SECURITIES AND EXCHANGE Washington, D. C. ----------------- FORM 10-Q/A No. 1 Pursuant to Section 13 or 15 (d) of the Securities and Exchange Act of 1934 Amendment No. 1 to Quarterly Report on Form 10-Q for the quarter ended June 30, 1997. COEUR D'ALENE MINES CORPORATION -------------------------------------------------------------------------- (Exact name of registrant as specified on its charter) IDAHO 1-8641 82-0109423 ------------------------------- ------------ ----------------- (State or other jurisdiction of Commission (I.R.S. Employer incorporation or organization) File Number: Ident.No.) 505 Front Avenue P. O. Box I, Coeur d'Alene, Idaho 83816-0316 ---------------------------------- -------------------------------- (Address of principal executive (Zip Code) offices) Registrant's telephone number, including area code: (208) 667-3511 -------------------------------------------------------------------------- The undersigned registrant hereby amends the following item of its Quarterly Report on Form 10-Q for the quarter ended June 30, 1997, as set forth in the pages attached hereto: Part 1 - Item 1 (Financial Statements) Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amendment to be signed on its behalf by the undersigned, thereby duly authorized. COEUR D'ALENE MINES CORPORATION Date: September 10, 1997 By:/s/JAMES A. SABALA ------------------------- James A. Sabala Senior Vice President and Chief Financial Officer AMENDMENT NO. 1 TO QUARTERLY REPORT ON 10-Q FOR THE QUARTER ENDED JUNE 30, 1997 ----------------------------------------------- Coeur d'Alene Mines Corporation (the "Company") hereby amends its Quarterly Report on Form 10-Q for the quarter ended June 30, 1997. The $48,231,000 "investment in unconsolidated affiliate" listed under "Other Assets" on page 3 appeared in the wrong column of the balance sheet in the Form 10-Q as originally filed. That amount is correctly set forth under the December 31, 1996 column in this amendment. COEUR D'ALENE MINES CORPORATION INDEX Page No. -------- PART I. Financial Information Item 1. Financial Statements Consolidated Balance Sheets -- 3-4 June 30, 1997 and December 31, 1996 Consolidated Statements of Operations -- 5 Six Months Ended June 30, 1997 and 1996 Consolidated Statements of Cash Flows -- 6 Six Months Ended June 30, 1997 and 1996 Notes to Consolidated Financial Statements 7-8 -2- PART I. FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS UNAUDITED COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS June 30, December 31, 1997 1996 ------------------------------------- (In Thousands) ASSETS CURRENT ASSETS Cash and cash equivalents $ 60,261 $ 43,455 Short-term investments 77,875 124,172 Receivables 11,237 11,573 Inventories 35,976 31,992 --------- --------- TOTAL CURRENT ASSETS 185,349 211,192 PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment 119,354 118,993 Less accumulated depreciation 55,094 50,743 --------- --------- 64,260 68,250 MINING PROPERTIES Operational mining properties 236,449 171,517 Less accumulated depletion 48,552 38,264 --------- --------- 187,897 133,253 Developmental properties 126,634 110,985 --------- --------- 314,531 244,238 OTHER ASSETS Investment in unconsolidated affiliate 48,231 Notes receivable 8,605 4,000 Debt issuance costs, net of accumulated amortization 3,769 4,081 Marketable equity securities and other 2,257 338 --------- --------- 14,631 56,650 --------- --------- $578,771 $580,330 ========= ========= -3- UNAUDITED COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS June 30, December 31, 1997 1996 ------------------------------------- (In Thousands) LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 6,945 $ 4,327 Accrued liabilities 5,981 4,976 Accrued interest payable 3,536 4,968 Accrued salaries and wages 5,363 5,242 Bank loans 8,932 8,021 Current portion of remediation costs 8,500 3,500 Other current liabilities 407 532 --------- --------- TOTAL CURRENT LIABILITIES 39,664 31,566 LONG-TERM LIABILITIES 6% subordinated convertible debentures 49,840 49,840 6 3/8% subordinated convertible debentures 100,000 100,000 Long-term borrowings 41,724 39,900 Other long-term liabilities 8,836 12,826 --------- --------- TOTAL LONG-TERM LIABILITIES 200,400 202,566 COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY Mandatory Adjustable Redeemable Convertible Securities (MARCS), par value $1.00 per share,(a class of preferred stock) authorized 7,500,000 shares, 7,077,833 issued and outstanding 7,078 7,078 Common Stock, par value $1.00 per share-authorized 60,000,000 shares, issued 22,950,182 shares (including 1,059,211 shares held in treasury) 22,950 22,950 Capital surplus 394,921 400,187 Accumulated deficit (72,454) (70,459) Unrealized losses on short-term investments (598) (352) Repurchased and nonvested shares (13,190) (13,206) --------- --------- 338,707 346,198 --------- --------- $578,771 $580,330 ========= ========= See notes to consolidated financial statements. -4- UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES Three Months Ended June 30, 1997 and 1996 Six Months Ended June 30, 1997 and 1996 3 MONTHS ENDED 6 MONTHS ENDED JUNE 30 JUNE 30 ----------------------------- ----------------------------- 1997 1996 1997 1996 ---------- ---------- ---------- ---------- (In thousands except for per share data) INCOME Sales of concentrates and dore' $ 33,659 $ 18,752 $ 58,129 $ 41,361 Less cost of mine operations 35,508 18,546 62,574 38,142 ---------- ---------- ---------- ---------- Gross Profit (Loss) (1,849) 206 (4,445) 3,219 OTHER INCOME Interest and other 9,780 2,223 17,586 4,154 ---------- ---------- ---------- ---------- Total Income 7,931 2,429 13,141 7,373 EXPENSES Administration 1,212 967 2,339 2,055 Accounting and legal 463 369 885 643 General corporate 1,934 1,750 3,555 3,400 Interest 2,087 776 4,348 1,460 Mining exploration 2,512 1,656 4,011 2,695 Write down of mining properties 54,382 54,382 ---------- ---------- ---------- --------- Total Expenses 8,208 59,900 15,138 64,635 ---------- ---------- ---------- ---------- NET LOSS FROM CONTINUING OPERATIONS BEFORE TAXES (277) (57,471) (1,997) (57,262) Income tax benefit 2 590 2 514 ---------- ---------- ---------- ---------- NET LOSS $ (275) $(56,881) $ (1,995) $ (56,748) ========== ========== ========== ========== NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS $ (2,908) $(59,549) $ (7,261) $(59,879) ========== ========== ========== ========== EARNINGS PER SHARE DATA Earnings per share data: Weighted average number of shares of Common Stock and equivalents used in calculation 21,891 21,620 21,891 21,043 ========== ========== ========== ========== Net Loss Per Share $ (.01) $ (2.63) $ (.09) (2.70) ========== ========== ========== ========== Net Loss per share attributable to Common Shareholders $ (.13) $ (2.75) $ (.33) $ (2.85) ========== ========== ========== ========== -5- UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS COEUR D'ALENE MINES CORPORATION AND SUBSIDIARIES Six months ended June 30, 1997 and 1996 1997 1996 ----------- ----------- (In Thousands) CASH FLOWS FROM OPERATING ACTIVITIES Net loss $ (1,995) $ (56,748) Add (less) noncash items: Depreciation, depletion and amortization 13,455 5,521 Loss on disposition of assets 54,301 Other changes 1,324 (100) ----------- ----------- CASH PROVIDED BY OPERATING ACTIVITIES BEFORE WORKING CAPITAL CHANGES 12,824 2,974 Change in working capital: Receivables 2,717 (227) Inventories (3,157) 1,090 Accounts payable and accrued liabilities (4,074) (3,786) Interest payable (1,432) (1,194) ----------- ----------- CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 6,878 (1,143) CASH FLOWS FROM INVESTING ACTIVITIES Investment in mining company (14,643) (18,629) Purchase of property, plant, and equipment (1,264) (1,727) Purchase of short-term investments (54,790) (114,973) Proceeds from sales of marketable securities 100,675 33,959 Expenditures on developmental properties (6,758) (5,851) Expenditures on operational mining properties (8,383) (19,988) Proceeds from sale of discontinued operations 1,420 Other assets 814 115 ----------- ----------- NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES 15,651 (125,674) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from MARCS issuance 144,644 Proceeds from bank loans 18,900 Retirement of obligations under capital leases (1,077) Payment of cash dividends (5,266) (5,762) Other (457) ----------- ----------- NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES (5,723) 156,705 ----------- ----------- INCREASE IN CASH AND CASH EQUIVALENTS 16,806 29,888 Cash and cash equivalents at beginning of year 43,455 16,485 ----------- ----------- CASH AND CASH EQUIVALENTS AT JUNE 30, 1997 AND 1996 $ 60,261 $ 46,373 =========== =========== See notes to consolidated financial statements. -6- Coeur d'Alene Mines Corporation and Subsidiaries Notes to Consolidated Financial Statements NOTE A: Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three- and six-month periods ended June 30, 1997 are not necessarily indicative of the results that may be expected for the year ended December 31, 1997. For further information, refer to the consolidated financial statements and footnotes thereto included in the Coeur d'Alene Mines Corporation annual report on Form 10-K for the year ended December 31, 1996. NOTE B: Inventories are comprised of the following: JUNE 30, DECEMBER 31, 1997 1996 -------- -------- (In Thousands) In process and on leach pads $ 20,175 $ 19,948 Concentrate inventory 5,152 4,996 Dore' inventory 4,839 739 Supplies 5,810 6,309 --------- -------- $ 35,976 $ 31,992 ========= ======== Inventories of ore on leach pads and in the milling process are valued based on actual costs incurred to place such ore into production, less costs allocated to minerals recovered through the leaching and milling processes. Inherent in this valuation is an estimate of the percentage of the minerals on leach pads and in process that will ultimately be recovered. Management evaluates this estimate on an ongoing basis. Adjustments to the recovery are -7- accounted for prospectively. All other inventories are stated at the lower of cost or market with cost being determined using first in, first out and weighted average cost methods. Dore' inventory includes product at the mine site and product held by refineries. NOTE C: On June 6, 1997, the Company acquired, for approximately US$14.6 million in cash, an additional 14% interest in Gasgoyne Gold Mines NL of Australia, increasing its total ownership to 50%. The acquisition has been accounted for as a purchase. Effective June 6, 1997, the investment in Gasgoyne will be accounted for on a proportionate consolidation basis. NOTE D: In February 1997, the Financial Accounting Standards Board issued Statement No. 128, Earnings Per Share, which is required to be adopted in the fourth quarter of 1997. At that time, the Company will be required to change the method currently used to compute earnings per share and to restate all prior periods. Under the new requirements for calculating primary earnings per share, the dilutive effect of stock options will be excluded. Adoption of the standard would have had no effect on the net loss per share for the three-month period ended June 30, 1997 and the six-month period ended June 30, 1996. The Company has not yet determined what the impact of Statement 128 will be on the calculation of fully diluted earnings per share. NOTE E: The Company has not recorded an income tax benefit for the three- and six-month periods ended June 30, 1997 as it is currently not assured of the realizability of operating loss carryforwards. The related deferred tax asset has been fully reserved. NOTE F: Certain reclassifications of prior year balances have been made to conform to current year classifications. -8-