EX-99.2 3 a15-16389_1ex99d2.htm EX-99.2

Exhibit 99.2

 

Unaudited Condensed Consolidated Interim Financial Statements

(In Canadian dollars)

 

HUDBAY MINERALS INC.

 

For the three and six months ended June 30, 2015 and 2014

 



 

HUDBAY MINERALS INC.

Condensed Consolidated Interim Balance Sheets

(Unaudited and in thousands of Canadian dollars)

 

 

 

 

 

Jun. 30,

 

Dec. 31,

 

 

 

Note

 

2015 

 

2014 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

$

143,271

 

$

207,273

 

Trade and other receivables

 

7

 

270,924

 

211,243

 

Inventories

 

8

 

177,411

 

87,709

 

Prepaid expenses

 

9

 

16,232

 

15,305

 

Other financial assets

 

10

 

 

1,345

 

Taxes receivable

 

 

 

12,429

 

11,941

 

 

 

 

 

620,267

 

534,816

 

Receivables

 

7

 

26,982

 

24,824

 

Inventories

 

8

 

8,567

 

7,857

 

Prepaid expenses

 

9

 

 

246

 

Other financial assets

 

10

 

97,556

 

72,897

 

Intangible assets - computer software

 

 

 

13,810

 

12,063

 

Property, plant and equipment

 

11

 

5,143,857

 

4,715,811

 

Goodwill

 

 

 

226,507

 

210,655

 

Deferred tax assets

 

17b

 

53,965

 

48,339

 

 

 

 

 

$

6,191,511

 

$

5,627,508

 

Liabilities

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

Trade and other payables

 

 

 

$

259,188

 

$

280,683

 

Taxes payable

 

 

 

1,712

 

342

 

Other liabilities

 

12

 

46,306

 

47,248

 

Other financial liabilities

 

13

 

7,788

 

7,001

 

Current portion of long term debt

 

14

 

73,112

 

17,139

 

Deferred revenue

 

15

 

90,336

 

81,279

 

 

 

 

 

478,442

 

433,692

 

Other financial liabilities

 

13

 

57,158

 

51,543

 

Long term debt

 

14

 

1,467,196

 

1,127,957

 

Deferred revenue

 

15

 

717,162

 

717,015

 

Provisions

 

16

 

199,330

 

183,700

 

Pension obligations

 

 

 

45,286

 

49,384

 

Other employee benefits

 

 

 

178,139

 

175,548

 

Deferred tax liabilities

 

17b

 

480,181

 

441,949

 

 

 

 

 

3,622,894

 

3,180,788

 

Equity

 

 

 

 

 

 

 

Share capital

 

18b

 

1,641,876

 

1,624,419

 

Reserves

 

 

 

375,327

 

189,630

 

Retained earnings

 

 

 

551,414

 

632,671

 

Equity attributable to owners of the Company

 

 

 

2,568,617

 

2,446,720

 

 

 

 

 

$

6,191,511

 

$

5,627,508

 

 

Capital commitments (note 21).

 

1



 

HUDBAY MINERALS INC.

Condensed Consolidated Interim Statements of Cash Flow

(Unaudited and in thousands of Canadian dollars)

 

 

 

 

 

Three months ended

 

Six months ended

 

 

 

 

 

June 30,

 

June 30,

 

 

 

Note

 

2015

 

2014

 

2015

 

2014

 

Cash generated from (used in) operating activities:

 

 

 

 

 

 

 

 

 

 

 

(Loss) profit for the period

 

 

 

$

(55,218

)

$

252

 

$

(78,921

)

$

(26,967

)

Tax (recovery) expense

 

17a

 

(1,884

)

6,591

 

8,748

 

9,671

 

Items not affecting cash:

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

6b

 

37,345

 

23,909

 

69,484

 

39,521

 

Share-based payment expense

 

6c

 

2,611

 

2,476

 

4,792

 

3,800

 

Net finance expense

 

6e

 

22,807

 

1,434

 

26,807

 

3,037

 

Change in fair value of derivatives

 

 

 

(412

)

4,365

 

(6,622

)

(7,118

)

Change in deferred revenue related to stream

 

15

 

(18,593

)

(15,454

)

(28,253

)

(22,515

)

Change in taxes receivable/payable, net

 

 

 

(7,510

)

4,384

 

(8,580

)

5,464

 

Unrealized (gain) loss on warrants

 

 

 

(102

)

 

3,284

 

 

Pension past service costs

 

 

 

21,101

 

 

21,101

 

 

Asset impairment / loss on disposition of subsidiary

 

6f, 6g

 

24,627

 

 

24,627

 

6,512

 

Impairment and mark-to-market losses

 

6e

 

1,979

 

338

 

3,603

 

1,132

 

Foreign exchange and other

 

 

 

(4,621

)

(13,637

)

6,762

 

(1,598

)

Taxes paid

 

 

 

(1,469

)

(2,894

)

(2,115

)

(3,809

)

Operating cash flows before stream deposit and change in non-cash working capital

 

 

 

20,661

 

11,764

 

44,717

 

7,130

 

Precious metals stream deposit

 

15

 

 

 

 

139,287

 

Change in non-cash working capital

 

22a

 

(3,480

)

(21,310

)

(26,341

)

(40,389

)

 

 

 

 

17,181

 

(9,546

)

18,376

 

106,028

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash generated from (used in) investing activities:

 

 

 

 

 

 

 

 

 

 

 

Acquisition of property, plant and equipment

 

 

 

(152,132

)

(242,860

)

(316,828

)

(449,874

)

Acquisition of intangible assets

 

 

 

(86

)

(142

)

(133

)

(478

)

Acquisition of New Britannia, net cash paid

 

5a

 

(14,231

)

 

(14,231

)

 

Sale (acquisition) of investment

 

 

 

 

424

 

 

(2,463

)

Addition to restricted cash

 

 

 

 

 

(27,736

)

(22,963

)

Peruvian sales tax refunded on capital expenditures

 

 

 

1,262

 

20,981

 

3,397

 

72,533

 

Net interest received (paid)

 

 

 

(3,172

)

(255

)

(5,731

)

187

 

 

 

 

 

(168,359

)

(221,852

)

(361,262

)

(403,058

)

Cash generated from (used in) financing activities:

 

 

 

 

 

 

 

 

 

 

 

Long-term debt borrowing, net of transaction costs

 

 

 

166,216

 

27,724

 

325,915

 

86,926

 

Principal repayments

 

14

 

(4,567

)

 

(9,228

)

 

Interest paid on long-term debt

 

 

 

(3,214

)

 

(58,784

)

(39,697

)

Proceeds from exercise of stock options

 

 

 

894

 

155

 

1,007

 

155

 

Financing costs

 

 

 

(841

)

(139

)

(2,331

)

(1,137

)

Proceeds (costs) from issuance of equity

 

 

 

16,022

 

(140

)

16,022

 

164,991

 

Dividends paid

 

18b

 

 

 

(2,336

)

(1,928

)

 

 

 

 

174,510

 

27,600

 

270,265

 

209,310

 

Effect of movement in exchange rates on cash and cash equivalents

 

 

 

(2,585

)

(12,920

)

8,619

 

3,576

 

Net increase (decrease) in cash and cash equivalents

 

 

 

20,747

 

(216,718

)

(64,002

)

(84,144

)

Cash and cash equivalents, beginning of period

 

 

 

122,524

 

764,001

 

207,273

 

631,427

 

Cash and cash equivalents, end of period

 

 

 

$

143,271

 

$

547,283

 

$

143,271

 

$

547,283

 

 

2



 

HUDBAY MINERALS INC.

Condensed Consolidated Interim Income Statements

(Unaudited and in thousands of Canadian dollars, except share and per share amounts)

 

 

 

 

 

Three months ended

 

Six months ended

 

 

 

 

 

June 30,

 

June 30,

 

 

 

Note

 

2015

 

2014

 

2015

 

2014

 

Revenue

 

6a

 

$

185,779

 

$

139,329

 

$

346,431

 

$

246,108 

 

Cost of sales

 

 

 

 

 

 

 

 

 

 

 

Mine operating costs

 

 

 

143,460

 

101,503

 

255,812

 

182,785

 

Depreciation and amortization

 

6b

 

37,145

 

23,716

 

69,088

 

39,143

 

 

 

 

 

180,605

 

125,219

 

324,900

 

221,928

 

Gross profit

 

 

 

5,174

 

14,110

 

21,531

 

24,180

 

Selling and administrative expenses

 

 

 

12,791

 

12,922

 

24,657

 

26,987

 

Exploration and evaluation

 

 

 

2,558

 

2,254

 

5,458

 

4,197

 

Other operating income and expenses

 

6d

 

2,142

 

1,587

 

5,851

 

5,199

 

Asset impairment

 

6f

 

24,627

 

 

24,627

 

 

Loss on disposal of subsidiary

 

6g

 

 

 

 

6,512

 

Results from operating activities

 

 

 

(36,944

)

(2,653

)

(39,062

)

(18,715

)

Finance income

 

6e

 

(482

)

(912

)

(863

)

(1,692

)

Finance expenses

 

6e

 

23,289

 

2,346

 

27,670

 

4,729

 

Other finance (gain) loss

 

6e

 

(2,649

)

(10,930

)

4,304

 

(4,456

)

Net finance expense (income)

 

 

 

20,158

 

(9,496

)

31,111

 

(1,419

)

 

 

 

 

 

 

 

 

 

 

 

 

(Loss) profit before tax

 

 

 

(57,102

)

6,843

 

(70,173

)

(17,296

)

Tax (recovery) expense

 

17a

 

(1,884

)

6,591

 

8,748

 

9,671

 

(Loss) profit for the period

 

 

 

$

(55,218

)

$

252

 

$

(78,921

)

$

(26,967

)

 

 

 

 

 

 

 

 

 

 

 

 

Attributable to:

 

 

 

 

 

 

 

 

 

 

 

Owners of the Company

 

 

 

$

(55,218

)

$

252

 

$

(78,921

)

$

(26,877

)

Non-controlling interests

 

 

 

 

 

 

(90

)

(Loss) profit for the period

 

 

 

$

(55,218

)

$

252

 

$

(78,921

)

$

(26,967

)

 

 

 

 

 

 

 

 

 

 

 

 

(Loss) earnings per share

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

 

 

$

(0.24

)

$

 

$

(0.34

)

$

(0.14

)

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding (note 19):

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

 

234,588,385

 

193,015,043

 

234,109,246

 

189,542,667

 

Diluted

 

 

 

234,588,385

 

193,217,709

 

234,109,246

 

189,542,667

 

 

3



 

HUDBAY MINERALS INC.

Condensed Consolidated Interim Statements of Comprehensive Income

(Unaudited and in thousands of Canadian dollars)

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2015 

 

2014 

 

2015 

 

2014 

 

(Loss) profit for the period

 

$

(55,218

)

$

252

 

$

(78,921

)

$

(26,967

)

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

Recognized directly in equity:

 

 

 

 

 

 

 

 

 

Net exchange (loss) gain on translation of foreign operations

 

(45,572

)

(54,186

)

167,219

 

6,718

 

Change in fair value of available-for-sale financial assets

 

(2,154

)

1,954

 

(2,683

)

46,394

 

 

 

(47,726

)

(52,232

)

164,536

 

53,112

 

 

 

 

 

 

 

 

 

 

 

Items that will not be reclassified subsequently to profit or loss:

 

 

 

 

 

 

 

 

 

Recognized directly in equity:

 

 

 

 

 

 

 

 

 

Remeasurement - actuarial gain (loss)

 

31,406

 

(14,532

)

22,909

 

(40,614

)

Tax effect

 

(4,673

)

1,902

 

(4,904

)

6,419

 

 

 

26,733

 

(12,630

)

18,005

 

(34,195

)

 

 

 

 

 

 

 

 

 

 

Transferred to income statement:

 

 

 

 

 

 

 

 

 

Change in fair value of available-for-sale financial assets

 

1,958

 

329

 

3,608

 

1,123

 

Sale of investments

 

(5

)

(33

)

(32

)

(33

)

Tax effect

 

 

 

9

 

 

 

 

1,953

 

296

 

3,585

 

1,090

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive (loss) income net of tax, for the period

 

(19,040

)

(64,566

)

186,126

 

20,007

 

Total comprehensive (loss) income for the period

 

$

(74,258

)

$

(64,314

)

$

107,205

 

$

(6,960

)

 

 

 

 

 

 

 

 

 

 

Attributable to:

 

 

 

 

 

 

 

 

 

Owners of the Company

 

(74,258

)

(64,314

)

107,205

 

(6,870

)

Non-controlling interests

 

 

 

 

(90

)

Total comprehensive (loss) income for the period

 

$

(74,258

)

$

(64,314

)

$

107,205

 

$

(6,960

)

 

4



 

HUDBAY MINERALS INC.

Condensed Consolidated Interim Statements of Changes in Equity

(Unaudited and in thousands of Canadian dollars)

 

 

 

Attributable to owners of the Company

 

 

 

 

 

 

 

Share capital
(note 18)

 

Other capital
reserves

 

Foreign
currency
translation
reserve

 

Available-for-
sale reserve

 

Remeasurement
reserve

 

Retained
earnings

 

Total

 

Non-
controlling
interests

 

Total equity

 

Balance, January 1, 2014

 

$

1,021,088

 

$

26,015

 

$

97,924

 

$

2,468

 

$

(76,850

)

$

564,966

 

$

1,635,611

 

$

(7,904

)

$

1,627,707

 

Loss

 

 

 

 

 

 

(26,877

)

(26,877

)

(90

)

(26,967

)

Other comprehensive income (loss)

 

 

 

6,718

 

47,484

 

(34,195

)

 

20,007

 

 

20,007

 

Total comprehensive income (loss)

 

 

 

6,718

 

47,484

 

(34,195

)

(26,877

)

(6,870

)

(90

)

(6,960

)

Contributions by and distributions to owners:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock options exercised (note 18b)

 

214

 

(60

)

 

 

 

 

154

 

 

154

 

Equity issuance (note 18b)

 

172,672

 

 

 

 

 

 

172,672

 

 

172,672

 

Share issue costs, net of tax

 

(5,646

)

 

 

 

 

 

(5,646

)

 

(5,646

)

Dividends (note 18b)

 

 

 

 

 

 

(1,928

)

(1,928

)

 

(1,928

)

Total contributions by and distributions to owners

 

167,240

 

(60

)

 

 

 

(1,928

)

165,252

 

 

165,252

 

Reclassification adjustment:

 

 

 

 

 

 

 

 

1,073

 

1,073

 

Sale of subsidiary

 

 

 

(451

)

 

 

 

(451

)

6,921

 

6,470

 

Balance, June 30, 2014

 

$

1,188,328

 

$

25,955

 

$

104,191

 

$

49,952

 

$

(111,045

)

$

536,161

 

$

1,793,542

 

$

 

$

1,793,542

 

Profit (loss)

 

 

 

 

 

 

98,833

 

98,833

 

 

98,833

 

Other comprehensive income (loss)

 

 

 

178,528

 

(46,916

)

(11,928

)

 

119,684

 

 

119,684

 

Total comprehensive income (loss)

 

 

 

178,528

 

(46,916

)

(11,928

)

98,833

 

218,517

 

 

218,517

 

Contributions by and distributions to owners:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock options exercised (note 18b)

 

1,655

 

(530

)

 

 

 

 

1,125

 

 

1,125

 

Equity issuance (note 18b)

 

434,626

 

 

 

 

 

 

434,626

 

 

434,626

 

Share issue costs, net of tax

 

(190

)

 

 

 

 

 

(190

)

 

(190

)

Dividends (note 18b)

 

 

 

 

 

 

(2,323

)

(2,323

)

 

(2,323

)

Total contributions by and distributions to owners

 

436,091

 

(530

)

 

 

 

(2,323

)

433,238

 

 

433,238

 

Non-controlling interest upon acquisition of Augusta (note 5)

 

 

1,423

 

 

 

 

 

1,423

 

 

1,423

 

Balance, December 31, 2014

 

$

1,624,419

 

$

26,848

 

$

282,719

 

$

3,036

 

$

(122,973

)

$

632,671

 

$

2,446,720

 

$

 

$

2,446,720

 

 

5



 

HUDBAY MINERALS INC.

Condensed Consolidated Interim Statements of Changes in Equity

(Unaudited and in thousands of Canadian dollars)

 

 

 

Attributable to owners of the Company

 

 

 

 

 

 

 

Share capital
(note 18)

 

Other capital
reserves

 

Foreign
currency
translation
reserve

 

Available-for-
sale reserve

 

Remeasurement
reserve

 

Retained
earnings

 

Total

 

Non-
controlling
interests

 

Total equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, January 1, 2015

 

$

1,624,419

 

$

26,848

 

$

282,719

 

$

3,036

 

$

(122,973

)

$

632,671

 

$

2,446,720

 

$

 

$

2,446,720

 

Loss

 

 

 

 

 

 

(78,921

)

(78,921

)

 

(78,921

)

Other comprehensive income

 

 

 

167,219

 

902

 

18,005

 

 

186,126

 

 

186,126

 

Total comprehensive income (loss)

 

 

 

167,219

 

902

 

18,005

 

(78,921

)

107,205

 

 

107,205

 

Contributions by and distributions to owners:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock options exercised (note 18b)

 

1,435

 

(429

)

 

 

 

 

1,006

 

 

1,006

 

Equity issuance (note 18b)

 

16,022

 

 

 

 

 

 

16,022

 

 

16,022

 

Dividends (note 18b)

 

 

 

 

 

 

(2,336

)

(2,336

)

 

(2,336

)

Total contributions by and distributions owners

 

17,457

 

(429

)

 

 

 

(2,336

)

14,692

 

 

14,692

 

Balance, June 30, 2015

 

$

1,641,876

 

$

26,419

 

$

449,938

 

$

3,938

 

$

(104,968

)

$

551,414

 

$

2,568,617

 

$

 

$

2,568,617

 

 

6



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

1.                   Reporting entity

 

HudBay Minerals Inc. (“HMI” or the “Company”) was amalgamated under the Canada Business Corporations Act on August 15, 2011. The address of the Company’s principal executive office is 25 York Street, Suite 800, Toronto, Ontario. The condensed consolidated interim financial statements of the Company for the three and six months ended June 30, 2015 and 2014 represent the financial position and the financial performance of the Company and its subsidiaries (together referred to as the “Group” or “Hudbay” and individually as “Group entities”).

 

Significant subsidiaries, as at June 30, 2015, include Hudson Bay Mining and Smelting Co., Limited (“HBMS”), Hudson Bay Exploration and Development Company Limited (“HBED”), HudBay Marketing & Sales Inc. (“HMS”), HudBay Peru Inc., HudBay Peru S.A.C. (“Hudbay Peru”), HudBay (BVI) Inc., HudBay Arizona Corporation (formerly Augusta Resource Corporation, “Augusta” or “Hudbay Arizona”) and Rosemont Copper Company (“Rosemont”).

 

Hudbay is an integrated mining company producing copper concentrate (containing copper, gold and silver) and zinc metal. With assets in North and South America, the Group is focused on the discovery, production and marketing of base and precious metals. Through its subsidiaries, Hudbay owns four polymetallic mines, four ore concentrators and a zinc production facility in northern Manitoba, Saskatchewan and Cusco (Peru) and a copper project in Arizona (United States). The Group also has equity investments in a number of junior exploration companies. The Company is governed by the Canada Business Corporations Act and its shares are listed under the symbol “HBM” on the Toronto Stock Exchange, New York Stock Exchange and Bolsa de Valores de Lima. Hudbay also has warrants listed under the symbol “HBM.WT” on the Toronto Stock Exchange and “HBM/WS” on the New York Stock Exchange.

 

Management does not consider the impact of seasonality on operations to be significant on the condensed consolidated interim financial statements.

 

2.                   Basis of preparation

 

(a)  Statement of compliance:

 

These condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting and do not include all of the information required for full annual financial statements by International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). The Board of Directors approved these condensed consolidated interim financial statements on July 29, 2015.

 

(b)  Functional and presentation currency:

 

The Group’s condensed consolidated interim financial statements are presented in Canadian dollars, which is the Company’s and all material subsidiaries’ functional currency, except for Hudbay Peru, HudBay (BVI) Inc. and the Hudbay Arizona entities, which have a functional currency of US dollars. All values are rounded to the nearest thousand ($000) except where otherwise indicated.

 

(c)  Use of judgement:

 

The preparation of the condensed consolidated interim financial statements in conformity with IFRS requires the Group to make judgements, apart from those involving estimations, in applying accounting policies that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated interim financial statements, as well as reported amounts of revenue and expenses during the reporting period.

 

7



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

The condensed consolidated interim financial statements reflect the judgements outlined by the Group in its consolidated financial statements for the year ended December 31, 2014.

 

(d)  Use of estimates:

 

The preparation of the condensed consolidated interim financial statements in conformity with IFRS requires the Group to make estimates and assumptions that affect the application of accounting policies, reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated interim financial statements, as well as reported amounts of revenue and expenses during the reporting period. Actual results may differ from these estimates.

 

The condensed consolidated interim financial statements reflect the estimates outlined by the Group in its consolidated financial statements for the year ended December 31, 2014.

 

3.                   Significant accounting policies

 

These condensed consolidated interim financial statements reflect the accounting policies applied by the Group in its consolidated financial statements for the year ended December 31, 2014 and comparative periods.

 

4.                   New standards not yet adopted

 

·                      IFRS 9, Financial Instruments (“IFRS 9 (2009)”) — this standard replaces the guidance in IAS 39 Financial Instruments: Recognition and Measurement, on the classification and measurement of financial assets. IFRS 9 (2009) retains but simplifies the mixed measurement model and establishes two primary measurement categories for financial assets: amortized cost and fair value. The basis of classification depends on an entity’s business model and the contractual cash flow of the financial asset. Gains and losses on remeasurement of financial assets measured at fair value will be recognized in profit or loss, except that for an investment in an equity instrument which is not held-for-trading, IFRS 9 (2009) provides, on initial recognition, an irrevocable election to present all fair value changes from the investment in other comprehensive income (“OCI”). The election is available on an individual share-by-share basis. Amounts presented in OCI will not be reclassified to profit or loss at a later date. The new standard also requires use of a single impairment method, replacing the multiple impairment methods in IAS 39, and amends some of the requirements of IFRS 7 Financial Instruments: Disclosures. IFRS 9 (2010) added guidance to IFRS 9 (2009) on the classification and measurement of financial liabilities, and this guidance is consistent with the guidance in IAS 39, except for changes related to financial liabilities measured at fair value under the fair value option and derivative liabilities that are linked to and must be settled by delivery of an unquoted equity instrument. The IASB has decided to require an entity to apply IFRS 9 for annual periods beginning on or after January 1, 2018. The Group has not yet determined the effect of adoption of IFRS 9 on its consolidated financial statements.

 

·                      IFRS 15, Revenue from Contracts with Customers - in May 2014, the IASB issued this standard which is effective for periods beginning on or after January 1, 2017 and is to be applied retrospectively. IFRS 15 clarifies the principles for recognizing revenue from contracts with customers. IFRS 15 will also result in enhanced disclosures about revenue, provide guidance for transactions that were not previously addressed comprehensively (i.e. service revenue and contract modifications) and improve guidance for multiple-element arrangements. The Company intends to adopt IFRS 15 in its financial statements for the annual period beginning January 1, 2017, and may consider earlier adoption. The IASB has affirmed its proposal to defer the effective date of this standard to January 1, 2018, although the Accounting Standards Board has yet to approve this change within Canada. The Group has not yet determined the effect of adoption of IFRS 15 on its consolidated financial statements.

 

8



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

·                      Amendments to IAS 16, Property, Plant and Equipment (“IAS 16”) and IAS 38, Intangible Assets (“IAS 38”) - on May 12, 2014, the IASB issued amendments to clarify that the use of revenue-based methods to calculate the depreciation of a tangible asset is not appropriate because revenue generated by an activity that includes the use of a tangible asset generally reflects factors other than the consumption of the economic benefits embodied in the asset. The IASB has also clarified that revenue is generally presumed to be an inappropriate basis for measuring the consumption of the economic benefits embodied in an intangible asset. This presumption for an intangible asset, however, can be rebutted in certain limited circumstances. The standard is to be applied prospectively for fiscal years beginning on or after January 1, 2016 with early adoption permitted. The Group is currently evaluating the impact of applying the amendments, however does not anticipate that there will be any impact on its current method of calculating depreciation or amortization.

 

5.                   Acquisitions

 

(a)         Acquisition of New Britannia Mine and Mill

 

On May 4, 2015 the Group closed a transaction to acquire a 100% interest in the New Britannia mine and mill, located in Snow Lake, Manitoba, for US$12,300 in cash consideration, plus a contingent payment of US$5,000. In connection with the New Britannia acquisition, the Group entered into a private placement agreement with a Canadian bank to sell 1,357,000 Hudbay common shares for net proceeds of $15,700.

 

In accordance with IFRS 3, Business Combinations, this transaction does not meet the definition of a business combination as the assets acquired are not an integrated set of activities with inputs, processes and outputs.

 

The purchase price of $17,507 was allocated to the assets acquired and the liabilities assumed based on the fair value of the total consideration at the closing date of the acquisition. All financial assets acquired and financial liabilities assumed were recorded at their relative fair values. In addition, an option liability was recorded for the fair value amount of $1,409 in connection with the contingent consideration since it is an integral component of the consideration paid and represents a financial instrument. The fair values were allocated to the net assets on a relative fair value basis and the option liability was valued using the Black-Scholes model.

 

9



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

Assets acquired and liabilities assumed

 

The following summarizes the acquisition date allocation of the relative fair values of the major classes of assets and liabilities acquired:

 

Restricted cash

 

$

1,867

 

Machinery & equipment

 

12,600

 

Mineral property

 

3,500

 

Net decommissioning liability

 

(460

)

Total net assets acquired

 

$

17,507

 

 

The following summarizes consideration for the purchase:

 

Cash

 

$

14,892

 

Contingent payment - gold price option

 

1,409

 

Transaction costs

 

1,206

 

Total consideration

 

$

17,507

 

 

(b)         Acquisition of Augusta Resource Corporation

 

On July 16, 2014, the Group obtained control of Hudbay Arizona (formerly named Augusta Resource Corporation), a Canadian company whose primary asset is the Rosemont copper project near Tucson, Arizona.

 

Hudbay obtained control of Augusta by acquiring Augusta common shares to increase the Group’s equity interest in Augusta from approximately 16% to 92%. On July 29, 2014 and September 23, 2014, Hudbay acquired the remaining outstanding common shares and now wholly owns Augusta. Acquiring control of Augusta allows the Group an opportunity to develop the Rosemont project and significantly increase Hudbay’s future copper production.

 

Consideration transferred:

 

The following summarizes the acquisition date fair value of the major classes of consideration transferred:

 

Equity instruments (36,613,464 common shares)

 

$

393,947

 

Warrant instruments (19,759,641 warrants)

 

42,087

 

Fair value of shares previously owned by the Group (23,058,585 common shares)

 

84,391

 

Consideration transferred - July 16, 2014

 

$

520,425

 

 

The fair value of the common shares issued was based on Hudbay’s listed share price of $10.76 at the July 16, 2014 acquisition date. The fair value of the warrants issued was based on a Black-Scholes option pricing calculation of $2.13. The fair value of the shares previously owned by the Group was based on Augusta’s listed share price of $3.66 at the July 16, 2014 acquisition date.

 

The Group took up the remaining 3,837,190 shares at a fair value of $40,679 based on Hudbay’s listed share prices of $11.62 and $9.68 on July 29, 2014 and September 23, 2014, respectively. The Group issued 2,070,849 warrant instruments with a fair value of $3,398 based on Hudbay’s listed warrant prices of $2.25 and $1.09 on July 29, 2014 and September 23, 2014, respectively.

 

10



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

Immediately prior to the acquisition, Augusta settled its outstanding in the money stock options, restricted units and convertible notes through the issuance of Augusta shares and settled its out of the money options in cash under the terms of the acquisition.

 

Identifiable assets acquired and liabilities assumed:

 

The Group has completed the purchase price allocation, resulting in recognized amounts of identifiable assets acquired and liabilities assumed as follows:

 

Cash and cash equivalents

 

$

3,261

 

Receivables and other current assets

 

1,486

 

Long-term receivable and other assets

 

9,896

 

Mineral properties

 

680,636

 

Other property, plant and equipment

 

83,626

 

Trade and other payables

 

(35,949

)

Warrant liability

 

(6,278

)

Current portion of long-term debt

 

(125,918

)

Deferred tax liabilities

 

(167,898

)

Total net identifiable assets acquired

 

$

442,862

 

 

The fair values of the mineral properties have been calculated using significant judgements. In particular, the fair values of mineral properties, and other property and plant and equipment have been determined based on an independent valuation.

 

The fair value of the acquired receivables was valued at $10,011. Based on the valuation performed at the acquisition date, management expected all contractual cash flows to be collectible. The long-term receivable relates to the amounts collectible from the joint venture partner.

 

The Group recognized goodwill as a result of the acquisition as follows:

 

Total consideration transferred

 

$

436,034

 

Fair value of previous interest in acquiree

 

84,391

 

Non-controlling interest of measured based on proportionate share

 

45,500

 

Less: value of net identifiable asset acquired

 

(442,862

)

Goodwill upon acquisition on July 16, 2014

 

$

123,063

 

 

The goodwill balance arose from the requirement to record deferred income tax liabilities measured at the tax effect of the difference between the fair values of the assets acquired and liabilities assumed and their tax bases. None of the goodwill recognized is expected to be deductible for income tax purposes. As a result of foreign exchange translation, the goodwill balance increased to $142,800 as at June 30, 2015 as a result of movements in foreign currency on translation.

 

11



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

6.                   Revenue and expenses

 

(a)              Revenue

 

The Group’s revenue by significant product types:

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2015 

 

2014 

 

2015 

 

2014 

 

Copper

 

$

183,278

 

$

59,866

 

$

264,053

 

$

106,617

 

Zinc

 

74,228

 

59,944

 

140,997

 

112,133

 

Gold

 

23,377

 

25,928

 

42,495

 

40,043

 

Silver

 

8,656

 

4,244

 

11,111

 

6,587

 

Other

 

766

 

1,262

 

2,455

 

2,246

 

 

 

290,305

 

151,244

 

461,111

 

267,626

 

Treatment and refining charges

 

(24,050

)

(8,781

)

(34,204

)

(13,836

)

Pre-production revenue

 

(80,476

)

(3,134

)

(80,476

)

(7,682

)

 

 

$

185,779

 

$

139,329

 

$

346,431

 

$

246,108

 

 

Pre-production revenue in the three and six months ended June 30, 2015 related to Constancia. Pre-production revenue in 2014 related to revenue earned from production at the Group’s Reed mine. Revenues related to inventory produced prior to commencement of commercial production are credited against capital costs rather than recognized as revenue in the income statements.

 

Included in revenue for the three months ended June 30, 2015 are losses related to non-hedge derivative contracts of $673 (three months ended June 30, 2014 - loss of $6,506). Included in revenue for the six months ended June 30, 2015 are losses related to non-hedge derivative contracts of $2,514 (six months ended June 30, 2014 - gains of $2,080).

 

(b)              Depreciation and amortization

 

Depreciation of property, plant and equipment and amortization of intangible assets are reflected in the income statements as follows:

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2015 

 

2014 

 

2015 

 

2014 

 

Cost of sales

 

$

37,145

 

$

23,716

 

$

69,088

 

$

39,143

 

Selling and administrative expenses

 

200

 

193

 

396

 

378

 

 

 

$

37,345

 

$

23,909

 

$

69,484

 

$

39,521

 

 

12



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

(c)               Share-based payment and expense

 

Share-based payment expenses are reflected in the income statements as follows:

 

 

 

Cash-settled

 

Total share-based

 

 

 

RSUs

 

DSUs

 

payment expense

 

Three months ended June 30, 2015

 

 

 

 

 

 

 

Cost of sales

 

$

303

 

$

 

$

303

 

Selling and administrative expenses

 

1,582

 

435

 

2,017

 

Other operating expenses

 

291

 

 

291

 

 

 

$

2,176

 

$

435

 

$

2,611

 

Six months ended June 30, 2015

 

 

 

 

 

 

 

Cost of sales

 

$

611

 

$

 

$

611

 

Selling and administrative expenses

 

3,176

 

929

 

4,105

 

Other operating expenses

 

76

 

 

76

 

 

 

$

3,863

 

$

929

 

$

4,792

 

Three months ended June 30, 2014

 

 

 

 

 

 

 

Cost of sales

 

$

400

 

$

 

$

400

 

Selling and administrative expenses

 

1,024

 

924

 

1,948

 

Other operating expenses

 

165

 

 

165

 

Exploration and evaluation

 

(37

)

 

(37

)

 

 

$

1,552

 

$

924

 

$

2,476

 

Six months ended June 30, 2014

 

 

 

 

 

 

 

Cost of sales

 

$

642

 

$

 

$

642

 

Selling and administrative expenses

 

1,769

 

1,148

 

2,917

 

Other operating expenses

 

272

 

 

272

 

Exploration and evaluation

 

(31

)

 

(31

)

 

 

$

2,652

 

$

1,148

 

$

3,800

 

 

13



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

(d)              Other operating income and expenses

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2015

 

2014

 

2015

 

2014

 

Joint venture operator fee income

 

$

(107

)

$

(1,152

)

$

(223

)

$

(1,152

)

Cost of non-producing properties

 

2,863

 

3,132

 

7,024

 

6,652

 

Other income and expense

 

(614

)

(393

)

(950

)

(301

)

 

 

$

2,142

 

$

1,587

 

$

5,851

 

$

5,199

 

 

(e)               Finance income and expenses

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2015 

 

2014 

 

2015 

 

2014 

 

Finance income

 

 

 

 

 

 

 

 

 

Net interest income

 

$

(259

)

$

(847

)

$

(417

)

$

(1,627

)

Other finance income

 

(223

)

(65

)

(446

)

(65

)

 

 

(482

)

(912

)

(863

)

(1,692

)

Finance expense

 

 

 

 

 

 

 

 

 

Interest expense on long-term debt

 

29,790

 

20,604

 

58,752

 

41,040

 

Unwinding of accretion on financial liabilities at amortized cost

 

282

 

344

 

720

 

782

 

Unwinding of discounts on provisions

 

841

 

919

 

1,756

 

1,879

 

Financing fees

 

3,362

 

1,130

 

6,851

 

2,521

 

Other finance expense

 

2,479

 

297

 

2,456

 

329

 

 

 

36,754

 

23,294

 

70,535

 

46,551

 

Interest capitalized

 

(13,465

)

(20,948

)

(42,865

)

(41,822

)

 

 

23,289

 

2,346

 

27,670

 

4,729

 

Other finance (gains) losses

 

 

 

 

 

 

 

 

 

Net foreign exchange (gains) losses

 

(3,436

)

(9,094

)

6,585

 

(517

)

Change in fair value of financial assets and liabilities at fair value through profit loss:

 

 

 

 

 

 

 

 

 

Hudbay and Augusta warrants

 

(102

)

 

3,284

 

 

Prepayment option embedded derivative

 

(1,085

)

(2,141

)

(9,136

)

(5,038

)

Investments classified as held-for-trading

 

21

 

9

 

(5

)

9

 

Net gain reclassified from equity on disposal of available- for-sale investments

 

(5

)

(33

)

(32

)

(33

)

Net loss reclassified from equity on impairment of available-for-sale investments

 

1,958

 

329

 

3,608

 

1,123

 

 

 

(2,649

)

(10,930

)

4,304

 

(4,456

)

Net finance expense (income)

 

$

20,158

 

$

(9,496

)

$

31,111

 

$

(1,419

)

 

Interest expense related to long-term debt has been capitalized to the Constancia project until May 1, 2015 and to the Rosemont project (note 14).

 

14



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

During the three and six months ended June 30, 2015, the Group recognized impairment losses on investments in listed shares and transferred pre-tax losses of $1,958 and $3,608 respectively, from the available-for-sale reserve within equity to the income statements (three and six months ended June 30, 2014 - $329 and $1,123, respectively).

 

(f)                Impairment

 

As a result of the acquisition of the New Britannia Mill (note 5a), Hudbay no longer expects to construct a new concentrator at Lalor. During the three months ended June 30, 2015, the Group recognized an impairment loss of $24,627 related to its Lalor concentrator assets in Snow Lake, Manitoba. The impairment was determined based on the difference between carrying value and fair value less costs of disposal. On the condensed consolidated interim income statements, the impairment loss is presented in the asset impairment loss line item. The Group presented the impairment loss within the Manitoba segment in note 23.

 

(g)              Loss on disposal of subsidiary

 

During the six months ended June 30, 2014, the Group recognized a loss of $6,512 on the disposition of its Back Forty project in Michigan. This mainly resulted from the derecognition of the non-controlling interest and cumulative translation adjustments recorded in the entity. The Group has presented the loss within corporate and other activities in note 23.

 

7.                   Trade and other receivables

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

Current

 

 

 

 

 

Trade receivables

 

$

69,834

 

$

43,087

 

Embedded derivatives - copper provisional pricing (note 20c)

 

(9,215

)

(1,807

)

Statutory receivables

 

170,525

 

144,836

 

Receivable from joint venture partners

 

12,367

 

12,607

 

Other receivables

 

27,413

 

12,520

 

 

 

270,924

 

211,243

 

Non-current

 

 

 

 

 

Statutory receivables - Peruvian sales tax

 

 

553

 

Receivable from joint venture partners

 

24,313

 

23,487

 

Other receivables

 

2,669

 

784

 

 

 

26,982

 

24,824

 

 

 

$

297,906

 

$

236,067

 

 

As commercial production commenced at the Reed mine on April 1, 2014, the Group has a receivable for 30% of the applicable development costs as well as other amounts due from the joint venture partner, VMS Ventures Inc. (“VMS Ventures”) pursuant to the Reed Lake Project Joint Venture Agreement. The receivable will be repaid by offsetting amounts owed to VMS Ventures for the purchase of their proportionate share of the Reed mine ore. The receivable has been discounted and has been classified based on the expected timing of ore purchases. As at June 30, 2015, this receivable from VMS Ventures was $17,681 (December 31, 2014 - $20,206).

 

15



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

The remaining balance in the receivable from joint venture partners primarily relates to the Group’s joint venture partner for the Rosemont project in Arizona. On September 16, 2010, Rosemont and United Copper & Moly LLC (“UCM” or “Partner”), a company formed by Korea Resources Corporation and LG International Corp. to hold their interest in the Rosemont joint venture, executed an Earn-In Agreement (the “EI Agreement”) whereby UCM can acquire up to a 20% interest in the Rosemont joint venture by funding US$176,000 of Rosemont expenditures. Under the terms of the EI Agreement, UCM will contribute cash into the Rosemont project as follows: Tranche 1 - a maximum US$70,000 for permitting, engineering, deposits on long-lead equipment purchases and on-going support activities (collectively “Pre-Construction Costs”); and once the material permits are issued and construction has commenced; Tranche 2 - US$106,000 for construction costs can be released. Once UCM has earned its 20% interest in the Rosemont joint venture, Rosemont expenditures will be shared pro-rata 80/20. In the third quarter of 2011, UCM completed its Tranche 1 cash investment of US$70,000 and earned a 7.95% interest in the Rosemont joint venture.  Hudbay is currently funding UCM’s share of the pre-construction costs at Rosemont until such time as the final material permits have been obtained. The receivable has been classified as non-current.

 

As at June 30, 2015, $167,972 (December 31, 2014 - $142,548) of the current statutory receivables relate to refundable sales taxes in Peru that Hudbay Peru has paid on capital expenditures for its Constancia project. Management expects to receive the amount within one year. Significant judgements are required on measurement and classification of Peruvian sales taxes paid on capital expenditures (note 2c).

 

8.                   Inventories

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

Current

 

 

 

 

 

Stockpile

 

$

2,486

 

$

 

Work in progress

 

7,531

 

2,494

 

Finished goods

 

137,002

 

62,218

 

Materials and supplies

 

30,392

 

22,997

 

 

 

177,411

 

87,709

 

Non-current

 

 

 

 

 

Materials and supplies

 

8,567

 

7,857

 

 

 

$

185,978

 

$

95,566

 

 

The cost of inventories recognized as an expense, including depreciation, and included in cost of sales amounted to $130,187 and $258,193 for the three and six months ended June 30, 2015 (three and six months ended June 30, 2014 - $117,791 and $203,848, respectively). The Group has amended its note disclosure of the cost of inventories recognized as an expense for the current and comparable period to include depreciation expensed from inventories.

 

During the six months ended June 30, 2014, the Group recognized an expense of $5,685 in cost of sales related to write-downs of the carrying value of zinc inventories to net realizable value. For zinc inventories sold during the six months ended June 30, 2014, the related amount transferred from inventory to cost of sales was $10,696 less than it would have been had write-downs not been previously recognized (three months ended June 30, 2014 - $5,685). As a result, for the six months ended June 30, 2014, the net impact on cost of sales, related to zinc inventory write-downs, was a decrease of $5,011 (three months ended June 30, 2014 — decrease of $5,685). There were no write-downs in the three and six months ended June 30, 2015.

 

16



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

9.      Prepaid expenses

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

Current

 

 

 

 

 

Prepayments to suppliers related to capital projects

 

$

7,639

 

$

8,672

 

Prepaid insurance and other

 

8,593

 

6,633

 

 

 

16,232

 

15,305

 

Non-current

 

 

 

 

 

Other

 

 

246

 

 

 

$

16,232

 

$

15,551

 

 

10.    Other financial assets

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

Current

 

 

 

 

 

Derivative assets

 

$

 

$

1,345

 

 

 

 

 

 

 

Non-current

 

 

 

 

 

Available-for-sale investments

 

16,225

 

18,694

 

Investments at fair value through profit or loss

 

90

 

 

Deferred financing fees

 

 

5,110

 

Restricted cash

 

81,241

 

49,093

 

 

 

97,556

 

72,897

 

 

 

$

97,556

 

$

74,242

 

 

Available-for-sale investments

 

As at June 30, 2015, available-for-sale investments consist of investments in Canadian-listed metals and mining companies, most of which are publicly traded. During the three and six months ended June 30, 2015 the Group recognized impairment losses of $1,958 and $3,608, respectively, related to its investments in the available-for-sale reserve within equity (three and six months ended June 30, 2014 - $329 and $1,123, respectively) (note 6e).

 

Restricted cash

 

As required by Peruvian law, Hudbay Peru provides security with respect to its decommissioning and restoration obligations. Hudbay Peru has provided a letter of credit in the amount of $79,166 as at June 30, 2015, and classified cash on deposit with a Peruvian bank to support the letter of credit as restricted cash (December 31, 2014 - $47,163).

 

17



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

11.    Property, plant and equipment

 

Jun. 30, 2015

 

Cost

 

Accumulated
depreciation
and
amortization

 

Carrying
amount

 

Exploration and evaluation assets

 

$

21,610

 

$

 

$

21,610

 

Capital works in progress

 

1,015,908

 

 

1,015,908

 

Mining properties

 

2,138,386

 

(455,420

)

1,682,966

 

Plant and equipment

 

2,895,691

 

(472,318

)

2,423,373

 

 

 

$

6,071,595

 

$

(927,738

)

$

5,143,857

 

 

Dec. 31, 2014

 

Cost

 

Accumulated depreciation
and
amortization

 

Carrying
amount

 

Exploration and evaluation assets

 

$

18,079

 

$

 

$

18,079

 

Capital works in progress

 

3,774,083

 

 

3,774,083

 

Mining properties

 

790,655

 

(411,245

)

379,410

 

Plant and equipment

 

956,163

 

(411,924

)

544,239

 

 

 

$

5,538,980

 

$

(823,169

)

$

4,715,811

 

 

The Group has included the mineral properties and fixed assets acquired in the New Britannia asset purchase in the capital works in progress line (note 5a).

 

As a result of Constancia reaching commercial production in the second quarter of 2015 most of its capital works in progress has been reclassified to mining properties and plant and equipment. The increase in the cost of property, plant and equipment since December 31, 2014 was mostly the result of the effect of foreign exchange on opening balance of $290,907 and additions of $284,773, partially offset by the impairment of Lalor concentrator assets of $24,627 (note 6f).

 

12.    Other liabilities

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

Current portion of

 

 

 

 

 

Provisions (note 16)

 

$

16,712

 

$

18,241

 

Pension liability

 

25,567

 

24,093

 

Other employee benefits

 

4,027

 

3,829

 

Unearned revenue

 

 

1,085

 

 

 

$

46,306

 

$

47,248

 

 

18



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

13.    Other financial liabilities

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

Current

 

 

 

 

 

Derivative liabilities

 

$

1,862

 

$

860

 

Other financial liabilities at amortized cost

 

5,926

 

6,141

 

 

 

7,788

 

7,001

 

 

 

 

 

 

 

Non-current

 

 

 

 

 

Derivative liabilities

 

166

 

 

Contingent consideration - gold price option

 

1,409

 

 

Warrants at fair value through profit and loss

 

29,851

 

26,300

 

Other financial liabilities at amortized cost

 

25,732

 

25,243

 

 

 

57,158

 

51,543

 

 

 

$

64,946

 

$

58,544

 

 

Other financial liabilities at amortized cost relate to agreements with communities near the Constancia project which allow Hudbay to extract minerals over the useful life of the Constancia project, carry out exploration and evaluation activities in the area and provide Hudbay with community support to operate in the region. During the six months ended June 30, 2015, the liability associated with several of the community agreements increased by $80 and payments of $826 were made. During the year ended December 31, 2014, the liability associated with several of the community agreements increased by $4,699 and payments of $10,466 were made. Changes in estimates related to these liabilities are recorded to the liability with a corresponding change in property, plant and equipment or exploration expense.

 

The derivative liabilities include derivative and hedging transactions as well as warrants issued as consideration for the acquisition of Augusta (note 5b) and warrants assumed on the acquisition of Augusta. Derivative liabilities are carried at their fair value with changes in fair value recorded to the condensed consolidated income statements in other finance (gain) loss. The fair value of derivative and hedging transactions are determined based on internal valuation models and the fair value of warrants issued are determined based on the quoted market prices for the listed warrants. During the six months ended June 30, 2015, the Group recognized a loss of $3,056 related to the increase in the fair value of the warrants liability for those issued in the acquisition of Augusta (note 6e). The fair value of these warrants at June 30, 2015 is $25,759. A total of 21,830,490 warrants were issued which entitle the holder to acquire a common share of the Company at a price of $15.00 per share on, but not prior to, July 20, 2018. The Company, may, at its option, upon written notice to the warrant holders, settle the exercise of warrants for the in-the-money value, in cash, shares or a combination thereof.

 

In addition, during the six months ended June 30, 2015, the Group recognized a loss of US$179 related to the increase in the fair value of the liability for the transferable share purchase warrants of Augusta (the “Augusta Warrants”) which were assumed in connection with the acquisition of Augusta. Following the acquisition, each Augusta Warrant represents the right to acquire 0.315 of a Hudbay common share and 0.17 of a Hudbay warrant. The fair value of the Augusta Warrants at June 30, 2015 is US$3,280. There were 1,374,951 Augusta Warrants outstanding with an exercise price of US$3.85, which expired July 22, 2015 and there are 3,300,000 Augusta Warrants outstanding with an exercise price of US$2.12, expiring December 12, 2016.

 

The purchase price of the acquisition of New Britannia (note 5a) contained an option (European) that pays the seller US$5,000 if the price of gold is equal to or above US$1,400/oz on May 4, 2018. The option represents a financial liability and was recorded at fair value at the acquisition date of New Britannia and will be remeasured at each reporting date with change in the fair value being recognized as unrealized gains or losses in finance income and expense. The fair value of the embedded derivative at June 30, 2015 was a liability of $1,409 (December 31, 2014 - $nil).

 

19



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

14.    Long-term debt

 

Long-term debt is comprised of the following:

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

Senior unsecured notes (a)

 

$

1,133,786

 

$

1,062,472

 

Equipment finance facility (b)

 

90,443

 

82,624

 

Constancia standby credit facility (c)

 

178,540

 

 

Senior secured revolving credit facility (d)

 

137,539

 

 

 

 

1,540,308

 

1,145,096

 

Less: current portion

 

(73,112

)

(17,139

)

 

 

$

1,467,196

 

$

1,127,957

 

 

(a)              Senior unsecured notes

 

Balance, January 1, 2014

 

$

779,331

 

Addition to Principal, net of transaction costs and bond premium

 

197,824

 

Change in fair value of embedded derivative (prepayment option)

 

2,145

 

Effects of changes in foreign exchange

 

81,978

 

Accretion of transaction costs

 

1,194

 

Balance, December 31, 2014

 

$

1,062,472

 

Change in fair value of embedded derivative (prepayment option)

 

(9,136

)

Effects of changes in foreign exchange

 

80,164

 

Accretion of transaction costs

 

286

 

Balance, June 30, 2015

 

$

1,133,786

 

 

On August 6, 2014, the Group issued US$170,000 aggregate principal amount of its 9.50% senior unsecured notes due October 1, 2020 (the “Additional Notes”). The Additional Notes are incremental to the US$750,000 aggregate principal amount of 9.50% senior unsecured notes issued between September 2012 and December 2013 (the “Initial Notes”, and together with the Additional Notes, the “Notes”). The Additional Notes were priced at 107% of the aggregate principal amount, resulting in gross proceeds of US$181,900 ($197,844) and will yield 8.03% to maturity. The Notes have been classified as long-term debt and accounted for initially at fair value and subsequently at amortized cost using the effective interest rate method. Interest is payable on the Notes semi-annually on April 1 and October 1 of each year, beginning on April 1, 2013. As the proceeds have been used to date to fund the development of Constancia and Rosemont, interest costs on the Initial Notes have been capitalized to Constancia project assets until May 1, 2015 (the date on which Constancia commenced commercial production), and interest costs on the Additional Notes have been capitalized to Rosemont project assets. The Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis, by substantially all of the Company’s existing and future subsidiaries other than the Company’s subsidiaries associated with the Constancia project and the Rosemont project.

 

20



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

(b)              Equipment finance facility

 

Balance, January 1, 2014

 

$

 

Addition to Principal, net of transaction costs

 

90,671

 

Payments made

 

(13,654

)

Effects of changes in foreign exchange

 

4,679

 

Accretion of transaction costs

 

928

 

Balance, December 31, 2014

 

$

82,624

 

Addition to Principal, net of transaction costs

 

10,164

 

Payments made

 

(9,228

)

Effects of changes in foreign exchange

 

6,256

 

Accretion of transaction costs

 

627

 

Balance, June 30, 2015

 

$

90,443

 

 

The equipment finance facility is reflected in the condensed consolidated interim balance sheets as follows:

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

Current

 

$

19,972

 

$

17,139

 

Non-current

 

70,471

 

65,485

 

 

 

$

90,443

 

$

82,624

 

 

In October 2013, the Group entered into an equipment financing facility with Caterpillar Financial Services Corporation to finance the purchase of components of the mobile fleet at the Group’s Constancia project. Loans pursuant to the equipment financing facility have a term of six years, amortized on a quarterly basis and are secured by the Constancia mobile fleet. The loan has been classified as long-term debt and accounted for initially at fair value and subsequently at amortized cost using the effective interest rate method. All payments due within twelve months of the period end date are classified as a current liability. The payments are based on a floating annual interest rate of 3-months LIBOR plus 4.25%.

 

(c)               Constancia standby credit facility

 

Balance, December 31, 2014

 

$

 

Addition to Principal, net of transaction costs

 

176,692

 

Effects of changes in foreign exchange

 

1,370

 

Accretion of transaction costs

 

478

 

Balance, June 30, 2015

 

$

178,540

 

 

The Constancia standby credit facility is reflected in the condensed consolidated interim balance sheets as follows:

 

Current

 

$

53,140

 

Non-current

 

125,400

 

Balance, June 30, 2015

 

$

178,540

 

 

21



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

In June 2014, the Group entered into a US$150,000 standby credit facility to provide financing for expenditures at the Constancia project. Drawdowns under the facility are repayable in quarterly installments beginning December 31, 2015 and ending September 30, 2018, and will bear interest at LIBOR plus 3.50%. The facility is secured by the assets of the Peru segment. Drawdowns of US$147,000 occurred during six months ended June 30, 2015.

 

(d)              Senior secured revolving credit facility

 

Balance, December 31, 2014

 

$

 

Addition to Principal, net of transaction costs

 

134,843

 

Effects of changes in foreign exchange

 

2,509

 

Accretion of transaction costs

 

187

 

Balance, June 30, 2015

 

$

137,539

 

 

On March 13, 2015, the Group completed an expansion of its corporate revolving credit facility from US$100,000 to US$300,000.

 

The US$300,000 million revolving credit facility is on substantially similar terms to the US$100,000 credit facility that it replaced. It was intended to provide the Group with additional liquidity as the Constancia project ramped up to commercial production and to support the growth of various business units. The credit facility is repayable in March 2018.

 

As at June 30, 2015, the Manitoba segment had letters of credit advanced under the facility in the amount of $69,873 (December 31, 2014 - $64,084) which are treated as drawings under the facility.

 

15.  Deferred revenue

 

On August 8, 2012, the Group entered into a precious metals stream transaction with Silver Wheaton whereby the Group has received aggregate deposit payments of US$750,000 against delivery of 100% of payable gold and silver from the 777 mine until the later of the end of 2016 and satisfaction of a completion test at the Constancia project, and delivery of 50% of payable gold and 100% of payable silver for the remainder of the 777 mine life. The stream transaction also includes delivery of 100% of payable silver from the Constancia project. On November 4, 2013, the Group entered into an amended and restated precious metals stream agreement with Silver Wheaton pursuant to which the Group agreed to receive an additional US$135,000 deposit against delivery of 50% of payable gold from the Constancia project, with the deposit payable in cash or Silver Wheaton shares, at Silver Wheaton’s election.  In addition to the deposit payments, as gold and silver is delivered to Silver Wheaton, the Group receives cash payments equal to the lesser of (i) the market price and (ii) US$400 per ounce (for gold) and US$5.90 per ounce (for silver), subject to 1% annual escalation after three years.

 

The Group received a cash deposit payment of US$125,000 ($139,287) in March 2014 as a result of US$1,000,000 in capital expenditures having been paid at the Constancia project. In addition, the Group received Silver Wheaton shares in satisfaction of the gold deposit during September 2014 and sold the shares for net proceeds of US$134,978 ($149,931). The Group has now received all the up-front deposit payments related to the precious metal stream transaction with Silver Wheaton in respect of 777 and Constancia.

 

The Group recorded the deposits received as deferred revenue and recognizes amounts in revenue as gold and silver are delivered to Silver Wheaton. The Group determines the amortization of deferred revenue to the consolidated income statements on a per unit basis using the estimated total number of gold and silver ounces expected to be delivered to Silver Wheaton over the life of the 777 and Constancia mines. The Group estimates the current portion of deferred revenue based on deliveries anticipated over the next twelve months. At this time, the Group has assessed that it is unlikely that there will be uncredited legal deposits after mine closure.

 

22



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

In February 2010, Hudbay Arizona entered into a precious metals stream transaction with Silver Wheaton whereby the Group will receive deposit payments of US$230,000 against delivery of 100% of the payable silver and gold from the Rosemont project. The deposit will be payable upon the satisfaction of certain conditions precedent, including the receipt of permits for the Rosemont project and the commencement of construction. In addition to the deposit payments, as gold and silver is delivered to Silver Wheaton, the Group receives cash payments equal to the lesser of (i) the market price and (ii) US$450 per ounce (for gold) and US$3.90 per ounce (for silver), subject to 1% annual escalation after three years. To date, no such deposit has been received under the terms of this contract.

 

The following table summarizes changes in deferred revenue:

 

Balance, January 1, 2014

 

$

529,751

 

Additional installment received

 

289,218

 

Recognition of revenue

 

(49,478

)

Effects of changes in foreign exchange

 

28,803

 

Balance, December 31, 2014

 

$

798,294

 

Recognition of revenue

 

(28,253

)

Effects of changes in foreign exchange

 

37,457

 

Balance, June 30, 2015

 

$

807,498

 

 

Deferred revenue is reflected in the condensed consolidated interim balance sheets as follows:

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

Current

 

$

90,336

 

$

81,279

 

Non-current

 

717,162

 

717,015

 

 

 

$

807,498

 

$

798,294

 

 

23



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

16.            Provisions

 

Reflected in the condensed consolidated interim balance sheets as follows:

 

Jun. 30, 2015

 

Decommissioning,
restoration
and similar
liabilities

 

Deferred
share units

 

Restricted
share units

 

Total

 

Current (note 12)

 

$

4,618

 

$

6,828

 

$

5,266

 

$

16,712

 

Non-current

 

195,501

 

 

3,829

 

199,330

 

 

 

$

200,119

 

$

6,828

 

$

9,095

 

$

216,042

 

 

Dec. 31, 2014

 

Decommissioning,
restoration
and similar
liabilities

 

Deferred
share units

 

Restricted
share units

 

Total

 

Current (note 12)

 

$

7,122

 

$

5,898

 

$

5,221

 

$

18,241

 

Non-current

 

178,273

 

 

5,427

 

183,700

 

 

 

$

185,395

 

$

5,898

 

$

10,648

 

$

201,941

 

 

The increase in the total provision for decommissioning, restoration and similar liabilities is mainly the result of increased mine disturbance in Peru and the acquisition of New Britannia since December 31, 2014.

 

24



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

17.            Income and mining taxes

 

(a)              Tax expense:

 

The tax (recovery) expense is applicable as follows:

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2015

 

2014

 

2015

 

2014

 

Current:

 

 

 

 

 

 

 

 

 

Taxable income

 

$

2,819

 

$

1,150

 

$

4,513

 

$

2,219

 

Taxable mining profits

 

5,493

 

(1,721

)

5,515

 

(2,956

)

Adjustments in respect of prior years

 

667

 

(919

)

667

 

(919

)

 

 

8,979

 

(1,490

)

10,695

 

(1,656

)

Deferred:

 

 

 

 

 

 

 

 

 

Income taxes - origination and reversal of temporary difference

 

(16,439

)

4,415

 

(7,382

)

8,069

 

Mining taxes - origination and reversal of temporary difference

 

3,830

 

(205

)

3,777

 

322

 

Peruvian mining tax - origination and reversal of temporary difference

 

467

 

2,296

 

(384

)

2,892

 

Adjustments in respect of prior years

 

1,279

 

1,575

 

2,042

 

44

 

 

 

(10,863

)

8,081

 

(1,947

)

11,327

 

 

 

$

(1,884

)

$

6,591

 

$

8,748

 

$

9,671

 

 

(b)         Deferred tax assets and liabilities:

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

Deferred income tax asset

 

$

53,965

 

$

48,339

 

 

 

 

 

 

 

Deferred income tax liability

 

(448,353

)

(415,479

)

Deferred mining tax liability - Canada

 

(4,425

)

(640

)

Deferred mining tax liability - Peru

 

(27,403

)

(25,830

)

 

 

(480,181

)

(441,949

)

Net deferred tax liability balance

 

$

(426,216

)

$

(393,610

)

 

25



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

(c)               Changes in deferred tax assets and liabilities:

 

 

 

Six months ended

 

Year ended

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

Net deferred tax liability balance, beginning of period

 

$

(393,610

)

$

(261,846

)

Deferred tax recovery

 

1,947

 

61,362

 

OCI transactions

 

(4,895

)

7,585

 

Acquisition of Augusta

 

 

(167,898

)

Items charged directly to equity

 

 

2,018

 

Foreign currency translation on the deferred tax liability

 

(29,658

)

(34,831

)

Net deferred tax liability balance, end of period

 

$

(426,216

)

$

(393,610

)

 

(d)              Taxes receivable/payable:

 

The timing of payments results in significant variances in period-to-period comparisons of the tax receivable and tax payable balances.

 

(e)               Other disclosure:

 

The tax rules and regulations applicable to mining companies are highly complex and subject to interpretation. The Group may be subject in the future to a review of its historic income and other tax filings and, in connection with such reviews, disputes can arise with the taxing authorities over the interpretation or application of certain tax rules and regulations in respect of the Group’s business. These reviews may alter the timing or amount of taxable income or deductions. The amount ultimately reassessed upon resolution of issues raised may differ from the amount accrued.

 

18.            Share capital

 

(a)              Preference shares:

 

Authorized: Unlimited preference shares without par value

 

(b)              Common shares:

 

Authorized: Unlimited common shares without par value

 

26



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

Issued and fully paid:

 

 

 

Six months ended

 

Year ended

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

 

 

Common
shares

 

Amount

 

Common
shares

 

Amount

 

Balance, beginning of period

 

233,615,857

 

$

1,624,419

 

172,078,376

 

$

1,021,088

 

Exercise of stock options

 

258,831

 

1,435

 

181,035

 

1,869

 

Share issue costs, net of tax

 

 

 

 

(5,836

)

Share issuance

 

1,357,000

 

16,022

 

20,930,000

 

172,672

 

Shares cancelled

 

 

 

(24,208

)

 

Issued - acquisition of Augusta (note 5b)

 

 

 

40,450,654

 

434,626

 

Balance, end of period

 

235,231,688

 

$

1,641,876

 

233,615,857

 

$

1,624,419

 

 

On January 9, 2014, the Group entered into an agreement with a syndicate of underwriters who agreed to purchase, on a bought deal basis, 18,200,000 of the Group’s common shares at a price of $8.25 per share. The underwriters were granted an overallotment option, which they exercised in full, for an additional 2,730,000 common shares. The transaction closed on January 30, 2014, and aggregate gross proceeds from the offering were $172,672.

 

In connection with the New Britannia acquisition (note 5a), the Company entered into a private placement agreement with a Canadian bank to sell approximately 1,357,000 Hudbay common shares for net proceeds of $15,700.

 

During the six months ended June 30, 2015, the Company paid $2,336 in dividends on March 31, 2015 to shareholders of record as of March 13, 2015. The Company paid $1,928 in dividends on March 31, 2014 to shareholders of record as of March 14, 2014.

 

27



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

19.            (Loss) earnings per share data

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2015 

 

2014 

 

2015 

 

2014 

 

Weighted average common shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

234,588,385

 

193,015,043

 

234,109,246

 

189,542,667

 

Plus net incremental shares from

 

 

 

 

 

 

 

 

 

Assumed conversion: warrants

 

1,039,500

 

 

1,039,500

 

 

Assumed conversion: stock options

 

104,571

 

202,666

 

129,735

 

194,378

 

Diluted weighted average common shares outstanding

 

235,732,456

 

193,217,709

 

235,278,481

 

189,737,045

 

 

The determination of the diluted weighted-average number of common shares excludes 1,097,077 and  1,321,959 shares, related to stock options that were anti-dilutive for the three and six months ended June 30, 2015 (three and six months ended June 30, 2014 - 1,846,952 and 1,854,388 shares, respectively). The calculation of diluted weighted-average number of common shares also excludes 1,374,951 out of the money Augusta Warrants which represented the right to acquire 0.315 of a Hudbay common share and 0.17 of a Hudbay warrant and are now expired (note 13). The calculation also excludes all 21,830,490 Hudbay warrants issued as consideration for the acquisition of Augusta (note 5b) as they are out of the money.

 

For periods where Hudbay records a loss, the Group calculates diluted loss per share using the basic weighted average number of shares. If the diluted weighted average number of share was used, the result would be a reduction in the loss, which would be anti-dilutive. Consequently, for the six months ended June 30, 2015 and 2014, the Group calculated diluted loss per share using 234,109,246 and 189,542,667 common shares, respectively. For the three months ended June 30, 2015, the Group calculated diluted loss per share using 234,588,385 common shares.

 

28



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

20.            Financial instruments

 

(a)              Fair value and carrying value of financial instruments:

 

The following presents the fair value and carrying value of the Group’s financial instruments and non-financial derivatives:

 

 

 

Jun. 30, 2015

 

Dec. 31, 2014

 

 

 

Fair
Value

 

Carrying
value

 

Fair
Value

 

Carrying
value

 

Recurring measurements

 

 

 

 

 

 

 

 

 

Loans and receivables

 

 

 

 

 

 

 

 

 

Cash and cash equivalents 1

 

$

143,271

 

$

143,271

 

$

207,273

 

$

207,273

 

Restricted cash1

 

81,241

 

81,241

 

49,093

 

49,093

 

Trade and other receivables1, 2

 

136,596

 

136,596

 

92,485

 

92,485

 

Fair value through profit or loss

 

 

 

 

 

 

 

 

 

Trade and other receivables - embedded derivatives3

 

(9,215

)

(9,215

)

(1,807

)

(1,807

)

Non-hedge derivative assets3

 

 

 

1,345

 

1,345

 

Prepayment option - embedded derivative7

 

10,312

 

10,312

 

1,217

 

1,217

 

Investments at FVTPL4

 

90

 

90

 

 

 

Available-for-sale investments4

 

16,225

 

16,225

 

18,694

 

18,694

 

Total financial assets

 

378,520

 

378,520

 

368,300

 

368,300

 

Financial liabilities at amortized cost

 

 

 

 

 

 

 

 

 

Trade and other payables1, 2

 

256,472

 

256,472

 

273,145

 

273,145

 

Other financial liabilities5

 

22,139

 

31,658

 

19,950

 

31,384

 

Senior unsecured notes6

 

1,225,072

 

1,144,098

 

1,009,658

 

1,063,689

 

Equipment finance facility8

 

90,443

 

90,443

 

82,624

 

82,624

 

Constancia standby credit facility8

 

178,540

 

178,540

 

 

 

Senior secured revolving credit facility8

 

137,539

 

137,539

 

 

 

Fair value through profit or loss

 

 

 

 

 

 

 

 

 

Trade and other payables - embedded derivatives3

 

(506

)

(506

)

(150

)

(150

)

Warrant liabilities3

 

2,028

 

2,028

 

860

 

860

 

Option liabilities3

 

1,409

 

1,409

 

 

 

Non-hedge derivative liabilities3

 

29,851

 

29,851

 

26,300

 

26,300

 

Total financial liabilities

 

1,942,987

 

1,871,532

 

1,412,387

 

1,477,852

 

Net financial liability

 

$

(1,564,467

)

$

(1,493,012

)

$

(1,044,087

)

$

(1,109,552

)

 


1     Cash and cash equivalents, restricted cash, trade and other receivables and trade and other payables are recorded at carrying value, which approximates fair value due to their short-term nature and generally negligible credit losses.

2     Excludes embedded provisional pricing derivatives, as well as tax and other statutory amounts.

3     Derivatives and embedded provisional pricing derivatives are carried at their fair value, which is determined based on internal valuation models that reflect observable forward market commodity prices, currency exchange rates, and discount factors based on market US dollar interest rates adjusted for credit risk. For the warrant and option liabilities, fair value is determined based on quoted market closing price or the Black-Scholes model.

4     Available-for-sale investments are carried at their fair value, which is determined using quoted market bid prices in active markets for listed shares and determined using valuation models for shares of private companies. Investments at FVTPL consist of warrants to purchase listed shares, which are carried at fair value as determined using a Black-Scholes model.

5     These financial liabilities relate to agreements with communities near the Constancia project in Peru (note 13). Fair values have been determined using a discounted cash flow analysis based on expected cash flows and a credit adjusted discount rate.

6     Fair value of the senior unsecured notes (note 14) has been determined using the quoted market price at the period end.

7     Fair value of the prepayment option embedded derivative related to the long-term debt (note 14) has been determined using a binomial tree/lattice approach based on the Hull-White single factor interest rate term structure model.

8     The carrying value of the facilities approximates the fair value as the facilities are based on floating interest rates.

 

29



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

Fair value hierarchy

 

The table below provides an analysis by valuation method of financial instruments that are measured at fair value subsequent to recognition. Levels 1 to 3 are defined based on the degree to which fair value inputs are observable and have a significant effect on the recorded fair value, as follows:

 

·                        Level 1: Quoted prices in active markets for identical assets or liabilities;

·                         Level 2: Valuation techniques use significant observable inputs, either directly or indirectly, or valuations are based on quoted prices for similar instruments; and

·                        Level 3: Valuation techniques use significant inputs that are not based on observable market data.

 

June 30, 2015

 

Level 1

 

Level 2

 

Level 3

 

Total

 

Financial assets measured at fair value

 

 

 

 

 

 

 

 

 

Financial assets at FVTPL:

 

 

 

 

 

 

 

 

 

Embedded derivatives

 

$

 

$

(9,215

)

$

 

$

(9,215

)

Investments at FVTPL

 

90

 

 

 

90

 

Prepayment option embedded derivative

 

 

10,312

 

 

10,312

 

Available-for-sale investments

 

14,225

 

 

2,000

 

16,225

 

 

 

$

14,315

 

$

1,097

 

$

2,000

 

$

17,412

 

Financial liabilities measured at fair value

 

 

 

 

 

 

 

 

 

Financial assets at FVTPL:

 

 

 

 

 

 

 

 

 

Embedded derivatives

 

$

 

$

(506

)

$

 

$

(506

)

Non-hedge derivatives

 

 

2,028

 

 

2,028

 

Option liability

 

 

1,409

 

 

1,409

 

Warrant liability

 

25,759

 

4,092

 

 

29,851

 

 

 

$

25,759

 

$

7,023

 

$

 

$

32,782

 

 

December 31, 2014

 

Level 1

 

Level 2

 

Level 3

 

Total

 

Financial assets measured at fair value

 

 

 

 

 

 

 

 

 

Financial assets at FVTPL:

 

 

 

 

 

 

 

 

 

Embedded derivatives

 

$

 

$

(1,807

)

$

 

$

(1,807

)

Non-hedge derivatives

 

 

1,345

 

 

1,345

 

Prepayment option embedded derivative

 

 

1,217

 

 

1,217

 

Available-for-sale investments

 

16,694

 

 

2,000

 

18,694

 

 

 

$

16,694

 

$

755

 

$

2,000

 

$

19,449

 

Financial liabilities measured at fair value

 

 

 

 

 

 

 

 

 

Financial liabilities at FVTPL:

 

 

 

 

 

 

 

 

 

Embedded derivatives

 

$

 

$

(150

)

$

 

$

(150

)

Non-hedge derivatives

 

 

860

 

 

860

 

Warrant liability

 

22,702

 

3,598

 

 

26,300

 

 

 

$

22,702

 

$

4,308

 

$

 

$

27,010

 

 

30



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

The Group’s Level 3 investment relates to a minority investment in an unlisted junior mining company. As no observable inputs exist, the Group measures the Level 3 investment at the cost of the investment. The Group monitors business developments and the financial position of the investee to evaluate whether the fair value of the investment has changed significantly. Factors that could result in a significantly lower fair value measurement include poor exploration results or inadequate liquidity to continue as a going concern, among other factors. Factors that would result in a significantly higher fair value measurement include positive exploration results, among other factors.

 

The Group’s policy is to recognize transfers into and transfers out of fair value hierarchy levels as of the date of the event or change in circumstances that caused the transfer. During the six months ended June 30, 2015, the Group did not make any transfers.

 

(b)         Derivatives and hedging:

 

Copper fixed for floating swaps

 

Prior to 2015, the Group had entered into copper fixed for floating swaps on approximately 13 million pounds of copper, settling across January 2015 through March 2015 inclusive at an average fixed receivable price of US$2.79/lb associated with provisional pricing risk in concentrate sales agreements.  As at June 30, 2015, 13 million pounds of copper swaps were settled leaving no unsettled copper fixed for floating swaps (December 31, 2014 — 13 million unsettled copper fixed for floating swaps).

 

The hedging transactions were with counterparties that the Group believed to be creditworthy and did not require the Group to provide collateral. Both copper and zinc costless collars were settled at December 31, 2014 as such the aggregate fair value of the transactions are nil at June 30, 2015 and December 31, 2014. The copper fixed for floating swaps were settled at March 31, 2015 as such the aggregate fair value of the transactions were $nil at June 30, 2015 (December 31, 2014 - an asset position of $1,263).

 

Non-hedge derivative zinc contracts

 

Hudbay enters into fixed price sales contracts with zinc customers and, to ensure that the Group continues to receive a floating or unhedged realized zinc price, Hudbay enters into forward zinc purchase contracts that effectively offset the fixed price sales contracts. The fixed price sales contracts with customers are not recognized as derivatives, as they are executory contracts entered into and held for the purpose of the Group’s expected sale requirements. However, the zinc forward purchase contracts are recorded as derivatives. Gain and losses on these contracts are recorded in revenues, and cash flows are classified in operating activities.

 

At June 30, 2015, the Group held contracts for forward zinc purchased of 10,699 tonnes (December 31, 2014 — 10,747 tonnes) that related to forward customer sales of zinc. Prices range from US$2,005 to US$2,317 per tonne (December 31, 2014 — US$2,085 to US$2,403) and settlement dates extended to December 2016. The aggregate fair value of the transactions at June 30, 2015 was a net liability position of $2,028 (December 31, 2014 — a net liability position of $778).

 

Non-hedge derivative - warrants

 

Warrants issued by Hudbay as consideration for the purchase of the acquisition of Augusta are derivative liabilities that are carried at their fair value, with changes in fair value recorded to the consolidated income statements in other finance (gain)/loss. The fair value of warrants issued is determined based on the quoted market prices for the listed warrants. The fair value of the Hudbay warrants at June 30, 2015 was a liability of $25,759 (December 31, 2014 - $22,702).

 

31



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

Augusta warrants assumed by Hudbay in the acquisition of Augusta are derivative liabilities that are carried at their fair value, with changes in fair value recorded to the consolidated income statements in other finance (gain)/loss. The fair value of the Augusta warrants is determined based on the Black-Scholes model. The fair value of the Augusta warrants at June 30, 2015 was a liability of $4,092 (December 31, 2014 — $3,598). On July 22, 2015, 1,374,951 of the Augusta warrants expired.

 

Non-hedge derivative - options

 

The purchase price of the acquisition of New Britannia (note 5a) contained an option (European) that pays the seller US$5 million if the price of gold is at or above US$1,400/oz on the third anniversary from the closing date, or nil if the price of gold is below that level on that date. The option represents a financial liability and was recorded at fair value at the acquisition date of New Britannia and will be remeasured at each reporting date with changes in the fair value being recognized as unrealized gains or losses in finance income and expenses (note 6e). The fair value of the embedded derivative at June 30, 2015 was a liability of $1,409 (December 31, 2014 - $nil).

 

(c)          Embedded derivatives

 

Provisional pricing embedded derivatives

 

The Group records embedded derivatives related to provisional pricing in concentrate purchase, concentrate sale and certain other sale contracts. Under the terms of these contracts, prices are subject to final adjustment at the end of a future period after title transfers based on quoted market prices during the quotation period specified in the contract. The period between provisional pricing and final pricing is typically up to three months.

 

Provisional pricing embedded derivatives are presented in trade and other receivables when they relate to sales contracts and in trade and other payables when they relate to purchase contracts. At each reporting date, provisionally priced metals are marked to market based on the forward market price for the quotation period stipulated in the contract, with changes in fair value recognized in revenues for sales contracts and in cost of sales for purchase concentrate contracts. Cash flows related to provisional pricing embedded derivatives are classified in operating activities.

 

At June 30, 2015, the Manitoba segment’s net position consisted of contracts awaiting final pricing for sales of 9,104 tonnes of copper (December 31, 2014 — 8,576 tonnes) and no purchases of zinc (December 31, 2014 — nil tonnes). In addition, at June 30, 2015, the Manitoba segments net position consisted of contracts awaiting final pricing for sales of 2,463 ounces of gold and 22,615 ounces of silver (December 31, 2014 — 2,651 ounces of gold and 26,968 ounces of silver).

 

As at June 30, 2015, the Manitoba segment’s provisionally priced copper, gold and silver sales subject to final settlement were recorded at average prices of US$2.62/lb (December 31, 2014 — US$2.83/lb), US$1,172/oz (December 31, 2014 — US$1,184/oz) and US$15.57/oz (December 31, 2014 — US$15.59/oz), respectively.

 

At June 30, 2015, the Peru segment’s net position consisted of contracts awaiting final pricing for sales of 18,405 tonnes of copper (December 31, 2014 — nil). As at June 30, 2015, the Peru segment’s provisionally priced copper sales subject to final settlement were recorded at average prices of US$2.62/lb (December 31, 2014 — nil).

 

The aggregate fair value of the embedded derivatives within the copper concentrate sales contracts at June 30, 2015, was a liability position of $9,215 (December 31, 2014 — liability of $1,807). The aggregate fair value of the embedded derivatives within the zinc concentrate purchases and other contracts at June 30, 2015, was an asset position of $506 (December 31, 2014 — asset of $150).

 

32



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

Prepayment option embedded derivative

 

The Notes (note 14) contain prepayment options which represent embedded derivatives that require bifurcation from the host contract. The prepayment options are measured at fair value, with changes in the fair value being recognized as unrealized gains or losses in finance income and expense (note 6e). The fair value of the embedded derivative at June 30, 2015 was an asset of $10,312 (December 31, 2014 - an asset of $1,217).

 

21.            Capital commitments

 

As at June 30, 2015, the Group had outstanding capital commitments in Canada of approximately $29,903 primarily related to committed mobile equipment purchases mostly for Lalor and 777, none of which can be terminated by the Group, approximately $186,698 in Peru related to sustaining capital costs, of which all can be terminated by the Group and approximately $328,351 in Arizona, primarily related to its Rosemont project, of which approximately $192,051 cannot be terminated by the Group.

 

22.            Supplementary cash flow information

 

(a)         Change in non-cash working capital:

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2015 

 

2014 

 

2015 

 

2014 

 

Change in:

 

 

 

 

 

 

 

 

 

Trade and other receivables

 

$

(24,387

)

$

7,438

 

$

(39,130

)

$

11,185

 

Inventories

 

(51,286

)

(15,507

)

(55,005

)

(38,257

)

Prepaid expenses

 

(3,076

)

(2,531

)

(2,864

)

(1,534

)

Trade and other payables

 

84,671

 

(100

)

83,205

 

1,512

 

Change in taxes payable/receivable

 

7,510

 

(4,384

)

8,580

 

(5,464

)

Taxes - ITC

 

(3,112

)

(1,176

)

(4,268

)

(2,960

)

Provisions and other liabilities

 

(13,800

)

(5,050

)

(16,859

)

(4,871

)

 

 

$

(3,480

)

$

(21,310

)

$

(26,341

)

$

(40,389

)

 

(b)     Non-cash transactions:

 

During the six months ended June 30, 2015, the Group entered into the following non-cash investing and financing activities which are not reflected in the condensed consolidated interim statements of cash flows:

 

·                  Remeasurements of the Group’s decommissioning and restoration liabilities as at June 30, 2015, led to a net increase in related property, plant and equipment assets of $10,807 mainly as a result of the increased disturbance in Peru and the acquisition of New Britannia (note 5a). For the six months ended June 30, 2014, such remeasurements led to increases in property, plant and equipment assets of $18,627.

 

·                  Property, plant and equipment included $46,017 of additions which were not yet paid for as at June 30, 2015 (June 30, 2014 - $208,877). These purchases will be reflected in the consolidated statements of cash flows in the periods payments are made.

 

·                  See note 6g for non-cash transactions related to the disposal of Hudbay Michigan.

 

33



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

23.            Segmented information

 

The Group is an integrated metals producer. When making decisions on expansions, opening or closing mines, as well as day to day operations, management evaluates the profitability of the overall operation of the Group. The Group’s main mining operations are located in Manitoba and Saskatchewan and Peru and are included in the Manitoba segment and Peru segment, respectively. The Manitoba and Peru segments generate the Group’s revenues. The Manitoba segment sells copper concentrate (containing copper, gold and silver), zinc metal and other products. The Peru segment, formerly a part of the South America segment, consists of the Group’s Constancia mine and sells copper concentrate. The Group’s Arizona segment consists of the Group’s Rosemont project in Arizona, which Hudbay acquired on July 16, 2014. Corporate and other activities include the Group’s exploration activities in Chile and Colombia as well as the Balmat segment which consists of a zinc mine and concentrator, which is on care and maintenance. The prior year comparatives have been recast to move the South American exploration entities to corporate and other activities as they were previously included in the previously named South American segment.  The exploration entities and Balmat are not individually significant, as they do not meet the minimum quantitative thresholds. Corporate activities are not considered a segment and are included as a reconciliation to total consolidated results. In 2013, the corporate and other activities segment includes the Michigan segment which was sold on January 17, 2014. Accounting policies for each reported segment are the same. Segment profit or loss represents the profit earned by each segment without allocation of corporate costs. This is the measure reported to the chief operating decision-maker, the Group’s President and Chief Executive Officer, for the purposes of resource allocation and the assessment of segment performance. Total assets and liabilities do not reflect intercompany balances, which have been eliminated on consolidation.

 

Three months ended June 30, 2015

 

 

 

Manitoba

 

Peru

 

Arizona

 

Corporate
and other
activities

 

Total

 

Revenue from external customers

 

$

142,711

 

$

43,068

 

$

 

$

 

$

185,779

 

Cost of sales

 

 

 

 

 

 

 

 

 

 

 

Mine operating costs

 

116,522

 

26,938

 

 

 

143,460

 

Depreciation and amortization

 

25,792

 

11,353

 

 

 

37,145

 

Gross profit

 

397

 

4,777

 

 

 

5,174

 

Selling and administrative expenses

 

713

 

 

 

12,078

 

12,791

 

Exploration and evaluation

 

1,966

 

362

 

 

230

 

2,558

 

Other operating income and expenses

 

(333

)

943

 

1,256

 

276

 

2,142

 

Asset impairment

 

24,627

 

 

 

 

 

 

 

24,627

 

Results from operating activities

 

$

(26,576

)

$

3,472

 

$

(1,256

)

$

(12,584

)

$

(36,944

)

Finance income

 

 

 

 

 

 

 

 

 

(482

)

Finance expenses

 

 

 

 

 

 

 

 

 

23,289

 

Other finance gains

 

 

 

 

 

 

 

 

 

(2,649

)

Loss before tax

 

 

 

 

 

 

 

 

 

(57,102

)

Tax recovery

 

 

 

 

 

 

 

 

 

(1,884

)

Loss for the period

 

 

 

 

 

 

 

 

 

$

(55,218

)

 

34



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

Three months ended June 30, 2015

 

Additions to property, plant and equipment

 

$

12,360

 

$

21,855

 

$

26,926

 

$

 

$

61,141

 

 

Three months ended June 30, 2014

 

 

 

Manitoba

 

Peru

 

Arizona

 

Corporate
and other
activities

 

Total

 

Revenue from external customers

 

$

139,329

 

$

 

$

 

$

 

$

139,329

 

Cost of sales

 

 

 

 

 

 

 

 

 

 

 

Mine operating costs

 

101,503

 

 

 

 

101,503

 

Depreciation and amortization

 

23,716

 

 

 

 

23,716

 

Gross profit

 

14,110

 

 

 

 

14,110

 

Selling and administrative expenses

 

514

 

 

 

12,408

 

12,922

 

Exploration and evaluation

 

1,388

 

395

 

 

471

 

2,254

 

Other operating income and expenses

 

(1,315

)

1,958

 

 

944

 

1,587

 

Results from operating activities

 

$

13,523

 

$

(2,353

)

$

 

$

(13,823

)

$

(2,653

)

Finance income

 

 

 

 

 

 

 

 

 

(912

)

Finance expenses

 

 

 

 

 

 

 

 

 

2,346

 

Other finance gains

 

 

 

 

 

 

 

 

 

(10,930

)

Profit before tax

 

 

 

 

 

 

 

 

 

6,843

 

Tax expense

 

 

 

 

 

 

 

 

 

6,591

 

Profit for the period

 

 

 

 

 

 

 

 

 

$

252

 

 

Three months ended June 30, 2014

 

Additions to property, plant and equipment

 

$

23,547

 

$

279,331

 

$

 

$

 

$

302,878

 

 

35



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

Six months ended June 30, 2015

 

 

 

Manitoba

 

Peru

 

Arizona

 

Corporate
and other
activities

 

Total

 

Revenue from external customers

 

$

303,363

 

$

43,068

 

$

 

$

 

$

346,431

 

Cost of sales

 

 

 

 

 

 

 

 

 

 

 

Mine operating costs

 

228,874

 

26,938

 

 

 

255,812

 

Depreciation and amortization

 

57,735

 

11,353

 

 

 

69,088

 

Gross profit

 

16,754

 

4,777

 

 

 

21,531

 

Selling and administrative expenses

 

1,255

 

 

 

23,402

 

24,657

 

Exploration and evaluation

 

4,082

 

865

 

 

511

 

5,458

 

Other operating income and expenses

 

68

 

2,652

 

3,238

 

(107

)

5,851

 

Asset impairment

 

24,627

 

 

 

 

24,627

 

Results from operating activities

 

$

(13,278

)

$

1,260

 

$

(3,238

)

$

(23,806

)

$

(39,062

)

Finance income

 

 

 

 

 

 

 

 

 

(863

)

Finance expenses

 

 

 

 

 

 

 

 

 

27,670

 

Other finance gains

 

 

 

 

 

 

 

 

 

4,304

 

Loss before tax

 

 

 

 

 

 

 

 

 

(70,173

)

Tax expense

 

 

 

 

 

 

 

 

 

8,748

 

Loss for the period

 

 

 

 

 

 

 

 

 

$

(78,921

)

 

Six months ended June 30, 2014

 

 

 

Manitoba

 

Peru

 

Arizona

 

Corporate
and other
activities

 

Total

 

Revenue from external customers

 

$

246,108

 

$

 

$

 

$

 

$

246,108

 

Cost of sales

 

 

 

 

 

 

 

 

 

 

 

Mine operating costs

 

182,785

 

 

 

 

182,785

 

Depreciation and amortization

 

39,143

 

 

 

 

39,143

 

Gross profit

 

24,180

 

 

 

 

24,180

 

Selling and administrative expenses

 

1,058

 

 

 

25,929

 

26,987

 

Exploration and evaluation

 

2,712

 

786

 

 

699

 

4,197

 

Other operating income and expenses

 

(672

)

3,503

 

 

2,368

 

5,199

 

Loss on disposal of subsidiary

 

 

 

 

6,512

 

6,512

 

Results from operating activities

 

$

21,082

 

$

(4,289

)

$

 

$

(35,508

)

$

(18,715

)

Finance income

 

 

 

 

 

 

 

 

 

(1,692

)

Finance expenses

 

 

 

 

 

 

 

 

 

4,729

 

Other finance losses

 

 

 

 

 

 

 

 

 

(4,456

)

Loss before tax

 

 

 

 

 

 

 

 

 

(17,296

)

Tax expense

 

 

 

 

 

 

 

 

 

9,671

 

Loss for the period

 

 

 

 

 

 

 

 

 

$

(26,967

)

 

36



 

HUDBAY MINERALS INC.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

(in thousands of Canadian dollars, except where otherwise noted)

For the three and six months ended June 30, 2015 and 2014

 

June 30, 2015

 

 

 

Manitoba

 

Peru

 

Arizona

 

Corporate
and other
activities

 

Total

 

Total assets

 

$

1,128,136

 

$

3,851,563

 

$

1,110,784

 

$

101,028

 

$

6,191,511

 

Total liabilities

 

790,857

 

1,270,635

 

208,206

 

1,353,196

 

3,622,894

 

Property, plant and equipment

 

857,708

 

3,330,815

 

946,465

 

8,869

 

5,143,857

 

 

Six months ended June 30, 2015

 

Additions to property, plant and equipment

 

$

49,375

 

$

196,001

 

$

39,397

 

$

 

$

284,773

 

 

December 31, 2014

 

 

 

Manitoba

 

Peru

 

Arizona

 

Corporate
and other
activities

 

Total

 

Total assets

 

$

1,163,827

 

$

3,333,455

 

$

994,376

 

$

135,850

 

$

5,627,508

 

Total liabilities

 

820,318

 

1,022,273

 

190,474

 

1,147,723

 

3,180,788

 

Property, plant and equipment

 

884,971

 

2,970,697

 

849,935

 

10,208

 

4,715,811

 

 

Six months ended June 30, 2014

 

Additions to property, plant and equipment

 

$

73,064

 

$

508,569

 

$

 

$

 

$

581,633

 

 

37