UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
Under the Securities Exchange Act of 1934
For the month of July, 2018
Cameco Corporation
(Commission file No. 1-14228)
2121-11th Street West
Saskatoon, Saskatchewan, Canada S7M 1J3
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☐ Form 40-F ☒
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐ No ☒
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
Exhibit Index
Exhibit No. |
Description |
Page No. |
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99.1 | Press Release dated July 25, 2018 | |||||
99.2 | Managements Discussion & Analysis for the second quarter ending June 30, 2018 | |||||
99.3 | Condensed Consolidated Interim Unaudited Financial Statements for the second quarter ending June 30, 2018 | |||||
99.4 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 dated July 26, 2018 | |||||
99.5 | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 dated July 26, 2018 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: July 26, 2018 | Cameco Corporation | |||||
By: | Sean A. Quinn | |||||
Sean A. Quinn | ||||||
Senior Vice-President, Chief Legal Officer and Corporate Secretary |
Exhibit 99.1
TSX: CCO NYSE: CCJ |
website: cameco.com currency: Cdn (unless noted) |
2121 11th Street West, Saskatoon, Saskatchewan, S7M 1J3 Canada
Tel: 306-956-6200 Fax: 306-956-6201
Cameco reports second quarter results and its decision to suspend production at McArthur River and Key Lake for an indeterminate duration
Saskatoon, Saskatchewan, Canada, July 25, 2018 .. . . . . . . . . . .. . . . . . .
Cameco (TSX: CCO; NYSE: CCJ) today reported its consolidated financial and operating results for the second quarter ended June 30, 2018 in accordance with International Financial Reporting Standards (IFRS).
Our results reflect the impact of a weak uranium market and the deliberate actions we have taken driven by the goal of increasing long-term shareholder value, said Tim Gitzel, Camecos president and CEO. We continue to expect to generate strong cash flow this year as we draw down inventory and focus on operating efficiently. However, we have not seen the improvement needed in the uranium market to restart McArthur River and Key Lake.
This means we will extend the suspension of production at McArthur River and Key Lake for an indeterminate duration. It was a difficult decision to make, because of the impact it will have on our employees, their families, and other stakeholders, but we must take this action to ensure the long-term sustainability of the company. We thank our workforce for their hard work and dedication.
We believe our assets are among the best in the world, and we will continue to show the type of leadership needed to position the company to add significant value over the long-term. We will not produce from our tier-one assets to deliver into an oversupplied spot market. Until we are able to commit our production under long-term contracts that provide an acceptable rate of return for our owners, we do not plan to restart.
As 2018 unfolds, we will continue to evaluate the market signals. However, we remain resolved in our efforts to maximize cash flow, while maintaining our investment-grade rating so we can self-manage risk and preserve the value of our tier-one assets.
Summary of second quarter results and developments:
| Net losses of $76 million; adjusted net losses of $28 million: Results were impacted by lower gross profit in our uranium and fuel services segments. A persistently weak market continues to impact our business and contributed to weaker realized uranium prices in the quarter compared to the second quarter last year. In addition, as expected, the average unit cost of sales in our uranium segment was higher compared to the second quarter of 2017 as a result of the care and maintenance costs we are incurring at McArthur River and Key Lake while production is suspended, and in the US now that production has ceased. Also as expected, our production, direct administration costs, and exploration costs were all down due to the measures we have taken to deal with the weakness in our market. A $41 million expense related to an update to the reclamation provision for Rabbit Lake and higher losses as a result of changes in foreign exchange rates resulted in greater net losses this quarter compared to in 2017. On an adjusted basis we exclude these expenses as they do not impact cash and we do not consider them reflective of our underlying financial performance. Adjusted net losses are a non-IFRS measure, see page 3. |
| McArthur River/Key Lake suspension extended for indeterminate duration: This action will result in the permanent layoff of approximately 550 site employees, including those currently on temporary layoff since January of this year. A reduced workforce of approximately 200 employees will remain at the McArthur River and Key Lake sites to keep the facilities in a state of safe care and maintenance. We expect our share of the costs to maintain both sites to range between $5 million and $6 million per month once these layoffs take effect. In addition, to further decrease costs, the workforce at Camecos corporate office will be reduced by approximately 150 positions including employees and vacancies. As a result of the layoffs at the two sites and corporate office, we expect to incur between $40 million and $45 million in severance costs in the third quarter. Our joint venture partner, Orano, has agreed to extend the suspension, and we have agreed to extend its repayment of up to 5.4 million pounds of uranium concentrates. Orano is now obligated to repay us, in kind, no later than December 31, 2023. |
| Updated annual outlook: We have made the following updates to our 2018 financial outlook table in our second quarter MD&A: our consolidated revenue is expected to be between $1,890 million and $2,140 million; in our uranium segment we expect our delivery volumes to be between 34 million and 35 million pounds, revenue of between $1,550 million and $1,640 million, an average realized price of $46.10 per pound, and our average unit cost of sales between $40 per pound and $42 per pound. In addition to our committed purchases, we expect to purchase an additional 2 million to 4 million pounds of uranium to meet our delivery commitments and maintain our target inventory; we expect capital expenditures of $80 million; we expect the contribution to gross profit to be 81% from our uranium segment and 19% from our fuel services segment; and cash provided by operations for 2018 is now expected to be between 20% and 30% higher than in 2017. For more information on the changes, see Outlook for 2018 in our second quarter MD&A. |
| 2019 outlook for production, delivery volumes and purchases: In 2019, in our uranium segment, we expect to produce 9 million pounds, and have commitments to purchase between 5 million and 6 million pounds and deliver between 25 million and 27 million pounds. In addition to our committed purchases, we expect to purchase an additional 9 million to 11 million pounds of uranium to meet our delivery commitments and maintain our target inventory. |
Consolidated financial results
CONSOLIDATED HIGHLIGHTS | THREE MONTHS ENDED JUNE 30 |
SIX MONTHS ENDED JUNE 30 |
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($ MILLIONS EXCEPT WHERE INDICATED) |
2018 | 2017 | CHANGE | 2018 | 2017 | CHANGE | ||||||||||||||||||
Revenue |
333 | 470 | (29 | )% | 773 | 862 | (10 | )% | ||||||||||||||||
Gross profit |
26 | 93 | (72 | )% | 94 | 148 | (36 | )% | ||||||||||||||||
Net losses attributable to equity holders |
(76 | ) | (2 | ) | >(100 | %) | (22 | ) | (20 | ) | (10 | )% | ||||||||||||
$ per common share (basic) |
(0.19 | ) | (0.00 | ) | >(100 | %) | (0.05 | ) | (0.05 | ) | | |||||||||||||
$ per common share (diluted) |
(0.19 | ) | (0.00 | ) | >(100 | %) | (0.05 | ) | (0.05 | ) | | |||||||||||||
Adjusted net losses (non-IFRS, see page 3) |
(28 | ) | (44 | ) | 36 | % | (6 | ) | (73 | ) | 92 | % | ||||||||||||
$ per common share (adjusted and diluted) |
(0.07 | ) | (0.11 | ) | 36 | % | (0.01 | ) | (0.18 | ) | 94 | % | ||||||||||||
Cash provided by operations (after working capital changes) |
57 | 130 | (56 | )% | 332 | 122 | >100 | % |
The financial information presented for the three months and six months ended June 30, 2017 and June 30, 2018 is unaudited.
- 2 -
NET EARNINGS
The following table shows what contributed to the change in net earnings and adjusted net earnings (non-IFRS measure, see page 3) in the second quarter and first six months of 2018, compared to the same period in 2017.
CHANGES IN EARNINGS ($ MILLIONS) |
THREE MONTHS ENDED JUNE 30 |
SIX MONTHS ENDED JUNE 30 |
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IFRS | ADJUSTED | IFRS | ADJUSTED | |||||||||||||||
Net losses 2017 |
(2 | ) | (44 | ) | (20 | ) | (73 | ) | ||||||||||
Change in gross profit by segment |
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(We calculate gross profit by deducting from revenue the cost of products and services sold, and depreciation and amortization (D&A)) |
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Uranium |
Higher (lower) sales volume |
(11 | ) | (11 | ) | 1 | 1 | |||||||||||
Higher (lower) realized prices ($US) |
(11 | ) | (11 | ) | 62 | 62 | ||||||||||||
Foreign exchange impact on realized prices |
(11 | ) | (11 | ) | (30 | ) | (30 | ) | ||||||||||
Higher costs |
(31 | ) | (31 | ) | (64 | ) | (64 | ) | ||||||||||
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Change uranium |
(64 | ) | (64 | ) | (31 | ) | (31 | ) | ||||||||||
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Fuel services |
Higher (lower) sales volume |
(6 | ) | (6 | ) | 1 | 1 | |||||||||||
Higher (lower) realized prices ($Cdn) |
5 | 5 | (9 | ) | (9 | ) | ||||||||||||
Higher costs |
(6 | ) | (6 | ) | (1 | ) | (1 | ) | ||||||||||
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Change fuel services |
(7 | ) | (7 | ) | (9 | ) | (9 | ) | ||||||||||
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Lower administration expenditures |
13 | 13 | 18 | 18 | ||||||||||||||
Lower exploration expenditures |
2 | 2 | 3 | 3 | ||||||||||||||
Change in reclamation provisions |
(56 | ) | | (51 | ) | | ||||||||||||
Higher earnings from equity-accounted investee |
3 | 3 | 4 | 4 | ||||||||||||||
Change in gains or losses on derivatives |
(48 | ) | 16 | (87 | ) | 21 | ||||||||||||
Change in foreign exchange gains or losses |
22 | 22 | 31 | 31 | ||||||||||||||
Gain on restructuring of JV Inkai |
| | 49 | | ||||||||||||||
Gain on customer contract restructuring in 2018 |
| | 6 | 6 | ||||||||||||||
Change in income tax recovery or expense |
41 | 11 | 52 | 11 | ||||||||||||||
Other |
20 | 20 | 13 | 13 | ||||||||||||||
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Net losses 2018 |
(76 | ) | (28 | ) | (22 | ) | (6 | ) | ||||||||||
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ADJUSTED NET EARNINGS (NON-IFRS MEASURE)
Adjusted net earnings is a measure that does not have a standardized meaning or a consistent basis of calculation under IFRS (non-IFRS measure). We use this measure as a meaningful way to compare our financial performance from period to period. We believe that, in addition to conventional measures prepared in accordance with IFRS, certain investors use this information to evaluate our performance. Adjusted net earnings is our net earnings attributable to equity holders, adjusted to reflect the underlying financial performance for the reporting period. The adjusted earnings measure reflects the matching of the net benefits of our hedging program with the inflows of foreign currencies in the applicable reporting period, and has also been adjusted for reclamation provisions for our Rabbit Lake and US operations, which had been impaired, the gain on restructuring of JV Inkai, and income taxes on adjustments.
Adjusted net earnings is non-standard supplemental information and should not be considered in isolation or as a substitute for financial information prepared according to accounting standards. Other companies may calculate this measure differently, so you may not be able to make a direct comparison to similar measures presented by other companies.
- 3 -
The following table reconciles adjusted net earnings with net earnings for the second quarter and first six months of 2018 and compares it to the same periods in 2017.
THREE MONTHS ENDED JUNE 30 |
SIX MONTHS ENDED JUNE 30 |
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($ MILLIONS) |
2018 | 2017 | 2018 | 2017 | ||||||||||||
Net losses attributable to equity holders |
(76 | ) | (2 | ) | (22 | ) | (20 | ) | ||||||||
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Adjustments |
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Adjustments on derivatives |
20 | (44 | ) | 42 | (66 | ) | ||||||||||
Reclamation provision adjustments |
44 | (12 | ) | 45 | (6 | ) | ||||||||||
Gain on restructuring of JV Inkai |
| | (49 | ) | | |||||||||||
Income taxes on adjustments |
(16 | ) | 14 | (22 | ) | 19 | ||||||||||
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Adjusted net losses |
(28 | ) | (44 | ) | (6 | ) | (73 | ) | ||||||||
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Every quarter we are required to update the reclamation provisions for all operations based on new cash flow estimates, discount and inflation rates. This normally results in an adjustment to an asset retirement obligation asset in addition to the provision balance. When the assets of an operation have been written off due to an impairment, as is the case with our Rabbit Lake and US ISR operations, the adjustment is recorded directly to the statement of earnings as other operating expense (income). In the second quarter, our estimate for Rabbit Lake decommissioning costs increased due to a scheduled revision to its preliminary decommissioning plan that was submitted to the relevant regulatory authorities. See note 9 of our interim financial statements for more information. This amount has been excluded from our adjusted net earnings measure.
Selected segmented highlights
THREE MONTHS ENDED JUNE 30 |
SIX MONTHS ENDED JUNE 30 |
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HIGHLIGHTS |
2018 | 2017 | CHANGE | 2018 | 2017 | CHANGE | ||||||||||||||||||||||||
Uranium |
Production volume (million lbs) |
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2.9 | 7.1 | (59 | )% | 5.3 | 13.8 | (62 | )% | ||||||||||||||||||||
Sales volume (million lbs)1 |
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5.3 | 6.1 | (13 | )% | 11.9 | 11.8 | 1 | % | |||||||||||||||||||||
Average realized price | ($US/lb | ) | 34.93 | 36.51 | (4 | )% | 39.38 | 35.50 | 11 | % | ||||||||||||||||||||
($Cdn/lb | ) | 44.91 | 49.11 | (9 | )% | 50.04 | 47.36 | 6 | % | |||||||||||||||||||||
Revenue ($ millions)1 |
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237 | 298 | (20 | )% | 596 | 558 | 7 | % | |||||||||||||||||||||
Gross profit ($ millions) |
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20 | 84 | (76 | )% | 98 | 128 | (23 | )% | |||||||||||||||||||||
Fuel services |
Production volume (million kgU) |
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2.3 | 2.2 | 5 | % | 6.2 | 4.8 | 29 | % | ||||||||||||||||||||
Sales volume (million kgU)1 |
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2.1 | 2.7 | (22 | )% | 4.5 | 4.3 | 5 | % | |||||||||||||||||||||
Average realized price | ($Cdn/kgU | ) | 32.63 | 30.46 | 7 | % | 29.40 | 31.50 | (7 | )% | ||||||||||||||||||||
Revenue ($ millions)1 |
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68 | 82 | (17 | )% | 133 | 137 | (3 | )% | |||||||||||||||||||||
Gross profit ($ millions) |
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17 | 24 | (29 | )% | 30 | 38 | (21 | )% |
1 | There were no significant intersegment transactions in the periods shown. Please see our second quarter MD&A for more information. |
Managements discussion and analysis and financial statements
The second quarter MD&A and unaudited condensed consolidated interim financial statements provide a detailed explanation of our operating results for the three and six months ended June 30, 2018, as compared to the same periods last year. This news release should be read in conjunction with these documents, as well as our audited consolidated financial statements and notes for the year ended December 31, 2017, first quarter and annual MD&A, and our most recent annual information form, all of which are available on our website at cameco.com, on SEDAR at sedar.com, and on EDGAR at sec.gov/edgar.shtml.
- 4 -
Qualified persons
The technical and scientific information discussed in this document for our material property McArthur River/Key Lake was approved by the following individual who is a qualified person for the purposes of NI 43-101:
| Greg Murdock, manager, operations, McArthur River, Cameco |
Annual dividend information
In 2017, our board of directors reduced the planned dividend to $0.08 per common share to be paid annually. The decision to declare a dividend by our board will be based on our cash flow, financial position, strategy and other relevant factors including appropriate alignment with the cyclical nature of our earnings. Accordingly, the dividend will be considered at the time of the third quarter earnings release.
Caution about forward-looking information
This news release includes statements and information about our expectations for the future, which we refer to as forward-looking information. Forward-looking information is based on our current views, which can change significantly, and actual results and events may be significantly different from what we currently expect. Examples of forward-looking information in this news release include: the suspension of production at McArthur River and Key Lake for an indeterminate duration; we must take this action to ensure the long-term sustainability of the company; we believe our assets are among the best in the world, and we will continue to show the type of leadership needed to position the company to add significant value over the long-term; we will not produce from our tier-one assets to deliver into an oversupplied spot market; until we are able to commit our production under contracts that provide an acceptable rate of return for our owners, we do not plan to restart; our expectations regarding cash flow in 2018; that we expect our share of costs to maintain McArthur River and Key Lake in a state of safe care and maintenance to range between $5 million and $6 million per month once permanent layoffs take effect; that we expect to incur between $40 million and $45 million in severance costs in the third quarter; the expected date for repayment of the uranium provided to Orano; the discussion under the heading Updated annual outlook; the discussion under the heading 2019 outlook for production, delivery volumes and purchases; the factors to be considered and timing for determination of any dividend to be declared in 2018; and the expected dates for the announcement of our remaining 2018 quarterly results. Material risks that could lead to different results include: unexpected changes in uranium supply, demand, long-term contracting, and prices; unexpected changes in our production, purchases, sales, costs, mineral reserve estimates, and government regulations or policies; trade restrictions, including the outcome of the investigation initiated by the US Department of Commerce under Section 232 of the Trade Expansion Act; taxes and currency exchange rates; our expectations related to severance costs to be incurred in the third quarter prove to be inaccurate; our expectations related to monthly care and maintenance costs at the McArthur River mine and Key Lake mill prove to be inaccurate; the risk of litigation or arbitration claims against us that have an adverse outcome; the risk that our contract counterparties may not satisfy their commitments; the risk that we change our plans or strategies; the risk that our strategies are unsuccessful or have unanticipated consequences; and the risk our estimates and forecasts prove to be incorrect. In presenting the forward-looking information, we have made material assumptions which may prove incorrect about: uranium demand, supply, consumption, long-term contracting and prices; our production, purchases, sales and costs; taxes and currency exchange rates; the accuracy of our mineral reserve estimates; the market conditions and other factors upon which we have based our future plans and outlook; the success of our plans and strategies; the agreement of our partners with our plans and strategies; monthly care and maintenance costs at the McArthur River mine and Key Lake mill; severance costs to be incurred in the third quarter; the absence of new and adverse government regulations, policies or decisions; the successful outcome of any litigation or arbitration claims against us; and our ability to complete contracts on the agreed-upon terms. Please also review the discussion in our most recent annual and first and second quarter MD&A and annual information form for other material risks that could cause actual results to differ significantly from our current expectations, and other material assumptions we have made. Forward-looking information is designed to help you understand managements current views of our near- and longer-term prospects, and it may not be appropriate for other purposes. We will not necessarily update this information unless we are required to by securities laws.
- 5 -
Conference call
We invite you to join our second quarter conference call on Thursday, July 26, 2018, at 8:00 a.m. Eastern.
The call will be open to all investors and the media. To join the call, please dial 800-319-4610 (Canada and US) or 604-638-5340. An operator will put your call through. The slides and a live webcast of the conference call will be available from a link at cameco.com. See the link on our home page on the day of the call.
A recorded version of the proceedings will be available:
| on our website, cameco.com, shortly after the call |
| on post view until midnight, Eastern, August 26, 2018, by calling 800-319-6413 (Canada and US) or 604-638-9010 (Passcode 2376) |
2018 quarterly report release dates
We plan to announce our third quarter consolidated financial and operating results before markets open on November 2, 2018. The 2019 date for the announcement of our fourth quarter and 2018 consolidated financial and operating results will be provided in our 2018 third quarter MD&A. Announcement dates are subject to change.
Profile
Cameco is the operator of both McArthur River mine and the Key Lake mill that processes all of the ore from McArthur River to uranium concentrate. Cameco owns 70% of McArthur River and 83% of Key Lake. Orano Canada Inc. owns the remainder. Together, in 2017 the operations produced 16.1 million pounds of uranium (Camecos share 11.2 million pounds).
Cameco is one of the worlds largest uranium producers, a significant supplier of conversion services and one of two Candu fuel manufacturers in Canada. Our competitive position is based on our controlling ownership of the worlds largest high-grade reserves and low-cost operations. Our uranium products are used to generate clean electricity in nuclear power plants around the world. Our shares trade on the Toronto and New York stock exchanges. Our head office is in Saskatoon, Saskatchewan.
As used in this news release, the terms we, us, our, the Company and Cameco mean Cameco Corporation and its subsidiaries unless otherwise indicated.
- End -
Investor inquiries:
Rachelle Girard
306-956-6403
Media inquiries:
Carey Hyndman
306-956-6317
- 6 -
Exhibit 99.2
Managements discussion and analysis
for the quarter ended June 30, 2018
5 | SECOND QUARTER MARKET UPDATE |
7 | CONSOLIDATED FINANCIAL RESULTS |
14 | OUTLOOK FOR 2018 |
16 | LIQUIDITY AND CAPITAL RESOURCES |
19 | FINANCIAL RESULTS BY SEGMENT |
22 | OUR OPERATIONS - SECOND QUARTER UPDATES |
23 | QUALIFIED PERSONS |
24 | ADDITIONAL INFORMATION |
This managements discussion and analysis (MD&A) includes information that will help you understand managements perspective of our unaudited condensed consolidated interim financial statements and notes for the quarter ended June 30, 2018 (interim financial statements). The information is based on what we knew as of July 25, 2018 and updates our first quarter and annual MD&A included in our 2017 annual report.
As you review this MD&A, we encourage you to read our interim financial statements as well as our audited consolidated financial statements and notes for the year ended December 31, 2017 and annual MD&A. You can find more information about Cameco, including our audited consolidated financial statements and our most recent annual information form, on our website at cameco.com, on SEDAR at sedar.com or on EDGAR at sec.gov. You should also read our annual information form before making an investment decision about our securities.
The financial information in this MD&A and in our financial statements and notes are prepared according to International Financial Reporting Standards (IFRS), unless otherwise indicated.
Unless we have specified otherwise, all dollar amounts are in Canadian dollars.
Throughout this document, the terms we, us, our and Cameco mean Cameco Corporation and its subsidiaries unless otherwise indicated.
Caution about forward-looking information
Our MD&A includes statements and information about our expectations for the future. When we discuss our strategy, plans, future financial and operating performance, or other things that have not yet taken place, we are making statements considered to be forward-looking information or forward-looking statements under Canadian and United States (US) securities laws. We refer to them in this MD&A as forward-looking information.
Key things to understand about the forward-looking information in this MD&A:
| It typically includes words and phrases about the future, such as: anticipate, believe, estimate, expect, plan, will, intend, goal, target, forecast, project, strategy and outlook (see examples below). |
| It represents our current views, and can change significantly. |
| It is based on a number of material assumptions, including those we have listed on page 3, which may prove to be incorrect. |
| Actual results and events may be significantly different from what we currently expect, due to the risks associated with our business. We list a number of these material risks below. We recommend you also review our annual information form, first quarter and annual MD&A, which includes a discussion of other material risks that could cause actual results to differ significantly from our current expectations. |
| Forward-looking information is designed to help you understand managements current views of our near and longer term prospects, and it may not be appropriate for other purposes. We will not necessarily update this information unless we are required to by securities laws. |
Examples of forward-looking information in this MD&A
Material risks
2 CAMECO CORPORATION
Material assumptions
2018 SECOND QUARTER REPORT 3
Our strategy
We are a pure-play nuclear fuel supplier, focused on taking advantage of the long-term growth we see coming in our industry, while maintaining the ability to respond to market conditions as they evolve. Our strategy is to focus on our tier-one assets and profitably produce at a pace aligned with market signals in order to preserve the value of those assets and increase long-term shareholder value, and to do that with an emphasis on safety, people and the environment.
In light of todays oversupplied market and the lingering uncertainty as to how long the weak market conditions will persist, we are focused on preserving the value of our lowest cost assets, on maintaining a strong balance sheet, on protecting and extending the value of our contract portfolio and on efficiently managing the company in a low price environment. We have undertaken a number of deliberate and disciplined actions. We have reduced supply, resisted selling into a weak spot market, restructured our global marketing organization, streamlined our operations and reduced costs.
We believe this approach provides us with the opportunity to meet rising demand with increased production from our best margin assets, and helps to mitigate risk during a prolonged period of uncertainty.
You can read more about our strategy in our 2017 annual MD&A.
Strategy in action
In response to market conditions, we have made the necessary decision to extend the suspension of production at our McArthur River/Key Lake operation, removing 18 million pounds of uranium per year from the market for an indeterminate duration. Our joint venture partner, Orano, has agreed to extend the suspension.
This action will result in the permanent layoff of approximately 550 site employees, including those currently on temporary layoff since January of this year.
A reduced workforce of approximately 200 employees will remain at the McArthur River and Key Lake sites to keep the facilities in a state of safe care and maintenance. We expect our share of the costs to maintain both sites to range between $5 million and $6 million per month once all the permanent layoffs take effect.
In addition, to further decrease costs, the workforce at our corporate office will be reduced by approximately 150 positions including employees and vacancies.
As a result of the permanent layoffs at site and the associated workforce reduction at our corporate office, we will incur about $40 million to $45 million in severance costs in the third quarter. For more information on how these costs will impact 2018, see Outlook for 2018 on page 14.
We have also agreed to extend repayment under the agreement to provide our partner, Orano, with up to 5.4 million pounds of uranium concentrates. Orano is now obligated to repay us, in kind, with uranium concentrates no later than December 31, 2023 (previously December 31, 2021).
We evaluate our strategy in the context of our market environment and continue to adjust our actions in accordance with the following marketing framework:
| First, we will not produce from our tier-one assets to sell into an oversupplied spot market. Until we can commit our tier-one pounds under long-term contracts that provide an acceptable rate of return on these assets for our owners, we do not plan to restart McArthur River and Key Lake. |
| Second, we do not intend to build up an inventory of excess uranium. Excess inventory serves to contribute to the sense that uranium is abundant and creates an overhang on the market, and it ties up working capital on our balance sheet. |
| Third, in addition to our committed sales, we will capture demand in the market where we think we can obtain value. We will take advantage of opportunities the market provides, where it makes sense from an economic, logistical and strategic point of view. Those opportunities may come in the form of spot, mid-term or long-term demand, and will be additive to our current committed sales. |
| Fourth, once we capture demand, we will decide how to best source material to satisfy that demand. Depending on the timing and volume of our production, purchase commitments, and our inventory volumes, this means we will be active buyers in the market in order to meet our demand obligations. |
| And finally, in general, if we choose to source material to meet demand by purchasing it, we expect the price of that material will be more than offset by the leverage to market prices in our sales portfolio over a rolling 12-month period. |
4 CAMECO CORPORATION
In addition to this framework, our contracting decisions always factor in who the customer is, our desire for regional diversification, the product form, and logistical factors.
Ultimately, we believe continuing to use this framework will allow us to create long-term value for our shareholders. And, as always, our focus will continue to be on maximizing cash flow, while maintaining our investment-grade rating so we can self-manage risk, including being in a position to retire our 2019 debt maturity when it comes due.
Second quarter market update
There were several significant announcements in the uranium market during the second quarter and to-date in July. On the supply side, Paladin announced that it was putting its Langer Heinrich mine on care and maintenance, Kazatomprom announced that it would reduce 2018 planned production from about 60 million pounds to about 56 million pounds, and we announced our decision to extend the suspension of production at McArthur River/Key Lake.
In addition, there has been increased financial interest in physical uranium, including the initial public offering for a new uranium fund called Yellow Cake. The fund has purchased about 8 million pounds of uranium from Kazatomprom, sequestering it in an investment vehicle, with the option to purchase up to $100 million in additional material annually over the next nine years.
On the demand side, in Japan, there were two additional reactor restarts, bringing the total restarted to nine, including one that is currently not operating. The Japanese government also approved a new basic energy plan confirming that nuclear power will play a significant role in its energy strategy. In China, the first AP1000 and EPR reactors were connected to the grid, and fuel loading was approved and has begun on a second AP1000 nuclear power plant. We believe the startup and regulatory approval of this new generation of reactors will clear the path for additional new build projects in that country. In South Korea, the government announced plans for the early retirement of one of its nuclear reactors and cancelled plans for four new units. In the US, a petition was filed under Section 202 of the Federal Power Act. This petition could result in assistance for struggling nuclear and coal plants as a matter of national security. And, the US Department of Commerce initiated an investigation under section 232 of the Trade Expansion Act to determine whether the quantity and circumstances of foreign uranium imports into the US threaten to impair national security.
Despite an approximately 8% increase in the uranium spot price during the quarter, there has not been a lot of activity in the long-term market. The market continues to try to digest the changing market dynamics, including the developments discussed above and the implications of the review of the Russian Suspension Agreement, which imposes annual quotas on imports of Russian uranium into the US, and expires at the end of 2020.
Longer term, uranium demand is backed by steady reactor growth with 57 reactors under construction. However, while under construction, these reactors are not yet consuming uranium. Therefore, there has not yet been a corresponding increase in uranium consumption.
With each new reactor, comes the long-term need for a safe and reliable source of uranium. And while the availability of pounds in the spot market has helped to satisfy the needs of utilities in the near term, the continued risk of production curtailments, financially distressed producers, lack of investment in new primary supply, some mines approaching the end of their reserve life, declining secondary supplies, and growing uncovered requirements are expected to generate increasing pressure for fuel buyers to return to long-term contracting.
As annual supply adjusts and uncovered requirements grow, we believe the pounds available in the spot market wont be enough to satisfy the demand. The need to eventually contract for replacement volumes to fill these uncovered requirements will create opportunities for producers that can weather todays low prices and provide a recovering market with uncommitted uranium from long-lived, tier-one assets.
Caution about forward-looking information relating to the nuclear industry
This discussion of our expectations for the nuclear industry, including its growth profile, future global uranium supply, demand, reactor growth, pressure for long-term contracting and utilities uncovered requirements is forward-looking information that is based upon the assumptions and subject to the material risks discussed under the heading Caution about forward-looking information beginning on page 2.
2018 SECOND QUARTER REPORT 5
Industry prices at quarter end
JUN 30 | MAR 31 | DEC 31 | SEP 30 | JUN 30 | MAR 31 | |||||||||||||||||||
2018 | 2018 | 2017 | 2017 | 2017 | 2017 | |||||||||||||||||||
Uranium ($US/lb U3O8)1 |
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Average spot market price |
22.65 | 21.05 | 23.75 | 20.33 | 20.15 | 23.88 | ||||||||||||||||||
Average long-term price |
29.00 | 29.00 | 31.00 | 30.50 | 33.00 | 33.00 | ||||||||||||||||||
Fuel services ($US/kgU as UF6)1 |
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Average spot market price |
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North America |
9.03 | 6.68 | 5.80 | 4.55 | 5.13 | 5.93 | ||||||||||||||||||
Europe |
9.38 | 6.93 | 6.13 | 4.93 | 5.50 | 6.45 | ||||||||||||||||||
Average long-term price |
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North America |
14.25 | 12.25 | 13.00 | 14.50 | 14.50 | 13.50 | ||||||||||||||||||
Europe |
14.25 | 12.25 | 13.00 | 14.25 | 14.25 | 14.00 |
Note: the industry does not publish UO2 prices.
1 | Average of prices reported by TradeTech and Ux Consulting (UxC) |
On the spot market, where purchases call for delivery within one year, the volume reported by Ux Consulting (UxC) for the second quarter of 2018 was approximately 20 million pounds, compared to 12 million pounds in the second quarter of 2017. Total volume in the spot market year-to-date is 43 million pounds, significantly higher than in previous years. This volume includes the 8 million pounds purchased by the newly established uranium fund, Yellow Cake. At the end of the quarter, the average reported spot price was $22.65 (US) per pound, up $1.60 (US) from the previous quarter.
Long-term contracts usually call for deliveries to begin more than two years after the contract is finalized, and use a number of pricing formulas, including fixed prices escalated over the term of the contract, and market referenced prices (spot and long-term indicators) quoted near the time of delivery. The volume of long-term contracting reported by UxC for the first six months of 2018 was about 16 million pounds compared to about 54 million pounds reported over the same period in 2017. Volumes continue to be less than the quantities consumed, and remain largely discretionary due to currently high inventory levels. The average reported long-term price at the end of the quarter was $29.00 (US) per pound, unchanged from last quarter.
Spot UF6 conversion prices increased in both the North American and European markets, as did long-term UF6 conversion prices.
6 CAMECO CORPORATION
Financial results
This section of our MD&A discusses our performance, financial condition and outlook for the future.
In this MD&A, our 2018 financial outlook and other disclosures relating to our contract portfolio are presented on a basis which excludes the agreement with TEPCO, which is under dispute. See our annual MD&A for more information.
As of January 1, 2018, due to restructuring and a change in our ownership interest, we now account for JV Inkai on an equity basis, with no restatement of prior periods.
Consolidated financial results
THREE MONTHS | SIX MONTHS | |||||||||||||||||||||||
CONSOLIDATED HIGHLIGHTS | ENDED JUNE 30 | ENDED JUNE 30 | ||||||||||||||||||||||
($ MILLIONS EXCEPT WHERE INDICATED) |
2018 | 2017 | CHANGE | 2018 | 2017 | CHANGE | ||||||||||||||||||
Revenue |
333 | 470 | (29 | )% | 773 | 862 | (10 | )% | ||||||||||||||||
Gross profit |
26 | 93 | (72 | )% | 94 | 148 | (36 | )% | ||||||||||||||||
Net losses attributable to equity holders |
(76 | ) | (2 | ) | >(100 | %) | (22 | ) | (20 | ) | (10 | )% | ||||||||||||
$ per common share (basic) |
(0.19 | ) | (0.00 | ) | >(100 | %) | (0.05 | ) | (0.05 | ) | | |||||||||||||
$ per common share (diluted) |
(0.19 | ) | (0.00 | ) | >(100 | %) | (0.05 | ) | (0.05 | ) | | |||||||||||||
Adjusted net losses (non-IFRS, see page 8) |
(28 | ) | (44 | ) | 36 | % | (6 | ) | (73 | ) | 92 | % | ||||||||||||
$ per common share (adjusted and diluted) |
(0.07 | ) | (0.11 | ) | 36 | % | (0.01 | ) | (0.18 | ) | 94 | % | ||||||||||||
Cash provided by operations (after working capital changes) |
57 | 130 | (56 | )% | 332 | 122 | >100 | % |
NET EARNINGS
The following table shows what contributed to the change in net earnings and adjusted net earnings (non-IFRS measure, see page 8) in the second quarter and the first six months of 2018, compared to the same periods in 2017.
THREE MONTHS | SIX MONTHS | |||||||||||||||||
ENDED JUNE 30 | ENDED JUNE 30 | |||||||||||||||||
($ MILLIONS) |
IFRS | ADJUSTED | IFRS | ADJUSTED | ||||||||||||||
Net losses 2017 |
(2 | ) | (44 | ) | (20 | ) | (73 | ) | ||||||||||
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Change in gross profit by segment |
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(We calculate gross profit by deducting from revenue the cost of products and services sold, and depreciation and amortization (D&A)) |
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Uranium |
Higher (lower) sales volume |
(11 | ) | (11 | ) | 1 | 1 | |||||||||||
Higher (lower) realized prices ($US) |
(11 | ) | (11 | ) | 62 | 62 | ||||||||||||
Foreign exchange impact on realized prices |
(11 | ) | (11 | ) | (30 | ) | (30 | ) | ||||||||||
Higher costs |
(31 | ) | (31 | ) | (64 | ) | (64 | ) | ||||||||||
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Change uranium |
(64 | ) | (64 | ) | (31 | ) | (31 | ) | ||||||||||
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Fuel services |
Higher (lower) sales volume |
(6 | ) | (6 | ) | 1 | 1 | |||||||||||
Higher (lower) realized prices ($Cdn) |
5 | 5 | (9 | ) | (9 | ) | ||||||||||||
Higher costs |
(6 | ) | (6 | ) | (1 | ) | (1 | ) | ||||||||||
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Change fuel services |
(7 | ) | (7 | ) | (9 | ) | (9 | ) | ||||||||||
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Other changes |
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Lower administration expenditures |
13 | 13 | 18 | 18 | ||||||||||||||
Lower exploration expenditures |
2 | 2 | 3 | 3 | ||||||||||||||
Change in reclamation provisions |
(56 | ) | | (51 | ) | | ||||||||||||
Higher earnings from equity-accounted investee |
3 | 3 | 4 | 4 | ||||||||||||||
Change in gains or losses on derivatives |
(48 | ) | 16 | (87 | ) | 21 | ||||||||||||
Change in foreign exchange gains or losses |
22 | 22 | 31 | 31 | ||||||||||||||
Gain on restructuring of JV Inkai |
| | 49 | | ||||||||||||||
Gain on customer contract restructuring in 2018 |
| | 6 | 6 | ||||||||||||||
Change in income tax recovery or expense |
41 | 11 | 52 | 11 | ||||||||||||||
Other |
20 | 20 | 13 | 13 | ||||||||||||||
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Net losses 2018 |
(76 | ) | (28 | ) | (22 | ) | (6 | ) | ||||||||||
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See Financial results by segment beginning on page 19 for more detailed discussion.
2018 SECOND QUARTER REPORT 7
ADJUSTED NET EARNINGS (NON-IFRS MEASURE)
Adjusted net earnings is a measure that does not have a standardized meaning or a consistent basis of calculation under IFRS (non-IFRS measure). We use this measure as a meaningful way to compare our financial performance from period to period. We believe that, in addition to conventional measures prepared in accordance with IFRS, certain investors use this information to evaluate our performance. Adjusted net earnings is our net earnings attributable to equity holders, adjusted to reflect the underlying financial performance for the reporting period. The adjusted earnings measure reflects the matching of the net benefits of our hedging program with the inflows of foreign currencies in the applicable reporting period, and has also been adjusted for impairment charges, reclamation provisions for our Rabbit Lake and US operations, which had been impaired, the gain on restructuring of JV Inkai, and income taxes on adjustments.
Adjusted net earnings is non-standard supplemental information and should not be considered in isolation or as a substitute for financial information prepared according to accounting standards. Other companies may calculate this measure differently, so you may not be able to make a direct comparison to similar measures presented by other companies.
The following table reconciles adjusted net earnings with net earnings for the second quarter and first six months of 2018 and compares it to the same periods in 2017.
THREE MONTHS | SIX MONTHS | |||||||||||||||
ENDED JUNE 30 | ENDED JUNE 30 | |||||||||||||||
($ MILLIONS) |
2018 | 2017 | 2018 | 2017 | ||||||||||||
Net losses attributable to equity holders |
(76 | ) | (2 | ) | (22 | ) | (20 | ) | ||||||||
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Adjustments |
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Adjustments on derivatives |
20 | (44 | ) | 42 | (66 | ) | ||||||||||
Reclamation provision adjustments |
44 | (12 | ) | 45 | (6 | ) | ||||||||||
Gain on restructuring of JV Inkai |
| | (49 | ) | | |||||||||||
Income taxes on adjustments |
(16 | ) | 14 | (22 | ) | 19 | ||||||||||
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Adjusted net losses |
(28 | ) | (44 | ) | (6 | ) | (73 | ) | ||||||||
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Every quarter we are required to update the reclamation provisions for all operations based on new cash flow estimates, discount and inflation rates. This normally results in an adjustment to an asset retirement obligation asset in addition to the provision balance. When the assets of an operation have been written off due to an impairment, as is the case with our Rabbit Lake and US ISR operations, the adjustment is recorded directly to the statement of earnings as other operating expense (income). In the second quarter, our estimate for Rabbit Lake decommissioning costs increased due to a scheduled revision to its preliminary decommissioning plan that was submitted to the relevant regulatory authorities. See note 9 of our interim financial statements for more information. This amount has been excluded from our adjusted net earnings measure.
Quarterly trends
HIGHLIGHTS | 2018 | 2017 | 2016 | |||||||||||||||||||||||||||||
($ MILLIONS EXCEPT PER SHARE AMOUNTS) |
Q2 | Q1 | Q4 | Q3 | Q2 | Q1 | Q4 | Q3 | ||||||||||||||||||||||||
Revenue |
333 | 439 | 809 | 486 | 470 | 393 | 887 | 670 | ||||||||||||||||||||||||
Net earnings (losses) attributable to equity holders |
(76 | ) | 55 | (62 | ) | (124 | ) | (2 | ) | (18 | ) | (144 | ) | 142 | ||||||||||||||||||
$ per common share (basic) |
(0.19 | ) | 0.14 | (0.16 | ) | (0.31 | ) | (0.00 | ) | (0.05 | ) | (0.36 | ) | 0.36 | ||||||||||||||||||
$ per common share (diluted) |
(0.19 | ) | 0.14 | (0.16 | ) | (0.31 | ) | (0.00 | ) | (0.05 | ) | (0.36 | ) | 0.36 | ||||||||||||||||||
Adjusted net earnings (losses) (non-IFRS, see page 8) |
(28 | ) | 23 | 181 | (50 | ) | (44 | ) | (29 | ) | 90 | 118 | ||||||||||||||||||||
$ per common share (adjusted and diluted) |
(0.07 | ) | 0.06 | 0.46 | (0.13 | ) | (0.11 | ) | (0.07 | ) | 0.23 | 0.30 | ||||||||||||||||||||
Cash provided by (used in) operations (after working capital changes) |
57 | 275 | 320 | 154 | 130 | (8 | ) | 255 | 385 |
8 CAMECO CORPORATION
Key things to note:
| our financial results are strongly influenced by the performance of our uranium segment, which accounted for 71% of consolidated revenues in the second quarter of 2018 |
| the timing of customer requirements, which tend to vary from quarter to quarter, drives revenue in the uranium and fuel services segments, meaning quarterly results are not necessarily a good indication of annual results due to seasonal variability |
| net earnings do not trend directly with revenue due to unusual items and transactions that occur from time to time. We use adjusted net earnings, a non-IFRS measure, as a more meaningful way to compare our results from period to period (see page 8 for more information). |
| cash from operations tends to fluctuate as a result of the timing of deliveries and product purchases in our uranium and fuel services segments |
The following table compares the net earnings and adjusted net earnings for the second quarter to the previous seven quarters.
HIGHLIGHTS | 2018 | 2017 | 2016 | |||||||||||||||||||||||||||||
($ MILLIONS EXCEPT PER SHARE AMOUNTS) |
Q2 | Q1 | Q4 | Q3 | Q2 | Q1 | Q4 | Q3 | ||||||||||||||||||||||||
Net earnings (losses) attributable to equity holders |
(76 | ) | 55 | (62 | ) | (124 | ) | (2 | ) | (18 | ) | (144 | ) | 142 | ||||||||||||||||||
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Adjustments |
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Adjustments on derivatives |
20 | 22 | (2 | ) | (40 | ) | (44 | ) | (22 | ) | 23 | (27 | ) | |||||||||||||||||||
Impairment charges |
| | 247 | 111 | | | 238 | | ||||||||||||||||||||||||
Reclamation provision adjustments |
44 | 1 | 15 | (9 | ) | (12 | ) | 6 | (28 | ) | (6 | ) | ||||||||||||||||||||
Gain on restructuring of JV Inkai |
| (49 | ) | | | | | | | |||||||||||||||||||||||
Income taxes on adjustments |
(16 | ) | (6 | ) | (17 | ) | 12 | 14 | 5 | 1 | 9 | |||||||||||||||||||||
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Adjusted net earnings (losses) (non-IFRS, see page 8) |
(28 | ) | 23 | 181 | (50 | ) | (44 | ) | (29 | ) | 90 | 118 | ||||||||||||||||||||
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Corporate expenses
ADMINISTRATION
THREE MONTHS | SIX MONTHS | |||||||||||||||||||||||
ENDED JUNE 30 | ENDED JUNE 30 | |||||||||||||||||||||||
($ MILLIONS) |
2018 | 2017 | CHANGE | 2018 | 2017 | CHANGE | ||||||||||||||||||
Direct administration |
26 | 43 | (40 | )% | 55 | 77 | (29 | )% | ||||||||||||||||
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Stock-based compensation |
5 | 1 | 400 | % | 11 | 7 | 57 | % | ||||||||||||||||
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Total administration |
31 | 44 | (30 | )% | 66 | 84 | (21 | )% | ||||||||||||||||
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Direct administration costs were $17 million lower for the second quarter of 2018 compared to the same period last year, and $22 million lower for the first six months due mainly to changes to our global marketing structure, lower costs related to our CRA litigation and our continued actions to reduce costs.
Stock-based compensation in the first six months was higher due to the 27% increase in our share price compared to the same period in 2017.
EXPLORATION
In the second quarter, uranium exploration expenses were $4 million, a decrease of $2 million compared to the second quarter of 2017. Exploration expenses for the first six months of the year decreased by $3 million compared to 2017, to $13 million, due to a planned reduction in expenditures.
2018 SECOND QUARTER REPORT 9
INCOME TAXES
We recorded an income tax recovery of $12 million in the second quarter of 2018, compared to an expense of $29 million in the second quarter of 2017.
On an adjusted basis, we recorded an income tax expense of $4 million this quarter compared to an expense of $15 million in the second quarter of 2017, primarily due to a change in the Saskatchewan corporate tax rate in 2017 which caused a decrease in our deferred tax asset, resulting in an expense of $24 million. In addition, the change in reporting for JV Inkai also contributes to the difference. In 2018, we recorded earnings of $3 million in Canada compared to earnings of $4 million in 2017, while we recorded losses of $27 million in foreign jurisdictions compared to losses of $33 million last year.
In the first six months of 2018, we recorded an income tax recovery of $19 million compared to an expense of $33 million in 2017.
On an adjusted basis, we recorded an income tax expense of $3 million for the first six months compared to an expense of $14 million in 2017 due to the change in the Saskatchewan corporate tax rate in 2017, as well as a change in the distribution of earnings among jurisdictions in 2018 which includes the change in accounting for JV Inkai. In 2018, we recorded losses of $38 million in Canada compared to earnings of $3 million in 2017, while we recorded earnings of $36 million in foreign jurisdictions compared to losses of $62 million last year.
THREE MONTHS | SIX MONTHS | |||||||||||||||
ENDED JUNE 30 | ENDED JUNE 30 | |||||||||||||||
($ MILLIONS) |
2018 | 2017 | 2018 | 2017 | ||||||||||||
Pre-tax adjusted earnings1 |
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Canada |
3 | 4 | (38 | ) | 3 | |||||||||||
Foreign |
(27 | ) | (33 | ) | 36 | (62 | ) | |||||||||
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Total pre-tax adjusted earnings |
(24 | ) | (29 | ) | (2 | ) | (59 | ) | ||||||||
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Adjusted income taxes1 |
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Canada |
2 | 20 | (4 | ) | 19 | |||||||||||
Foreign |
2 | (5 | ) | 7 | (5 | ) | ||||||||||
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Adjusted income tax expense |
4 | 15 | 3 | 14 | ||||||||||||
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1 | Pre-tax adjusted earnings and adjusted income taxes are non-IFRS measures. Our IFRS-based measures have been adjusted by the amounts reflected in the table in adjusted net earnings (non-IFRS measure on page 8). |
TRANSFER PRICING DISPUTE
We have been reporting on our transfer pricing dispute with CRA since 2008, when it originated.
Below, we discuss the general nature of transfer pricing disputes and, more specifically, the ongoing dispute we have.
Transfer pricing is a complex area of tax law, and it is difficult to predict the outcome of cases like ours. However, tax authorities generally test two things:
| the governance (structure) of the corporate entities involved in the transactions |
| the price at which goods and services are sold by one member of a corporate group to another |
We have a global customer base and we established a marketing and trading structure involving foreign subsidiaries, including Cameco Europe Limited (CEL), which entered into various intercompany arrangements, including purchase and sale agreements, as well as uranium purchase and sale agreements with third parties. Cameco and its subsidiaries made reasonable efforts to put arms-length transfer pricing arrangements in place, and these arrangements expose the parties to the risks and rewards accruing to them under these contracts. The intercompany contract prices are generally comparable to those established in comparable contracts entered into between arms-length parties at that time.
For the years 2003 to 2012, CRA has shifted CELs income (as recalculated by CRA) back to Canada and applied statutory tax rates, interest and instalment penalties, and, from 2007 to 2011, transfer pricing penalties. We expect that CRA will seek to impose a transfer pricing penalty for 2012. Taxes of approximately $321 million for the 2003 2017 years have already been paid to date in a jurisdiction outside Canada, and we are considering our options under bilateral international tax treaties to limit double taxation of this income. There is a risk that we will not be successful in eliminating all potential double taxation. The expected income adjustments under our CRA tax dispute are represented by the amounts claimed by CRA and are described below.
10 CAMECO CORPORATION
CRA dispute
Since 2008, CRA has disputed our marketing and trading structure and the related transfer pricing methodology we used for certain intercompany uranium sale and purchase agreements. To date, we received notices of reassessment for our 2003 through 2012 tax returns. We have recorded a cumulative tax provision of $61 million, where an argument could be made that, based on our methodology, our transfer price may have fallen outside of an appropriate range of pricing in uranium contracts for the period from 2003 through June 30, 2018. We are confident that we will be successful in our case and continue to believe the ultimate resolution of this matter will not be material to our financial position, results of operations and cash flows in the year(s) of resolution.
For the years 2003 through 2012, CRA issued notices of reassessment for approximately $4.9 billion of additional income for
Canadian tax purposes, which would result in a related tax expense of about $1.2 billion. CRA has also issued notices of reassessment for transfer pricing penalties for the years 2007 through 2011 in the amount of $371 million. The Canadian income tax rules include provisions that require larger companies like us to remit or otherwise secure 50% of the cash tax plus related interest and penalties at the time of reassessment. To date, under these provisions, after applying elective deductions, we have remitted a net amount of $303 million in cash. In addition, we have provided $478 million in letters of credit (LC) to secure 50% of the cash taxes and related interest amounts reassessed after 2014. The amounts paid or secured are shown in the table below.
YEAR PAID ($ MILLIONS) |
CASH TAXES | INTEREST AND INSTALMENT PENALTIES |
TRANSFER PRICING PENALTIES |
TOTAL | CASH REMITTANCE |
SECURED BY LC |
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Prior to 2014 |
1 | 22 | 36 | 59 | 59 | | ||||||||||||||||||
2014 |
106 | 47 | | 153 | 153 | | ||||||||||||||||||
2015 |
202 | 71 | 79 | 352 | 20 | 332 | ||||||||||||||||||
2016 |
51 | 38 | 31 | 120 | 32 | 88 | ||||||||||||||||||
2017 |
| 1 | 39 | 40 | 39 | 1 | ||||||||||||||||||
2018 |
17 | 40 | | 57 | | 57 | ||||||||||||||||||
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Total |
377 | 219 | 185 | 781 | 303 | 478 | ||||||||||||||||||
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Using the methodology we believe CRA will continue to apply, and including the $4.9 billion already reassessed, we expect to receive notices of reassessment for a total of approximately $8.4 billion of additional income taxable in Canada for the years 2003 through 2017, which would result in a related tax expense of approximately $2.5 billion. As well, CRA may continue to apply transfer pricing penalties to taxation years subsequent to 2011. As a result, we estimate that cash taxes and transfer pricing penalties for these years would be between $1.95 billion and $2.15 billion. In addition, we estimate there would be interest and instalment penalties applied that would be material to us. While in dispute, we would be required to remit or otherwise provide security for 50% of the cash taxes and transfer pricing penalties (between $970 million and $1.07 billion), plus related interest and instalment penalties assessed, which would be material to us. We have already secured $562 million in cash taxes and transfer pricing penalties and $219 million in interest and instalment penalties.
Under the Canadian federal and provincial tax rules, the amount required to be paid or secured each year will depend on the amount of income reassessed in that year and the availability of elective deductions and tax loss carryovers. CRA has decided to disallow the use of any loss carry-backs for any transfer pricing adjustment, starting with the 2008 tax year. This does not impact the anticipated income tax expense for a particular year, but does impact the timing of any required security or payment. As noted above, for amounts reassessed after 2014, as an alternative to remitting cash, we used letters of credit to satisfy our obligations related to the reassessed income tax and related interest amounts. We believe we will be able to continue to provide security in the form of letters of credit to satisfy these requirements. The estimated amounts summarized in the table below reflect actual amounts paid or secured and estimated future amounts owing based on the actual and expected reassessments for the years 2003 through 2017, and include the expected timing adjustment for the inability to use any loss carry-backs starting with the 2008 tax year. We plan to update this table annually to include the estimated impact of reassessments expected for completed years subsequent to 2017.
2018 SECOND QUARTER REPORT 11
$ MILLIONS |
2003-2017 | 2018-2019 | 2020-2023 | TOTAL | ||||||||||||
50% of cash taxes and transfer pricing penalties paid, secured or owing in the period |
| |||||||||||||||
Cash payments |
226 | 65 - 90 | 120 - 145 | 410 - 460 | ||||||||||||
Secured by letters of credit |
319 | 10 - 35 | 230 - 255 | 560 - 610 | ||||||||||||
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Total paid1 |
545 | 75 - 125 | 350 - 400 | 970 - 1070 | ||||||||||||
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1 | These amounts do not include interest and instalment penalties, which totaled approximately $219 million to June 30, 2018. |
In light of our view of the likely outcome of the case as described above, we expect to recover the amounts remitted, including the $781 million already paid or otherwise secured to date.
We have spent a total of about $57 million disputing the CRA reassessments and presenting our appeal in the Tax Court of Canada. This amount includes legal fees, expert witness fees, consultant fees, filing expenses, and other costs related to the case, from the time we started specifically tracking such costs in 2009, through 2017. The largest expenditures were incurred in 2016 and 2017 during trial preparation and court proceedings. If the decision of the Tax Court is appealed, additional costs will be incurred.
The trial for the 2003, 2005 and 2006 tax years concluded on September 13, 2017 and we expect to receive a Tax Court decision within the next nine months. Once the decision is issued, the rules that apply to our case permit either party to appeal the Tax Court decision to the Federal Court of Appeal. The decision of the Federal Court of Appeal can be appealed to the Supreme Court of Canada, but only if the Supreme Court agrees to hear the appeal. An appeal of a Tax Court decision to the Federal Court of Appeal must be filed within 30 days after the issuance of a Tax Court decision (excluding the months of July and August). The request to appeal a decision of the Federal Court of Appeal to the Supreme Court of Canada must be made within 60 days of issuance of a Federal Court of Appeal decision.
In the event that either party appeals the Tax Court decision, we anticipate that it would take about two years from the date the Tax Court decision is issued to receive a decision from the Federal Court of Appeal. If a further appeal is pursued, it would likely take about two years from the date the Federal Court of Appeal decision is issued to receive a decision from the Supreme Court of Canada.
The total tax amount reassessed for the 2003, 2005 and 2006 tax years was $11 million, and we remitted 50% of such amount at the time the reassessments were issued. In certain circumstances, including where neither party pursues an appeal of the Tax Court decision, CRA would issue revised reassessments for the 2003, 2005 and 2006 tax years that comply with the Tax Court decision. Following those reassessments, the corresponding tax payments or refunds, as applicable, plus interest, would be made or received, as applicable, within a reasonable period. Where one or more appeals are pursued by either party, reassessments might not be issued until after the decision on the final appeal is received. If the Tax Court decision results in an aggregate tax amount in excess of what we have already remitted, and we pursue an appeal of that decision, we may be required to remit or secure additional cash tax amounts not exceeding the remaining unpaid portion of the original $11 million (plus interest) while that appeal is underway. Where the Tax Court decision results in a refund of the remitted portion of the original $11 million (with interest), we may not receive that refund until and unless the Tax Court decision is confirmed after the final appeal.
Once the Tax Court has delivered a decision for the 2003, 2005 and 2006 tax years we will consider how the decision relates to other years in issue (being 2004 and years subsequent to 2006). While the decision would not be legally binding for any year other than the trial years, we expect the ultimate decision for the trial years to be an important factor in resolving the dispute for the other years in issue.
Caution about forward-looking information relating to our CRA tax dispute
This discussion of our expectations relating to our tax dispute with CRA and future tax reassessments by CRA is forward-looking information that is based upon the assumptions and subject to the material risks discussed under the heading Caution about forward-looking information beginning on page 2 and also on the more specific assumptions and risks listed below. Actual outcomes may vary significantly.
12 CAMECO CORPORATION
FOREIGN EXCHANGE
The exchange rate between the Canadian dollar and US dollar affects the financial results of our uranium and fuel services segments. See Revenue, adjusted net earnings, and cash flow sensitivity analysis on page 15 for more information on how a change in the exchange rate will impact our revenue, cash flow, and adjusted net earnings (ANE) (see Non-IFRS measures on page 8).
We sell the majority of our uranium and fuel services products under long-term sales contracts, which are routinely denominated in US dollars, while our production costs are largely denominated in Canadian dollars. To provide cash flow predictability, we hedge a portion of our net US/Cdn exposure (e.g. total US dollar sales less US dollar expenditures and product purchases) to manage shorter term exchange rate volatility. Our results are therefore affected by the movements in the exchange rate on our hedge portfolio, and on the unhedged portion of our net exposure.
Impact of hedging on IFRS earnings
We do not use hedge accounting under IFRS and, therefore, we are required to report gains and losses on economic hedging activity, both for contracts that close in the period and those that remain outstanding at the end of the period. For the contracts that remain outstanding, we must treat them as though they were settled at the end of the reporting period (mark-to-market).
However, we do not believe the gains and losses that we are required to report under IFRS appropriately reflect the intent of our hedging activities, so we make adjustments in calculating our ANE to better reflect the benefits of our hedging program in the applicable reporting period.
Impact of hedging on ANE
We designate contracts for use in particular periods, based on our expected net exposure in that period. Hedge contracts are layered in over time based on this expected net exposure. The result is that our current hedge portfolio is made up of a number of contracts which are currently designated to net exposures we expect in 2018 and future years, and we will recognize the gains and losses in ANE in those periods.
For the purposes of ANE, gains and losses on derivatives are reported based on the difference between the effective hedge rate of the contracts designated for use in the particular period and the exchange rate at the time of settlement. This results in an adjustment to current period IFRS earnings to effectively remove reported gains and losses on derivatives that arise from contracts put in place for use in future periods. The effective hedge rate will lag the market in periods of rapid currency movement. See Non-IFRS measures on page 8.
For more information, see our 2017 annual MD&A.
2018 SECOND QUARTER REPORT 13
At June 30, 2018:
| The value of the US dollar relative to the Canadian dollar was $1.00 (US) for $1.32 (Cdn), up from $1.00 (US) for $1.29 (Cdn) at March 31, 2018. The exchange rate averaged $1.00 (US) for $1.29 (Cdn) over the quarter. |
| The mark-to-market position on all foreign exchange contracts was a $27 million loss compared to a $1 million gain at March 31, 2018. |
For information on the impact of foreign exchange on our intercompany balances, see note 18 to the financial statements.
Outlook for 2018
Our outlook for 2018 reflects the expenditures necessary to help us achieve our strategy and is based on the assumptions found below the table, including a given uranium spot price, uranium term price, and foreign exchange rate. For more information on how changes in the exchange rate or uranium prices can impact our outlook see Revenue, adjusted net earnings, and cash flow sensitivity analysis on page 15, and Foreign exchange on page 13. Our 2018 financial outlook, and other disclosures relating to our contract portfolio, have been presented on a basis that excludes our contract with TEPCO, which is under dispute.
Our outlook for consolidated revenue; uranium delivery volumes, revenue, average realized price, and average unit cost of sales (including D&A); capital expenditures; the expected contribution of our uranium and fuel services segments to gross profit; and cash flow has changed. We do not provide an outlook for the items in the table that are marked with a dash.
See 2018 Financial results by segment on page 19 for details.
2018 FINANCIAL OUTLOOK
CONSOLIDATED | URANIUM | FUEL SERVICES | ||||||||||
EXPECTED CONTRIBUTION TO GROSS PROFIT |
100% | 81% | 19% | |||||||||
Production (owned and operated properties) |
| 9.2 million lbs | 9 to 10 million kgU | |||||||||
Purchases |
| 8 to 9 million lbs | 1 | | ||||||||
Sales/delivery volume2 |
| 34 to 35 million lbs | 3 | 11 to 12 million kgU | ||||||||
Revenue2 |
$ | 1,890-2,140 million | $ | 1,550-1,640 million | 4 | $ | 280-310 million | |||||
Average realized price3 |
| $ | 46.10/lb | 4 | | |||||||
Average unit cost of sales (including D&A) |
| $ | 40.00-42.00/lb | 5 | $ | 21.60-22.60/kgU | ||||||
Direct administration costs6 |
$ | 120-130 million | | | ||||||||
Exploration costs |
| $ | 20 million | | ||||||||
Expected loss on derivatives - ANE basis4 |
$ | 0-10 million | | | ||||||||
Tax recovery - ANE basis7 |
$ | 40-50 million | | | ||||||||
Capital expenditures8 |
$ | 80 million | | |
1 | Based on the volumes we currently have commitments to acquire under contract in 2018. This includes our JV Inkai purchases. It does not include the 3 million to 4 million pounds of intersegment committed purchases we have, or the 2 million to 4 million pounds of uranium we expect we may need to purchase to meet our 2018 delivery commitments, and taking into account the Orano loan. |
2 | Our 2018 outlook for sales volume and revenue does not include sales between our segments. |
3 | Based on the volumes we currently have commitments to deliver under contract in 2018. |
4 | Based on a uranium spot price of $22.55 (US) per pound (the Ux spot price as of June 25, 2018), a long-term price indicator of $30.00 (US) per pound (the Ux long-term indicator on June 25, 2018) and an exchange rate of $1.00 (US) for $1.25 (Cdn). |
5 | Based on the expected unit cost of sales for produced material and committed long-term purchases including our JV Inkai purchases. If we make discretionary purchases in 2018, then we expect the overall unit cost of sales may be affected. |
6 | Direct administration costs do not include stock-based compensation expenses or severance costs associated with our announced corporate office workforce reduction. |
7 | Our outlook for the tax recovery is based on adjusted net earnings and the other assumptions listed in the table. The outlook does not include our share of taxes on JV Inkai profits as the income from JV Inkai is net of taxes. If other assumptions change then the expected recovery may be affected. |
8 | Our share of JV Inkai capital spending for 2018 is not included as it is reflected on the basis of equity accounting for our minority ownership interest. JV Inkai cash flows are expected to cover capital expenditures in 2018. |
14 CAMECO CORPORATION
We now expect our annual uranium sales volume to be 34 million to 35 million pounds (previously 32 million to 33 million pounds) as a result of additional sales commitments made during the quarter. Sales revenue for the uranium segment will also be affected and is now expected to be $1,550 million to $1,640 million (previously $1,460 million to $1,550 million), resulting in consolidated revenue of $1,890 million to $2,140 million (previously $1,800 million to $1,930 million).
Average realized price for our uranium segment is now expected to be $46.10 per pound (previously $46.30 per pound) as a result of entering additional sales commitments for delivery in 2018 at prices lower than the previous average realized price outlook provided. In addition, average unit cost of sales is now expected to be $40.00 per pound to $42.00 per pound (previously $38.00 per pound to $40.00 per pound) due to the severance costs associated with the continued suspension of production at McArthur River and Key Lake.
As a result of the changes to the uranium average realized price and average unit cost of sales, we now expect the contribution to gross profit to be 81% from the uranium segment and 19% from the fuel services segment (previously 85% and 15% respectively).
We now expect capital expenditures to be $80 million (previously $90 million) mainly as a result of the optimization of the Cigar Lake development plan, which results in a reduction in expenditures this year.
Cash from operations for 2018 is now expected to be between 20% and 30% higher than the $596 million reported in 2017. This estimate is based on the outlook provided in the table and the assumptions for uranium prices and foreign exchange rates used in and listed below the table. In addition to our purchase commitments of between 8 million and 9 million pounds, the estimate also includes expected purchases of 2 million to 4 million pounds.
Direct administration costs remain unchanged, however, we expect an increase in our overall administration costs of about $10 million due to the severance costs associated with the workforce reduction at corporate office. These costs will be expensed in the third quarter.
In our uranium and fuel services segments, our customers choose when in the year to receive deliveries, so our quarterly delivery patterns, sales/delivery volumes and revenue can vary significantly. We are on track for our uranium sales/delivery targets in 2018, with deliveries weighted to the second half of the year.
Additional outlook tied to the extended shutdown of McArthur River/Key Lake
To meet our delivery commitments in 2018, and taking into account the Orano loan of up to 5.4 million pounds, we expect we will need to purchase 2 million to 4 million pounds of uranium this year in addition to the purchase commitments outlined in the 2018 Financial Outlook table. This will achieve our inventory reduction plan, assuming we target four and a half months of forward sales in inventory.
In the absence of an extended shutdown, that would be the extent of our required purchases this year. However, considering the extended production suspension, and our willingness to capture demand in the market, we may undertake additional purchasing activity if the opportunity or need arises.
Looking at 2019, in our uranium segment, we expect to produce 9 million pounds, we have commitments to purchase between 5 million and 6 million pounds, and have sales commitments to deliver between 25 million and 27 million pounds. To meet our 2019 delivery commitments and maintain our target inventory, we expect we will need to purchase an additional 9 million to 11 million pounds. The timing of purchases may be impacted by the timing of deliveries and opportunities in the market.
REVENUE, ADJUSTED NET EARNINGS, AND CASH FLOW SENSITIVITY ANALYSIS
FOR 2018 ($ MILLIONS) |
IMPACT ON: | |||||||||||||
CHANGE |
REVENUE | ANE | CASH FLOW | |||||||||||
Uranium spot and term price1 |
$5(US)/lb increase | 37 | 24 | 30 | ||||||||||
$5(US)/lb decrease | (37 | ) | (24 | ) | (30 | ) | ||||||||
Value of Canadian dollar vs US dollar |
One cent decrease in CAD | 9 | 3 | 3 | ||||||||||
One cent increase in CAD | (9 | ) | (3 | ) | (3 | ) |
1 | Assuming change in both UxC spot price ($22.55 (US) per pound on June 25, 2018) and the UxC long-term price indicator ($30.00 (US) per pound on June 25, 2018) |
2018 SECOND QUARTER REPORT 15
PRICE SENSITIVITY ANALYSIS: URANIUM SEGMENT
The following table is not a forecast of prices we expect to receive. The prices we actually realize will be different from the prices shown in the table. It is designed to indicate how the portfolio of long-term contracts we had in place on June 30, 2018 would respond to different spot prices. In other words, we would realize these prices only if the contract portfolio remained the same as it was on June 30, 2018 and none of the assumptions we list below change.
We intend to update this table each quarter in our MD&A to reflect changes to our contract portfolio. As a result, we expect the table to change from quarter to quarter.
Expected realized uranium price sensitivity under various spot price assumptions
(rounded to the nearest $1.00)
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SPOT PRICES | ||||||||||||||||||||||||||||
($US/lb U3O8) |
$20 | $40 | $60 | $80 | $100 | $120 | $140 | |||||||||||||||||||||
2019 |
32 | 43 | 56 | 66 | 75 | 83 | 89 | |||||||||||||||||||||
2020 |
31 | 41 | 54 | 64 | 73 | 80 | 86 | |||||||||||||||||||||
2021 |
28 | 41 | 55 | 65 | 74 | 83 | 90 | |||||||||||||||||||||
2022 |
27 | 41 | 55 | 66 | 75 | 84 | 92 |
The table illustrates the mix of long-term contracts in our June 30, 2018 portfolio, and is consistent with our marketing strategy. It has been updated to reflect contracts entered into up to June 30, 2018, and it excludes our contract under dispute with TEPCO.
Our portfolio includes a mix of fixed-price and market-related contracts, which we target at a 40:60 ratio. Those that are fixed at higher prices or have high floor prices will yield prices that are higher than current market prices.
Our portfolio is affected by more than just the spot price. We made the following assumptions (which are not forecasts) to create the table:
Liquidity and capital resources
Our financial objective is to ensure we have the cash and debt capacity to fund our operating activities, investments and other financial obligations. As of June 30, 2018, we had cash and short-term investments of $837 million, while our total debt amounted to $1.5 billion.
We have large, creditworthy customers that continue to need uranium even during weak economic conditions, and we expect the uranium contract portfolio we have built to continue to provide a solid revenue stream. Over the next five years, we have commitments to deliver an average of 23 million pounds per year, with commitments levels in 2018 of 34 million to 35 million pounds and 25 million to 27 million pounds in 2019. Commitments for 2020 through 2022 are lower.
16 CAMECO CORPORATION
In the currently weak uranium price environment, our focus is on preserving the value of our tier-one assets and reducing our operating, capital and general and administrative spending. We have a number of alternatives to fund future capital requirements, including using our operating cash flow, drawing on our existing credit facilities, entering new credit facilities, and raising additional capital through debt or equity financings. We are always considering our financing options so we can take advantage of favourable market conditions when they arise. Due to the deliberate cost reduction measures implemented over the past five years, the reduction in our 2018 planned dividend, and the drawdown of inventory in 2018 as a result of the suspension of production at our McArthur River/Key Lake operation, we expect to generate significant cash flow in 2018. Therefore, we expect our cash balances and operating cash flows to meet our capital requirements during 2018, and help position us to self-manage risk.
We have an ongoing transfer pricing dispute with CRA. See page 10 for more information. Until this dispute is resolved, we expect to pay cash or provide security in the form of letters of credit for future amounts owing to the Government of Canada for 50% of the cash taxes payable and the related interest and penalties. We have provided an estimate of the amount and timing of the expected cash taxes and transfer pricing penalties paid, secured or owing in the table on page 12.
CASH FROM/USED IN OPERATIONS
Cash provided by operations was $73 million lower this quarter than in the second quarter of 2017. Contributing to this change was lower gross profits in both our uranium and fuel services segments. In addition, there was an increase in working capital requirements, which required $29 million more in 2018 than in 2017. Not including working capital requirements, our operating cash flows this quarter were lower by $44 million.
Cash provided by operations was $210 million higher in the first six months of 2018 than for the same period in 2017 due largely to a decrease in working capital requirements. This was a result of a decrease in inventory compared to an increase in 2017 as well as changes in other working capital items. Working capital required $171 million less in 2018. In addition, while we had lower gross profits in our operating segments, income taxes paid decreased and cost reduction measures resulted in a lower use of cash. Not including working capital requirements, our operating cash flows in the first six months were higher by $39 million.
FINANCING ACTIVITIES
We use debt to provide additional liquidity. We have sufficient borrowing capacity with unsecured lines of credit totalling about $3.0 billion at June 30, 2018, unchanged from March 31, 2018. At June 30, 2018, we had approximately $1.6 billion outstanding in financial assurances, up from $1.5 billion at December 31, 2017. At June 30, 2018, we had no short-term debt outstanding on our $1.25 billion unsecured revolving credit facility, unchanged from December 31, 2017. This facility matures November 1, 2021.
Long-term contractual obligations
Since December 31, 2017, there have been no material changes to our long-term contractual obligations. Please see our 2017 annual MD&A for more information.
Debt covenants
We are bound by certain covenants in our unsecured revolving credit facility. The financially related covenants place restrictions on total debt, including guarantees. As at June 30, 2018, we met these financial covenants and do not expect our operating and investment activities for the remainder of 2018 to be constrained by them.
OFF-BALANCE SHEET ARRANGEMENTS
We had three kinds of off-balance sheet arrangements at June 30, 2018:
| purchase commitments |
| financial assurances |
| other arrangements |
2018 SECOND QUARTER REPORT 17
Purchase commitments
The following table is based on our purchase commitments in our uranium and fuel services segments, as well as commitments previously contracted by NUKEM, at July 17, 2018. These commitments include a mix of fixed-price and market-related contracts. Actual payments will be different as a result of changes to our purchase commitments and, in the case of contracts with market-related pricing, the market prices in effect at the time of delivery. We will update this table as required in our MD&A to reflect material changes to our purchase commitments and changes in the prices used to estimate our commitments under market-related contracts.
JULY 17 ($ MILLIONS) |
2018 | 2019 AND 2020 |
2021 AND 2022 |
2023 AND BEYOND |
TOTAL | |||||||||||||||
Purchase commitments1 |
408 | 249 | 178 | 132 | 967 |
1 | Denominated in US dollars, converted to Canadian dollars as of June 30, 2018 at the rate of $1.32. |
As of July 25, 2018, we had commitments of about $967 million for the following:
| approximately 25 million pounds of U3O8 equivalent from 2018 to 2028 |
| approximately 1 million kgU as UF6 in conversion services in 2018 and 2019 |
| about 0.2 million Separative Work Units (SWU) of enrichment services to meet existing forward sales commitments under agreements with a non-Western supplier |
The suppliers do not have the right to terminate agreements other than pursuant to customary events of default provisions.
Financial assurances
At June 30, 2018, our financial assurances totalled $1.6 billion, up from $1.5 billion at December 31, 2017.
Other arrangements
We continue to have factoring arrangements available to us to manage short-term cash flow fluctuations. At June 30, 2018 we did not have any balances outstanding under these arrangements. You can read more about these arrangements in our 2017 annual MD&A.
BALANCE SHEET
($ MILLIONS) |
JUN 30, 2018 | DEC 31, 2017 | CHANGE | |||||||||
Cash, cash equivalents and short-term investments |
837 | 592 | 41 | % | ||||||||
Total debt |
1,495 | 1,494 | | |||||||||
Inventory |
838 | 950 | (12 | )% |
Total cash, cash equivalents and short-term investments at June 30, 2018 were $837 million, or 41% higher than at December 31, 2017, primarily due to cash from operations of $332 million, partially offset by capital expenditures of $30 million, 2017 dividend payments of $40 million, and interest payments of $35 million. Net debt at June 30, 2018 was $658 million.
Under the restructuring agreement for JV Inkai, the partners have agreed that JV Inkai will distribute excess cash, after capital expenditures, as priority repayment of our loan. We have an outstanding loan for Inkais work on block 3 prior to the restructuring. In the second quarter of 2018 we received distributions of $4.2 million (US), totaling $13.3 million (US) year-to-date, which were made as loan and interest repayments, and as of June 30, 2018, the outstanding principal balance of the loan was $106 million (US).
Total product inventories decreased to $838 million. Inventories decreased as sales were higher than production and purchases in the first six months of the year. In addition, the product provided to Orano contributed to the decrease. The average cost for uranium has increased to $31.50 per pound compared to $30.72 per pound at December 31, 2017. As of June 30, 2018, we held an inventory of 19.3 million pounds of U3O8 equivalent in our uranium segment (excluding broken ore).
18 CAMECO CORPORATION
Financial results by segment
Uranium
THREE MONTHS ENDED JUNE 30 |
SIX MONTHS ENDED JUNE 30 |
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HIGHLIGHTS |
2018 | 2017 | CHANGE | 2018 | 2017 | CHANGE | ||||||||||||||||||||
Production volume (million lbs) |
2.9 | 7.1 | (59 | )% | 5.3 | 13.8 | (62 | )% | ||||||||||||||||||
Sales volume (million lbs)1 |
5.3 | 6.1 | (13 | )% | 11.9 | 11.8 | 1 | % | ||||||||||||||||||
Average spot price |
($US/lb) | 22.13 | 20.79 | 6 | % | 21.78 | 22.29 | (2 | )% | |||||||||||||||||
Average long-term price |
($US/lb) | 29.00 | 32.83 | (12 | )% | 29.25 | 32.83 | (11 | )% | |||||||||||||||||
Average realized price |
($US/lb) | 34.93 | 36.51 | (4 | )% | 39.38 | 35.50 | 11 | % | |||||||||||||||||
($Cdn/lb) | 44.91 | 49.11 | (9 | )% | 50.04 | 47.36 | 6 | % | ||||||||||||||||||
Average unit cost of sales (including D&A) |
($Cdn/lb) | 41.12 | 35.29 | 17 | % | 41.84 | 36.47 | 15 | % | |||||||||||||||||
Revenue ($ millions)1 |
237 | 298 | (20 | )% | 596 | 558 | 7 | % | ||||||||||||||||||
Gross profit ($ millions) |
20 | 84 | (76 | )% | 98 | 128 | (23 | )% | ||||||||||||||||||
Gross profit (%) |
8 | 28 | (71 | )% | 16 | 23 | (30 | )% |
1 | There were no significant intersegment transactions in the periods shown. |
SECOND QUARTER
Production volumes this quarter were 59% lower compared to the second quarter of 2017, mainly due to a lack of production from the suspended McArthur River/Key Lake operations and a change in reporting for JV Inkai. See Uranium 2018 Q2 updates starting on page 22 for more information.
Uranium revenues this quarter were down 20% compared to 2017 due to a decrease of 9% in the Canadian dollar average realized price and a decrease in sales volumes of 13%. While the average spot price for uranium increased by 6% compared to the same period in 2017, our average realized price decreased due to lower prices on fixed price contracts and the strengthening of the Canadian dollar compared to the same period in the prior year.
Total cost of sales (including D&A) increased by 1% ($217 million compared to $214 million in 2017) as a result of unit cost of sales that was 17% higher than the same period last year offset by a 13% decrease in sales volume. The increase in the unit cost of sales was due mainly to increased costs associated with the temporary suspension of production at our McArthur River/Key Lake operation and the cessation of production at our US ISR operations. The cost of our purchases have decreased from the second quarter in 2017.
The net effect was a $64 million decrease in gross profit for the quarter.
Equity earnings from investee, JV Inkai, were $4 million in the second quarter.
FIRST SIX MONTHS
Production volumes for the first six months of the year were 62% lower than in the previous year mainly due to planned lower production from McArthur River/Key Lake as the operation moved into care and maintenance in the first quarter and a change in reporting for JV Inkai. See Uranium 2018 Q2 updates starting on page 22 for more information.
Uranium revenues increased 7% compared to the first six months of 2017 due to a 6% increase in the Canadian dollar average realized price and a 1% increase in sales volumes. The increase in sales volume was due to the restructuring of an agreement with one of our utility customers. The restructuring advanced the majority of contract deliveries into the first quarter of 2018.
Our Canadian dollar realized prices for the first six months of 2018 were higher than 2017, primarily as a result of higher prices on fixed price contracts.
Total cost of sales (including D&A) increased by 16% ($499 million compared to $430 million in 2017) mainly due to a 15% increase in the unit cost of sales and a 1% increase in sales volume for the first six months. The increase in the unit cost of sales compared to last year was mainly due to increased costs associated with the temporary suspension of production at our McArthur River/Key Lake and US ISR operations. The cost of our purchases have decreased from the same period in 2017.
The net effect was a $30 million decrease in gross profit for the first six months.
2018 SECOND QUARTER REPORT 19
Equity earnings from investee, JV Inkai, were $5 million for the first six months.
The table below shows the costs of produced and purchased uranium incurred in the reporting periods (which are non-IFRS measures, see the paragraphs below the table). These costs do not include care and maintenance costs, selling costs such as royalties, transportation and commissions, nor do they reflect the impact of opening inventories on our reported cost of sales.
THREE MONTHS ENDED JUNE 30 |
SIX MONTHS ENDED JUNE 30 |
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($CDN/LB) |
2018 | 2017 | CHANGE | 2018 | 2017 | CHANGE | ||||||||||||||||||
Produced |
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Cash cost |
10.78 | 13.53 | (20 | )% | 14.14 | 14.02 | 1 | % | ||||||||||||||||
Non-cash cost |
15.96 | 10.59 | 51 | % | 16.55 | 10.47 | 58 | % | ||||||||||||||||
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Total production cost 1 |
26.74 | 24.12 | 11 | % | 30.69 | 24.49 | 25 | % | ||||||||||||||||
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Quantity produced (million lbs)1 |
2.9 | 7.1 | (59 | )% | 5.3 | 13.8 | (62 | )% | ||||||||||||||||
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Purchased |
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Cash cost1 |
29.64 | 37.34 | (21 | )% | 32.73 | 40.36 | (19 | )% | ||||||||||||||||
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Quantity purchased (million lbs)1 |
2.2 | 0.7 | 214 | % | 3.9 | 2.5 | 56 | % | ||||||||||||||||
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Totals |
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Produced and purchased costs |
27.99 | 25.31 | 11 | % | 31.55 | 26.92 | 17 | % | ||||||||||||||||
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Quantities produced and purchased (million lbs) |
5.1 | 7.8 | (35 | )% | 9.2 | 16.3 | (44 | )% | ||||||||||||||||
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1 | Our share of Inkai production was 0.7 million pounds for Q2, 2018 (1.4 million pounds for the first six months of 2018). Due to the transition to equity accounting, our share of production will be shown as a purchase at the time of delivery. JV Inkai purchases will fluctuate during the quarters and timing of purchases will not match production. In the second quarter we purchased 856,000 pounds at a purchase price per pound of $27.52 ($21.46 (US)) (870,000 pounds in the first six months of 2018 at $27.54 ($21.47 (US))). |
The average cash cost of production was 20% lower for the quarter compared to 2017 due to higher production at Cigar Lake. In addition, with the cessation of higher cost production at our US operations in the first quarter, any costs associated with the operation are considered care and maintenance and expensed directly to cost of sales as incurred. For the first six months, the average cash cost of production was 1% higher than in in 2017 due to lower production from McArthur River/Key Lake as the operations moved into care and maintenance.
The other item affecting this table was the change to equity accounting for our interest in JV Inkai.
The change removes the impact of our share of Inkais low cash cost of production from the mix. Those pounds now are reflected as a purchase at a discount to the spot price in this table. The benefit of the estimated $9.55 per pound life-of-mine operating cost is expected to be reflected in the line item on our statement of earnings called share of earnings from equity-accounted investee.
As a result, while McArthur River and Key Lake are shut down, our cash cost of production is expected to be reflective of the estimated $15.42 per pound life-of-mine operating cost of mining and milling our share of Cigar Lake pounds.
Although purchased pounds are transacted in US dollars, we account for the purchases in Canadian dollars. In the second quarter, the average cash cost of purchased material was $29.64 (Cdn) per pound, or $23.07 (US) per pound in US dollar terms, compared to $27.82 (US) per pound in the second quarter of 2017. For the first six months, the average cash cost of purchased material was $32.73 (Cdn), or $25.69 (US) per pound, compared to $30.40 (US) per pound in the same period in 2017. As a result, the average cash cost of purchased material in Canadian dollar terms decreased by 21% this quarter and by 19% for the six months compared to the same periods last year.
Cash cost per pound, non-cash cost per pound and total cost per pound for produced and purchased uranium presented in the above table are non-IFRS measures. These measures do not have a standardized meaning or a consistent basis of calculation under IFRS. We use these measures in our assessment of the performance of our uranium business. We believe that, in addition to conventional measures prepared in accordance with IFRS, certain investors use this information to evaluate our performance and ability to generate cash flow.
20 CAMECO CORPORATION
These measures are non-standard supplemental information and should not be considered in isolation or as a substitute for measures of performance prepared according to accounting standards. These measures are not necessarily indicative of operating profit or cash flow from operations as determined under IFRS. Other companies may calculate these measures differently, so you may not be able to make a direct comparison to similar measures presented by other companies.
To facilitate a better understanding of these measures, the following table presents a reconciliation of these measures to our unit cost of sales for the second quarter and the first six months of 2018 and 2017.
Cash and total cost per pound reconciliation
THREE MONTHS ENDED JUNE 30 |
SIX MONTHS ENDED JUNE 30 |
|||||||||||||||
($ MILLIONS) |
2018 | 2017 | 2018 | 2017 | ||||||||||||
Cost of product sold |
156.4 | 158.9 | 388.1 | 340.9 | ||||||||||||
Add / (subtract) |
||||||||||||||||
Royalties |
(9.5 | ) | (13.0 | ) | (21.8 | ) | (23.2 | ) | ||||||||
Care and maintenance costs |
(34.6 | ) | (10.4 | ) | (76.5 | ) | (20.8 | ) | ||||||||
Other selling costs |
(1.2 | ) | (2.2 | ) | (5.5 | ) | (2.9 | ) | ||||||||
Change in inventories |
(14.6 | ) | (11.1 | ) | (81.7 | ) | 0.4 | |||||||||
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Cash operating costs (a) |
96.5 | 122.2 | 202.6 | 294.4 | ||||||||||||
Add / (subtract) |
||||||||||||||||
Depreciation and amortization |
48.8 | 55.5 | 91.5 | 89.0 | ||||||||||||
Care and maintenance costs |
12.0 | | 19.0 | | ||||||||||||
Change in inventories |
(14.5 | ) | 19.7 | (22.8 | ) | 55.4 | ||||||||||
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Total operating costs (b) |
142.8 | 197.4 | 290.3 | 438.8 | ||||||||||||
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Uranium produced & purchased (million lbs) (c) |
5.1 | 7.8 | 9.2 | 16.3 | ||||||||||||
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Cash costs per pound (a ÷ c) |
18.92 | 15.67 | 22.02 | 18.06 | ||||||||||||
Total costs per pound (b ÷ c) |
27.99 | 25.31 | 31.55 | 26.92 | ||||||||||||
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Fuel services
(includes results for UF6, UO2 and fuel fabrication)
THREE MONTHS ENDED JUNE 30 |
SIX MONTHS ENDED JUNE 30 |
|||||||||||||||||||||||||||
HIGHLIGHTS |
2018 | 2017 | CHANGE | 2018 | 2017 | CHANGE | ||||||||||||||||||||||
Production volume (million kgU) |
2.3 | 2.2 | 5 | % | 6.2 | 4.8 | 29 | % | ||||||||||||||||||||
Sales volume (million kgU)1 |
2.1 | 2.7 | (22 | )% | 4.5 | 4.3 | 5 | % | ||||||||||||||||||||
Average realized price |
($ | Cdn/kgU | ) | 32.63 | 30.46 | 7 | % | 29.40 | 31.50 | (7 | )% | |||||||||||||||||
Average unit cost of sales (including D&A) |
($ | Cdn/kgU | ) | 24.30 | 21.44 | 13 | % | 22.83 | 22.66 | 1 | % | |||||||||||||||||
Revenue ($ millions)1 |
68 | 82 | (17 | )% | 133 | 137 | (3 | )% | ||||||||||||||||||||
Gross profit ($ millions) |
17 | 24 | (29 | )% | 30 | 38 | (21 | )% | ||||||||||||||||||||
Gross profit (%) |
25 | 29 | (14 | )% | 23 | 28 | (18 | )% |
1 | There were no significant intersegment transactions in the periods shown. |
SECOND QUARTER
Total revenue for the second quarter of 2018 decreased to $68 million from $82 million for the same period last year. This was primarily due to a 22% decrease in sales volumes partially offset by a 7% increase in average realized price compared to 2017. Average realized price increased mainly due to the mix of product sold, as well as an increase in the average realized price for UO2 and fabrication.
The total cost of products and services sold (including D&A) decreased 12% ($51 million compared to $58 million in 2017) due to the 22% decrease in sales volume, partially offset by a 13% increase in the average unit cost of sales.
The net effect was a $7 million decrease in gross profit.
2018 SECOND QUARTER REPORT 21
FIRST SIX MONTHS
In the first six months of the year, total revenue decreased by 3% due to a 7% decrease in realized price, partially offset by a 5% increase in sales volumes. The decrease in realized price was the result of decreased prices on the sale of UF6, and the mix of products sold.
The total cost of products and services sold (including D&A) increased 5% ($103 million compared to $98 million in 2017) due to the 5% increase in sales volume and a 1% increase in the average unit cost of sales.
The net effect was an $8 million decrease in gross profit.
Our operations
Uranium production overview
Production in our uranium segment this quarter was 59% lower than the second quarter of 2017 due to the production suspension at McArthur River and Key Lake and a change in reporting for JV Inkai. See table below for more information. We continue to evaluate the optimal mix of production, inventory and purchases in order to retain the flexibility to deliver long-term value.
URANIUM PRODUCTION
THREE MONTHS ENDED JUNE 30 |
SIX MONTHS ENDED JUNE 30 |
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OUR SHARE (MILLION LBS) |
2018 | 2017 | CHANGE | 2018 | 2017 | CHANGE | 2018 PLAN | |||||||||||||||||||||
McArthur River/Key Lake |
| 3.6 | (100 | )% | 0.1 | 7.2 | (99 | )% | 0.1 | |||||||||||||||||||
Cigar Lake |
2.9 | 2.5 | 16 | % | 5.1 | 4.8 | 6 | % | 9.0 | |||||||||||||||||||
Inkai1 |
| 0.8 | (100 | )% | | 1.5 | (100 | )% | | |||||||||||||||||||
US ISR |
| 0.2 | (100 | )% | 0.1 | 0.3 | (67 | )% | 0.1 | |||||||||||||||||||
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Total |
2.9 | 7.1 | (59 | )% | 5.3 | 13.8 | (62 | )% | 9.2 | |||||||||||||||||||
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1 | We expect total production from Inkai to be 6.9 million pounds in 2018 on a 100% basis. Due to the transition to equity accounting, our share of production will be shown as a purchase. Please see below for more information. |
Uranium 2018 Q2 updates
PRODUCTION UPDATE
McArthur River/Key Lake
There was no production in the second quarter as a result of the planned 10-month production suspension that began in February.
Due to continued weakness in the uranium market, we have made the decision to extend the suspension for an indeterminate duration. This action will result in the permanent layoff of approximately 550 employees, including those currently on temporary layoff.
A reduced workforce of approximately 200 employees will remain at the operations to keep the facilities in a state of safe care and maintenance.
We will incur about $30 million to $35 million in severance costs in the third quarter as a result of the permanent layoffs. Our share of the cost to maintain both operations during the suspension is expected to range between $5 million and $6 million per month (previously $6.5 million to $7.5 million per month) once the permanent layoffs take effect.
Cigar Lake
Total packaged production from Cigar Lake was 16% higher in the second quarter and 6% higher for the first six months compared to the same periods last year. Production is expected to be lower in the third quarter as the site enters an extended summer shutdown period starting in July, which is expected to increase quarterly unit production costs. Production is expected to restart at the end of August and remains on track to meet forecast for the year.
22 CAMECO CORPORATION
Inkai
Production on a 100% basis was 1.8 million pounds for the quarter and 3.5 million pounds for the first six months of the year. Production is tracking higher than the comparable period in 2017 due to increased planned production in 2018 above 2017 production levels. Due to the transition to equity accounting, our share of production will be shown as a purchase at a discount to the spot price and included in inventory at this value at the time of delivery. Our share of the profits earned by JV Inkai on the sale of its production will be included in share of earnings from equity-accounted investee on our consolidated statement of earnings.
TIER-TWO CURTAILED OPERATIONS
US ISR Operations
As a result of the decision to curtail production and defer all wellfield development at our US operations, there was no production in the second quarter. We have now effectively ceased production, which is expected to result in production of less than 100,000 pounds for the year. As long as production is suspended, we expect care and maintenance costs to range between $18 million (US) and $22 million (US) annually for the first few years.
Rabbit Lake
The Rabbit Lake operation is in a safe state of care and maintenance; there was no production in the second quarter of 2018. We are continually weighing the value of maintaining the operation in standby, against the cost of doing so. However, as long as production is suspended, we expect care and maintenance costs to range between $35 million and $40 million annually for the first few years.
Fuel services 2018 Q2 updates
PORT HOPE CONVERSION SERVICES
CAMECO FUEL MANUFACTURING INC. (CFM)
Production update
Fuel services produced 2.3 million kgU in the second quarter, 5% higher than the same period last year due to the timing of scheduled production.
Labour relations
Approximately 90 unionized employees at CFMs operations in Ontario accepted a new collective agreement. The employees, represented by the United Steelworkers Local 14193, agreed to a three-year contract. The previous contract expired May 30, 2018.
Qualified persons
The technical and scientific information discussed in this document for our material properties (McArthur River/Key Lake, Inkai and Cigar Lake) was approved by the following individuals who are qualified persons for the purposes of NI 43-101:
2018 SECOND QUARTER REPORT 23
Additional information
Critical accounting estimates
Due to the nature of our business, we are required to make estimates that affect the amount of assets and liabilities, revenues and expenses, commitments and contingencies we report. We base our estimates on our experience, our best judgment, guidelines established by the Canadian Institute of Mining, Metallurgy and Petroleum and on assumptions we believe are reasonable.
Controls and procedures
As of June 30, 2018, we carried out an evaluation under the supervision and with the participation of our management, including our chief executive officer (CEO) and chief financial officer (CFO), of the effectiveness of our disclosure controls and procedures. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.
Based upon that evaluation and as of June 30, 2018, the CEO and CFO concluded that:
| the disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed in the reports we file and submit under applicable securities laws is recorded, processed, summarized and reported as and when required |
| such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure |
There has been no change in our internal control over financial reporting during the quarter ended June 30, 2018 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
24 CAMECO CORPORATION
Exhibit 99.3
Cameco Corporation
2018 condensed consolidated interim financial statements
(unaudited)
July 25, 2018
Cameco Corporation
Consolidated statements of earnings
(Unaudited) | Three months ended | Six months ended | ||||||||||||||||||
($Cdn thousands, except per share amounts) |
Note | Jun 30/18 | Jun 30/17 | Jun 30/18 | Jun 30/17 | |||||||||||||||
Revenue from products and services |
11 | $ | 333,290 | $ | 469,740 | $ | 772,683 | $ | 862,286 | |||||||||||
Cost of products and services sold |
237,375 | 298,199 | 547,155 | 593,149 | ||||||||||||||||
Depreciation and amortization |
69,853 | 78,671 | 131,179 | 120,900 | ||||||||||||||||
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|
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Cost of sales |
307,228 | 376,870 | 678,334 | 714,049 | ||||||||||||||||
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|
|||||||||||||
Gross profit |
26,062 | 92,870 | 94,349 | 148,237 | ||||||||||||||||
Administration |
31,417 | 43,719 | 66,362 | 84,431 | ||||||||||||||||
Exploration |
4,078 | 6,047 | 12,545 | 16,398 | ||||||||||||||||
Research and development |
(2,228 | ) | 2,368 | (1,039 | ) | 4,368 | ||||||||||||||
Other operating expense (income) |
9 | 44,019 | (11,409 | ) | 44,939 | (5,840 | ) | |||||||||||||
Loss on disposal of assets |
533 | 5,203 | 667 | 4,573 | ||||||||||||||||
|
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|
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|
|
|
|
|||||||||||||
Earnings (loss) from operations |
(51,757 | ) | 46,942 | (29,125 | ) | 44,307 | ||||||||||||||
Finance costs |
12 | (27,445 | ) | (27,991 | ) | (55,138 | ) | (55,747 | ) | |||||||||||
Gain (loss) on derivatives |
18 | (24,893 | ) | 22,508 | (52,678 | ) | 34,080 | |||||||||||||
Finance income |
4,993 | 905 | 9,009 | 2,175 | ||||||||||||||||
Share of earnings from equity-accounted investee |
7 | 3,408 | | 4,489 | | |||||||||||||||
Other income (expense) |
13 | 7,560 | (14,694 | ) | 82,765 | (11,171 | ) | |||||||||||||
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|
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|
|
|
|||||||||||||
Earnings (loss) before income taxes |
(88,134 | ) | 27,670 | (40,678 | ) | 13,644 | ||||||||||||||
Income tax expense (recovery) |
14 | (11,632 | ) | 29,296 | (18,966 | ) | 33,376 | |||||||||||||
|
|
|
|
|
|
|
|
|||||||||||||
Net loss |
(76,502 | ) | (1,626 | ) | (21,712 | ) | (19,732 | ) | ||||||||||||
|
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|
|
|||||||||||||
Net loss attributable to: |
||||||||||||||||||||
Equity holders |
$ | (76,481 | ) | $ | (1,564 | ) | $ | (21,674 | ) | $ | (19,604 | ) | ||||||||
Non-controlling interest |
(21 | ) | (62 | ) | (38 | ) | (128 | ) | ||||||||||||
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|
|||||||||||||
Net loss |
$ | (76,502 | ) | $ | (1,626 | ) | $ | (21,712 | ) | $ | (19,732 | ) | ||||||||
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|
|||||||||||||
Loss per common share attributable to equity holders: |
||||||||||||||||||||
Basic |
15 | $ | (0.19 | ) | $ | (0.00 | ) | $ | (0.05 | ) | $ | (0.05 | ) | |||||||
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Diluted |
15 | $ | (0.19 | ) | $ | (0.00 | ) | $ | (0.05 | ) | $ | (0.05 | ) | |||||||
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See accompanying notes to condensed consolidated interim financial statements.
2
Cameco Corporation
Consolidated statements of comprehensive income
(Unaudited) | Three months ended | Six months ended | ||||||||||||||||||
($Cdn thousands) |
Jun 30/18 | Jun 30/17 | Jun 30/18 | Jun 30/17 | ||||||||||||||||
Net loss |
$ | (76,502 | ) | $ | (1,626 | ) | $ | (21,712 | ) | $ | (19,732 | ) | ||||||||
Other comprehensive loss, net of taxes |
14 | |||||||||||||||||||
Items that will not be reclassified to net earnings: |
||||||||||||||||||||
Equity investments at FVOCI - net change in fair value1 |
(87 | ) | (5,204 | ) | (5,214 | ) | (1,102 | ) | ||||||||||||
Items that are or may be reclassified to net earnings: |
||||||||||||||||||||
Exchange differences on translation of foreign operations |
(9,100 | ) | (32,825 | ) | 5,620 | (14,567 | ) | |||||||||||||
Reclassification of foreign currency translation reserve to net earnings |
13 | | | (5,450 | ) | | ||||||||||||||
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|
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Other comprehensive loss, net of taxes |
(9,187 | ) | (38,029 | ) | (5,044 | ) | (15,669 | ) | ||||||||||||
|
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|
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Total comprehensive loss |
$ | (85,689 | ) | $ | (39,655 | ) | (26,756 | ) | (35,401 | ) | ||||||||||
|
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|
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Other comprehensive income (loss) attributable to: |
||||||||||||||||||||
Equity holders |
$ | (9,191 | ) | $ | (38,029 | ) | $ | (5,061 | ) | $ | (15,667 | ) | ||||||||
Non-controlling interest |
4 | | 17 | (2 | ) | |||||||||||||||
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|
|
|
|
|||||||||||||
Other comprehensive loss |
$ | (9,187 | ) | $ | (38,029 | ) | $ | (5,044 | ) | $ | (15,669 | ) | ||||||||
|
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|
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|
|
|||||||||||||
Total comprehensive loss attributable to: |
||||||||||||||||||||
Equity holders |
$ | (85,672 | ) | $ | (39,593 | ) | $ | (26,735 | ) | $ | (35,271 | ) | ||||||||
Non-controlling interest |
(17 | ) | (62 | ) | (21 | ) | (130 | ) | ||||||||||||
|
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|
|
|
|
|
|
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Total comprehensive loss |
$ | (85,689 | ) | $ | (39,655 | ) | $ | (26,756 | ) | $ | (35,401 | ) | ||||||||
|
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|
1 | Net of tax (Q2 2018 - $71; Q2 2017 - $798; 2018 - $742; 2017 - $399) |
See accompanying notes to condensed consolidated interim financial statements.
3
Cameco Corporation
Consolidated statements of financial position
(Unaudited) | As at | |||||||||||
($Cdn thousands) |
Note | Jun 30/18 | Dec 31/17 | |||||||||
Assets |
||||||||||||
Current assets |
||||||||||||
Cash and cash equivalents |
$ | 504,133 | $ | 591,620 | ||||||||
Short-term investments |
4 | 333,163 | | |||||||||
Accounts receivable |
178,951 | 396,824 | ||||||||||
Current tax assets |
7,062 | 11,408 | ||||||||||
Inventories |
5 | 837,989 | 949,766 | |||||||||
Supplies and prepaid expenses |
118,777 | 149,872 | ||||||||||
Current portion of long-term receivables, investments and other |
6 | 19,132 | 36,089 | |||||||||
|
|
|
|
|||||||||
Total current assets |
1,999,207 | 2,135,579 | ||||||||||
|
|
|
|
|||||||||
Property, plant and equipment |
3,881,798 | 4,191,892 | ||||||||||
Intangible assets |
68,731 | 70,012 | ||||||||||
Long-term receivables, investments and other |
6 | 678,565 | 520,073 | |||||||||
Investment in equity-accounted investee |
7 | 211,591 | | |||||||||
Deferred tax assets |
890,713 | 861,171 | ||||||||||
|
|
|
|
|||||||||
Total non-current assets |
5,731,398 | 5,643,148 | ||||||||||
|
|
|
|
|||||||||
Total assets |
$ | 7,730,605 | $ | 7,778,727 | ||||||||
|
|
|
|
|||||||||
Liabilities and shareholders equity |
||||||||||||
Current liabilities |
||||||||||||
Accounts payable and accrued liabilities |
187,671 | 258,405 | ||||||||||
Current tax liabilities |
10,003 | 20,133 | ||||||||||
Dividends payable |
| 39,579 | ||||||||||
Current portion of other liabilities |
8 | 75,987 | 54,370 | |||||||||
Current portion of provisions |
9 | 51,137 | 38,507 | |||||||||
|
|
|
|
|||||||||
Total current liabilities |
324,798 | 410,994 | ||||||||||
|
|
|
|
|||||||||
Long-term debt |
1,495,057 | 1,494,471 | ||||||||||
Other liabilities |
8 | 160,947 | 126,103 | |||||||||
Provisions |
9 | 910,062 | 875,033 | |||||||||
Deferred tax liabilities |
2,235 | 12,467 | ||||||||||
|
|
|
|
|||||||||
Total non-current liabilities |
2,568,301 | 2,508,074 | ||||||||||
|
|
|
|
|||||||||
Shareholders equity |
||||||||||||
Share capital |
10 | 1,862,652 | 1,862,652 | |||||||||
Contributed surplus |
229,396 | 224,812 | ||||||||||
Retained earnings |
2,628,762 | 2,650,417 | ||||||||||
Other components of equity |
116,346 | 121,407 | ||||||||||
|
|
|
|
|||||||||
Total shareholders equity attributable to equity holders |
4,837,156 | 4,859,288 | ||||||||||
Non-controlling interest |
350 | 371 | ||||||||||
|
|
|
|
|||||||||
Total shareholders equity |
4,837,506 | 4,859,659 | ||||||||||
|
|
|
|
|||||||||
Total liabilities and shareholders equity |
$ | 7,730,605 | $ | 7,778,727 | ||||||||
|
|
|
|
Commitments and contingencies [notes 9, 14]
See accompanying notes to condensed consolidated interim financial statements.
4
Cameco Corporation
Consolidated statements of changes in equity
Attributable to equity holders | ||||||||||||||||||||||||||||||||
(Unaudited) ($Cdn thousands) |
Share capital |
Contributed surplus |
Retained earnings |
Foreign currency translation |
Equity investments at FVOCI |
Total | Non- controlling interest |
Total equity | ||||||||||||||||||||||||
Balance at January 1, 2018 |
$ | 1,862,652 | $ | 224,812 | $ | 2,650,417 | $ | 112,341 | $ | 9,066 | $ | 4,859,288 | $ | 371 | $ | 4,859,659 | ||||||||||||||||
Net loss |
| | (21,674 | ) | | | (21,674 | ) | (38 | ) | (21,712 | ) | ||||||||||||||||||||
Other comprehensive income (loss) for the period |
| | | 153 | (5,214 | ) | (5,061 | ) | 17 | (5,044 | ) | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total comprehensive income (loss) for the period |
| | (21,674 | ) | 153 | (5,214 | ) | (26,735 | ) | (21 | ) | (26,756 | ) | |||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Share-based compensation |
| 9,390 | | | | 9,390 | | 9,390 | ||||||||||||||||||||||||
Restricted and performance share units released |
| (4,806 | ) | | | | (4,806 | ) | | (4,806 | ) | |||||||||||||||||||||
Dividends |
| | 19 | | | 19 | | 19 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Balance at June 30, 2018 |
$ | 1,862,652 | $ | 229,396 | $ | 2,628,762 | $ | 112,494 | $ | 3,852 | $ | 4,837,156 | $ | 350 | $ | 4,837,506 | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Balance at January 1, 2017 |
$ | 1,862,646 | $ | 216,213 | $ | 3,019,872 | $ | 156,411 | $ | 3,229 | $ | 5,258,371 | $ | 157 | $ | 5,258,528 | ||||||||||||||||
Net loss |
| | (19,604 | ) | | | (19,604 | ) | (128 | ) | (19,732 | ) | ||||||||||||||||||||
Total comprehensive loss |
| | | (14,565 | ) | (1,102 | ) | (15,667 | ) | (2 | ) | (15,669 | ) | |||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total comprehensive loss for the period |
| | (19,604 | ) | (14,565 | ) | (1,102 | ) | (35,271 | ) | (130 | ) | (35,401 | ) | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Share-based compensation |
| 8,289 | | | | 8,289 | | 8,289 | ||||||||||||||||||||||||
Stock options exercised |
6 | (1 | ) | | | | 5 | | 5 | |||||||||||||||||||||||
Restricted and performance share units released |
| (5,360 | ) | | | | (5,360 | ) | | (5,360 | ) | |||||||||||||||||||||
Dividends |
| | (79,138 | ) | | | (79,138 | ) | | (79,138 | ) | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Balance at June 30, 2017 |
$ | 1,862,652 | $ | 219,141 | $ | 2,921,130 | $ | 141,846 | $ | 2,127 | $ | 5,146,896 | $ | 27 | $ | 5,146,923 | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
See accompanying notes to condensed consolidated interim financial statements. |
|
5
Cameco Corporation
Consolidated statements of cash flows
(Unaudited) | Three months ended | Six months ended | ||||||||||||||||
($Cdn thousands) |
Note | Jun 30/18 | Jun 30/17 | Jun 30/18 | Jun 30/17 | |||||||||||||
Operating activities |
||||||||||||||||||
Net loss |
$ | (76,502 | ) | $ | (1,626 | ) | $ | (21,712 | ) | $ | (19,732 | ) | ||||||
Adjustments for: |
||||||||||||||||||
Depreciation and amortization |
69,853 | 78,671 | 131,179 | 120,900 | ||||||||||||||
Deferred charges |
232 | (7,788 | ) | 9,629 | (508 | ) | ||||||||||||
Unrealized loss (gain) on derivatives |
27,312 | (26,904 | ) | 62,265 | (37,843 | ) | ||||||||||||
Share-based compensation |
17 | 3,078 | 2,751 | 9,390 | 8,289 | |||||||||||||
Loss on disposal of assets |
533 | 5,203 | 667 | 4,573 | ||||||||||||||
Finance costs |
12 | 27,445 | 27,991 | 55,138 | 55,747 | |||||||||||||
Finance income |
(4,993 | ) | (905 | ) | (9,009 | ) | (2,175 | ) | ||||||||||
Share of earnings in equity-accounted investee |
(3,408 | ) | | (4,489 | ) | | ||||||||||||
Other operating expense (income) |
9 | 44,019 | (11,409 | ) | 44,939 | (5,840 | ) | |||||||||||
Other expense (income) |
13 | (7,351 | ) | 14,703 | (74,873 | ) | 11,159 | |||||||||||
Income tax expense (recovery) |
14 | (11,632 | ) | 29,296 | (18,966 | ) | 33,376 | |||||||||||
Interest received |
3,682 | 7,611 | 7,409 | 8,212 | ||||||||||||||
Income taxes paid |
(2,186 | ) | (3,393 | ) | (18,796 | ) | (42,258 | ) | ||||||||||
Other operating items |
16 | (13,098 | ) | 15,768 | 159,362 | (11,628 | ) | |||||||||||
|
|
|
|
|
|
|
|
|||||||||||
Net cash provided by operations |
56,984 | 129,969 | 332,133 | 122,272 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||||
Investing activities |
||||||||||||||||||
Additions to property, plant and equipment |
(14,587 | ) | (30,413 | ) | (29,990 | ) | (53,319 | ) | ||||||||||
Increase in short-term investments |
(333,163 | ) | | (333,163 | ) | | ||||||||||||
Decrease in long-term receivables, investments and other |
3,276 | 895 | 13,424 | 8,469 | ||||||||||||||
Proceeds from sale of property, plant and equipment |
141 | 628 | 434 | 716 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||||
Net cash used in investing |
(344,333 | ) | (28,890 | ) | (349,295 | ) | (44,134 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||||
Financing activities |
||||||||||||||||||
Decrease in debt |
| (2,107 | ) | | | |||||||||||||
Interest paid |
(20,520 | ) | (20,520 | ) | (34,695 | ) | (34,695 | ) | ||||||||||
Proceeds from issuance of shares, stock option plan |
| (1 | ) | | 4 | |||||||||||||
Dividends paid |
| (39,579 | ) | (39,561 | ) | (79,138 | ) | |||||||||||
|
|
|
|
|
|
|
|
|||||||||||
Net cash used in financing |
(20,520 | ) | (62,207 | ) | (74,256 | ) | (113,829 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||||
Increase (decrease) in cash and cash equivalents, during the period |
(307,869 | ) | 38,872 | (91,418 | ) | (35,691 | ) | |||||||||||
Exchange rate changes on foreign currency cash balances |
(519 | ) | (2,359 | ) | 3,931 | (1,894 | ) | |||||||||||
Cash and cash equivalents, beginning of period |
812,521 | 246,180 | 591,620 | 320,278 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||||
Cash and cash equivalents, end of period |
$ | 504,133 | $ | 282,693 | $ | 504,133 | $ | 282,693 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||||
Cash and cash equivalents is comprised of: |
||||||||||||||||||
Cash |
70,099 | 78,427 | ||||||||||||||||
Cash equivalents |
434,034 | 204,266 | ||||||||||||||||
|
|
|
|
|||||||||||||||
Cash and cash equivalents |
$ | 504,133 | $ | 282,693 | ||||||||||||||
|
|
|
|
|||||||||||||||
See accompanying notes to condensed consolidated interim financial statements. |
|
6
Cameco Corporation
Notes to condensed consolidated interim financial statements
(Unaudited)
(Cdn$ thousands, except per share amounts and as noted)
1. | Cameco Corporation |
Cameco Corporation is incorporated under the Canada Business Corporations Act. The address of its registered office is 2121 11th Street West, Saskatoon, Saskatchewan, S7M 1J3. The condensed consolidated interim financial statements as at and for the period ended June 30, 2018 comprise Cameco Corporation and its subsidiaries (collectively, the Company or Cameco) and the Companys interests in associates and joint arrangements. The Company is primarily engaged in the exploration for and the development, mining, refining, conversion, fabrication and trading of uranium for sale as fuel for generating electricity in nuclear power reactors in Canada and other countries.
2. | Significant accounting policies |
A. | Statement of compliance |
These condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting. The condensed consolidated interim financial statements do not include all of the information required for full annual financial statements and should be read in conjunction with Camecos annual consolidated financial statements as at and for the year ended December 31, 2017.
These condensed consolidated interim financial statements were authorized for issuance by the Companys board of directors on July 25, 2018.
B. | Basis of presentation |
These condensed consolidated interim financial statements are presented in Canadian dollars, which is the Companys functional currency. All financial information is presented in Canadian dollars, unless otherwise noted. Amounts presented in tabular format have been rounded to the nearest thousand except per share amounts and where otherwise noted.
The condensed consolidated interim financial statements have been prepared on the historical cost basis except for the following material items which are measured on an alternative basis at each reporting date:
Derivative financial instruments | Fair value through profit or loss (FVTPL) | |
Equity investments | Fair value through other comprehensive income (FVOCI) | |
Liabilities for cash-settled share-based payment arrangements | Fair value through profit or loss (FVTPL) | |
Net defined benefit liability | Fair value of plan assets less the present value of the defined benefit obligation |
The preparation of the condensed consolidated interim financial statements in conformity with International Financial Reporting Standards (IFRS) requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, revenue and expenses. Actual results may vary from these estimates.
In preparing these condensed consolidated interim financial statements, the significant judgments made by management in applying the Companys accounting policies and key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended December 31, 2017.
7
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 5 of the December 31, 2017 consolidated financial statements.
3. | Accounting standards |
A. | Changes in accounting policy |
On January 1, 2018, Cameco adopted the new standards, IFRS 15 and IFRS 9, as issued by the IASB.
i. | Revenue |
IFRS 15 clarifies the principles for recognizing revenue from contracts with customers. Cameco adopted IFRS 15 using the cumulative effect method without practical expedients which does not require comparative financial statements to be restated. As the adoption of the new standard did not have a material impact on our existing revenue recognition practices, there was no cumulative effect on net earnings at January 1, 2018 that would have required restatement. The new standard did result in additional disclosures. (See note 11)
ii. | Financial instruments |
IFRS 9 includes revised guidance on the classification and measurement of financial assets. While it largely retains the existing requirements in IAS 39 for the classification and measurement of financial liabilities, it eliminates the previous categories for financial assets of held to maturity, loans and receivables and available for sale. Upon adoption, we reclassified financial assets from loans and receivable to amortized cost and equity securities from available for sale to FVOCI. In addition, accounts receivable that may be subject to factoring arrangements are now classified as either FVOCI or FVTPL depending on the terms of the arrangement. There was no impact on the measurement of any of these instruments. (See note 18)
The new standard also includes a new expected credit loss model for calculating impairment on financial assets. Due to risk management practices that the Company has in place, this change did not have a material impact on the consolidated financial statements.
IFRS 9 also introduces new hedge accounting requirements. Since Cameco does not apply hedge accounting, there was no impact on the consolidated financial statements.
B. | New standards and interpretations not yet adopted |
A number of new standards and amendments to existing standards are not yet effective for the period ended June 30, 2018 and have not been applied in preparing these condensed consolidated interim financial statements. Cameco does not intend to early adopt any of the following standards or amendments to existing standards, unless otherwise noted.
i. | Leases |
In January 2016, the IASB issued IFRS 16, Leases (IFRS 16). IFRS 16 is effective for periods beginning on or after January 1, 2019, with early adoption permitted. IFRS 16 eliminates the current dual model for lessees, which distinguishes between on-balance sheet finance leases and off-balance sheet operating leases. Instead, there is a single, on-balance sheet accounting model that is similar to current finance lease accounting. The extent of the impact of adoption of IFRS 16 has not yet been determined.
ii. | Income tax |
In June 2017, the IASB issued IFRIC 23, Uncertainty over Income Tax Treatments (IFRIC 23). IFRIC 23 is effective for periods beginning on or after January 1, 2019, with early adoption permitted. IFRIC 23 provides guidance on the accounting for current and deferred tax liabilities and assets in circumstances in which there is uncertainty over income tax treatments. The extent of the impact of adoption of IFRIC 23 has not yet been determined.
8
4. | Short-term investments |
Short-term investments are denominated in Canadian dollars and are comprised of money market instruments with terms to maturity between three and 12 months. Short-term investments are classified as at amortized cost.
5. | Inventories |
Jun 30/18 | Dec 31/17 | |||||||
Uranium |
||||||||
Concentrate |
$ | 607,201 | $ | 820,426 | ||||
Broken ore |
56,311 | 47,083 | ||||||
|
|
|
|
|||||
663,512 | 867,509 | |||||||
NUKEM |
79,053 | 13,801 | ||||||
Fuel services |
95,424 | 68,456 | ||||||
|
|
|
|
|||||
Total |
$ | 837,989 | $ | 949,766 | ||||
|
|
|
|
Cameco expensed $243,391,000 of inventory as cost of sales during the second quarter of 2018 (2017 - $351,045,000). For the six months ended June 30, 2018, Cameco expensed $539,751,000 of inventory as cost of sales (2017 - $658,862,000). Included in cost of sales for the period ended June 30, 2018, is a $30,082,000 write-down of NUKEM inventory to reflect net realizable value (June 30, 2017 - $11,295,000).
6. | Long-term receivables, investments and other |
Jun 30/18 | Dec 31/17 | |||||||
Investments in equity securities [note 18] |
$ | 16,812 | $ | 21,417 | ||||
Derivatives [note 18] |
8,593 | 40,804 | ||||||
Advances receivable from JV Inkai LLP [note 20] |
139,712 | 58,820 | ||||||
Investment tax credits |
95,246 | 92,846 | ||||||
Amounts receivable related to tax dispute [note 14] |
303,222 | 303,222 | ||||||
Product loan(a) |
84,861 | | ||||||
Other |
49,251 | 39,053 | ||||||
|
|
|
|
|||||
697,697 | 556,162 | |||||||
Less current portion |
(19,132 | ) | (36,089 | ) | ||||
|
|
|
|
|||||
Net |
$ | 678,565 | $ | 520,073 | ||||
|
|
|
|
(a) | As a result of the decision to temporarily suspend production at the McArthur River mine, Cameco has entered into an agreement with its joint venture partner, Orano Canada Inc., (Orano) to provide them with up to 5,400,000 pounds of uranium concentrate through 2018. The product is deliverable in 12 equal monthly instalments of 450,000 pounds. Orano is not obligated to take delivery but must provide 30 days notice prior to the upcoming delivery date if they do not wish to take that delivery. Orano is obligated to repay us in kind with uranium concentrate no later than December 31, 2023. At June 30, 2018, Cameco had provided 2,700,000 pounds under this agreement. The loan is recorded at Camecos weighted average cost of inventory. |
9
7. | Equity-accounted investee |
On December 11, 2017, the Company announced that the restructuring of JV Inkai outlined in the implementation agreement dated May 27, 2016 with Joint Stock Company National Atomic Company Kazatomprom (Kazatomprom) and JV Inkai closed and would take effect January 1, 2018. As a result of the restructuring, Camecos ownership interest was adjusted to 40% (previously 60%) and Cameco began accounting for JV Inkai on an equity basis as of January 1, 2018 as it was concluded Cameco no longer has joint control over the joint venture.
JV Inkai is the operator of the Inkai uranium deposit located in Kazakhstan. Cameco holds a 40% interest and Kazatomprom holds a 60% interest in JV Inkai. JV Inkai is a uranium mining and milling operation that utilizes in-situ recovery (ISR) technology to extract uranium. The participants in JV Inkai purchase uranium from Inkai and, in turn, derive revenue directly from the sale of such product to third-party customers.
The following tables summarize the financial information of JV Inkai (100%) at June 30, 2018 and for the three and six months ended June 30, 2018:
Jun 30/18 | ||||
Cash and cash equivalents |
$ | 4,343 | ||
Other current assets |
96,199 | |||
Non-current assets |
519,558 | |||
Current liabilities |
(156,597 | ) | ||
Non-current liabilities |
(49,538 | ) | ||
|
|
|||
Net assets |
$ | 413,965 | ||
|
|
Three months ended | Six months ended | |||||||||||||||
Jun 30/18 | Jun 30/17 | Jun 30/18 | Jun 30/17 | |||||||||||||
Revenue from products and services |
$ | 48,487 | $ | | $ | 55,216 | $ | | ||||||||
Cost of products and services sold |
(17,105 | ) | | (19,865 | ) | | ||||||||||
Depreciation and amortization |
(9,154 | ) | | (10,539 | ) | | ||||||||||
Finance income |
31 | | 72 | | ||||||||||||
Finance costs |
(1,741 | ) | | (3,081 | ) | | ||||||||||
Income tax expense |
(1,255 | ) | | (2,792 | ) | | ||||||||||
Other income |
(12,241 | ) | | (8,870 | ) | | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net earnings |
$ | 7,022 | $ | | $ | 10,141 | $ | | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Camecos share |
2,809 | | 4,056 | | ||||||||||||
Adjustments |
599 | | 433 | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Camecos share of net earnings |
$ | 3,408 | $ | | $ | 4,489 | $ | | ||||||||
|
|
|
|
|
|
|
|
10
The following table reconciles the summarized financial information to the carrying amount of Camecos interest in JV Inkai:
Camecos share of net assets, before restructuring |
$ | 236,857 | ||
Adjustments(a) |
(75,257 | ) | ||
|
|
|||
Carrying amount in the statement of financial position, before restructuring |
161,600 | |||
Share of net earnings |
4,056 | |||
Gain on restructuring [note 13] |
43,120 | |||
Impact of foreign exchange |
2,382 | |||
Adjustments(b) |
433 | |||
|
|
|||
Carrying amount in the statement of financial position at June 30, 2018 |
$ | 211,591 | ||
|
|
(a) | In addition to its proportionate share of earnings from JV Inkai, Cameco records certain consolidating adjustments to eliminate unrealized profit and amortize historical differences in accounting policies. This amount is amortized to earnings over units of production. |
(b) | Following the restructuring, in addition to the adjustments noted in (a), Cameco also amortizes the fair values assigned to assets and liabilities at the time of the restructuring over units of production. |
8. | Other liabilities |
Jun 30/18 | Dec 31/17 | |||||||
Deferred sales |
$ | 37,923 | $ | 29,148 | ||||
Derivatives [note 18] |
54,308 | 23,414 | ||||||
Accrued pension and post-retirement benefit liability |
76,635 | 74,804 | ||||||
Other |
68,068 | 53,107 | ||||||
|
|
|
|
|||||
236,934 | 180,473 | |||||||
Less current portion |
(75,987 | ) | (54,370 | ) | ||||
|
|
|
|
|||||
Net |
$ | 160,947 | $ | 126,103 | ||||
|
|
|
|
9. | Provisions |
Reclamation | Waste disposal | Total | ||||||||||
Beginning of year |
$ | 905,400 | $ | 8,140 | $ | 913,540 | ||||||
Changes in estimates and discount rates |
||||||||||||
Capitalized in property, plant, and equipment |
(10,522 | ) | | (10,522 | ) | |||||||
Recognized in earnings |
44,939 | 1,191 | 46,130 | |||||||||
Change to equity accounting |
(3,049 | ) | | (3,049 | ) | |||||||
Provisions used during the period |
(11,553 | ) | (23 | ) | (11,576 | ) | ||||||
Unwinding of discount |
11,058 | 73 | 11,131 | |||||||||
Impact of foreign exchange |
15,545 | | 15,545 | |||||||||
|
|
|
|
|
|
|||||||
End of period |
$ | 951,818 | $ | 9,381 | $ | 961,199 | ||||||
|
|
|
|
|
|
|||||||
Current |
48,981 | 2,156 | 51,137 | |||||||||
Non-current |
902,837 | 7,225 | 910,062 | |||||||||
|
|
|
|
|
|
|||||||
$ | 951,818 | $ | 9,381 | $ | 961,199 | |||||||
|
|
|
|
|
|
11
10. | Share capital |
At June 30, 2018, there were 395,792,732 common shares outstanding. Options in respect of 9,050,828 shares are outstanding under the stock option plan and are exercisable up to 2026. For the quarter ended June 30, 2018, there were no options that were exercised resulting in the issuance of shares (2017 - nil). For the six months ended June 30, 2018, no options were exercised that resulted in the issuance of shares (2017 - 210).
11. | Revenue |
Camecos uranium and fuel services sales contracts with customers contain both fixed and market-related pricing. Fixed-price contracts are typically based on a term-price indicator at the time the contract is accepted and escalated over the term of the contract. Market-related contracts are based on either the spot price or long-term price, and the price is quoted at the time of delivery rather than at the time the contract is accepted. These contracts often include a floor and/or ceiling prices, which are usually escalated over the term of the contract. Escalation is generally based on the Consumer Price Index. Camecos contracts contain either one of these pricing mechanisms or a combination of the two. Camecos contracts do not contain variable consideration and therefore no revenue is considered constrained at the time of delivery. Cameco expenses the incremental costs of obtaining a contract as incurred as the amortization period is less than a year.
The following table summarizes Camecos sales disaggregated by geographical region and contract type and includes a reconciliation to Camecos reportable segments (note 19):
For the three months ended June 30, 2018
Uranium | Fuel services | Other | Total | |||||||||||||
Customer geographical region |
||||||||||||||||
Americas |
$ | 154,847 | $ | 48,364 | $ | 27,686 | $ | 230,897 | ||||||||
Europe |
62,698 | 16,976 | 22 | 79,696 | ||||||||||||
Asia |
19,737 | 2,960 | | 22,697 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 237,282 | $ | 68,300 | $ | 27,708 | $ | 333,290 | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Contract type |
||||||||||||||||
Fixed-price |
$ | 60,951 | $ | 62,768 | $ | 27,708 | $ | 151,427 | ||||||||
Market-related |
176,331 | 5,532 | | 181,863 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 237,282 | $ | 68,300 | $ | 27,708 | $ | 333,290 | |||||||||
|
|
|
|
|
|
|
|
For the three months ended June 30, 2017
Uranium | Fuel services | Other | Total | |||||||||||||
Customer geographical region |
||||||||||||||||
Americas |
$ | 133,539 | $ | 62,185 | $ | 31,396 | $ | 227,120 | ||||||||
Europe |
49,574 | 13,001 | 53,786 | 116,361 | ||||||||||||
Asia |
115,152 | 7,225 | 3,882 | 126,259 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 298,265 | $ | 82,411 | $ | 89,064 | $ | 469,740 | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Contract type |
||||||||||||||||
Fixed-price |
$ | 134,937 | $ | 74,353 | $ | 89,064 | $ | 298,354 | ||||||||
Market-related |
163,328 | 8,058 | | 171,386 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 298,265 | $ | 82,411 | $ | 89,064 | $ | 469,740 | |||||||||
|
|
|
|
|
|
|
|
12
For the six months ended June 30, 2018
Uranium | Fuel services | Other | Total | |||||||||||||
Customer geographical region |
||||||||||||||||
Americas |
$ | 284,934 | $ | 94,854 | $ | 32,977 | $ | 412,765 | ||||||||
Europe |
97,335 | 22,922 | 10,694 | 130,951 | ||||||||||||
Asia |
214,006 | 14,913 | 48 | 228,967 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 596,275 | $ | 132,689 | $ | 43,719 | $ | 772,683 | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Contract type |
||||||||||||||||
Fixed-price |
$ | 234,033 | $ | 126,952 | $ | 43,719 | $ | 404,704 | ||||||||
Market-related |
362,242 | 5,737 | | 367,979 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 596,275 | $ | 132,689 | $ | 43,719 | $ | 772,683 | |||||||||
|
|
|
|
|
|
|
|
For the six months ended June 30, 2017
Uranium | Fuel services | Other | Total | |||||||||||||
Customer geographical region |
||||||||||||||||
Americas |
$ | 275,113 | $ | 104,051 | $ | 63,806 | $ | 442,970 | ||||||||
Europe |
98,700 | 21,003 | 92,651 | 212,354 | ||||||||||||
Asia |
184,524 | 11,841 | 10,597 | 206,962 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 558,337 | $ | 136,895 | $ | 167,054 | $ | 862,286 | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Contract type |
||||||||||||||||
Fixed-price |
$ | 192,577 | $ | 127,294 | $ | 164,519 | $ | 484,390 | ||||||||
Market-related |
365,760 | 9,601 | 2,535 | 377,896 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 558,337 | $ | 136,895 | $ | 167,054 | $ | 862,286 | |||||||||
|
|
|
|
|
|
|
|
12. | Finance costs |
Three months ended | Six months ended | |||||||||||||||
Jun 30/18 | Jun 30/17 | Jun 30/18 | Jun 30/17 | |||||||||||||
Interest on long-term debt |
$ | 18,278 | $ | 18,208 | $ | 36,667 | $ | 36,396 | ||||||||
Unwinding of discount on provisions |
5,720 | 5,883 | 11,131 | 11,659 | ||||||||||||
Other charges |
3,447 | 3,900 | 7,340 | 7,692 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
$ | 27,445 | $ | 27,991 | $ | 55,138 | $ | 55,747 | ||||||||
|
|
|
|
|
|
|
|
13. | Other income (expense) |
Three months ended | Six months ended | |||||||||||||||
Jun 30/18 | Jun 30/17 | Jun 30/18 | Jun 30/17 | |||||||||||||
Foreign exchange gains (losses) |
$ | 7,083 | $ | (14,703 | ) | $ | 20,096 | $ | (11,159 | ) | ||||||
Gain on restructuring of JV Inkai(a) |
| | 48,570 | | ||||||||||||
Sale of exploration interests |
375 | | 7,797 | | ||||||||||||
Contract restructuring |
| | 6,201 | | ||||||||||||
Other |
102 | 9 | 101 | (12 | ) | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
$ | 7,560 | $ | (14,694 | ) | $ | 82,765 | $ | (11,171 | ) | ||||||
|
|
|
|
|
|
|
|
13
(a) | Effective January 1, 2018, Camecos ownership interest in JV Inkai was reduced from 60% to 40% based on an implementation agreement with Kazatomprom. Cameco recognized a gain on the change in ownership interests of $48,570,000. Included in this gain is $5,450,000 which has been reclassified from the foreign currency translation reserve to net earnings. |
14. | Income taxes |
Three months ended | Six months ended | |||||||||||||||
Jun 30/18 | Jun 30/17 | Jun 30/18 | Jun 30/17 | |||||||||||||
Earnings (loss) before income taxes |
||||||||||||||||
Canada |
$ | (58,179 | ) | $ | 60,216 | $ | (74,380 | ) | $ | 75,186 | ||||||
Foreign |
(29,955 | ) | (32,546 | ) | 33,702 | (61,542 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | (88,134 | ) | $ | 27,670 | $ | (40,678 | ) | $ | 13,644 | |||||||
|
|
|
|
|
|
|
|
|||||||||
Current income taxes (recovery) |
||||||||||||||||
Canada |
$ | 843 | $ | 789 | $ | 4,388 | $ | 2,100 | ||||||||
Foreign |
(812 | ) | 1,642 | 4,699 | 4,886 | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 31 | $ | 2,431 | $ | 9,087 | $ | 6,986 | |||||||||
Deferred income taxes (recovery) |
||||||||||||||||
Canada |
$ | (14,906 | ) | $ | 33,362 | $ | (30,036 | ) | $ | 35,804 | ||||||
Foreign |
3,243 | (6,497 | ) | 1,983 | (9,414 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | (11,663 | ) | $ | 26,865 | $ | (28,053 | ) | $ | 26,390 | |||||||
|
|
|
|
|
|
|
|
|||||||||
Income tax expense (recovery) |
$ | (11,632 | ) | $ | 29,296 | $ | (18,966 | ) | $ | 33,376 | ||||||
|
|
|
|
|
|
|
|
Cameco has recorded $890,713,000 of deferred tax assets (December 31, 2017 - $861,171,000). The realization of these deferred tax assets is dependent upon the generation of future taxable income in certain jurisdictions during the periods in which the Companys temporary tax differences are available. The Company considers whether it is probable that all or a portion of the deferred tax assets will not be realized. In making this assessment, management considers all available evidence, including recent financial operations, projected future taxable income and tax planning strategies. Based on projections of future taxable income over the periods in which the deferred tax assets are available, realization of these deferred tax assets is probable and consequently the deferred tax assets have been recorded.
Canada
In 2008, as part of the ongoing annual audits of Camecos Canadian tax returns, Canada Revenue Agency (CRA) disputed the transfer pricing structure and methodology used by Cameco and its wholly owned Swiss subsidiary, Cameco Europe Ltd., in respect of sale and purchase agreements for uranium products. From December 2008 to date, CRA issued notices of reassessment for the taxation years 2003 through 2012, which in aggregate have increased Camecos income for Canadian tax purposes by approximately $4,900,000,000. CRA has also issued notices of reassessment for transfer pricing penalties for the years 2007 through 2011 in the amount of $371,000,000. Cameco believes it is likely that CRA will reassess Camecos tax returns for subsequent years on a similar basis and that these will require Cameco to make future remittances or provide security on receipt of the reassessments.
14
Using the methodology we believe that CRA will continue to apply and including the $4,900,000,000 already reassessed, we expect to receive notices of reassessment for a total of approximately $8,400,000,000 for the years 2003 through 2017, which would increase Camecos income for Canadian tax purposes and result in a related tax expense of approximately $2,500,000,000. In addition to penalties already imposed, CRA may continue to apply penalties to taxation years subsequent to 2011. As a result, we estimate that cash taxes and transfer pricing penalties would be between $1,950,000,000 and $2,150,000,000. In addition, we estimate there would be interest and instalment penalties applied that would be material to Cameco. While in dispute, we would be responsible for remitting or otherwise securing 50% of the cash taxes and transfer pricing penalties (between $970,000,000 and $1,070,000,000), plus related interest and instalment penalties assessed, which would be material to Cameco.
Under Canadian federal and provincial tax rules, the amount required to be remitted each year will depend on the amount of income reassessed in that year and the availability of elective deductions. CRA disallowed the use of any loss carry-backs to be applied to any transfer pricing adjustment, starting with the 2008 tax year. In light of our view of the likely outcome of the case, we expect to recover the amounts remitted to CRA, including cash taxes, interest and penalties totalling $303,222,000 already paid as at June 30, 2018 (December 31, 2017 - $303,222,000) (note 6). In addition to the cash remitted, we have provided $478,000,000 in letters of credit to secure 50% of the cash taxes and related interest.
The trial for the 2003, 2005 and 2006 reassessments concluded on September 13, 2017. We expect to have a Tax Court decision within the next nine months.
Having regard to advice from its external advisors, Camecos opinion is that CRAs position is incorrect and Cameco is contesting CRAs position and expects to recover any amounts remitted or secured as a result of the reassessments. However, to reflect the uncertainties of CRAs appeals process and litigation, Cameco has recorded a cumulative tax provision related to this matter for the years 2003 through the current period in the amount of $61,000,000. While the resolution of this matter may result in liabilities that are higher or lower than the reserve, management believes that the ultimate resolution will not be material to Camecos financial position, results of operations or liquidity in the year(s) of resolution. Resolution of this matter as stipulated by CRA would be material to Camecos financial position, results of operations or liquidity in the year(s) of resolution and other unfavourable outcomes for the years 2003 to date could be material to Camecos financial position, results of operations and cash flows in the year(s) of resolution.
Further to Camecos decision to contest CRAs reassessments, Cameco is pursuing its appeal rights under Canadian federal and provincial tax rules.
15
15. | Per share amounts |
Per share amounts have been calculated based on the weighted average number of common shares outstanding during the period. The weighted average number of paid shares outstanding in 2018 was 395,792,732 (2017 - 395,792,522).
Three months ended | Six months ended | |||||||||||||||
Jun 30/18 | Jun 30/17 | Jun 30/18 | Jun 30/17 | |||||||||||||
Basic loss per share computation |
||||||||||||||||
Net loss attributable to equity holders |
$ | (76,481 | ) | $ | (1,564 | ) | $ | (21,674 | ) | $ | (19,604 | ) | ||||
Weighted average common shares outstanding |
395,793 | 395,793 | 395,793 | 395,793 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Basic loss per common share |
$ | (0.19 | ) | $ | (0.00 | ) | $ | (0.05 | ) | $ | (0.05 | ) | ||||
|
|
|
|
|
|
|
|
|||||||||
Diluted loss per share computation |
||||||||||||||||
Net loss attributable to equity holders |
$ | (76,481 | ) | $ | (1,564 | ) | $ | (21,674 | ) | $ | (19,604 | ) | ||||
Weighted average common shares outstanding |
395,793 | 395,793 | 395,793 | 395,793 | ||||||||||||
Dilutive effect of stock options |
| | | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Weighted average common shares outstanding, assuming dilution |
395,793 | 395,793 | 395,793 | 395,793 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Diluted loss per common share |
$ | (0.19 | ) | $ | (0.00 | ) | $ | (0.05 | ) | $ | (0.05 | ) | ||||
|
|
|
|
|
|
|
|
16. | Statements of cash flows |
Three months ended | Six months ended | |||||||||||||||
Jun 30/18 | Jun 30/17 | Jun 30/18 | Jun 30/17 | |||||||||||||
Changes in non-cash working capital: |
||||||||||||||||
Accounts receivable |
$ | (23,555 | ) | $ | 842 | $ | 169,099 | $ | 127,501 | |||||||
Inventories |
979 | 31,999 | 48,102 | (14,075 | ) | |||||||||||
Supplies and prepaid expenses |
6,597 | 7,611 | 21,825 | 2,801 | ||||||||||||
Accounts payable and accrued liabilities |
16,502 | (18,415 | ) | (69,254 | ) | (120,279 | ) | |||||||||
Reclamation payments |
(8,410 | ) | (3,353 | ) | (11,576 | ) | (5,848 | ) | ||||||||
Other |
(5,211 | ) | (2,916 | ) | 1,166 | (1,728 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Other operating items |
$ | (13,098 | ) | $ | 15,768 | $ | 159,362 | $ | (11,628 | ) | ||||||
|
|
|
|
|
|
|
|
17. | Share-based compensation plans |
A. | Stock option plan |
The Company has established a stock option plan under which options to purchase common shares may be granted to employees of Cameco. Options granted under the stock option plan have an exercise price of not less than the closing price quoted on the Toronto Stock Exchange (TSX) for the common shares of Cameco on the trading day prior to the date on which the option is granted. The options carry vesting periods of one to three years, and expire eight years from the date granted.
The aggregate number of common shares that may be issued pursuant to the Cameco stock option plan shall not exceed 43,017,198 of which 27,870,289 shares have been issued.
16
B. | Executive performance share unit (PSU) |
The Company has established a PSU plan whereby it provides each plan participant an annual grant of PSUs in an amount determined by the board. Each PSU represents one phantom common share that entitles the participant to a payment of one Cameco common share purchased on the open market, or cash with an equivalent market value, at the boards discretion, at the end of each three-year period if certain performance and vesting criteria have been met. The final value of the PSUs will be based on the value of Cameco common shares at the end of the three-year period and the number of PSUs that ultimately vest. Vesting of PSUs at the end of the three-year period will be based on total shareholder return over the three years, Camecos ability to meet its annual operating targets and whether the participating executive remains employed by Cameco at the end of the three-year vesting period. As of June 30, 2018, the total number of PSUs held by the participants, after adjusting for forfeitures on retirement, was 1,340,970 (December 31, 2017 - 1,070,997).
C. | Restricted share unit (RSU) |
The Company has established an RSU plan whereby it provides each plan participant an annual grant of RSUs in an amount determined by the board. Each RSU represents one phantom common share that entitles the participant to a payment of one Cameco common share purchased on the open market, or cash with an equivalent market value, at the boards discretion. The RSUs carry vesting periods of one to three years, and the final value of the units will be based on the value of Cameco common shares at the end of the vesting periods. As of June 30, 2018, the total number of RSUs held by the participants was 593,732 (December 31, 2017 - 463,151).
Cameco records compensation expense under its equity-settled plans with an offsetting credit to contributed surplus, to reflect the estimated fair value of units granted to employees. During the period, the Company recognized the following expenses under these plans:
Three months ended | Six months ended | |||||||||||||||
Jun 30/18 | Jun 30/17 | Jun 30/18 | Jun 30/17 | |||||||||||||
Stock option plan |
$ | 450 | $ | 796 | $ | 3,788 | $ | 4,152 | ||||||||
Performance share unit plan |
1,881 | 1,154 | 4,038 | 2,904 | ||||||||||||
Restricted share unit plan |
747 | 801 | 1,564 | 1,233 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 3,078 | $ | 2,751 | $ | 9,390 | $ | 8,289 | |||||||||
|
|
|
|
|
|
|
|
Fair value measurement of equity-settled plans
The fair value of the units granted through the PSU plan was determined based on Monte Carlo simulation and the fair value of options granted under the stock option plan was measured based on the Black-Scholes option-pricing model. The fair value of RSUs granted was determined based on their intrinsic value on the date of grant. Expected volatility was estimated by considering historic average share price volatility.
17
The inputs used in the measurement of the fair values at grant date of the equity-settled share-based payment plans were as follows:
Stock option plan |
PSU | RSU | ||||||||||
Number of options granted |
1,473,430 | 602,530 | 377,021 | |||||||||
Average strike price |
$ | 11.32 | | $ | 11.46 | |||||||
Expected dividend |
$ | 0.08 | | | ||||||||
Expected volatility |
35 | % | 37 | % | | |||||||
Risk-free interest rate |
2.0 | % | 1.9 | % | | |||||||
Expected life of option |
4.8 years | 3 years | | |||||||||
Expected forfeitures |
7 | % | 9 | % | 13 | % | ||||||
Weighted average grant date fair values |
$ | 3.48 | $ | 11.43 | $ | 11.46 |
In addition to these inputs, other features of the PSU grant were incorporated into the measurement of fair value. The market condition based on total shareholder return was incorporated by utilizing a Monte Carlo simulation. The non-market criteria relating to realized selling prices and operating targets have been incorporated into the valuation at grant date by reviewing prior history and corporate budgets.
18. | Financial instruments and related risk management |
A. | Accounting classifications and fair values |
The following tables summarize the carrying amounts and accounting classifications of Camecos financial instruments at the reporting date:
At June 30, 2018
FVTPL | Amortized cost |
FVOCI - designated |
FVOCI | Total | ||||||||||||||||
Financial assets |
||||||||||||||||||||
Cash and cash equivalents |
$ | | $ | 504,133 | $ | | $ | | $ | 504,133 | ||||||||||
Short-term investments |
| 333,163 | | | 333,163 | |||||||||||||||
Accounts receivable |
| 115,397 | | 63,554 | 178,951 | |||||||||||||||
Derivative assets [note 6] |
||||||||||||||||||||
Foreign currency contracts |
8,163 | | | | 8,163 | |||||||||||||||
Interest rate contracts |
430 | | | | 430 | |||||||||||||||
Investments in equity securities [note 6] |
| | 16,812 | | 16,812 | |||||||||||||||
Advances receivable from Inkai [note 20] |
| 139,712 | | | 139,712 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
8,593 | 1,092,405 | 16,812 | 63,554 | 1,181,364 | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Financial liabilities |
||||||||||||||||||||
Accounts payable and accrued liabilities |
| 187,671 | | | 187,671 | |||||||||||||||
Derivative liabilities [note 8] |
||||||||||||||||||||
Foreign currency contracts |
35,308 | | | | 35,308 | |||||||||||||||
Interest rate contracts |
1,112 | | | | 1,112 | |||||||||||||||
Uranium contracts |
17,888 | | | | 17,888 | |||||||||||||||
Long-term debt |
| 1,495,057 | | | 1,495,057 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
54,308 | 1,682,728 | | | 1,737,036 | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net |
(45,715 | ) | (590,323 | ) | 16,812 | 63,554 | (555,672 | ) | ||||||||||||
|
|
|
|
|
|
|
|
|
|
18
At December 31, 2017
FVTPL | Amortized cost |
FVOCI - designated |
FVOCI | Total | ||||||||||||||||
Financial assets |
||||||||||||||||||||
Cash and cash equivalents |
$ | | $ | 591,620 | $ | | $ | | $ | 591,620 | ||||||||||
Accounts receivable |
| 362,128 | | 34,696 | 396,824 | |||||||||||||||
Derivative assets [note 6] |
||||||||||||||||||||
Foreign currency contracts |
39,984 | | | | 39,984 | |||||||||||||||
Interest rate contracts |
820 | | | | 820 | |||||||||||||||
Investments in equity securities [note 6] |
| | 21,417 | | 21,417 | |||||||||||||||
Advances receivable from Inkai [note 20] |
| 58,820 | | | 58,820 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
$ | 40,804 | $ | 1,012,568 | $ | 21,417 | $ | 34,696 | $ | 1,109,485 | |||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Financial liabilities |
||||||||||||||||||||
Accounts payable and accrued liabilities |
$ | | $ | 258,405 | $ | | $ | | $ | 258,405 | ||||||||||
Derivative liabilities [note 8] |
||||||||||||||||||||
Foreign currency contracts |
5,624 | | | | 5,624 | |||||||||||||||
Interest rate contracts |
970 | | | | 970 | |||||||||||||||
Uranium contracts |
16,820 | | | | 16,820 | |||||||||||||||
Dividends payable |
| 39,579 | | | 39,579 | |||||||||||||||
Long-term debt |
| 1,494,471 | | | 1,494,471 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
23,414 | 1,792,455 | | | 1,815,869 | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net |
$ | 17,390 | $ | (779,887 | ) | $ | 21,417 | $ | 34,696 | $ | (706,384 | ) | ||||||||
|
|
|
|
|
|
|
|
|
|
Under IAS 39, Cameco had classified its accounts receivable as loans and receivable. As required by IFRS 9, accounts receivable has been reclassified as measured at amortized cost with the exception of balances that are subject to factoring arrangements which are now classified as measured at FVOCI.
The investments in equity securities represent investments that Cameco intends to hold for the long-term for strategic purposes. As permitted by IFRS 9, these investments have been designated at the date of initial application as measured at FVOCI. Unlike IAS 39, the accumulated fair value reserve related to these investments will never be reclassified to profit or loss.
B. | Fair value hierarchy |
The fair value of an asset or liability is generally estimated as the amount that would be received on sale of an asset, or paid to transfer a liability in an orderly transaction between market participants at the reporting date. Fair values of assets and liabilities traded in an active market are determined by reference to last quoted prices, in the principal market for the asset or liability. In the absence of an active market for an asset or liability, fair values are determined based on market quotes for assets or liabilities with similar characteristics and risk profiles, or through other valuation techniques. Fair values determined using valuation techniques require the use of inputs, which are obtained from external, readily observable market data when available. In some circumstances, inputs that are not based on observable data must be used. In these cases, the estimated fair values may be adjusted in order to account for valuation uncertainty, or to reflect the assumptions that market participants would use in pricing the asset or liability.
All fair value measurements are categorized into one of three hierarchy levels, described below, for disclosure purposes. Each level is based on the transparency of the inputs used to measure the fair values of assets and liabilities:
Level 1 Values based on unadjusted quoted prices in active markets that are accessible at the reporting date for identical assets or liabilities.
19
Level 2 Values based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly for substantially the full term of the asset or liability.
Level 3 Values based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement.
When the inputs used to measure fair value fall within more than one level of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement in its entirety.
The following tables summarize the carrying amounts and fair values of Camecos financial instruments that are measured at fair value, including their levels in the fair value hierarchy:
As at June 30, 2018
Fair value | ||||||||||||||||
Carrying value | Level 1 | Level 2 | Total | |||||||||||||
Derivative assets [note 6] |
||||||||||||||||
Foreign currency contracts |
$ | 8,163 | $ | | $ | 8,163 | $ | 8,163 | ||||||||
Interest rate contracts |
430 | | 430 | 430 | ||||||||||||
Investments in equity securities [note 6] |
16,812 | 16,812 | | 16,812 | ||||||||||||
Derivative liabilities [note 8] |
||||||||||||||||
Foreign currency contracts |
(35,308 | ) | | (35,308 | ) | (35,308 | ) | |||||||||
Interest rate contracts |
(1,112 | ) | | (1,112 | ) | (1,112 | ) | |||||||||
Uranium contracts |
(17,888 | ) | | (17,888 | ) | (17,888 | ) | |||||||||
Long-term debt |
(1,495,057 | ) | | (1,628,480 | ) | (1,628,480 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Net |
$ | (1,523,960 | ) | $ | 16,812 | $ | (1,674,195 | ) | $ | (1,657,383 | ) | |||||
|
|
|
|
|
|
|
|
As at December 31, 2017
Fair value | ||||||||||||||||
Carrying value | Level 1 | Level 2 | Total | |||||||||||||
Derivative assets [note 6] |
||||||||||||||||
Foreign currency contracts |
$ | 39,984 | $ | | $ | 39,984 | $ | 39,984 | ||||||||
Interest rate contracts |
820 | | 820 | 820 | ||||||||||||
Investments in equity securities [note 6] |
21,417 | 21,417 | | 21,417 | ||||||||||||
Derivative liabilities [note 8] |
||||||||||||||||
Foreign currency contracts |
(5,624 | ) | | (5,624 | ) | (5,624 | ) | |||||||||
Interest rate contracts |
(970 | ) | | (970 | ) | (970 | ) | |||||||||
Uranium contracts |
(16,820 | ) | | (16,820 | ) | (16,820 | ) | |||||||||
Long-term debt |
(1,494,471 | ) | | (1,652,230 | ) | (1,652,230 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Net |
$ | (1,455,664 | ) | $ | 21,417 | $ | (1,634,840 | ) | $ | (1,613,423 | ) | |||||
|
|
|
|
|
|
|
|
The preceding tables exclude fair value information for financial instruments whose carrying amounts are a reasonable approximation of fair value.
There were no transfers between level 1 and level 2 during the period. Cameco does not have any financial instruments that are classified as level 3 as of the reporting date.
C. | Financial instruments measured at fair value |
Cameco measures its derivative financial instruments, material investments in equity securities and long-term debt at fair value. Investments in publicly held equity securities are classified as a recurring level 1 fair value measurement while derivative financial instruments and long-term debt are classified as recurring level 2 fair value measurements.
20
The fair value of investments in equity securities is determined using quoted share prices observed in the principal market for the securities as of the reporting date. The fair value of Camecos long-term debt is determined using quoted market yields as of the reporting date, which ranged from 1.7% to 2.2% (2017 - 1.6% to 2.3%).
Foreign currency derivatives consist of foreign currency forward contracts, options and swaps. The fair value of foreign currency options is measured based on the Black Scholes option-pricing model. The fair value of foreign currency forward contracts and swaps is measured using a market approach, based on the difference between contracted foreign exchange rates and quoted forward exchange rates as of the reporting date.
Interest rate derivatives consist of interest rate swap contracts. The fair value of interest rate swaps is determined by discounting expected future cash flows from the contracts. The future cash flows are determined by measuring the difference between fixed interest payments to be received and floating interest payments to be made to the counterparty based on Canada Dealer Offer Rate forward interest rate curves.
Uranium contract derivatives consist of written options and price swaps. The fair value of uranium options is measured based on the Black Scholes option-pricing model. The fair value of uranium price swaps is determined by discounting expected future cash flows from the contracts. The future cash flows are determined by measuring the difference between fixed purchases or sales under contracted prices, and floating purchases or sales based on Numerco forward uranium price curves.
Where applicable, the fair value of the derivatives reflects the credit risk of the instrument and includes adjustments to take into account the credit risk of the Company and counterparty. These adjustments are based on credit ratings and yield curves observed in active markets at the reporting date.
D. | Other financial instruments |
The carrying value of Camecos cash and cash equivalents, short-term investments, accounts receivable, including accounts receivable subject to factoring arrangements and classified as measured at FVOCI, and accounts payable and accrued liabilities approximates its fair value as a result of the short-term nature of the instruments.
E. | Derivatives |
The following table summarizes the fair value of derivatives and classification on the consolidated statements of financial position:
Jun 30/18 | Dec 31/17 | |||||||
Non-hedge derivatives: |
||||||||
Foreign currency contracts |
$ | (27,145 | ) | $ | 34,360 | |||
Interest rate contracts |
(682 | ) | (150 | ) | ||||
Uranium contracts |
(17,888 | ) | (16,820 | ) | ||||
|
|
|
|
|||||
Net |
$ | (45,715 | ) | $ | 17,390 | |||
|
|
|
|
|||||
Classification: |
||||||||
Current portion of long-term receivables, investments and other [note 6] |
$ | 2,266 | $ | 25,948 | ||||
Long-term receivables, investments and other [note 6] |
6,327 | 14,856 | ||||||
Current portion of other liabilities [note 8] |
(24,304 | ) | (11,249 | ) | ||||
Other liabilities [note 8] |
(30,004 | ) | (12,165 | ) | ||||
|
|
|
|
|||||
Net |
$ | (45,715 | ) | $ | 17,390 | |||
|
|
|
|
21
The following table summarizes the different components of the gain (loss) on derivatives included in net earnings (loss):
Three months ended | Six months ended | |||||||||||||||
Jun 30/18 | Jun 30/17 | Jun 30/18 | Jun 30/17 | |||||||||||||
Non-hedge derivatives |
||||||||||||||||
Foreign currency contracts |
$ | (25,974 | ) | $ | 25,033 | $ | (52,720 | ) | $ | 37,266 | ||||||
Interest rate contracts |
312 | (1,727 | ) | 269 | (1,252 | ) | ||||||||||
Uranium contracts |
769 | (798 | ) | (227 | ) | (1,934 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Net |
$ | (24,893 | ) | $ | 22,508 | $ | (52,678 | ) | $ | 34,080 | ||||||
|
|
|
|
|
|
|
|
19. | Segmented information |
As a result of a change to the way its global marketing activities are organized, during the first quarter, Cameco discontinued the reporting of NUKEM as a reportable segment. The consolidation of Canadian and international marketing activities in Saskatoon has resulted in NUKEMs activities no longer meeting the quantitative thresholds for separate disclosure. Its results are now included in the other column and comparative information has been adjusted.
Cameco now has two reportable segments: uranium and fuel services. Camecos reportable segments are strategic business units with different products, processes and marketing strategies. The uranium segment involves the exploration for, mining, milling, purchase and sale of uranium concentrate. The fuel services segment involves the refining, conversion and fabrication of uranium concentrate and the purchase and sale of conversion services.
Accounting policies used in each segment are consistent with the policies outlined in the summary of significant accounting policies. Segment revenues, expenses and results include transactions between segments incurred in the ordinary course of business. These transactions are priced on an arms length basis, are eliminated on consolidation and are reflected in the other column.
22
Business segments
For the three months ended June 30, 2018
Uranium | Fuel services | Other | Total | |||||||||||||
Revenue |
$ | 237,282 | $ | 68,300 | $ | 27,708 | $ | 333,290 | ||||||||
Expenses |
||||||||||||||||
Cost of products and services sold |
156,419 | 43,721 | 37,235 | 237,375 | ||||||||||||
Depreciation and amortization |
60,819 | 7,143 | 1,891 | 69,853 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Cost of sales |
217,238 | 50,864 | 39,126 | 307,228 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross profit (loss) |
20,044 | 17,436 | (11,418 | ) | 26,062 | |||||||||||
Administration |
| | 31,417 | 31,417 | ||||||||||||
Exploration |
4,078 | | | 4,078 | ||||||||||||
Research and development |
| | (2,228 | ) | (2,228 | ) | ||||||||||
Other operating expense |
44,019 | | | 44,019 | ||||||||||||
Loss on disposal of assets |
329 | 183 | 21 | 533 | ||||||||||||
Finance costs |
| | 27,445 | 27,445 | ||||||||||||
Loss on derivatives |
| | 24,893 | 24,893 | ||||||||||||
Finance income |
| | (4,993 | ) | (4,993 | ) | ||||||||||
Share of earnings from equity-accounted investee |
(3,408 | ) | | | (3,408 | ) | ||||||||||
Other income |
(477 | ) | | (7,083 | ) | (7,560 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Earnings (loss) before income taxes |
(24,497 | ) | 17,253 | (80,890 | ) | (88,134 | ) | |||||||||
Income tax recovery |
(11,632 | ) | ||||||||||||||
|
|
|||||||||||||||
Net loss |
$ | (76,502 | ) | |||||||||||||
|
|
For the three months ended June 30, 2017
Uranium | Fuel services | Other | Total | |||||||||||||
Revenue |
$ | 298,265 | $ | 82,411 | $ | 89,064 | $ | 469,740 | ||||||||
Expenses |
||||||||||||||||
Cost of products and services sold |
158,887 | 48,750 | 90,562 | 298,199 | ||||||||||||
Depreciation and amortization |
55,471 | 9,258 | 13,942 | 78,671 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Cost of sales |
214,358 | 58,008 | 104,504 | 376,870 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross profit (loss) |
83,907 | 24,403 | (15,440 | ) | 92,870 | |||||||||||
Administration |
| | 43,719 | 43,719 | ||||||||||||
Exploration |
6,047 | | | 6,047 | ||||||||||||
Research and development |
| | 2,368 | 2,368 | ||||||||||||
Other operating income |
(11,409 | ) | | | (11,409 | ) | ||||||||||
Loss on disposal of assets |
5,195 | 4 | 4 | 5,203 | ||||||||||||
Finance costs |
| | 27,991 | 27,991 | ||||||||||||
Gain on derivatives |
| | (22,508 | ) | (22,508 | ) | ||||||||||
Finance income |
| | (905 | ) | (905 | ) | ||||||||||
Other expense |
| | 14,694 | 14,694 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Earnings (loss) before income taxes |
84,074 | 24,399 | (80,803 | ) | 27,670 | |||||||||||
Income tax expense |
29,296 | |||||||||||||||
|
|
|||||||||||||||
Net loss |
$ | (1,626 | ) | |||||||||||||
|
|
23
For the six months ended June 30, 2018
Uranium | Fuel services | Other | Total | |||||||||||||
Revenue |
$ | 596,275 | $ | 132,689 | $ | 43,719 | $ | 772,683 | ||||||||
Expenses |
||||||||||||||||
Cost of products and services sold |
388,089 | 88,220 | 70,846 | 547,155 | ||||||||||||
Depreciation and amortization |
110,454 | 14,814 | 5,911 | 131,179 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Cost of sales |
498,543 | 103,034 | 76,757 | 678,334 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross profit (loss) |
97,732 | 29,655 | (33,038 | ) | 94,349 | |||||||||||
Administration |
| | 66,362 | 66,362 | ||||||||||||
Exploration |
12,545 | | | 12,545 | ||||||||||||
Research and development |
| | (1,039 | ) | (1,039 | ) | ||||||||||
Other operating expense |
44,939 | | | 44,939 | ||||||||||||
Loss on disposal of assets |
429 | 217 | 21 | 667 | ||||||||||||
Finance costs |
| | 55,138 | 55,138 | ||||||||||||
Loss on derivatives |
| | 52,678 | 52,678 | ||||||||||||
Finance income |
| | (9,009 | ) | (9,009 | ) | ||||||||||
Share of earnings from equity-accounted investee |
(4,489 | ) | | | (4,489 | ) | ||||||||||
Other income |
(62,669 | ) | | (20,096 | ) | (82,765 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Earnings (loss) before income taxes |
106,977 | 29,438 | (177,093 | ) | (40,678 | ) | ||||||||||
Income tax recovery |
(18,966 | ) | ||||||||||||||
|
|
|||||||||||||||
Net loss |
$ | (21,712 | ) | |||||||||||||
|
|
For the six months ended June 30, 2017
Uranium | Fuel services | Other | Total | |||||||||||||
Revenue |
$ | 558,337 | $ | 136,895 | $ | 167,054 | $ | 862,286 | ||||||||
Expenses |
||||||||||||||||
Cost of products and services sold |
340,942 | 83,099 | 169,108 | 593,149 | ||||||||||||
Depreciation and amortization |
88,998 | 15,377 | 16,525 | 120,900 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Cost of sales |
429,940 | 98,476 | 185,633 | 714,049 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross profit (loss) |
128,397 | 38,419 | (18,579 | ) | 148,237 | |||||||||||
Administration |
| | 84,431 | 84,431 | ||||||||||||
Exploration |
16,398 | | | 16,398 | ||||||||||||
Research and development |
| | 4,368 | 4,368 | ||||||||||||
Other operating income |
(5,840 | ) | | | (5,840 | ) | ||||||||||
Loss on disposal of assets |
4,565 | 4 | 4 | 4,573 | ||||||||||||
Finance costs |
| | 55,747 | 55,747 | ||||||||||||
Gain on derivatives |
| | (34,080 | ) | (34,080 | ) | ||||||||||
Finance income |
| | (2,175 | ) | (2,175 | ) | ||||||||||
Other expense (income) |
(8 | ) | | 11,179 | 11,171 | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
Earnings (loss) before income taxes |
113,282 | 38,415 | (138,053 | ) | 13,644 | |||||||||||
Income tax expense |
33,376 | |||||||||||||||
|
|
|||||||||||||||
Net loss |
$ | (19,732 | ) | |||||||||||||
|
|
24
20. | Related parties |
The shares of Cameco are widely held and no shareholder, resident in Canada, is allowed to own more than 25% of the Companys outstanding common shares, either individually or together with associates. A non-resident of Canada is not allowed to own more than 15%.
Related party transactions
Cameco funded JV Inkais project development costs through an unsecured shareholder loan. The limit of the loan facility is $175,000,000 (US) and advances under the facility bear interest at a rate of LIBOR plus 2%. At June 30, 2018, $139,712,000 ($106,100,000 (US)) of principal was outstanding (December 31, 2017 - $147,050,000 ($117,218,000 (US))) (note 6).
Effective January 1, 2018, due to a change in its ownership interest, Cameco now accounts for its interest in JV Inkai under the equity method. As a result, the full amount of the outstanding loan is reflected on the balance sheet as opposed to its 40% share as was reflected at December 31, 2017.
For the quarter ended June 30, 2018, Cameco recorded interest income of $1,505,000 relating to this balance (2017 - $578,000). For the six month period ended June 30, 2018, interest income was $2,776,000 (2017 - $1,131,000).
21. | Subsequent event |
On July 25, 2018, Cameco announced the extension of the production suspension at our McArthur River/Key Lake operation as well as a workforce reduction at corporate office. As a result of the announcement, we expect to record approximately $40,000,000 to $45,000,000 in severance costs in our financial results for the third quarter of 2018.
25
Exhibit 99.4
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
I, Tim Gitzel, president and chief executive officer of Cameco Corporation, certify that:
1. | I have reviewed this quarterly report on Form 6-K of Cameco Corporation; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrants other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
(a) | designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
Page 2
5. | The registrants other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
(a) | all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize and report financial information; and |
(b) | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: July 26, 2018
Tim Gitzel |
Tim Gitzel |
President and Chief Executive Officer |
Exhibit 99.5
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
I, Grant Isaac, senior vice-president and chief financial officer, of Cameco Corporation, certify that:
1. | I have reviewed this quarterly report on Form 6-K of Cameco Corporation; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrants other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
(a) | designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
Page 2
5. | The registrants other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
(a) | all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize and report financial information; and |
(b) | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: July 26, 2018
Grant Isaac |
Grant Isaac |
Senior Vice-President and Chief Financial Officer |
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end