, Peak Mines has been classified as a discontinued operation and accordingly earnings and cash flows are presented exclusive of Peak Mines. Refer to Note 12 for further details. |
See accompanying notes to the condensed consolidated financial statements.
2 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
Three months ended March 31, 2018 | |||
(in millions of U.S. dollars) | Note | 2018 | 2017 |
Net (loss) earnings | (29.5) | 37.5 | |
Other comprehensive income | |||
Unrealized loss on mark-to-market of diesel swap contracts | - | (0.4) | |
Reclassification of realized loss on settlement of diesel swap contracts | - | 0.1 | |
Gain on revaluation of gold stream obligation | 9 | 6.0 | 17.2 |
Deferred income tax related to derivative contracts and gold stream obligation | 9,10 | (2.0) | (5.5) |
Total other comprehensive income | 4.0 | 11.4 | |
Total comprehensive (loss) income | (25.5) | 48.9 |
See accompanying notes to the condensed consolidated financial statements.
3 |
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(unaudited)
As at March 31 | As at December 31 | ||
(in millions of U.S. dollars) | Note | 2018 | 2017 |
Assets | |||
Current assets | |||
Cash and cash equivalents | 191.3 | 216.2 | |
Trade and other receivables | 4 | 24.0 | 27.1 |
Inventories | 6 | 195.3 | 193.2 |
Current income tax receivable | 15.2 | 12.9 | |
Prepaid expenses and other | 8.4 | 5.6 | |
Total current assets | 434.2 | 455.0 | |
Non-current inventories | 6 | 99.5 | 78.7 |
Mining interests | 7 | 3,154.4 | 3,200.4 |
Deferred tax assets | 13 | 159.8 | 171.6 |
Other | 2.6 | 2.6 | |
3,850.5 | 3,908.3 | ||
Assets held for sale | 12 | 101.0 | 109.0 |
Total assets | 3,951.5 | 4,017.3 | |
Liabilities and equity | |||
Current liabilities | |||
Trade and other payables | 5 | 150.8 | 178.2 |
Deferred benefit – Peak sale prepayment | 12 | 3.0 | 3.0 |
Total current liabilities | 153.8 | 181.2 | |
Reclamation and closure cost obligations | 14 | 120.4 | 121.5 |
Gold stream obligation | 9 | 235.3 | 249.0 |
Provisions | 2.9 | 2.6 | |
Long-term debt | 8 | 1,008.4 | 1,007.7 |
Deferred tax liabilities | 13 | 257.9 | 250.3 |
Other | 2.3 | 2.7 | |
1,781.0 | 1,815.0 | ||
Liabilities held for sale | 12 | 55.2 | 62.8 |
Total liabilities | 1,836.2 | 1,877.8 | |
Equity | |||
Common shares | 11 | 3,036.7 | 3,036.5 |
Contributed surplus | 104.3 | 103.2 | |
Other reserves | (34.9) | (38.9) | |
Deficit | (990.8) | (961.3) | |
Total equity | 2,115.3 | 2,139.5 | |
Total liabilities and equity | 3,951.5 | 4,017.3 |
See accompanying notes to the condensed consolidated financial statements.
4 |
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(unaudited)
Three months ended March 31 | |||
(in millions of U.S. dollars) | Note | 2018 | 2017 |
Common shares | |||
Balance, beginning of period | 3,036.5 | 2,859.0 | |
Common share issuance | 11 | 0.2 | 166.8 |
Shares issued for exercise of options and vested PSUs | - | 0.2 | |
Balance, end of period | 3,036.7 | 3,026.0 | |
Contributed surplus | |||
Balance, beginning of period | 103.2 | 100.5 | |
Exercise of options and vested PSUs | 11 | - | (0.1) |
Equity settled share-based payments | 1.1 | 1.4 | |
Balance, end of period | 104.3 | 101.8 | |
Other reserves | |||
Balance, beginning of period | (38.9) | (33.0) | |
Change in fair value of hedging instruments (net of tax) | - | (0.2) | |
Gain on revaluation of gold stream obligation (net of tax) | 9 | 4.0 | 11.6 |
Balance, end of period | (34.9) | (21.6) | |
deficit | |||
Balance, beginning of period | (961.3) | (853.3) | |
Net (loss) earnings | (29.5) | 37.5 | |
Balance, end of period | (990.8) | (815.8) | |
Total equity | 2,115.3 | 2,290.4 |
See accompanying notes to the condensed consolidated financial statements.
5 |
CONDENSED CONSOLIDATED STATEMENTS OF Cash Flow
(unaudited)
Three months ended March 31 | |||
(in millions of U.S. dollars) | Note | 2018 | 2017 |
Operating activities | |||
(Loss) earnings from continuing operations | (29.1) | 30.9 | |
Adjustments for: | |||
Foreign exchange losses (gains) | 3 | 19.9 | (4.4) |
Reclamation and closure costs paid | 14 | (0.2) | (0.4) |
Gain on disposal of El Morro stream | - | (33.0) | |
Depreciation and depletion | 68.0 | 46.3 | |
Other non-cash adjustments | 15 | (11.4) | 11.7 |
Income tax expense (recovery) | 13 | 5.0 | (0.4) |
Finance income | 3 | (0.5) | (0.2) |
Finance costs | 3 | 16.7 | 1.2 |
68.4 | 51.7 | ||
Change in non-cash operating working capital | 15 | (17.2) | 8.0 |
Income taxes paid | (1.0) | (2.4) | |
Operating cash flows generated from continuing operations(1) | 50.2 | 57.3 | |
Operating cash flows generated from discontinued operations | 12 | 14.9 | 19.5 |
Cash generated from operations | 65.1 | 76.8 | |
Investing activities | |||
Mining interests | (68.7) | (138.3) | |
Proceeds from the sale of the El Morro stream and other assets | 0.3 | 65.3 | |
Interest received | 0.3 | 0.2 | |
Investing cash flows used by continuing operations(1) | (68.1) | (72.8) | |
Investing cash flows used by discontinued operations | 12 | (8.7) | (5.4) |
Cash used by investing activities | (76.8) | (78.2) | |
Financing activities | |||
Proceeds received from exercise of options | 11 | - | 0.1 |
Net proceeds received from issuance of common shares | - | 165.7 | |
Cash settlement of gold stream obligation | 9 | (3.1) | - |
Interest paid | (3.6) | (1.5) | |
Cash (used by) generated from financing activities | (6.7) | 164.3 | |
Effect of exchange rate changes on cash and cash equivalents | (0.8) | 0.7 | |
Cash and cash equivalents classified as held-for-sale | 12 | (5.7) | - |
Change in cash and cash equivalents | (24.9) | 163.6 | |
Cash and cash equivalents, beginning of period | 216.2 | 185.9 | |
Cash and cash equivalents, end of period | 191.3 | 349.5 | |
Cash and cash equivalents are comprised of: | |||
Cash | 141.4 | 255.8 | |
Short-term money market instruments | 49.9 | 93.7 | |
191.3 | 349.5 |
1. | For the three months ended March 31, 2018 and comparative periods, Peak Mines has been classified as a discontinued operation and accordingly earnings and cash flows are presented exclusive of Peak Mines. Refer to Note 12 for further details. |
See accompanying notes to the condensed consolidated financial statements.
6 |
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2018 and 2017
(Amounts expressed in millions of U.S. dollars, except per share amounts and unless otherwise noted)
1. Description of business and nature of operations
New Gold Inc. (“New Gold” or the “Company”) is an intermediate gold mining company engaged in the development and operation of mineral properties. The assets of the Company, directly or through its subsidiaries, are comprised of the Rainy River Mine in Canada (“Rainy River”), the New Afton Mine in Canada (“New Afton”), the Mesquite Mine in the United States (“Mesquite”) and the Cerro San Pedro Mine in Mexico (“Cerro San Pedro”). The Company also owns the Blackwater project in Canada (“Blackwater”). The Company completed the sale of the Peak Mines in Australia (“Peak Mines”) in early April 2018. Peak Mines has been classified as a discontinued operation as at and for the three months ended March 31, 2018.
The Company is a corporation governed by the Business Corporations Act (British Columbia). The Company’s shares are listed on the Toronto Stock Exchange and the NYSE American under the symbol NGD.
The Company’s registered office is located at 1100 Melville Street, Suite 610, Vancouver, British Columbia, V6E 4A6, Canada.
2. Basis of preperation and significant accounting policies
(a) Statement of compliance
These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34,Interim Financial Reporting, on a basis consistent with the accounting policies disclosed in the Company’s audited consolidated financial statements for the year ended December 31, 2017.
These unaudited interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2017 which includes information necessary or useful to understanding the Company's business and financial statement presentation. In particular, the Company's significant accounting policies are presented as Note 2 in the audited consolidated financial statements for the year ended December 31, 2017 and have been consistently applied in the preparation of these unaudited condensed consolidated interim financial statements, except as noted below in “Changes in accounting policies”.
These unaudited condensed consolidated interim financial statements were approved by the Board of Directors of the Company on April 25th, 2018.
(b) Changes in accounting policies
Revenue
On May 28, 2014, the IASB issued IFRS 15, Revenue from Contracts with Customers (“IFRS 15”). This standard outlines a single comprehensive model with prescriptive guidance for entities to use in accounting for revenue arising from contracts with its customers. IFRS 15 uses a control-based approach to recognize revenue which is a change from the risk and reward approach under the current standard. This standard replaces IAS 18 Revenue, IAS 11 Construction Contracts and related interpretations. The Company has adopted IFRS 15 effective January 1, 2018 applying the retrospective method of transition.
7 |
The standard requires entities to apportion revenue earned from contracts to individual promises or performance obligations, on a relative standalone selling price basis. For the Company's concentrate sales, the seller may contract for and pay the shipping and insurance costs necessary to bring the goods to the named destination. Therefore, where material, a portion of the revenue earned under these contracts, representing the obligation to fulfill the shipping and insurance services, is deferred and recognized over time as the obligations are fulfilled, along with the associated costs. The impact of this change on the amount of revenue recognized in a year is not significant. As a result, there have been no changes in the amounts of the revenue recognized or a significant change in the timing of revenue recognition under the new standard.
(c) Future changes in accounting policies
Leases
On January 6, 2016, the IASB issued IFRS 16, Leases (“IFRS 16”). This standard specifies the methodology to recognize, measure, present and disclose leases. The standard provides a single lessee accounting model, requiring lessees to recognize assets and liabilities for all leases unless the lease term is 12 months or less or the underlying asset has a low value. This standard replaces IAS 17 Leases. The effective date is for reporting periods beginning on or after January 1, 2019 with early adoption permitted. The Company is assessing the effect of adoption of IFRS 16 on its consolidated financial statements.
8 |
3. Expenses
(a) Operating expenses by nature
Three months ended March 31 | ||
(in millions of U.S. dollars) | 2018 | 2017 |
Operating expenses by nature | ||
Raw materials and consumables | 54.1 | 31.3 |
Salaries and employee benefits | 37.5 | 21.4 |
Contractors | 19.9 | 9.3 |
Repairs and maintenance | 13.5 | 4.4 |
General and administrative | 6.8 | 3.9 |
Operating leases | 1.5 | 0.7 |
Royalties | 2.1 | 1.7 |
Drilling and analytical | 0.4 | 0.2 |
Other | 1.3 | 0.4 |
Total production expenses | 137.1 | 73.3 |
Less: Production expenses capitalized | (8.0) | (5.8) |
Less: Change in inventories and work-in-progress | (11.8) | (5.1) |
Total operating expenses | 117.3 | 62.4 |
(b) Finance costs and income
Three months ended March 31 | ||
(in millions of U.S. dollars) | 2018 | 2017 |
Finance costs | ||
Interest on senior unsecured notes | 13.2 | 13.5 |
Interest on Credit Facility | 2.8 | 0.9 |
Accretion expense on decommissioning obligations (Note 14) | 0.3 | 0.3 |
Other finance costs | 0.4 | 1.3 |
16.7 | 16.0 | |
Less: amounts included in cost of qualifying assets | - | (14.8) |
Total finance costs | 16.7 | 1.2 |
Finance income | ||
Interest income | 0.5 | 0.2 |
9 |
(c) Other gains
Three months ended March 31 | ||
(in millions of U.S. dollars) | 2018 | 2017 |
Other GAINS | ||
Unrealized gain on share purchase warrants | - | 1.1 |
(Loss) gain on foreign exchange | (19.9) | 4.4 |
Gain on disposal of El Morro stream | - | 33.0 |
Other gain on disposal of assets | - | 0.2 |
Gain on revaluation of investments | - | 0.1 |
Unrealized gain (loss) on revaluation of gold stream obligation (Note 9) | 3.3 | (3.0) |
Settlement and loss on revaluation of gold price option contracts | - | (10.6) |
Gain on revaluation of copper forward contracts and copper price option contracts | 6.8 | 1.0 |
Other | 1.6 | (0.5) |
Total other (losses) gains | (8.2) | 25.7 |
4. Trade and other receivables
As at March 31 | As at December 31 | |
(in millions of U.S. dollars) | 2018 | 2017 |
Trade and other receivables | ||
Trade receivables | 5.1 | 3.8 |
Sales tax receivable | 17.5 | 22.7 |
Unsettled provisionally priced concentrate derivatives and copper swap contracts | 0.6 | (1.9) |
Other | 0.8 | 2.5 |
Total trade and other receivables | 24.0 | 27.1 |
5. Trade and other payables
As at March 31 | As at December 31 | |
(in millions of U.S. dollars) | 2018 | 2017 |
Trade and other payables | ||
Trade payables | 41.1 | 60.9 |
Interest payable | 19.4 | 6.9 |
Accruals | 62.1 | 79.2 |
Current portion of reclamation and closure cost obligations (Note 14) | 2.7 | 2.6 |
Current portion of gold stream obligation (Note 9) | 25.5 | 24.5 |
Derivative liabilities (Note 10) | - | 4.1 |
Total trade and other payables | 150.8 | 178.2 |
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6. Inventories
As at March 31 | As at December 31 | |
(in millions of U.S. dollars) | 2018 | 2017 |
Inventories | ||
Heap leach ore | 163.3 | 163.1 |
Work-in-process | 23.9 | 18.5 |
Finished goods(1) | 16.1 | 16.1 |
Stockpile ore | 33.8 | 23.8 |
Supplies | 57.7 | 50.4 |
294.8 | 271.9 | |
Less: non-current inventories(2) | (99.5) | (78.7) |
Total current inventories | 195.3 | 193.2 |
1. | The amount of inventories recognized in operating expenses for the three months ended March 31, 2018 was $112.2 million (2017 - $60.5 million). |
2. | Non-current inventories, which include heap leach inventories at Mesquite and Cerro San Pedro and low-grade stockpiled inventories at Rainy River, of $99.5 million (December 31, 2017 – $78.7 million) are expected to be recovered after one year. |
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7. Mining interests
Mining Properties | ||||||
Depletable | Non- depletable | Plant & equipment | Construction in progress | Exploration & evaluation | Total | |
(in millions of U.S. dollars) | ||||||
Cost | ||||||
As at December 31, 2016 | 1,540.2 | 1,117.1 | 959.1 | 741.4 | 1.1 | 4,358.9 |
Additions | 88.8 | 65.8 | 44.5 | 529.7 | - | 728.8 |
Disposal of El Morro stream | - | (32.0) | - | - | - | (32.0) |
Disposals | - | - | (17.0) | - | - | (17.0) |
Impairment loss on held-for-sale assets(1) | (48.6) | - | - | - | - | (48.6) |
Assets reclassified as held-for-sale(1) | (178.5) | (9.8) | (161.4) | (0.3) | - | (350.0) |
Transfers(2) | 1,219.5 | (580.2) | 554.1 | (1,213.8) | - | (20.4) |
Impairments | (268.4) | - | - | - | - | (268.4) |
As at December 31, 2017 | 2,353.0 | 560.9 | 1,379.3 | 57.0 | 1.1 | 4,351.3 |
Additions(3) | (2.4) | 2.1 | 3.0 | 26.1 | - | 28.8 |
Disposals | - | - | (0.6) | - | - | (0.6) |
Transfers | - | - | - | - | - | - |
As at March 31, 2018 | 2,350.6 | 563.0 | 1,381.7 | 83.1 | 1.1 | 4,379.5 |
Accumulated depreciation | ||||||
As at December 31, 2016 | 734.9 | - | 432.7 | - | - | 1,167.6 |
Depreciation for the year | 161.7 | - | 102.5 | - | - | 264.2 |
Disposals | - | - | (16.2) | - | - | (16.2) |
Reclassified as held for sale(1) | (159.3) | - | (105.4) | - | - | (264.7) |
As at December 31, 2017 | 737.3 | - | 413.6 | - | - | 1,150.9 |
Depreciation for the period | 46.6 | - | 27.7 | - | - | 74.3 |
Disposals | - | - | (0.1) | - | - | (0.1) |
As at March 31, 2018 | 783.9 | - | 441.2 | - | - | 1,225.1 |
CARRYING AMOUNT | ||||||
As at December 31, 2017 | 1,615.7 | 560.9 | 965.7 | 57.0 | 1.1 | 3,200.4 |
As at March 31, 2018 | 1,566.7 | 563.0 | 940.5 | 83.1 | 1.1 | 3,154.4 |
1. | Refer to Note 12 for further information on the assets held for sale. |
2. | Effective November 1, 2017, Rainy River achieved commercial production. As a result, the Company transferred amounts capitalized to construction in progress to depletable mining properties and plant & equipment and assets capitalized as non-depletable mining properties were transferred to depletable mining properties. Additionally, on November 1, 2017, the Company transferred $20.4 million related to inventories from construction in progress to current assets. |
3. | Included in additions to depletable mining properties is the recognition of $10.0 million of Investment Tax Credits which were not recognized in prior periods. |
The Company capitalized interest of $51.3 million for the year ended December 31, 2017 to qualifying development projects. No interest was capitalized to qualifying development projects for the three months ended March 31, 2018.
12 |
Carrying amount by property as at March 31, 2018:
As at March 31, 2018 | |||||
(in millions of U.S. dollars) | Depletable | Non- depletable | Plant & equipment | Construction in progress | Total |
mining interest by site | |||||
New Afton | 486.1 | 23.3 | 216.2 | 16.1 | 741.7 |
Mesquite | 144.0 | - | 77.9 | 2.9 | 224.8 |
Cerro San Pedro | 0.4 | - | - | - | 0.4 |
Rainy River | 936.2 | 0.5 | 628.6 | 64.1 | 1,629.4 |
Blackwater | - | 539.2 | 14.5 | - | 553.7 |
Other(1) | - | 1.1 | 3.3 | - | 4.4 |
Carrying amount as at March 31, 2018 | 1,566.7 | 564.1 | 940.5 | 83.1 | 3,154.4 |
1. | Other includes corporate balances and exploration properties. |
Carrying amount by property as at December 31, 2017:
As at December 31, 2017 | |||||
(in millions of U.S. dollars) | Depletable | Non- depletable | Plant & equipment | Construction in progress | Total |
mining interest by site | |||||
New Afton | 521.8 | 22.9 | 225.7 | 15.1 | 785.5 |
Mesquite | 150.0 | - | 83.5 | 2.7 | 236.2 |
Cerro San Pedro | 0.6 | - | - | - | 0.6 |
Rainy River | 948.1 | 0.5 | 633.6 | 39.2 | 1,621.4 |
Blackwater | - | 537.5 | 14.6 | - | 552.1 |
Other(1) | - | 1.1 | 3.5 | - | 4.6 |
Carrying amount as at December 31, 2017 | 1,620.5 | 562.0 | 960.9 | 57.0 | 3,200.4 |
1. | Other includes corporate balances and exploration properties. |
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8. Long-term debt
Long-term debt consists of the following:
As at March 31 | As at December 31 | |
(in millions of U.S. dollars) | 2018 | 2017 |
Long-term debt | ||
Senior unsecured notes - due November 15, 2022 (a) | 494.6 | 494.3 |
Senior unsecured notes - due May 15, 2025 (b) | 283.8 | 283.4 |
Credit Facility (c) | 230.0 | 230.0 |
Total long-term debt | 1,008.4 | 1,007.7 |
(a) Senior Unsecured Notes – due November 15, 2022
In 2012, the Company issued $500.0 million of senior unsecured notes (“2022 Unsecured Notes”). As at March 31, 2018, the face value was $500.0 million. The 2022 Unsecured Notes are denominated in U.S. dollars, mature and become due and payable on November 15, 2022, and bear interest at the rate of 6.25% per annum. Interest is payable in arrears in equal semi-annual instalments on May 15 and November 15 of each year.
The Company incurred transaction costs of $9.9 million which have been offset against the carrying amount of the 2022 Unsecured Notes and are being amortized to net earnings using the effective interest method.
The 2022 Unsecured Notes are subject to a minimum interest coverage incurrence covenant of earnings before interest, taxes, depreciation, amortization, impairment, and other non-cash adjustments to interest of 2:1. The test is applied on a pro-forma basis prior to the Company incurring additional debt, entering into business combinations or acquiring significant assets, or certain other corporate actions. There are no maintenance covenants.
The 2022 Unsecured Notes are redeemable by the Company in whole or in part:
· | During the 12-month period beginning on November 15 of the years indicated at the redemption prices below, expressed as a percentage of the principal amount of the 2022 Unsecured Notes to be redeemed, plus accrued and unpaid interest, if any, to the redemption date: |
Date | Redemption prices (%) |
2017 | 103.13% |
2018 | 102.08% |
2019 | 101.04% |
2020 and thereafter | 100.00% |
(b) Senior Unsecured Notes – due May 15, 2025
In 2017, the Company issued $300.0 million of senior unsecured notes (“2025 Unsecured Notes”). As at March 31, 2018, the face value was $300.0 million. The 2025 Unsecured Notes are denominated in U.S. dollars, mature and become due and payable on May 15, 2025, and bear interest at the rate of 6.375% per annum. Interest is payable in arrears in equal semi-annual instalments on May 15 and November 15 of each year.
The Company incurred transaction costs of $10.7 million which have been offset against the carrying amount of the 2025 Unsecured Notes and are being amortized to net earnings using the effective interest method.
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The 2025 Unsecured Notes are subject to a minimum interest coverage incurrence covenant of earnings before interest, taxes, depreciation, amortization, impairment, and other non-cash adjustments to interest of 2:1. The test is applied on a pro-forma basis prior to the Company incurring additional debt, entering into business combinations or acquiring significant assets, or certain other corporate actions. There are no maintenance covenants.
The 2025 Unsecured Notes are redeemable by the Company in whole or in part:
· | At any time prior to May 15, 2020 at a redemption price of 100% of the aggregate principal amount of the 2025 Unsecured Notes, plus a make-whole premium (consisting of future interest that would have been paid up to the first call date of May 15, 2020), plus accrued and unpaid interest, if any, to the redemption date. |
· | During the 12-month period beginning on May 15 of the years indicated at the redemption prices below, expressed as a percentage of the principal amount of the 2025 Unsecured Notes to be redeemed, plus accrued and unpaid interest, if any, to the redemption date: |
Date | Redemption prices (%) |
2020 | 104.78% |
2021 | 103.19% |
2022 | 101.59% |
2023 and thereafter | 100.00% |
(c) Credit Facility
The Company holds a $400.0 million revolving credit facility (the “Credit Facility”) with a maturity date of August 2020.
Net debt is used to calculate leverage for the purpose of covenant tests and pricing levels. The Credit Facility contains various covenants customary for a loan facility of this nature, including limits on indebtedness, asset sales and liens. The Credit Facility contains two covenant tests, the minimum interest coverage ratio, earnings before interest, taxes, depreciation, amortization, exploration, impairment, and other non-cash adjustments (“Adjusted EBITDA”) to interest and the maximum leverage ratio (net debt to Adjusted EBITDA), both of which are measured on a rolling four-quarter basis at the end of every quarter.
In June 2017, the Company amended the Credit Facility’s net debt to Adjusted EBITDA ("Leverage Ratio") covenant, to increase the maximum Leverage Ratio to 4.0 to 1.0 from January 1, 2018 to March 31, 2018 (previously 3.5 to 1.0). Following that period, the maximum leverage ratio will be 3.5 : 1.0. As at March 31, 2018, the maximum Leverage Ratio is 4.0 : 1.0.
Significant financial covenants are as follows:
Twelve months ended March 31 | Twelve months ended December 31 | ||
Financial covenant | 2018 | 2017 | |
Financial covenants | |||
Minimum interest coverage ratio (Adjusted EBITDA to interest) | >3.0 : 1 | 4.5 : 1 | 4.7 : 1 |
Maximum leverage ratio (net debt to Adjusted EBITDA) | <4.0 : 1 | 3.3 : 1 | 3.1 : 1 |
15 |
The interest margin on drawings under the Credit Facility ranges from 1.00% to 3.25% over LIBOR, the Prime Rate or the Base Rate, based on the Company’s net debt to Adjusted EBITDA ratio and the currency and type of credit selected by the Company. Based on the Company’s net debt to Adjusted EBITDA ratio, the rate is 3.25% over LIBOR as at March 31, 2018 (December 31, 2017 – 3.25%). The standby fees on undrawn amounts under the Credit Facility range from 0.45% to 0.73%, depending on the Company’s net debt to Adjusted EBITDA ratio. Based on the Company’s net debt to adjusted EBITDA ratio, the rate is 0.73% as at March 31, 2018 (December 31, 2017 – 0.73%).
As at March 31, 2018, the Company has drawn $230.0 million under the Credit Facility and the Credit Facility has been used to issue letters of credit of $135.7 million as at March 31, 2018 (December 31, 2017 - $138.8 million). Of the issued letters of credit, $16.3 million relate to Peak Mines, which was sold in early April 2018. Letters of credit relate to reclamation bonds, worker’s compensation security and other financial assurances required with various government agencies.
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9. Gold stream obligation
In 2015, the Company entered into a $175 million streaming transaction with RGLD Gold AG, a wholly-owned subsidiary of Royal Gold Inc. (“Royal Gold”). Under the terms of the agreement, the Company will deliver to Royal Gold 6.5% of gold production from Rainy River up to a total of 230,000 ounces of gold and then 3.25% of the mine’s gold production thereafter. The Company will also deliver to Royal Gold 60% of the mine’s silver production to a maximum of 3.1 million ounces and then 30% of silver production thereafter. Royal Gold paid $175.0 million in consideration of this transaction.
In addition to the upfront deposit, Royal Gold will pay 25% of the average spot gold or silver price at the time each ounce of gold or silver is delivered under the stream. The difference between the spot price of metal and the cash received from Royal Gold will reduce the $175.0 million deposit over the life of the mine. Upon expiry of the 40-year term of the agreement (which may be extended in certain circumstances), any balance of the $175.0 million upfront deposit remaining unpaid will be refunded to Royal Gold.
The Company has designated the gold stream obligation as a financial liability at fair value through profit or loss (“FVTPL”) under the scope of IFRS 9 (2013).Accordingly, the Company values the liability at the present value of its expected future cash flows at each reporting period with changes in fair value reflected in the consolidated income statements and consolidated statements of comprehensive loss. The gold stream obligation contained a maximum leverage ratio covenant (net debt to Adjusted EBITDA) of 4.0 : 1.0 as at March 31, 2018. The gold stream obligation’s maximum leverage ratio covenant mirrors that of the Credit Facility, as described in note 8.
The following is a summary of the changes in the Company’s gold stream obligation:
(in millions of U.S. dollars) | ||
Change in Stream Obligation | ||
Balance, December 31, 2016 | 246.5 | |
Settlements during the period | (2.4) | |
Fair value adjustments related to changes in the Company’s own credit risk(1) | 7.6 | |
Other fair value adjustments(2) | 21.8 | |
Balance, December 31, 2017 | 273.5 | |
Less: current portion of gold stream obligation | (24.5) | |
Non-current portion of gold stream obligation | 249.0 | |
Balance, December 31, 2017 | 273.5 | |
Settlements during the period(3) | (3.4) | |
Fair value adjustments related to changes in the Company’s own credit risk(1) | (6.0) | |
Other fair value adjustments(2) | (3.3) | |
Balance, March 31, 2018 | 260.8 | |
Less: current portion of gold stream obligation | (25.5) | |
Non-current portion of gold stream obligation | 235.3 |
1. | Fair value adjustments related to changes in the Company’s own credit risk are included in other comprehensive income. |
2. | Other fair value adjustments are included in the condensed consolidated income statements. |
3. | Of the total $3.4 million in settlements, $1.6 million is unpaid and included in accruals as at March 31, 2018. Additionally, $1.3 million of settlements included in accruals at December 31, 2017 were paid in the first quarter of 2018. |
Fair value adjustments represent the net effect on the gold stream obligation of changes in the variables included in the Company’s valuation model between the date of receipt of deposit and the reporting date. These variables include accretion, risk-free interest rate, future metal prices, Company-specific credit spread and expected gold and silver ounces to be delivered.
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10. Derivative instruments
As at March 31 | As at December 31 | |
(in millions of U.S. dollars) | 2018 | 2017 |
DERIVATIVE ASSETS | ||
Unsettled provisionally priced concentrate derivatives, and swap contracts(1) | 0.6 | - |
Copper price option contracts(2) | 2.7 | - |
Total derivative assets | 3.3 | - |
DERIVATIVE LIABILITIES | ||
Unsettled provisionally priced concentrate derivatives, and swap contracts(1) | - | 1.9 |
Copper price option contracts(2) | - | 4.1 |
Total derivative liabilities | - | 6.0 |
1. | Unsettled provisionally priced concentrate derivatives are included within trade and other receivables in the statement of financial position. |
2. | As at March 31, 2018, copper price option contracts are included within prepaids and other in the statement of financial position. As at December 31, 2017, copper price option contracts are included within trade and other payables in the statement of financial position. |
(a) Provisionally priced contracts
The Company had provisionally priced sales for which price finalization is outstanding at March 31, 2018. Realized and unrealized non-hedged derivative gains (losses) on the provisional pricing of concentrate sales are classified as revenue, with the unsettled provisionally priced concentrate derivatives included in trade and other receivables. The Company enters into gold and copper swap contracts to reduce exposure to gold and copper prices. Realized and unrealized gains (losses) are recorded in revenue, with the unsettled gold and copper swaps included in trade and other receivables.
The following tables summarize the realized and unrealized gains (losses) on provisionally priced sales:
Three months ended March 31, 2018 | |||
(in millions of U.S. dollars) | Gold | Copper | Total |
Gain (LOSS) on the provisional pricing of concentrate sales | |||
Realized | 0.5 | (1.5) | (1.0) |
Unrealized | - | (2.0) | (2.0) |
Total gain (loss) | 0.5 | (3.5) | (3.0) |
Three months ended March 31, 2017 | |||
(in millions of U.S. dollars) | Gold | Copper | Total |
Gain on the provisional pricing of concentrate sales | |||
Realized | 2.2 | 4.1 | 6.3 |
Unrealized | 0.5 | 1.8 | 2.3 |
Total gain | 2.7 | 5.9 | 8.6 |
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The following tables summarize the realized and unrealized gains (losses) on gold and copper swap contracts:
Three months ended March 31, 2018 | |||
(in millions of U.S. dollars) | Gold | Copper | Total |
(loss) gain on swap contracts | |||
Realized | (0.4) | 2.0 | 1.6 |
Unrealized | 0.1 | 2.5 | 2.6 |
Total (loss) gain | (0.3) | 4.5 | 4.2 |
Three months ended March 31, 2017 | |||
(in millions of U.S. dollars) | Gold | Copper | Total |
Loss on swap contracts | |||
Realized | (2.2) | (4.4) | (6.6) |
Unrealized | (0.2) | (3.5) | (3.7) |
Total loss | (2.4) | (7.9) | (10.3) |
The following table summarizes the net exposure to the impact of movements in market commodity prices for provisionally priced sales:
As at March 31 | As at December 31 | |
2018 | 2017 | |
Volumes subject to final pricing net of outstanding swaps | ||
Gold ounces (000s) | 1.2 | 2.0 |
Copper pounds (millions) | 0.5 | 1.6 |
(b) Copper price option contracts
In October 2017, the Company entered into copper price option contracts by purchasing put options at a strike price of $3.00 per pound and selling call options at a strike price of $3.37 per pound for 27,600 tonnes (approximately 60 million pounds) of copper production during 2018 (“copper price option contracts”). The call options sold and put options purchased are treated as derivative financial instruments and marked-to-market at each reporting period on the consolidated statement of financial position with changes in fair value recognized in other gains and losses. Realized gains and losses as a result of the exercise of the Company’s call and put options up to an amount not exceeding the Company’s production of copper pounds for the reporting period are recorded as an adjustment to revenue. The exercise of options on copper pounds in excess of the Company’s copper production for the reporting period are recorded as other gains and losses.
Quantity outstanding | Remaining term | Exercise | Fair value - asset (liability)(1) | |
COPPER price option contracts outstanding | ||||
Copper call contracts - sold | 20,700 tonnes | April – December 2018 | 3.37 | (2.0) |
Copper put contracts - purchased | 20,700 tonnes | April – December 2018 | 3.00 | 4.6 |
1. | The Company presents the fair value of its put and call options on a net basis on the consolidated statements of financial position. The Company has a legally enforceable right to set off the amounts under its option contracts and intends to settle on a net basis. |
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11. Share capital
At March 31, 2018, the Company had unlimited authorized common shares and 578.7 million common shares outstanding.
(a) No par value common shares issued
Number of shares | |||
(in millions of U.S. dollars, except where noted) | (000s) | $ | |
No par value common shares issued | |||
Balance at December 31, 2016 | 513,709 | 2,859.0 | |
Issuance of common shares on equity offering(1) | 61,740 | 166.6 | |
Issuance of common shares under First Nations agreements | 2,767 | 9.5 | |
Exercise of options and vested performance share units (b)(i) | 420 | 1.4 | |
Balance at December 31, 2017 | 578,636 | 3,036.5 | |
Issuance of common shares under First Nations agreements | 113 | 0.2 | |
Balance at March 31, 2018 | 578,749 | 3,036.7 |
1. | On March 10, 2017, the Company closed a bought deal financing and related agreements and issued 61.7 million common shares at a price of $2.80 per share. Proceeds of $172.9 million are included within equity net of equity issuance costs of $8.2 million and the associated deferred tax recovery of $1.9 million. |
(b) Share-based payment expenses
The following table summarizes share-based payment expenses:
Three months ended March 31 | ||
(in millions of U.S. dollars) | 2018 | 2017 |
Share-based payment expenses | ||
Stock option expense (i) | 0.6 | 0.8 |
Performance share unit expense | 0.8 | 0.6 |
Restricted share unit expense(1) | 0.5 | 0.3 |
Deferred share unit expense | - | (0.2) |
Shares issued under First Nations agreements(1) | 0.2 | - |
Total share-based payment expenses | 2.1 | 1.5 |
1. | For the three months ended March 31, 2018, $0.5 million (2017 - $0.3 million) of restricted share unit expense and $0.2 million (2016 – nil) of common shares issued under First Nations agreements expense was recognized in operating expenses. |
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(i) Stock options
The following table presents changes in the Plan:
Number of options | Weighted average exercise price | ||
(000s) | C$/share | ||
Changes to the plan | |||
Balance at December 31, 2016 | 14,855 | 5.84 | |
Granted | 1,957 | 3.88 | |
Exercised | (235) | 3.31 | |
Forfeited | (985) | 5.01 | |
Expired | (2,505) | 8.87 | |
Balance at December 31, 2017 | 13,087 | 5.08 | |
Forfeited | (377) | 4.59 | |
Expired | (872) | 8.42 | |
Balance at March 31, 2018 | 11,838 | 4.85 |
(c) (Loss) earnings per share
The following table sets out the calculation of diluted (loss) earnings per share:
Three months ended March 31 | ||
(in millions of U.S. dollars, except where noted) | 2018 | 2017 |
Calculation of diluted EARNINGS per share | ||
(Loss) earnings from continuing operations | (29.1) | 30.9 |
Net (loss) earnings | (29.5) | 37.5 |
Basic weighted average number of shares outstanding (in millions) | 578.7 | 528.1 |
Dilution of securities: | ||
Stock options | - | 0.8 |
Diluted weighted average number of shares outstanding (in millions) | 578.7 | 528.9 |
(Loss) earnings from continuing operations per share: | ||
Basic | (0.05) | 0.06 |
Diluted | (0.05) | 0.06 |
Net (loss) earnings per share: | ||
Basic | (0.05) | 0.07 |
Diluted | (0.05) | 0.07 |
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The following table lists the equity securities excluded from the calculation of diluted loss per share. Equity securities are excluded when their respective exercise prices exceeded the average market price of the Company’s common shares of C$3.56 for the three months ended March 31, 2018 (2017 – C$4.29). Additionally, all stock options are excluded from the calculation of diluted earnings per share when the Company is in a net loss position.
Three months ended March 31 | ||
(in millions of units) | 2018 | 2017 |
Equity securities excluded from the calculation of diluted earnings per share | ||
Stock options | 11.8 | 7.3 |
Warrants(1) | - | 27.9 |
1. | On June 28, 2017, New Gold’s share purchase warrants expired, unexercised. |
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12. Discontinued operations
In July 2017, the Company began a process for the sale of Peak Mines, its gold-copper mine located in Australia and upon commencement of the process met the criteria as a discontinued operation under IFRS 5. In November 2017, the Company entered into a binding agreement to sell Peak Mines. In conjunction with the agreement, the Company has received a $3.0 million prepayment from the buyer which has been recorded as a deferred benefit within current liabilities on the consolidated statement of financial position. The Company completed the sale of Peak Mines in early April 2018.
For the three months ended March 31, 2018, the net (loss) earnings from Peak Mines is reported as (loss) earnings from discontinued operations. Total assets and liabilities of Peak Mines (excluding any assets and liabilities which do not form part of the net assets being sold) are reported as assets and liabilities held-for-sale, respectively, as at March 31, 2018. Upon classification of Peak Mines as held-for-sale, the Company ceased recognizing depreciation and depletion at Peak Mines.
As at March 31, 2018, the Company has measured the asset group at the lower of carrying value and fair value less costs to sell (“FVLCS”). The expected purchase consideration was used as the basis for determining the fair value and an estimate of the disposal costs were used as the basis for the costs to sell. The net loss from discontinued operations of $0.4 million for the three months ended March 31, 2018 reflects the change in FVLCS for the net assets held-for-sale.
The major classes of assets and liabilities of Peak Mines are as follows:
As at March 31 | As at December 31 | |
(in millions of U.S. dollars) | 2018 | 2017 |
Assets | ||
Cash and cash equivalents | 5.7 | - |
Trade and other receivables | 2.6 | 3.4 |
Inventories | 14.3 | 10.0 |
Prepaid expenses and other | 0.7 | 1.1 |
Mining interests | 68.5 | 85.3 |
Deferred tax assets | 9.2 | 9.2 |
Total assets held for sale | 101.0 | 109.0 |
Liabilities | ||
Trade and other payables | 14.3 | 16.9 |
Current income tax payable | 7.1 | 7.7 |
Reclamation and closure cost obligations | 17.8 | 18.0 |
Provisions | 9.3 | 9.1 |
Deferred tax liabilities | 6.7 | 11.1 |
Total liabilities held for sale | 55.2 | 62.8 |
Net assets held for sale | 45.8 | 46.2 |
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13. Income and mining taxes
The following table outlines the composition of income tax expense between current tax and deferred tax:
Three months ended March 31 | ||
(in millions of U.S. dollars) | 2018 | 2017 |
Current income and mining tax (RECOVERY) expense | ||
Canada | - | 0.8 |
Foreign | (1.1) | 2.8 |
(1.1) | 3.6 | |
Deferred income and mining tax expense (recovery) | ||
Canada | 1.5 | (2.0) |
Foreign | 4.6 | (2.0) |
6.1 | (4.0) | |
Total income tax expense (recovery) | 5.0 | (0.4) |
Income tax expense differs from the amount that would result from applying the Canadian federal and provincial income tax rates to earnings before taxes. The differences result from the following items:
Three months ended March 31 | ||
(in millions of U.S. dollars) | 2018 | 2017 |
(Loss) earnings before taxes | (24.1) | 30.5 |
Canadian federal and provincial income tax rates | 26.3% | 25.8% |
Income tax (recovery) expense based on above rates | (6.3) | 7.9 |
Increase (decrease) due to | ||
Permanent differences | (0.2) | 0.1 |
Different statutory tax rates on earnings of foreign subsidiaries | 2.4 | (3.3) |
Foreign exchange on non-monetary assets and liabilities | 5.7 | (1.4) |
Other foreign exchange differences | 3.4 | 0.1 |
Canadian mining tax | (0.7) | (0.3) |
Mexican special duty tax | - | (0.1) |
Change in unrecognized deferred tax assets | 0.9 | 4.7 |
Disposal of El Morro gold stream asset | - | (8.4) |
Other | (0.2) | 0.3 |
Income tax expense (recovery) | 5.0 | (0.4) |
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14. Reclamation and closure cost obligations
Changes to the reclamation and closure cost obligations are as follows:
(in millions of U.S. dollars) | Rainy River | New Afton | Mesquite | Peak Mines | Cerro San Pedro | Blackwater | Total |
Changes to reclamation and closure cost obligations | |||||||
Balance – December 31, 2016 | 20.0 | 7.6 | 13.6 | 13.7 | 18.1 | 8.9 | 81.9 |
Reclamation expenditures | - | (0.2) | - | (0.1) | (1.0) | (0.1) | (1.4) |
Unwinding of discount | 0.4 | 0.2 | 0.3 | 0.4 | 0.2 | 0.2 | 1.7 |
Revisions to expected cash flows | 41.4 | 3.2 | 6.6 | 3.1 | 1.2 | (0.3) | 55.2 |
Foreign exchange movement | 1.6 | 0.8 | - | 1.1 | 0.7 | 0.7 | 4.9 |
Less: amounts reclassified as held for sale | - | - | - | (18.2) | - | - | (18.2) |
Balance – December 31, 2017 | 63.4 | 11.6 | 20.5 | - | 19.2 | 9.4 | 124.1 |
Less: current portion of closure costs (Note 5) | - | - | (0.2) | - | (2.4) | - | (2.6) |
Non-current portion of closure costs | 63.4 | 11.6 | 20.3 | - | 16.8 | 9.4 | 121.5 |
Balance – December 31, 2017 | 63.4 | 11.6 | 20.5 | - | 19.2 | 9.4 | 124.1 |
Reclamation expenditures | - | - | - | - | (0.2) | - | (0.2) |
Unwinding of discount | 0.1 | 0.1 | 0.1 | - | - | - | 0.3 |
Revisions to expected cash flows | 0.1 | - | (0.4) | - | (0.6) | - | (0.9) |
Foreign exchange movement | (1.5) | (0.3) | - | - | 1.9 | (0.3) | (0.2) |
Balance – March 31, 2018 | 62.1 | 11.4 | 20.2 | - | 20.3 | 9.1 | 123.1 |
Less: current portion of closure costs (Note 5) | - | - | (0.2) | - | (2.5) | - | (2.7) |
Non-current portion of closure costs | 62.1 | 11.4 | 20.0 | - | 17.8 | 9.1 | 120.4 |
Each period the Company reviews cost estimates and other assumptions used in the valuation of the obligations at each of its mining properties and development properties to reflect events, changes in circumstances and new information available. Changes in these cost estimates and assumptions have a corresponding impact on the fair value of the obligation. The fair values of the obligations are measured by discounting the expected cash flows using a discount factor that reflects the risk-free rate of interest. The Company prepares estimates of the timing and amount of expected cash flows when an obligation is incurred. Expected cash flows are updated to reflect changes in facts and circumstances. The principal factors that can cause expected cash flows to change are: the construction of new processing facilities; obligations realized through additional ore bodies mined; changes in the quantities of material in reserves and a corresponding change in the LOM; changing ore characteristics that impact required environmental protection measures and related costs; changes in water quality that impact the extent of water treatment required; and changes in laws and regulations governing the protection of the environment. The fair value of an obligation is recorded when it is incurred.
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15. Supplemental cash flow information
Supplemental cash flow information (included within operating activities) is as follows:
Three months ended March 31 | ||
(in millions of U.S. dollars) | 2018 | 2017 |
Change in non-cash operating working capital | ||
Trade and other receivables | (0.7) | 19.0 |
Inventories | (16.4) | (4.3) |
Prepaid expenses and other | (0.3) | 0.3 |
Trade and other payables | 0.2 | (7.0) |
Total change in non-cash operating working capital | (17.2) | 8.0 |
Three months ended March 31 | ||
(in millions of U.S. dollars) | 2018 | 2017 |
other Non-cash adjustments | ||
Unrealized gain on share purchase warrants | - | (1.1) |
Unrealized gain on concentrate contracts | (2.5) | (0.8) |
Equity settled share-based payment expense | 1.2 | 1.2 |
Gain on disposal of assets | - | (0.2) |
Settlement and loss on revaluation of gold price option contracts | - | 10.6 |
Unrealized (gain) loss on gold stream obligation | (3.3) | 3.1 |
Unrealized gain on copper forward contracts and copper price option contracts | (6.8) | - |
Other non-cash adjustments | - | (1.1) |
Total other non-cash adjustments | (11.4) | 11.7 |
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16. Segmented information
(a) Segment revenues and results
The Company manages its reportable operating segments by operating mines, development projects and exploration projects. The results from operations for these reportable operating segments are summarized in the following tables:
Three months ended March 31, 2018 | ||||||||
(in millions of U.S. dollars) | Rainy River | New Afton | Mesquite | Cerro San Pedro | Corporate | Other(1) | Discontinued Operations(3) | Total |
Operating segment results | ||||||||
Gold revenues | 54.3 | 22.2 | 45.7 | 6.4 | - | - | - | 128.6 |
Copper revenues | - | 61.2 | - | - | - | - | - | 61.2 |
Silver revenues | 1.0 | 1.1 | - | 1.3 | - | - | - | 3.4 |
Total revenues(2) | 55.3 | 84.5 | 45.7 | 7.7 | - | - | - | 193.2 |
Operating expenses | 51.6 | 28.3 | 28.2 | 9.2 | - | - | - | 117.3 |
Depreciation and depletion | 17.5 | 37.8 | 12.1 | 0.8 | - | - | - | 68.2 |
Revenue less cost of goods sold | (13.8) | 18.4 | 5.4 | (2.3) | - | - | - | 7.7 |
Corporate administration | - | - | - | - | 5.4 | - | - | 5.4 |
Share-based payment expenses | - | - | - | - | 1.4 | - | - | 1.4 |
Exploration and business development | 0.2 | 0.1 | - | - | 0.2 | 0.1 | - | 0.6 |
(Loss) income from operations | (14.0) | 18.3 | 5.4 | (2.3) | (7.0) | (0.1) | - | 0.3 |
Finance income | - | 0.1 | 0.1 | - | 0.3 | - | - | 0.5 |
Finance costs | 0.2 | (0.3) | (0.1) | (0.1) | (16.3) | (0.1) | - | (16.7) |
Other (losses) gains | (9.2) | 1.4 | - | (1.2) | 0.8 | - | - | (8.2) |
(Loss) earnings before taxes | (23.0) | 19.5 | 5.4 | (3.6) | (22.2) | (0.2) | - | (24.1) |
Income tax recovery (expense) | 2.7 | (11.9) | (3.6) | - | 5.9 | 1.9 | - | (5.0) |
(Loss) earnings (from continuing operations | (20.3) | 7.6 | 1.8 | (3.6) | (16.3) | 1.7 | - | (29.1) |
Loss from discontinued operations, net of tax | - | - | - | - | - | - | (0.4) | (0.4) |
Net (loss) earnings | (20.3) | 7.6 | 1.8 | (3.6) | (16.3) | 1.7 | (0.4) | (29.5) |
1. | Other includes balances relating to the development and exploration properties that have no revenues or operating costs. |
2. | Segmented revenue reported above represents revenue generated from external customers. There were no inter-segment sales in the three months ended March 31, 2018. |
3. | Refer to Note 12 for further information on discontinued operations. |
27 |
Three months ended March 31, 2017 | |||||||
(in millions of U.S. dollars) | New Afton | Mesquite | Cerro San Pedro | Corporate | Other(1) | Discontinued Operations(4) | Total |
Operating segment results | |||||||
Gold revenues | 24.2 | 37.2 | 12.7 | - | - | - | 74.1 |
Copper revenues | 46.6 | - | - | - | - | - | 46.6 |
Silver revenues | 1.0 | - | 2.8 | - | - | - | 3.8 |
Total revenues(2) | 71.8 | 37.2 | 15.5 | - | - | - | 124.5 |
Operating expenses | 28.2 | 20.2 | 14.0 | - | - | - | 62.4 |
Depreciation and depletion | 34.0 | 10.7 | 1.2 | - | - | - | 45.9 |
Revenue less cost of goods sold | 9.6 | 6.3 | 0.3 | - | - | - | 16.2 |
Corporate administration | - | - | - | 7.5 | - | - | 7.5 |
Share-based payment expenses | - | - | - | 1.2 | - | - | 1.2 |
Exploration and business development | - | - | - | 0.2 | 1.5 | - | 1.7 |
Income (loss) from operations | 9.6 | 6.3 | 0.3 | (8.9) | (1.5) | - | 5.8 |
Finance income | - | - | - | 0.2 | - | - | 0.2 |
Finance costs | (0.3) | (0.1) | (0.1) | (0.6) | (0.1) | - | (1.2) |
Other gains (losses) | 2.2 | (5.3) | (1.7) | (5.7) | 36.2 | - | 25.7 |
Earnings (loss) before taxes | 11.5 | 0.9 | (1.5) | (15.0) | 34.6 | - | 30.5 |
Income tax (expense) recovery | (5.1) | (1.1) | (2.5) | 4.6 | 4.5 | - | 0.4 |
Earnings (loss) from continuing operations | 6.4 | (0.2) | (4.0) | (10.4) | 39.1 | - | 30.9 |
Earnings from discontinued operations, net of tax | - | - | - | - | - | 6.6 | 6.6 |
Net earnings (loss) | 6.4 | (0.2) | (4.0) | (10.4) | 39.1 | 6.6 | 37.5 |
1. | Other includes balances relating to the development and exploration properties that have no revenues or operating costs. |
2. | Segmented revenue reported above represents revenue generated from external customers. There were no inter-segment sales in the three months ended March 31, 2017. |
3. | Refer to Note 12 for further information on discontinued operations |
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(b) Segmented assets and liabilities
The following table presents the segmented assets and liabilities:
Total assets | Total liabilities | Capital expenditures(1) | ||||
As at March 31 | As at December 31 | As at March 31 | As at December 31 | Three months ended March 31 | ||
(in millions of U.S. dollars) | 2018 | 2017 | 2018 | 2017 | 2018 | 2017 |
Segmented assets and liabilities | ||||||
Rainy River | 1,781.2 | 1,774.2 | 409.6 | 454.4 | 59.1 | 126.3 |
New Afton | 840.9 | 874.5 | 145.8 | 147.8 | 7.2 | 7.7 |
Mesquite | 464.0 | 482.3 | 97.7 | 96.3 | 0.5 | 1.6 |
Cerro San Pedro | 41.6 | 43.9 | 27.9 | 26.7 | - | 0.7 |
Blackwater | 565.4 | 560.8 | 57.1 | 56.9 | 1.9 | 1.8 |
Other(2) | 157.4 | 172.6 | 1,042.9 | 1,032.8 | - | 0.2 |
3,850.5 | 3,908.3 | 1,781.0 | 1,814.9 | 68.7 | 138.3 | |
Assets and liabilities held for sale and capital expenditures from discontinued operations(3) | 101.0 | 109.0 | 55.2 | 62.8 | 8.7 | 5.4 |
Total assets, liabilities and capital expenditures | 3,951.5 | 4,017.3 | 1,836.2 | 1,877.8 | 77.4 | 143.7 |
1. | Capital expenditures per consolidated statement of cash flows. |
2. | Other includes corporate balance and exploration properties. |
3. | Refer to Note 12 for further information on assets and liabilities held for sale. |
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17. Fair value measurement
Fair value is the price that would be received when selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In assessing the fair value of a particular contract, the market participant would consider the credit risk of the counterparty to the contract. Consequently, when it is appropriate to do so, the Company adjusts the valuation models to incorporate a measure of credit risk. Fair value represents management's estimates of the current market value at a given point in time.
The Company has certain financial assets and liabilities that are held at fair value. The fair value hierarchy establishes three levels to classify the inputs to valuation techniques used to measure fair value. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices in markets that are not active, quoted prices for similar assets or liabilities in active markets, inputs other than quoted prices that are observable for the asset or liability (for example, interest rate and yield curves observable at commonly quoted intervals, forward pricing curves used to value currency and commodity contracts), or inputs that are derived principally from or corroborated by observable market data or other means. Level 3 inputs are unobservable (supported by little or no market activity). The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs.
There were no transfers among Levels 1, 2 and 3 during the three months ended March 31, 2018 or the three months ended March 31, 2017. The Company’s policy is to recognize transfers into and transfers out of fair value hierarchy levels as of the date of the event or change in circumstances that caused the transfer.
Valuation methodologies for Level 2 and 3 financial assets and liabilities:
Provisionally priced contracts and gold and copper swap contracts
The fair value of the provisionally priced contracts and the gold and copper swap contracts is calculated using the mark-to-market forward prices of London Metals Exchange gold and copper based on the applicable settlement dates of the outstanding provisionally priced contracts and copper swap contracts.
Gold and copper price option contracts and copper forward contracts
The fair value of the gold and copper price option contracts and copper forward contracts are calculated using the mark-to-market method based on fair value prices obtained from the counterparties of the gold price option contracts, copper price option contracts and copper forward contracts.
Gold stream obligation
The fair value of the gold stream obligation is calculated using the risk-free interest rate derived from the fourteen-year U.S. Treasury rate, forward metal prices, company specific credit spread based on the yield on the Company’s 2025 Senior Unsecured Notes, and expected gold and silver ounces to be delivered from Rainy River’s life of mine model.
Performance share units (PSU)
The fair value of the PSU liability is calculated using the quantity of base options subject to cash settlement, the weighted-average three-year achieved performance ratio (calculated using the annualized return of the Company’s share price compared to the annualized return of the S&P Global Gold Index) and the expected share price at the end of the vesting period.
The following table summarizes the Company’s financial assets and liabilities by category and information about financial assets and liabilities measured at fair value on a recurring basis in the statement of financial position categorized by level of significance of the inputs used in making the measurements:
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As at March 31, 2018 | As at December 31, 2017 | ||||
(in millions of U.S. dollars) | Category | Level | Level | ||
FINANCIAL ASSETS | |||||
Cash and cash equivalents | Loans and receivables at amortized cost | 191.3 | 216.2 | ||
Trade and other receivables | Loans and receivables at amortized cost | 23.4 | 29.0 | ||
Provisionally priced contracts | Financial instruments at FVTPL | 2 | (2.0) | 2 | 4.2 |
Gold and copper swap contracts | Financial instruments at FVTPL | 2 | 2.6 | 2 | (6.1) |
Copper price option contracts | Financial Instruments at FVTPL | 2 | 2.7 | 2 | - |
Investments | Financial instruments at FVTPL | 1 | 1.0 | 1 | 1.0 |
FINANCIAL LIABILITIES | |||||
Trade and other payables(1) | Financial liabilities at amortized cost | 122.6 | 146.0 | ||
Long-term debt | Financial liabilities at amortized cost | 1,008.4 | 1,007.7 | ||
Gold stream obligation | Financial Instruments at FVTPL | 3 | 260.8 | 3 | 273.5 |
Performance share units | Financial Instruments at FVTPL | 3 | 2.2 | 3 | 1.8 |
Restricted share units | Financial instruments at FVTPL | 1 | 0.7 | 1 | 0.8 |
Copper price option contracts | Financial instruments at FVTPL | 2 | - | 2 | 4.1 |
1. | Trade and other payables exclude the short-term portion of reclamation and closure cost obligations, copper forward contracts and the short-term portion of the gold stream obligation. |
The carrying values and fair values of the Company’s financial instruments are as follows:
As at March 31, 2018 | As at December 31, 2017 | |||
(in millions of U.S. dollars) | Carrying value | Fair value | Carrying value | Fair value |
FINANCIAL ASSETS | ||||
Cash and cash equivalents | 191.3 | 191.3 | 216.2 | 216.2 |
Trade and other receivables | 23.4 | 23.4 | 29.0 | 29.0 |
Provisionally priced contracts | (2.0) | (2.0) | 4.2 | 4.2 |
Gold and copper swap contracts | 2.6 | 2.6 | (6.1) | (6.1) |
Investments | 1.0 | 1.0 | 1.0 | 1.0 |
Copper price option contracts | 2.7 | 2.7 | - | - |
FINANCIAL LIABILITIES | ||||
Trade and other payables(1) | 122.6 | 122.6 | 146.0 | 146.0 |
Long-term debt | 1,008.4 | 1,047.4 | 1,007.7 | 1,064.3 |
Gold stream obligation | 260.8 | 260.8 | 273.5 | 273.5 |
Performance share units | 2.2 | 2.2 | 1.8 | 1.8 |
Restricted share units | 0.7 | 0.7 | 0.8 | 0.8 |
Copper price option contracts | - | - | 4.1 | 4.1 |
1. | Trade and other payables exclude the short-term portion of reclamation and closure cost obligation, copper price option contracts and the short-term portion of the gold stream obligation. |
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18. Commitments and contingencies
The Company has entered into a number of contractual commitments for capital items relating to operations and development. At March 31, 2018, these commitments totalled $85.3 million, $84.5 million of which is expected to fall due over the next 12 months. This compares to commitments of $51.4 million as at December 31, 2017, $48.5 million of which was expected to fall due over the upcoming year. Certain contractual commitments may contain cancellation clauses; however, the Company discloses its commitments based on management’s intent to fulfill the contracts.
19. Subsequent events
In early April 2018, the Company completed the sale of the Peak Mines located in New South Wales, Australia.
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