EX-99.1 8 ex991.htm AUDITED ANNUAL FINANCIAL STATEMENTS AT DECEMBER 31, 2009 AND 2008. ex991.htm
Exhibit 99.1
 
 
 
 
 
 
 
 

JAGUAR MINING INC.


Consolidated Financial Statements

December 31, 2009 and 2008
 
 
 
 
 

 


 
 

 

 
 
MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL REPORTING

The accompanying consolidated financial statements of Jaguar Mining Inc. and all the information contained in this annual report are the responsibility of management and have been approved by the Board of Directors.  These financial statements and all other information have been prepared by management in accordance with accounting principles generally accepted in Canada.  Some amounts included in the financial statements are based on management’s best estimates and have been derived with careful judgment.  In fulfilling its responsibilities, management has developed and maintains a system of internal controls.  These controls ensure that transactions are authorized, assets are safeguarded from loss or unauthorized use, and financial records are reliable for the purpose of preparing financial statements.  The Board of Directors carries out its responsibilities for the financial statements through the Audit Committee.  The Audit Committee periodically reviews and discusses financial reporting matters with the Company’s auditors, KPMG LLP, as well as with management.  These financial statements have been audited by KPMG LLP, Chartered Accountants, on behalf of the shareholders.

 

     
 
     
Daniel R. Titcomb
 
James M. Roller
President and CEO
 
Chief Financial Officer

March 22, 2010



AUDITORS' REPORT TO THE SHAREHOLDERS OF JAGUAR MINING INC.

We have audited the consolidated balance sheets of Jaguar Mining Inc. as at December 31, 2009 and 2008 and the consolidated statements of operations and comprehensive loss, cash flows and shareholders’ equity for each of the years in the three year period ended December 31, 2009.  These financial statements are the responsibility of the Company's management.  Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with Canadian generally accepted auditing standards.  Those standards require that we plan and perform an audit to obtain reasonable assurance whether the financial statements are free of material misstatement.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.

In our opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2009 and 2008 and the results of its operations and its cash flows for each of the years in the three year period ended December 31, 2009 in accordance with Canadian generally accepted accounting principles.

 
 

 
Chartered Accountants, Licensed Public Accountants
Toronto, Canada
March 22, 2010
 
 
 
1

 
 
 


graphic
KPMG LLP
Chartered Accountants
Suite 4600 Bay Adelaide Centre
333 Bay Street
Toronto ON
M5H 2S5
Telephone
(416) 777-8500
Fax
(416) 777-8818
 
www.kpmg.ca
   
   
   


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
To the Board of Directors of Jaguar Mining Inc.
 
We have audited Jaguar Mining Inc. (the "Company")’s internal control over financial reporting as of December 31, 2009, based on the criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting and Attestation Report of Registrant’s Public Accounting Firm within its Form 40-F. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2009, based on the criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

We also have conducted our audits on the consolidated financial statements in accordance with Canadian generally accepted auditing standards.  With respect to the consolidated financial statements for the year ended December 31, 2009 and 2010, we also have conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Our report dated March 22, 2010 expressed an unqualified opinion on those consolidated financial statements.
 
 
 
GRAPHIC
 
Chartered Accountants, Licensed Public Accountants
 
 
Toronto, Canada
March 22, 2010


 
 

 
2

 
 
 

graphic
KPMG LLP
Chartered Accountants
Suite 4600 Bay Adelaide Centre
333 Bay Street
Toronto ON
M5H 2S5
Telephone
(416) 777-8500
Fax
(416) 777-8818
 
www.kpmg.ca
   
   
   


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
To the Board of Directors of Jaguar Mining Inc.
 
We have audited the accompanying consolidated balance sheets of Jaguar Mining Inc. (the "Company") as of December 31, 2009, and December 31, 2008 and the related consolidated statements of operations and comprehensive loss, cash flows and shareholders’ equity for each of the years in the three-year period ended December 31, 2009. These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.
 
We conducted our audits in accordance with Canadian generally accepted auditing standards. With respect to the consolidated financial statements for the years ended December 31, 2009 and 2008, we also conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2009 and December 31, 2008 and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2009 in conformity with Canadian generally accepted accounting principles.
 
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) the Company’s internal control over financial reporting as of December 31, 2009, based on the criteria established in Internal Control - Integrated Framework issued by The Committee of Sponsoring Organizations of the Treadway Commission (COSO) and our report dated March 22, 2010 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
 
 
GRAPHIC
 
Chartered Accountants, Licensed Public Accountants
 
Toronto, Canada
 
March 22, 2010



 
 
 
 
 
 
3

 
 

 
JAGUAR MINING INC.
           
             
Consolidated Balance Sheet
           
(Expressed in thousands of U.S. dollars)
           
             
   
December 31,
 2009
   
December 31,
 2008
 
             
Assets
           
Current assets:
           
Cash and cash equivalents (Note 18)
  $ 121,256     $ 20,560  
Inventory (Note 4)
    36,986       19,946  
Prepaid expenses and sundry assets (Note 5)
    19,050       5,351  
Unrealized foreign exchange gains (Note 6(a)(ii))
    1,280       -  
      178,572       45,857  
                 
Prepaid expenses and sundry assets (Note 5)
    35,837       26,164  
Net smelter royalty (Note 7)
    1,006       1,006  
Restricted cash (Note 8)
    108       3,106  
Property, plant and equipment (Note 9)
    205,329       148,422  
Mineral exploration projects (Note 10)
    129,743       79,279  
                 
    $ 550,595     $ 303,834  
                 
Liabilities and Shareholders' Equity
               
Current liabilities:
               
Accounts payable and accrued liabilities
  $ 22,892     $ 13,416  
Notes payable (Note 11)
    5,366       4,319  
Income taxes payable
    15,641       8,626  
Asset retirement obligations (Note 12)
    510       1,337  
Unrealized foreign exchange losses (Note 6(a)(ii))
    -       2,421  
      44,409       30,119  
                 
Deferred compensation liability (Note 15)
    8,616       434  
Notes payable (Note 11)
    126,784       69,729  
Future income taxes (Note 13)
    11,821       -  
Asset retirement obligations (Note 12)
    12,331       6,828  
Other liabilities
    738       -  
Total liabilities
    204,699       107,110  
                 
Shareholders' equity
               
Common shares  (Note 14(a))
    365,667       245,067  
Stock options (Note 14(c))
    14,762       19,059  
Contributed surplus
    42,028       1,167  
Deficit
    (76,561 )     (68,569 )
      345,896       196,724  
Commitments (Notes 6, 9, 10, and 20)
               
    $ 550,595     $ 303,834  


See accompanying notes to consolidated financial statements.

On behalf of the Board:

Gary E. German
 
Director
     
Daniel R. Titcomb
 
Director


 
4

 


JAGUAR MINING INC.
 
Consolidated Statements of Operations and Comprehensive Loss
(Expressed in thousands of U.S. dollars, except per share amounts)
                   
                   
   
Year Ended
 December 31,
 2009
   
Year Ended
 December 31,
 2008
   
Year Ended
 December 31,
 2007
 
                   
Gold sales
  $ 140,734     $ 93,657     $ 47,834  
Production costs
    (74,287 )     (53,610 )     (28,313 )
Stock-based compensation (Notes 14(c) and 15)
    (600 )     (24 )     -  
Depletion and amortization
    (23,264 )     (12,669 )     (5,232 )
Gross profit
    42,583       27,354       14,289  
                         
Operating expenses:
                       
    Exploration
    3,079       3,536       2,365  
    Stock-based compensation (Note 14(c) and 15)
    10,644       1,238       10,750  
    Administration
    16,411       12,571       9,617  
    Management fees (Note 17(a))
    1,604       854       747  
    Amortization
    452       264       -  
    Accretion expense (Note 12)
    786       490       138  
    Other
    2,440       379       2,782  
    Total operating expenses
    35,416       19,332       26,399  
                         
Income (loss) before the following
    7,167       8,022       (12,110 )
                         
Loss on forward derivatives (Note 6(a)(i))
    -       318       9,908  
Loss (gain) on forward foreign exchange derivatives (Note 6(a)(ii))
    (2,642 )     2,623       (3,690 )
Foreign exchange gain
    (17,307 )     (2,477 )     (2,280 )
Interest expense
    28,847       11,584       11,170  
Interest income
    (4,203 )     (3,850 )     (4,601 )
Gain on disposition of property (Note 10(a))
    (2,043 )     (452 )     (381 )
Write down on Sabará property (Note 9)
    3,522       -       -  
Other non-operating expenses
    145       -       230  
Total other expenses
    6,319       7,746       10,356  
                         
Income (loss) before income taxes
    848       276       (22,466 )
Income taxes  (Note 13)
                       
    Current income taxes
    4,979       6,172       3,519  
    Future income taxes (recovered)
    3,861       (1,640 )     1,675  
Total income taxes
    8,840       4,532       5,194  
                         
Net loss and comprehensive loss for the year
    (7,992 )     (4,256 )     (27,660 )
                         
Basic and diluted net loss per share (Note 16)
  $ (0.10 )   $ (0.07 )   $ (0.52 )
                         
Weighted average number of common shares outstanding (Note16)
    76,410,916       62,908,676       53,613,175  


See accompanying notes to consolidated financial statements.


 
5

 


JAGUAR MINING INC.
                 
                   
Consolidated Statements of Cash Flows
                 
(Expressed in thousands of U.S. dollars)
                 
                   
                   
   
Year Ended
 December 31,
 2009
   
Year Ended
 December 31,
 2008
   
Year Ended
 December 31,
 2007
 
                   
Cash provided by (used in):
                 
    Operating activities:
                 
       Net loss and comprehensive loss for the year
  $ (7,992 )   $ (4,256 )   $ (27,660 )
       Items not involving cash:
                       
          Unrealized foreign exchange (gain) loss
    (3,227 )     (3,471 )     7,907  
          Stock-based compensation
    7,962       1,262       10,750  
          Non-cash interest expense
    15,320       1,982       2,953  
          Accretion expense
    786       490       138  
          Future income taxes (recovered)
    3,861       (1,640 )     1,675  
          Depletion and amortization
    23,716       12,933       5,232  
          Write down on Sabará property (Note 9)
    3,522       -       -  
          Amortization of net smelter royalty
    -       219       310  
          Unrealized loss on forward sales derivatives
    -       -       4,284  
          Unrealized loss (gain) on foreign exchange contracts
    (3,701 )     4,102       (972 )
          Gain on disposition of property
    -       -       (381 )
       Reclamation expenditure
    (328 )     -       (157 )
    Change in non-cash operating working capital
                       
          Accounts receivable
    -       -       1,742  
          Inventory
    (11,106 )     (4,361 )     (2,624 )
          Prepaid expenses and sundry assets
    (13,612 )     (14,200 )     (11,659 )
          Accounts payable and accrued liabilities
    9,707       423       6,991  
          Current taxes payable
    7,015       5,107       2,928  
      31,923       (1,410 )     1,457  
    Financing activities:
                       
       Issuance of common shares, special warrants and warrants, net
    114,294       105,803       30,138  
       Shares purchased for cancellation
    -       (6,381 )     (2,089 )
       Settlement of forward derivatives
    -       (14,500 )     -  
       Decrease (increase) in restricted cash
    2,998       (4 )     2,925  
       Repayment of debt
    (84,614 )     (18,654 )     (6,086 )
       Increase in debt
    118,204       3,848       64,604  
       Other long term liabilities
    738       -       -  
      151,620       70,112       89,492  
    Investing activities
                       
       Mineral exploration projects
    (25,200 )     (37,087 )     (27,233 )
       Purchase of property, plant and equipment
    (60,300 )     (52,210 )     (35,859 )
      (85,500 )     (89,297 )     (63,092 )
                         
Effect of foreign exchange on non-U.S. dollar denominated cash and cash equivalents
    2,653       (4,556 )     3,095  
Increase (decrease) in cash and cash equivalents
    100,696       (25,151 )     30,952  
Cash and cash equivalents, beginning of year
    20,560       45,711       14,759  
Cash and cash equivalents, end of year
  $ 121,256     $ 20,560     $ 45,711  

Supplemental cash flow information (Note 18)

See accompanying notes to consolidated financial statements.


 
6

 


JAGUAR MINING INC.
 
Consolidated Statements of Shareholders' Equity
(Expressed in thousands of U.S. dollars)
 
                                                       
                                                       
   
Common Shares
   
Warrants
   
Stock Options
   
Contributed Surplus
   
Deficit
   
Total
 
   
#
   
$
   
#
   
$
   
#
   
$
   
$
   
$
   
$
 
                                                       
Balance, December 31, 2006
    47,916,908       106,834       5,741,300       4,072       5,269,000       8,745       1,149       (31,425 )     89,375  
Adjustment to opening deficit (Note 2(a)(xvi))
    -       -       -       -       -       -       -       165       165  
Private placement (Note 11(c))
    2,156,250       10,851       -       -       -       -       -       -       10,851  
Shares acquired under normal course issuer bid and cancelled (Note 14(a)(iii))
    (236,400 )     (596 )     -       -       -       -       -       (1,493 )     (2,089 )
Warrants forced out
    67,211       72       (225,403 )     (152 )     -       -       -       -       (80 )
Exercise of purchase warrants
    5,670,297       23,678       (5,366,721 )     (3,671 )     -       -       -       -       20,007  
Warrants expired
    -       -       (5,095 )     (4 )     -       -       4       -       -  
Options granted (Note 14(c))
    -       -       -       -       2,808,500       -       -       -       -  
Stock based compensation
    -       -       -       -       -       10,792       -       -       10,792  
Exercise of stock options (Note 14(c))
    160,134       477       -       -       (216,842 )     (277 )     -       -       200  
Unvested options expired (Note 14(c))
    -       -       -       -       (55,000 )     (42 )     -       -       (42 )
Net loss
    -       -       -       -       -       -       -       (27,660 )     (27,660 )
Balance December 31, 2007
    55,734,400       141,316       144,081       245       7,805,658       19,218       1,153       (60,413 )     101,519  
                                                                         
                                                                         
Balance, December 31, 2007
    55,734,400       141,316       144,081       245       7,805,658       19,218       1,153       (60,413 )     101,519  
Public offering (Note 14(a)(ii))
    8,250,000       103,891       -       -       -       -       -       -       103,891  
Shares acquired under normal course issuer bid and cancelled (Note 14(a)(iii))
    (647,300 )     (2,481 )     -       -       -       -       -       (3,900 )     (6,381 )
Exercise of compensation warrants
    144,081       998       (144,081 )     (245 )     -       -       -       -       753  
Options granted (Note 14(c))
    -       -       -       -       130,000       -       -       -       -  
Stock based compensation
    -       -       -       -       -       916       -       -       916  
Exercise of stock options (Note 14(c))
    501,100       1,343       -       -       (699,645 )     (1,020 )     -       -       323  
Vested options expired upon termination (Note 14(c))
    -       -       -       -       (10,000 )     (14 )     14       -       -  
Unvested options expired upon termination (Note 14(c))
    -       -       -       -       (165,000 )     (41 )     -       -       (41 )
Net loss
    -       -       -       -       -       -       -       (4,256 )     (4,256 )
Balance, December 31, 2008
    63,982,281       245,067       -       -       7,061,013       19,059       1,167       (68,569 )     196,724  
                                                                         
                                                                         
Balance, December 31, 2008
    63,982,281       245,067       -       -       7,061,013       19,059       1,167       (68,569 )     196,724  
Acquisition of Gurupi Property (Note 3)
    3,377,354       42,454       -       -       -       -       -       -       42,454  
Public offering (Note 14(a)(i))
    13,915,000       63,238       -       -       -       -       -       -       63,238  
Exercise of stock options (Note 14(c))
    2,440,013       14,908       -       -       (2,440,013 )     (4,714 )     -       -       10,194  
Unvested options expired upon termination (Note 14(c))
    -       -       -       -       (24,500 )     (47 )     -       -       (47 )
Stock based compensation
    -       -       -       -       -       464       -       -       464  
Equity component of convertible notes (Note 11(f))
    -       -       -       -       -       -       40,861       -       40,861  
Net loss
    -       -       -       -       -       -       -       (7,992 )     (7,992 )
Balance, December 31, 2009
    83,714,648       365,667       -       -       4,596,500       14,762       42,028       (76,561 )     345,896  

See accompanying notes to consolidated financial statements.

 
 

 
7

 

JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008


 
1.
Nature of Business:
 
The activities of Jaguar Mining Inc. (the "Company") are directed towards developing and operating mineral projects in Brazil.
 
2.
Significant Accounting Policies:
 
The consolidated financial statements of the Company have been prepared in accordance with Canadian generally accepted principles (CDN GAAP) using the following significant accounting policies and are expressed in United States dollars.
 
 
(a)
Existing Accounting Policies:
 
 
(i)
Consolidation:
 
These consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries; Mineração Serras do Oeste Ltda. (“MSOL”), Mineração Turmalina Ltda. (“MTL”) and MCT Mineração Ltda. (“MCT”).  All significant intercompany accounts and transactions have been eliminated on consolidation.
 
 
(ii)
Cash and cash equivalents:
 
The Company considers deposits in banks, certificates of deposit and short-term investments with remaining maturities of three months or less at the time of acquisition to be cash and cash equivalents.  Cash held on deposit as security is classified as restricted cash (Note 8).
 
 
(iii)
Short-term Investments:
 
Short-term investments include short-term money market instruments with terms to maturity at the date of the acquisition of between three and twelve months. Short-term investments are classified as held-for-trading and recorded at fair value.
 
 
(iv)
Inventory:
 
Gold in process and ore in stockpiles are stated at the lower of the average total production cost or net realizable value.  Production costs include direct labour, benefits, direct material and other direct product costs including depletion and amortization.  Net realizable value represents estimated selling price in the ordinary course of business less any further costs expected to be incurred to completion.
 
Raw materials and mine operating supplies are stated at the lower of cost, on a first-in first-out basis, or net realizable value.
 
The nature of the leaching process inherently limits the ability to precisely monitor inventory levels.  As a result, the metallurgical balancing process is monitored and the engineering estimates are refined based on actual results over time.  The ultimate recovery of gold from a leach pad will not be known until the leaching process is concluded.
 

 
8

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008

 

2.
Significant Accounting Policies (continued):
 
 
(a)  Existing Accounting Policies (continued):
 
 
(v)
Net smelter royalty:
 
The Company records its net smelter royalty at cost.  Amortization of the net smelter royalty is calculated on a unit of production basis.  Royalty revenue is recognized when the Company has reasonable assurance with respect to measurement and collectability.
 
 
(vi)
Property, plant and equipment:
 
The Company’s property, plant and equipment are recorded at cost and are amortized over the useful life of the asset as follows:
 
Processing plants
-
over the life of the plant, straight line
Vehicles
-
5 years, straight line
Equipment
-
5 -10 years, straight line
Leasehold improvements
-
over term of lease, straight line
Mining properties
-
unit of production method1
 
 
1Depletion of mining properties and amortization of preproduction and development costs are calculated and recorded on the unit-of-production basis over the mine’s estimated and economically proven and probable reserves of the mine and the portion of mineralization expected to be classified as reserves.
 
 
(vii)
Impairment:
 
The carrying value of all categories of property, plant and equipment and net smelter royalty are reviewed for impairment whenever events or circumstances indicate the recoverable value may be less than the carrying amount.  The net recoverable amount is based on estimates of undiscounted future net cash flows expected to be recovered from specific assets or groups of assets through their use or future disposition.  Estimated future net cash flows are calculated using estimates of future recoverable reserves and resources, future commodity prices and expected future operating and capital costs.  An impairment loss is recognized when the carrying value of an asset held for use exceeds the sum of the estimated undiscounted future net cash flows from its use.  An impairment loss is measured as the amount by which the asset’s carrying amount exceeds its fair value.  Assumptions, such as gold price, discount rate, and expenditures, underlying the fair value estimates are subject to risks and uncertainties.  Impairment charges are recorded in the reporting period in which determination of impairment is made by management.
 
 
(viii)
Mineral exploration projects:
 
The Company classifies exploration costs as green field or brown field according to the expected recoverability of the projects.  Green field costs are exploration costs from the first evaluation of the target area through to the completion of a scoping study.  All costs related to green field are expensed and included in exploration costs in the Consolidated Statements of Operations.
 
Exploration costs, subsequent to confirmation of an area’s potential, are classified as brown field.  The Company considers its brown field exploration costs to have the characteristics of property, plant and equipment.  As such, the Company defers all brown field exploration costs, including acquisition costs, field exploration and field supervisory costs relating to specific
 

 
9

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008

2.
Significant Accounting Policies (continued):
 
 
(a)
Existing Accounting Policies (continued):
 
properties until those properties are brought into production, at which time, they will be amortized on a unit of production basis based on their estimated economic life or until the properties are abandoned, sold, or considered to be impaired in value, at which time an appropriate charge will be made.  After a mine property has been brought into commercial production the related costs will be transferred to property, plant and equipment.
 
The recoverability of the amounts shown for mining interests is dependent on the existence of economically recoverable reserves, the ability to obtain financing to complete the development of such reserves and meet obligations under various agreements, and the success of future operations or dispositions.
 

 
(ix)
Income taxes:
 
The Company accounts for income taxes under the asset and liability method.  Under this method of tax allocation, future income and mining tax assets and liabilities are determined based on differences between the financial statement carrying values and their respective income tax bases (temporary differences).  Future income tax assets and liabilities are measured using the rates expected to be in effect when the temporary differences are likely to reverse.  The effect on future income tax assets and liabilities of a change in tax rates is included in income in the period in which the change is substantively enacted.  The amount of future income tax assets recognized is limited to the amount that is more likely than not to be realized.
 
 
(x)
Reclamation costs:
 
The Company recognizes the liability arising from legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development and/or normal operation of a long-lived asset.  The fair value of a liability for an asset retirement obligation is recorded in the period in which it is incurred.  When the liability is initially recorded, the cost is capitalized by increasing the carrying amount of the related long-lived asset.  The Company amortizes the amount added to the asset using the depreciation method established for the related asset.  The amortization expense is included in the statement of operations and accounted for in accumulated amortization.  An accretion expense in relation with the discounted liability over the remaining life of the mining properties is accounted for in the statement of operations and added to the asset retirement obligation.  The liability is adjusted at the end of each period to reflect the passage of time and changes in the estimated future cash flows underlying the obligation.  Upon settlement of the liability, a gain or loss is recorded.
 
 
(xi)
Foreign currency translation:
 
The U.S. dollar is considered to be the functional currency of the Company and of its subsidiaries.  Monetary assets and liabilities of the Company's Brazilian operations are translated into U.S. dollars at the rate of exchange in effect at the balance sheet date, and
 

 
10

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008



2.
Significant Accounting Policies (continued):
 
 
(a)
Existing Accounting Policies (continued):
 
non-monetary assets and liabilities are translated at the historical rate of exchange.  Transactions in foreign currencies are translated at the actual rates of exchange.  Foreign currency gains and losses are recognized in income.
 
 
(xii)
Revenue recognition:
 
The Company produces gold doré which is further refined by a third party and sold to international banks.  Revenue is recognized when title is transferred, delivery is effected to the international banks, and when the Company has reasonable assurance with respect to measurement and collectability.
 

 
(xiii)
Stock-based compensation:
 
The Company has stock-based compensation plans, which are described in Notes 14(c) and 15.  The Company accounts for all equity-settled stock-based payments using a fair value based method incorporating the Black-Scholes model.
 
Under the fair value based method, compensation cost attributable to options granted is measured at fair value at the grant date and amortized on a straight line basis over the vesting period.  No compensation cost is recognized for options that employees forfeit if they fail to satisfy the service requirement for vesting.
 
The Company treats awards that call for settlement in cash, including share appreciation rights and performance awards, as liabilities. The value of these liabilities is re-measured at each reporting period based on the changes in the intrinsic values of the awards.  Any gains or losses on re-measurement are recorded in the statement of operations.  For any forfeiture of the awards, the accrued compensation cost will be adjusted by decreasing compensation cost in the period of the forfeiture.
 
 
(xiv)
Net loss per share:
 
Basic net income (loss) per share is computed by dividing the income (loss) available to common shareholders by the weighted average number of common shares outstanding during the period. The dilutive effect of outstanding options and warrants and their equivalents are reflected in diluted net income (loss) per share by the application of the treasury method. The computation of diluted net income (loss) per share assumes conversion, exercise or contingent issuance of securities only when such conversion, exercise or issuance would have a dilutive effect on net income (loss) per share.
 
 
(xv)
Use of estimates:
 
The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, particularly valuation of mineral properties, recoverable taxes, future tax assets and liabilities, asset retirement obligations and measurement of inventories and disclosure of contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenue and expenses during the periods.  Actual results could differ from those estimates.
 

 
11

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008



 
2.
Significant Accounting Policies (continued):
 
 
(a)
Existing Accounting Policies (continued):
 
 
(xvi)
Stripping costs:
 
Costs associated with the removal of overburden and other mine waste materials that are incurred in the production phase of mining operations are included in the cost of the inventory produced in the period in which they are incurred, except when the charges represent a betterment to the mineral property.  Charges represent a betterment to the mineral property when the stripping activity provides access to reserves that will be produced in future periods that would not have been accessible without the stripping activity.  The Company capitalizes costs related to a betterment of the mineral property.  The charges are amortized over the reserve accessed by the stripping activity using the unit of production method.
 

 
(xvii)
Financial instruments-recognition and measurement
 
 
The Company classifies all financial instruments as either held to maturity, held-for-trading, loans and receivables, available for sale or other financial liabilities.
 
 
Held-to-maturity financial assets are initially recognized at their fair values and subsequently measured at amortized cost using the effective interest method. Impairment losses are charged to net earnings in the period in which they arise.
 
 
Held-for-trading financial instruments are carried at fair value with changes in fair value charged or credited to net earnings in the period in which they arise.
 
 
Loans and receivables are initially recognized at their fair values, with any resulting premium or discount from the face value being amortized to income or expense using the effective interest method.  Impairment losses are charged to net earnings in the period in which they arise.
 
 
Available-for-sale financial instruments are carried at fair value with changes in the fair value charged or credited to other comprehensive income.  Impairment losses relating to an other than temporary impairment are charged to net earnings in the period in which they arise.
 
 
Other financial liabilities are initially measured at cost, net of transaction costs, or at amortized cost depending upon the nature of the instrument with any resulting premium or discount from the face value being amortized to income or expense using the effective interest method.
 
 
The following is a summary of the financial instruments outstanding and classifications as at December 31, 2009:
 
Cash and cash equivalents
Held-for-trading
Restricted cash
Held-for-trading
Accounts receivable
Loans and receivables
Forward foreign exchange derivative asset
Held-for-trading
Accounts payable and accrued liabilities
Other liabilities
Forward foreign exchange derivative liability
Held-for-trading
Notes payable
Other liabilities

 

 
12

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008

 
 

2.
Significant Accounting Policies (continued):
 
 
(a)
Existing Accounting Policies (continued):
 
The Company has used certain derivative financial instruments, principally forward sales contracts, to manage commodity price exposure on gold sales and forward foreign exchange contracts, to manage the Company’s exposure to changes in foreign exchange rates.  Derivative financial instruments are used for risk management purposes and not for generating trading profits.  Derivative financial instruments are not accounted for as hedges.  Unrealized gains and losses on the derivative financial instruments are recognized in the statement of operations.  Unrealized gains and losses on forward sales contracts are a result of the difference between the forward spot price of the gold and the forward sales contract price.  Unrealized gains and losses on forward foreign exchange contracts are a result of the difference between the forward currency contract price and the spot price of the Brazilian reais (R$).
 
 
(b)
Adoption of New Accounting Standards:
 
 
(i)
Goodwill and intangible assets:
 
In February 2008 the CICA issued Section 3064, “Goodwill and Intangible Assets”, replacing Section 3062, “Goodwill and Other Intangible Assets”, and Section 3450, “Research and Development Costs”. The new Section is applicable to financial statements relating to fiscal years beginning on or after October 1, 2008. Accordingly, the Company adopted the standards on a retrospective basis on January 1, 2009. Section 3064 establishes standards for the recognition, measurement, presentation and disclosure of goodwill subsequent to its initial recognition and of intangible assets by profit-oriented enterprises. Standards concerning goodwill are unchanged from the standards included in the previous Section 3062. This standard did not have a material impact on the Company’s financial statements.
 
 
(ii)
Credit risk and fair value of financial assets and financial liabilities:
 
In January 2009, the CICA issued Emerging Issues Committee (EIC) Abstract EIC-173, “Credit Risk and the Fair Value of Financial Assets and Financial Liabilities,” which is effective for interim and annual financial statements ending on or after January 20, 2009. EIC-173 provides further information on the determination of the fair value of financial assets and financial liabilities under Section 3855, “Financial Instruments - Recognition and Measurement.” It states that an entity's own credit and the credit risk of the counterparty should be taken into account in determining the fair value of financial assets and financial liabilities, including derivative instruments. EIC-173 should be applied retrospectively, without restatement of prior periods, to all financial assets and liabilities measured at fair value. The Company adopted this abstract during the first quarter of the 2009 fiscal year. This standard did not have a material impact on the Company’s financial statements.
 

 
13

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008



2.
Significant Accounting Policies (continued):
 
 
(b)
Adoption of New Accounting Standards (continued):
 
 
(iii)
Financial instruments - disclosures:
 
Amendments to Section 3862 require enhanced disclosures for fair value measurement of financial instruments and liquidity risk.  Enhanced fair value measurements include disclosure relating to the level in the fair value hierarchy into which the fair value measurements are categorized, disclosure of significant transfers between levels of the hierarchy including reasons for the transfers, and a reconciliation of the beginning balances to the ending balances for those fair value measurements that result from the use of significant unobservable inputs in valuation techniques.  The amendments clarify that liquidity risk relates to financial liabilities that are settled by delivering cash or another financial asset.  Enhanced liquidity risk disclosures include a maturity analysis for derivative financial liabilities based on how an entity manages liquidity risk (Note 6).
 
 
(c)
Accounting Standards Issued But Not Yet Implemented:
 
 
(i)
Business combinations:
 
In January 2009, the CICA issued Section 1582, “Business Combinations,” effective for fiscal years beginning on or after January 1, 2011.  Earlier adoption of Section 1582 is permitted. This pronouncement further aligns Canadian GAAP with US GAAP and IFRS and changes the accounting for business combinations in a number of areas.  It establishes principles and requirements governing how an acquiring company recognizes and measures in its financial statements identifiable assets acquired, liabilities assumed, any non-controlling interest in the acquiree, and goodwill acquired.  The section also establishes disclosure requirements that will enable users of the acquiring company’s financial statements to evaluate the nature and financial effects of its business combinations.  The Company is considering the impact of adopting this pronouncement on the consolidated financial statements.
 

 
(ii)
Consolidated financial statements and non-controlling interests:
 
In January 2009, the CICA issued Section 1601, “Consolidated Financial Statements,” and Section 1602, “Non-Controlling Interests,” effective for fiscal years beginning on or after January 1, 2011. Earlier adoption of these recommendations is permitted. These pronouncements further align Canadian GAAP with US GAAP and IFRS. Sections 1601 and 1602 change the accounting and reporting for ownership interests in subsidiaries held by parties other than the parent.  Non-controlling interests are to be presented in the consolidated statement of financial position within equity but separate from the parent’s equity. The amount of consolidated net income attributable to the parent and to the non-controlling interest is to be clearly identified and presented on the face of the consolidated statement of income. In addition, these pronouncements establish standards for a change in a parent’s ownership interest in a subsidiary and the valuation of retained non-controlling equity investments when a subsidiary is deconsolidated.  They also establish reporting requirements for providing sufficient disclosures that clearly identify and distinguish between the interests of the parent and the interests of the non-controlling owners. The Company is currently considering the impact of adopting these pronouncements on its consolidated financial statements.
 
 

 
14

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008

 

2.
Significant Accounting Policies (continued):
 
 
(c)
Accounting Standards Issued But Not Yet Implemented (continued):
 
 
(iii)
Financial instruments - recognition and measurement:
 
On July 1, 2009, the CICA amended Section 3855 with regard to determining when a prepayment option in a host debt instrument is closely related to the host instrument and the amendment is effective for fiscal years beginning on or after January 1, 2011.  The amendment states that if the exercise price of a prepayment option compensates the lender for an amount equivalent to the present value of the lost interest for the remaining term of the host instrument, the feature is considered closely related to the host contract in which it is embedded.  The Company is considering the impact of adopting this pronouncement on the consolidated financial statements.
 
3.
Acquisition of Gurupi Project:
 
On December 2, 2009, the Company completed its acquisition of MCT from Companhia Nacional de Mineração, (“CNM”) a subsidiary of Kinross Gold Corporation (“Kinross”).  Jaguar now has 100% equity ownership of MCT, which holds all of the mineral licenses for the Gurupi Project, a gold project located in the state of Maranhão, Brazil.  In addition, Kinross has granted a right of first refusal to Jaguar on an adjacent exploration property.  The Company satisfied the purchase price for MCT by issuing to CNM 3,377,354 Jaguar common shares, valued at $42.5 million on the date of sale.
 
The transaction was accounted for as an asset purchase for accounting purposes with the final purchase price allocated as follows:
 
Purchase Price:
     
    3,377,354 common shares issued
  $ 42,453  
    Transaction costs
    385  
    $ 42,838  
Net Assets acquired:
       
    Cash and cash equivalents
  $ 7  
    Prepaid expenses and sundry assets
    3  
    Mineral exploration projects
    50,816  
    Accounts payable and accrued liabilities
    (28 )
    Future income taxes
    (7,960 )
    $ 42,838  
         


 

 
15

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008



4.      Inventory:
 
 
Inventory is comprised of the following:
 
   
2009
   
2008
 
Raw materials
  $ 2,341     $ 1,937  
Mine operating supplies
    7,718       4,188  
Ore stockpiles
    8,514       4,643  
Gold in process
    18,413       9,178  
    $ 36,986     $ 19,946  
                 
Depletion and amortization costs included in inventory
               
Ore stockpiles
  $ 2,512     $ 1,212  
Gold in process
    4,303       2,334  
    $ 6,815     $ 3,546  
                 
Stock - based compensation costs included in inventory
               
Ore stockpiles
  $ 108     $ 14  
Gold in process
    227       36  
    $ 335     $ 50  
 
The 2009 inventory is net of a write down of inventory to net realizable value in the amount of $696,000 which is included in the write down on the Sabará property (Note 9(b)).
 
5.      Prepaid Expenses and Sundry Assets:

   
2009
   
2008
 
             
Advances to suppliers
  $ 591     $ 488  
Recoverable taxes (a)
    51,171       27,978  
Sundry receivables from related parties (b)
    418       174  
Call option derivative asset related to notes payable (c)
    -       1,367  
Other
    2,707       1,508  
      54,887       31,515  
Less:
Long term recoverable taxes (a)
    35,401       24,635  
Sundry receivables from related parties (b)
    217       162  
Call option derivative asset related to notes payable (c)
    -       1,367  
Other
    219       -  
      35,837       26,164  
Current portion of prepaid expenses and sundry assets
  $ 19,050     $ 5,351  


 
16

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008


5.      Prepaid Expenses and Sundry Assets (continued):
 

 
(a)
The Company is required to pay certain taxes in Brazil, based on consumption.  These taxes are recoverable from the Brazilian tax authorities through various methods.  Total recoverable taxes denominated in Brazilian reais (R$) amounted R$89.1 million (2008 - R$64.8 million).
 
 
(b)
Sundry receivables are due from Prometálica Centro Oeste Mineração Ltda (“PCO”) and Brazilian Resources Inc. (“BZI”) related parties (Notes 17(c) and (d)).  BZI is a founding shareholder of the Company and PCO is controlled by IMS Empreendimentos Ltda (“IMS”), a founding shareholder of the Company.
 
 
(c)
The call option derivative asset related to an option to redeem the private placement notes at a premium prior to maturity.  The private placement notes were redeemed during November 2009 (Note 11(c)).
 
6.
Risk Management Policies:
 
(a)      Derivative Financial Instruments:
 
 (i)  Forward sales and purchase contracts:
 
During 2008, the Company paid RMB International (Dublin) Limited (“RMB”) $22.1 million to close the forward sales contracts.
 
During 2008, the Company closed the outstanding forward purchase contracts realizing a gain of $7.4 million, effectively reducing the net loss on the forward contracts to $14.7 million, of which $14.5 million was recorded as of December 31, 2007.
 
(ii) Forward foreign exchange contracts:
 
As at December 31, 2009, the Company has forward foreign exchange contracts to purchase Brazilian reais as follows:
 
 
             
Settlement Date
 
Amount in
thousands
of US$
   
Settlement
amount in
thousands
of R$
 
29-Jan-10
  $ 1,000     R$ 1,870  
29-Jan-10
    1,000       1,902  
29-Jan-10
    1,000       1,927  
26-Feb-10
    1,000       1,880  
26-Feb-10
    1,000       1,912  
26-Feb-10
    1,000       1,931  
31-Mar-10
    1,000       1,933  
31-Mar-10
    2,000       3,883  
31-Mar-10
    1,000       1,813  
30-Apr-10
    1,000       1,932  
30-Apr-10
    2,000       3,902  
28-May-10
    2,000       3,920  
28-May-10
    1,000       1,826  
30-Jun-10
    1,000       1,837  
    $ 17,000     R$ 32,468  

 
 

 
17

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008


6.
Risk Management Policies (continued):
 
 
During July 2009 the Company entered into a new forward currency hedging facility.  The Company is not required to hold cash in an escrow account for forward foreign exchange transactions, however cash deposits in the amount of $500,000 plus any mark-to-market loss must be made.
 
The terms of the contracts outstanding on December 31, 2008 required a percentage of the funds to be held on deposit as collateral to cover the contracts.  At December 31, 2008, $3.0 million of cash was restricted for this facility.  During the third quarter of 2009, the $3.0 million of restricted cash was released to the Company.
 
At December 31, 2009, prepaid expenses and sundry assets include $1.3 million of unrealized foreign exchange gains relating to the forward foreign exchange contracts (December 31, 2008 current liabilities include $2.4 million of unrealized foreign exchange losses).  Included in the statement of operations are the following amounts of unrealized and realized gains or losses on foreign exchange derivatives:
                   
   
2009
   
2008
   
2007
 
Unrealized loss (gain)
  $ (3,701 )   $ 4,099     $ (972 )
Realized loss (gain)
    1,059       (1,476 )     (2,718 )
    $ (2,642 )   $ 2,623     $ (3,690 )
 
(i)  Credit risk:
 
Credit risk arises from cash held with banks, derivative financial instruments (foreign exchange forward contracts with positive fair values) and credit exposure to customers. The credit risk is limited to the carrying amount on the balance sheet. The Company’s cash and cash equivalents are held through large financial institutions in Brazil, Canada and the US. The Company manages its credit risk by entering into transactions with high credit quality counterparties, limiting the amount of exposure to each counterparty where possible and monitoring the financial condition of the counterparties.
 
The Company is exposed to credit-related losses in the event of non-performance by counterparties to derivative financial instruments, but does not expect any counterparties to fail to meet their obligations.  The Company deals with only highly rated counterparties, normally major financial institutions.  The Company is exposed to credit risk when there is a positive fair value of derivative financial instruments at a reporting date.
 
The Company’s exposure for the sale of gold is limited because a sales receipt from a large financial institution must be received prior to shipment of the gold.
 

 
18

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008

 
6.
Risk Management Policies (continued):

 
(b)
Financial Instruments:

(ii)   Liquidity risk:
 
Liquidity risk is the risk the Company will not be able to meet the obligations associated with its financial liabilities. The Company manages liquidity risk through the management of its capital structure as outlined in Note 19.  The Company has $134.2 million of working capital at December 31, 2009.  Accounts payable and accrued liabilities, current portion of notes payable, and current taxes payable are due within the current operating period.  The Company’s financial liabilities and other commitments are listed in Note 20.
 
 
(iii)
Currency risk:
 
The Company is exposed to the financial risk related to the fluctuation of foreign exchange rates. The Company operates in Brazil, Canada and the United States. Financial instruments that impact the Company’s net earnings due to currency fluctuations include: Brazilian reais and Canadian dollar denominated cash and cash equivalents, accounts receivable, recoverable taxes, accounts payable and accrued liabilities, notes payable and taxes payable.
 
The table below summarizes a sensitivity analysis for significant unsettled currency risk exposure with respect to the Company’s financial instruments as at December 31, 2009 with all other variables held constant. It shows how net income would have been affected by changes in the relevant risk variable that were reasonably possible at that date.
 
Exchange Rates
Change for Sensitivity Analysis
 
Impact of change to 2009 Gross Profit less Operating Expenses
 
U.S. dollar per Brazilian reais
10% change in Brazilian reais
  $ 8,122  
U.S. dollar per Canadian dollar
10% change in Canadian dollar
  $ 2,172  
 
 
(ii)
Interest rate risk:
 
The Company is exposed to interest rate risk on its outstanding borrowings and short term investments. Interest on the Company’s short-term and long-term debt is based on both fixed and variable interest rates. The Company managed its risk by entering into long-term agreements with fixed interest rates on 99% of its debt with interest rates ranging from 0% to 4.5% per annum.
 
 
(v)
Price risk:
 
The Company is exposed to price risk with respect to gold prices and has no forward gold production hedged.
 

 
19

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008


6.
Risk Management Policies (continued):

 
(vi)
Stock - based compensation risk:
 
The Company is exposed to the risk of increased compensation expense due to the increase in the Company’s share price.
 
The Company’s compensation expense is subject to volatility due to the movement of share price and its impact on the value of certain stock-based compensation programs.  These programs, as described in Note 15 include Deferred Stock Units (“DSUs”), Restricted Stock Units (“RSUs”) and Share Appreciation Rights (“SARs”).  Under the program, the DSUs and RSUs represent rights to receive cash settlement from the Company equivalent to the market price of the common shares on the date of exercise.  The SARs represent rights to receive cash settlement from the Company equivalent to the amount by which the market price of the Company’s common shares at the time of exercise exceeds the market price of such shares at the time of grant.  For the year ended December 31, 2009 a strengthening or weakening of $1.00 in the price of the Company’s common shares would have had an unfavourable or favourable impact of approximately $1.1 million in income before income taxes, respectively.
 

 
(vii)
Fair value estimation:
 
CICA Handbook Section 3862 Financial Instruments - Disclosures prescribes the following three-level fair value hierarchy for disclosure purposes based on the transparency of the inputs used to measure the fair values of the assets and liabilities:
 
 
a.
Level 1 - quoted prices (unadjusted) of identical instruments in active markets that the reporting entity has the ability to access at the measurement date.

 
b.
Level 2 - inputs are quoted prices of similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; inputs other than quoted prices used in a valuation model that are observable for that instrument; and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

 
c.
Level 3 - one or more significant inputs used in a valuation technique are unobservable for the instruments.

 
 
 
Determination of fair value and the resulting hierarchy requires the use of observable market data whenever available.  The classification of a financial instrument in the hierarchy is based upon the lowest level of input that is significant to the measurement of fair value.
 
The fair values of the Company’s financial assets and financial liabilities that are measured at fair value on a recurring basis as at December 31, 2009 are as follows:
 

 
20

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008



6.
Risk Management Policies (continued):
 
Financial assets
 
Quoted
 Prices in
 Active Market
for Identical Asset 
(Level 1)
   
Significant
Observable
Inputs 
(Level 2)
   
Significant
Unobservable
Inputs
 (Level 3)
 
Cash and cash equivalents
                 
Cash
  $ 62,618     $ -     $ -  
Cash equivalents
    58,638       -       -  
      121,256       -       -  
                         
Forward contracts
    -       1,280       -  
 
The carrying value and fair value of the Company’s financial assets and liabilities are as follows:
 
   
2009
   
2008
 
   
Carrying
 Value
   
Fair
 Value
   
Carrying
 Value
   
Fair
 Value
 
Cash and cash equivalents1
  $ 121,256     $ 121,256     $ 20,560     $ 20,560  
Restricted cash1
    108       108       3,106       3,106  
Forward contracts2
                               
   Assets
    1,280       1,280       -       -  
   Liabilities
    -       -       (2,421 )     (2,421 )
Call option derivative asset relating to notes payable3
    -       -       1,367       1,367  
Notes payable4
    (132,150 )     (136,042 )     (74,048 )     (63,160 )
Accounts payable and accrued liabilities1
    (22,892 )     (22,892 )     (16,858 )     (16,858 )
Deferred compensation liabilities5
    (8,616 )     (9,936 )     (434 )     (475 )
 

 
1.
Cash and cash equivalents and restricted cash are recorded at their fair values.  Accounts payable and accrued liabilities approximate their fair values due to their immediate or short terms of maturity.
 
2.
The fair value of forward exchange contracts is based on their listed market price, if available. If a listed market price is not available, then fair value is estimated by discounting the difference between the contractual forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate (based on government bonds).
 
3.
The call option derivative asset relating to the private placement notes is recorded at fair value.  Fair value of the call feature was measured using the Black-Karasinski model.
 
4.
The fair value of the private placement notes was measured using the Black-Karasinski model.  The fair value of the other notes payable was based on their market price, if available.  If a market price is not available then the fair value is determined by discounting the future cash liabilities at the current market rate of interest available to the Company.
 
5.
The fair value of stock appreciation rights (”SAR”) liabilities is measured using the Black-Scholes model and is recognized over the service or vesting period.   The carrying value, measured using intrinsic value, of the Deferred Share Unit (“DSU”) and Restricted Stock Unit (“RSU”) liabilities approximates their fair values.
 

 
21

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008



7.
Net Smelter Royalty:
 
   
2009
   
2008
 
Prometálica Mineração Ltda. (“PML”)
  $ 1,225     $ 1,225  
Less: Accumulated amortization
    (219 )     (219 )
Net
  $ 1,006     $ 1,006  
 
On March 20, 2006, the Company entered into an agreement with Prometálica Mineração Ltda (“PML“) whereby it exchanged a loan receivable from PML for a 1.5% Net Smelter Royalty ("NSR") on its Monte Cristo project for a term of 4.5 years, which is the expected life of the project.   The NSR was recorded at the carrying amount of the receivable from PML, plus accrued interest through March 20, 2006.
 
During 2009 the Company received royalty income of $nil (2008 - $30,000, 2007 - $0.3 million) (Note 17(c)). The royalty income and the related amortization are netted in other operating expenses in the statement of operations.  PML’s controlling shareholders are BZI and IMS, the founding shareholders of the Company.
 
On August 11, 2008, PML filed a judicial restructuring in Belo Horizonte, state of Minas Gerais, Brazil.  At this time the financial impact of this action is indeterminate.  Prior to the filing, the primary shareholders of PML, BZI and IMS, provided unsecured guarantees of PML’s obligation to Mineração Serras do Oeste Ltda (“MSOL”), a 100% owned subsidiary of the Company.  These guarantees will ensure the recovery of the Net Smelter Royalty due from PML if PML is unable to pay the Company.
 
8.
Restricted Cash:
 
At December 31, 2009 $108,000 was held in a Certificate of Deposit as security for corporate credit cards (December 31, 2008 - $106,000).  In addition, at December 31, 2008 $3.0 million was restricted as collateral for the foreign exchange contracts (Note 6(a)(ii)).
 

 

 
22

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008


9.       Property, Plant and Equipment:
                   
         
2009
       
   
Cost
   
Accumulated
   
Net
 
         
Amortization
       
Processing plant
  $ 13,500     $ (5,866 )   $ 7,634  
Vehicles
    6,225       (3,056 )     3,169  
Equipment
    120,756       (22,025 )     98,731  
Leasehold improvements
    426       (203 )     223  
Assets under construction
    17,055       -       17,055  
Mining properties
    109,922       (31,405 )     78,517  
    $ 267,884     $ (62,555 )   $ 205,329  
                   
         
2008
       
   
Cost
   
Accumulated
   
Net
 
         
Amortization
       
Processing plant
  $ 12,830     $ (2,729 )   $ 10,101  
Vehicles
    5,497       (1,868 )     3,629  
Equipment
    82,365       (11,256 )     71,109  
Leasehold improvements
    275       (84 )     191  
Assets under construction
    11,330       -       11,330  
Mining properties
    67,691       (15,629 )     52,062  
    $ 179,988     $ (31,566 )   $ 148,422  
 
Upon commencement of commercial production, mineral exploration projects are classified as Property, Plant and Equipment (“PPE”).  Effective July 1, 2008 the Paciência plant and Santa Isabel mine commenced commercial production and were reclassified to PPE.  During 2009 the following properties were reclassified to PPE: Satinoco (Turmalina Project), Palmital (Paciência Project) and Marzagão (Paciência Project).  See Note 10 for a summary of costs reclassified.
 
 
(a)
Mining properties as at December 31, 2009 include the following properties which are in production:
 
(i)   Turmalina Project - Turmalina and Satinoco mines:
 
The terms of the acquisition of MTL include a royalty payable by the Company to an unrelated third party.  The royalty is a net revenue interest of 5% of annual net revenue up to $10 million and 3% thereafter.
 
(ii)   Paciência Project - Santa Isabel, Palmital and Marzagão mines:
 
The Company has an agreement with AngloGold to pay a sliding scale NSR, from 1.5% to 4.5% of gross revenue, on gold and other precious metals produced from the Santa Isabel property, based on precious metal prices at the time of production (Note 10(a)).
 

 
23

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008

 
 

9.
Property, Plant and Equipment (continued):
 
(b)     Sabará write down:
 
Production began in the Sabará Region in December 2003. The Sabará property is subject to a 1% Net Smelter Royalty (“NSR”).
 
During December 2009 the Company decided to terminate production at the Sabará plant which had been idle since August 2009.  The assets related to the Sabará property were evaluated for recoverability, based on salvage value, and a PPE write down of $2.8 million was recorded (2008 - $nil).  A write down of inventory of $696,000 related to the Sabará property was also taken (Note 4).
 
10.     Mineral Exploration Projects:
 
 
 
 
                                           
   
Balance
   
Additions
   
Reclassify to
   
Balance
   
Additions1
   
Reclassify to
   
Balance
 
   
December 31,
         
PP&E
   
December 31,
         
PP&E
   
December 31,
 
   
2007
               
2008
               
2009
 
Paciência (a)
  $ 20,147     $ 19,364     $ (28,054 )   $ 11,457     $ 8,160     $ (15,912 )   $ 3,705  
Turmalina (b)
    2,320       5,226       -       7,546       651       (7,730 )     467  
Caeté Expansion Project (c)
    38,785       21,437       (17 )     60,205       12,162       -       72,367  
Faina and Pontal
    21       50       -       71       2,317       -       2,388  
Gurupi (d)
    -       -       -       -       50,816       -       50,816  
    $ 61,273     $ 46,077     $ (28,071 )   $ 79,279     $ 74,106     $ (23,642 )   $ 129,743  
 

  1.       Additions to the Pilar mine at the Caeté Expansion Project are net of amortization in the amount of $2,120.
 
 
(a)
Paciência Project
 
The Paciência Project includes the following properties, Santa Isabel, Morro do Adao, Rio de Peixe, Palmital, Ouro Fino, Marzagão, Bahu, Monges and Ajuda.
 
Effective July 1, 2008 the Paciência plant and Santa Isabel mine commenced commercial production and were reclassified to PPE.  In 2009 the Marzagão and Palmital properties were reclassified to PPE.
 
In November 2003, the Company closed on a property acquisition agreement dated April 17, 2003 whereby the Company acquired certain mineral rights from AngloGold for $818,000.  The mineral rights acquired relate to the following properties in the Paciência project, Santa Isabel, Morro do Adão, Bahu and Marzagão and the following properties in the Caeté expansion project, Catita and Camará. The Company will also pay a sliding scale NSR, from 1.5% to 4.5% of gross revenue, on gold and other precious metals produced from the properties, based on precious metal prices at the time of production.
 

 
24

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008


10.     Mineral Exploration Projects (continued):
 
If the Company discovers, on a concession basis, in excess of 750,000 ounces of gold over the measured and indicated resources used in the agreement, AngloGold has the right to buy-in up to 70% of that concession for a predetermined price.  If this were to occur, the Company would retain a 30% interest and would receive the same sliding scale NSR payment from AngloGold as the one mentioned above.
 
On November 21, 2007 the Company reached an agreement with AngloGold whereby it transferred Zone C to AngloGold for an agreed upon value of $8.1 million.  Part of the purchase price was satisfied by the settlement of $350,000 in existing liabilities payable by MSOL to AngloGold.  The remaining balance will be paid through a reduction of future royalty payments on the sliding scale NSR for the properties purchased from AngloGold in 2003.  MSOL will not be required to make royalty payments on the equivalent of approximately 280,000 ounces of gold.  As at December 31, 2007 the Company recorded a gain of $381,000 based on the difference between the carrying value of Zone C and the amount of the liabilities settled in the transaction.  Since the future royalty payments are contingent on the production and sale of gold at the related properties, the Company is recognizing additional gains over the life of the mine as royalty obligation is reduced.  During 2008 additional gains of $452,000 were recognized and during 2009 additional gains of $2.0 million were recognized relating to this property (Notes 9(a)(ii), 18).
 

 
(b)
Turmalina
 
The costs relate to the Santinoco property (Ore Body D) adjacent to the Turmalina plant and mine, not currently in commercial production.  Effective September 30, 2009, the Santinoco (Ore Body C) property was reclassified to PPE upon commercial production.  The property is subject to a royalty payable to a third party (Note 9 (a)(i)).
 
 
(c)
Caeté Expansion Project
 
The project includes the following properties, Pilar-sulphide, Catita-sulphide, Camara, Roça  Grande and Serra Paraiso -sulphide, Juca Vieira and Trindade.
 
 
(d)
Gurupi Project
 
On December 2, 2009 the Company acquired the Gurupi Project, a gold project located in the state of Maranhão, Brazil.  (Notes 3, 14(a)(iv)).
 

 
25

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008


11.     Notes Payable:
             
   
2009
   
2008
 
Due to Banco Volkswagen (a)
  $ -     $ 123  
Due to Banco Bradesco (b)(i)
    -       58  
Due to Banco Bradesco (b)(ii)
    96       144  
Due to Banco Bradesco (b)(iii)
    471       585  
Private placement notes (c)
    -       60,124  
Due to CVRD (d)
      11,125       11,908  
Due to Banco Santander (e)(i)
    -       729  
Due to Banco Santander (e)(ii)     -       377  
Convertible notes (f)
      120,458       -  
        132,150       74,048  
Less: Current portion
      5,366       4,319  
      $ 126,784     $ 69,729  

             
   
2009
   
2008
 
   
Carrying
   
Fair
   
Carrying
   
Fair
 
   
Value
   
Value
   
Value
   
Value
 
Notes Payable
  $ 132,150     $ 136,042     $ 74,048     $ 63,160  
                                 
Principal repayments over the next 5 years:
                         
              2010     $ 5,842          
              2011       6,918          
              2012       -          
              2013       -          
              2014       165,000          
Total
                    177,760          
Less: Unamortized discounts
                    (45,610 )        
                    $ 132,150          
 

 
(a)
Due to Banco Volkswagen
 
Related to secured notes payable of R$288,000 ($123,000) at December 31, 2008 for the acquisition of trucks.  The loans bore interest at TJLP (Brazilian government rate) plus 3.0% per annum and were repayable over 48 months.  The loans were secured by the trucks purchased.
 
 
(b)
Due to Banco Bradesco
 
 
(i)
Related to a secured credit facility of R$1.5 million ($648,000) as at December 31, 2008 of which R$137,000 ($58,000) was outstanding December 31, 2008.  The equipment loans bore interest at TJLP (Brazilian government rate) plus 2.8% per annum (9.05% at December 31, 2008) and were repayable over 36 months.  The loans were secured by the equipment purchased.
 


 
 

 
26

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of U.S. dollars, except per share amounts)

Years ended December 31, 2009 and 2008


11.     Notes Payable (continued):

 
(ii)
Relates to secured credit facility of R$167,000 ($96,000) at December 31, 2009 (R$336,000 ($144,000) - December 31, 2008). The equipment loan bears interest at TJLP (Brazilian government rate) plus 1.9% per annum (7.9% at December 31, 2009 and 8.15% at December 31, 2008) and is repayable over 36 months.  The loan is secured by the equipment purchased.

 
 
(iii)
Relates to secured credit facility of R$820,000 ($471,000) at December 31, 2009 (R$1.4 million ($585,000) - December 31, 2008. The equipment loan bears interest at TJLP (Brazilian government rate) plus 3.02% per annum (9.02% at December 31, 2009 and 9.27% at December 31, 2008) and is repayable over 36 months.  The loan is secured by the equipment purchased.
 
 
(c)
Private placement notes
 
Related to notes payable issued in a private placement of 86,250 units on March 22, 2007 for gross proceeds of Cdn.$86.3 million ($74.5 million).  Each unit was comprised of a secured note in the principal amount of Cdn.$1,000, bearing a coupon of 10.5%, payable semi-annually in arrears, and 25 common shares of Jaguar.  The notes were secured by shares of MSOL, which holds all of the operating assets of the Company, and were repayable on March 23, 2012.
 
During November 2009, the Company redeemed Cdn.$85,372,000 or (99%) of the outstanding principal amount of the 10.5% Secured Notes at a purchase price of 105% of the principal amount plus accrued and unpaid interest.  The remaining Cdn.$878,000 was redeemed at a redemption price of 102% of the principal amount plus accrued and unpaid interest.
 
Included in interest expense for the 12 months ended December 31, 2009 are the following:
 
Premium paid on redemption
  $ 4,082  
Interest at 10.5%
    6,964  
Amortization of discount
    2,559  
Write off of unamortized discount
    8,793  
Write off of embedded early redemption feature
    4,027  
    $ 26,425  
 
(d)   Due to CVRD
 
Relates to purchase of mineral rights for the Roça Grande property.
 
The Company acquired an option to obtain mineral rights at the Roça Grande gold property from CVRD under an agreement dated November 28, 2005 for 3.5% of the market value of CVRD’s estimated resources plus 2.5% of any additional resources determined by Jaguar less expenses associated with the transfer.  During 2007 Jaguar completed an audit of CVRD’s resource estimate and exercised its option to purchase the mineral rights for approximately $7.8 million.  On April 8, 2008, the Company agreed to pay an additional $5.5 million for a total of $13.3 million, based upon additional resources discovered during a final review of the estimated mineral resources available.  The timing of these payments is
 

 
27

 
JAGUAR MINING INC.

Notes to Consolidated Financial Statements
(tabular dollar amounts in thousands of