UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of November 2008
Commission File Number 001-32412
CENTRAL SUN MINING INC. |
(Translation of registrant’s name into English) |
500 – 6 Adelaide St. East Toronto, Ontario, Canada M5C 1H6 |
(Address of principal executive offices) |
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F
Form 20-F | o | Form 40-F | x |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders. |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR. |
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes | o | No | x |
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b) 82 —
EXHIBIT NO. DESCRIPTION
99.1 Revised Interim Report for Q3 - Financial Statements
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CENTRAL SUN MINING INC. |
Date: November 18, 2008 | By: /s/ Denis C. Arsenault Denis C. Arsenault, Chief Financial Officer |
EXHIBIT 99.1
Revised Interim Report
Q3
Financial Statements
September 30, 2008
Notice to Readers:
Except for the addition of the term “Revised” in front of the phrase “Interim Report” on the cover page; a revision to the Consolidated Statements of Cash Flows under “Operating activities”; and this Notice to Readers, the form and content of this document is identical to that previously filed and posted on SEDAR on November 12, 2008. In consultation with the Ontario Securities Commission, these Interim Financial Statements are being refiled to correct a typographical error.
Central Sun Mining Inc.
Consolidated Balance Sheets
(Unaudited)
(US Dollars in thousands)
|
|
September 30, |
|
December 31, |
|
|
2008 |
|
2007 |
Assets |
|
|
|
|
Current |
|
|
|
|
Cash and cash equivalents |
$ |
2,908 |
$ |
16,762 |
Marketable securities (note 4) |
|
368 |
|
1,619 |
Accounts receivable and prepaids (note 5) |
|
12,861 |
|
7,064 |
Product inventory (note 6) |
|
1,547 |
|
3,426 |
Supplies inventory |
|
8,776 |
|
5,803 |
|
|
26,460 |
|
34,674 |
Restricted cash (note 7) |
|
272 |
|
493 |
Equipment held for sale (note 8) |
|
3,281 |
|
3,400 |
Property, plant and equipment (note 9) |
|
46,200 |
|
34,988 |
|
$ |
76,213 |
$ |
73,555 |
|
|
|
|
|
Liabilities |
|
|
|
|
Current |
|
|
|
|
Accounts payable and accrued liabilities |
$ |
15,041 |
$ |
11,906 |
Loan payable (note 10) |
|
7,751 |
|
- |
Warrant liability (note 10) |
|
350 |
|
- |
Current portion of asset retirement obligations (note 11) |
|
2,639 |
|
3,092 |
|
|
25,781 |
|
14,998 |
Long term liability (note 11 (b)) |
|
943 |
|
- |
Asset retirement obligations (note 11) |
|
5,275 |
|
5,524 |
|
|
31,999 |
|
20,522 |
|
|
|
|
|
Shareholders’ Equity |
|
|
|
|
Warrants (note 12) |
|
14,626 |
|
16,895 |
Agent’s options (note 13) |
|
1,106 |
|
1,820 |
Contributed surplus (note 14) |
|
13,511 |
|
8,289 |
Common shares (note 15) |
|
109,145 |
|
108,373 |
Deficit |
|
(93,058) |
|
(82,479) |
Accumulated other comprehensive (loss) income |
|
(1,116) |
|
135 |
|
|
44,214 |
|
53,033 |
|
$ |
76,213 |
$ |
73,555 |
|
|
|
|
|
Nature of operations, basis of presentation and going concern (note 1)
Contingency (note 8) Subsequent events (note 21) |
|
The accompanying notes form an integral part of these interim consolidated financial statements.
1
Central Sun Mining Inc.
Consolidated Statements of Operations
Period ended September 30
(Unaudited)
(US Dollars and shares in thousands, except per share amounts)
|
|
Three months ended |
|
Nine months ended September 30 |
||||
|
|
|
|
|
|
|
|
|
|
|
2008 |
|
2007 |
|
2008 |
|
2007 |
|
|
|
|
|
|
|
|
|
Sales |
$ |
10,207 |
$ |
9,072 |
$ |
29,899 |
$ |
43,682 |
|
|
|
|
|
|
|
|
|
Cost of sales |
|
7,752 |
|
8,908 |
|
20,441 |
|
39,633 |
Royalties and production taxes |
|
561 |
|
405 |
|
1,724 |
|
1,890 |
Depreciation and depletion |
|
49 |
|
10 |
|
82 |
|
30 |
Accretion expense (note 11) |
|
150 |
|
364 |
|
448 |
|
497 |
|
|
8,512 |
|
9,687 |
|
22,695 |
|
42,050 |
Income (loss) from mining operations before the undernoted items: |
|
1,695 |
|
(615) |
|
7,204 |
|
1,632 |
Expenses and other income: |
|
|
|
|
|
|
|
|
General and administrative |
|
1,010 |
|
1,458 |
|
3,821 |
|
4,037 |
Bellavista Mine write-down |
|
- |
|
53,797 |
|
- |
|
53,797 |
Orosi Mine - Mill Project |
|
453 |
|
377 |
|
7,242 |
|
618 |
Care and maintenance |
|
1,497 |
|
2,287 |
|
3,829 |
|
3,052 |
Stock based compensation (note 15) |
|
615 |
|
270 |
|
2,826 |
|
933 |
Exploration |
|
1,247 |
|
530 |
|
3,640 |
|
1,483 |
Net insurance recovery (note 5) |
|
(3,191) |
|
- |
|
(3,191) |
|
- |
Other (income) expense (note 3) |
|
(312) |
|
858 |
|
(384) |
|
(6,172) |
|
|
1,319 |
|
59,577 |
|
17,783 |
|
57,748 |
Income (loss) from continuing operations, before taxes |
|
376 |
|
(60,192) |
|
(10,579) |
|
(56,116) |
|
|
|
|
|
|
|
|
|
Income tax expense |
|
- |
|
- |
|
- |
|
(1,865) |
Income (loss) from continuing operations, after taxes |
|
376 |
|
(60,192) |
|
(10,579) |
|
(57,981) |
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of taxes (note 20) |
|
- |
|
(46) |
|
- |
|
(170) |
|
|
|
|
|
|
|
|
|
Net income (loss) for the period |
$ |
376 |
$ |
(60,238) |
$ |
(10,579) |
$ |
(58,151) |
|
|
|
|
|
|
|
|
|
Loss per share from continuing operations – basic and diluted |
$ |
- |
$ |
(1.75) |
$ |
(0.18) |
$ |
(1.69) |
Loss per share from discontinued operations, net of |
|
- |
|
- |
|
- |
|
- |
Loss per share – basic and diluted |
$ |
- |
$ |
(1.75) |
$ |
(0.18) |
$ |
(1.69) |
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding |
|
59,910 |
|
34,475 |
|
59,554 |
|
34,446 |
Nature of operations, basis of presentation and going concern (note 1)
Subsequent events (note 21)
The accompanying notes form an integral part of these interim consolidated financial statements.
2
Central Sun Mining Inc.
Period ended September 30
(Unaudited)
(US Dollars in thousands)
Consolidated Statements of Comprehensive Income (Loss)
Three months ended |
Nine months ended |
|||||||
2008 |
2007 |
2008 |
2007 |
|||||
Net income (loss) for the period |
$ |
376 |
$ |
(60,238) |
$ |
(10,579) |
$ |
(58,151) |
Other comprehensive income |
||||||||
Unrealized gains (losses) on available-for- |
(798) |
(668) |
(1,148) |
647 |
||||
Unrealized foreign exchange gains on |
28 |
174 |
16 |
157 |
||||
Reclassification adjustment for gains, |
(119) |
(829) |
(119) |
(960) |
||||
Total other comprehensive loss |
(889) |
(1,323) |
(1,251) |
(156) |
||||
Total comprehensive income loss |
$ |
(513) |
$ |
(61,561) |
$ |
(11,830) |
$ |
(58,307) |
Consolidated Statements of Deficit
|
|
Three months ended September 30 |
|
Nine months ended September 30 |
||||
|
|
|
|
|
|
|
|
|
|
|
2008 |
|
2007 |
|
2008 |
|
2007 |
|
|
|
|
|
|
|
|
|
Balance, beginning of period |
$ |
(93,434) |
$ |
(19,468) |
$ |
(82,479) |
$ |
(21,555) |
Net income (loss) for the period |
3 |
376 |
|
(60,238) |
|
(10,579) |
|
(58,151) |
Balance, end of period |
$ |
(93,058) |
$ |
(79,706) |
$ |
(93,058) |
$ |
(79,706) |
Consolidated Statements of Accumulated Other Comprehensive Income
|
|
Three months September 30, 2008 |
|
Nine months ended September 30, 2008 |
|
|
|
|
|
Balance, beginning of period |
$ |
(227) |
$ |
135 |
Other comprehensive loss |
|
|
|
|
Net change in unrealized losses on available-for- |
|
(889) |
|
(1,251) |
Balance, end of period |
$ |
(1,116) |
$ |
(1,116) |
The accompanying notes form an integral part of these interim consolidated financial statements.
3
Central Sun Mining Inc.
Consolidated Statements of Cash Flows
Period ended September 30
(Unaudited, US Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
Nine months ended September 30 |
||||
|
|
|
2008 |
|
2007 |
|
2008 |
|
2007 |
Operating activities |
|
|
|
|
|
|
|
|
|
Net income (loss) for the period |
|
$ |
376 |
$ |
(60,238) |
$ |
(10,579) |
$ |
(58,151) |
Loss from discontinued operations |
|
|
— |
|
46 |
|
— |
|
170 |
Asset retirement obligations settled (note 11) |
|
|
(247) |
|
(409) |
|
(1,991) |
|
(544) |
Items not affecting cash: |
|
|
|
|
|
|
|
|
|
Bellavista Mine write-down |
|
|
— |
|
53,797 |
|
— |
|
53,797 |
Depreciation and depletion |
|
|
584 |
|
1,366 |
|
1,548 |
|
7,772 |
Accretion expense (note 11) |
|
|
150 |
|
364 |
|
448 |
|
497 |
Stock based compensation (note 15) |
|
|
615 |
|
270 |
|
2,826 |
|
933 |
Gain on sale of marketable securities |
|
|
(119) |
|
(829) |
|
(119) |
|
(960) |
Gain on sale of royalties |
|
|
— |
|
— |
|
— |
|
(6,548) |
Gross insurance recovery (note 5) |
|
|
(3,534) |
|
— |
|
(3,534) |
|
— |
Unrealized foreign exchange gain |
|
|
(1) |
|
(38) |
|
(4) |
|
(47) |
|
|
|
(2,176) |
|
(5,671) |
|
(11,405) |
|
(3,081) |
Change in non-cash working capital (note 16) |
|
|
363 |
|
1,127 |
|
(544) |
|
2,462 |
Cash used in operating activities |
|
|
(1,813) |
|
(4,544) |
|
(11,949) |
|
(619) |
|
|
|
|
|
|
|
|
|
|
Financing activities |
|
|
|
|
|
|
|
|
|
Repayment of long term debt |
|
|
— |
|
— |
|
— |
|
(2,500) |
Issuance of warrants |
|
|
350 |
|
— |
|
350 |
|
— |
Increase in short term debt |
|
|
7,751 |
|
— |
|
7,751 |
|
— |
Equity issued, net of issue costs |
|
|
- |
|
— |
|
184 |
|
315 |
Cash generated from (used in) financing activities |
|
|
8,101 |
|
— |
|
8,285 |
|
(2,185) |
|
|
|
|
|
|
|
|
|
|
Investing activities |
|
|
|
|
|
|
|
|
|
Proceeds from sale of marketable securities |
|
|
119 |
|
1,223 |
|
119 |
|
1,406 |
Change in restricted cash |
|
|
— |
|
- |
|
221 |
|
(243) |
Purchase of property, plant and equipment (note 9) |
|
|
(6,965) |
|
(2,592) |
|
(11,430) |
|
(8,291) |
Proceeds from sale of royalties |
|
|
— |
|
— |
|
— |
|
4,694 |
Proceeds from sale of property, plant and equipment |
|
|
— |
|
— |
|
900 |
|
— |
Cash used in investing activities |
|
|
(6,846) |
|
(1,369) |
|
(10,190) |
|
(2,434) |
|
|
|
|
|
|
|
|
|
|
Decrease in cash and cash equivalents from continuing operations |
|
|
(558) |
|
(5,913) |
|
(13,854) |
|
(5,238) |
Decrease in cash and cash equivalents from iscontinued operations |
|
|
— |
|
(54) |
|
— |
|
(242) |
Cash and cash equivalents, beginning of period |
|
|
3,466 |
|
10,035 |
|
16,762 |
|
9,548 |
Cash and cash equivalents, end of period |
|
$ |
2,908 |
$ |
4,068 |
$ |
2,908 |
$ |
4,068 |
|
|
|
|
|
|
|
|
|
|
Supplemental cash flow information (note 16) |
|
|
|
|
|
|
|
|
|
The accompanying notes form an integral part of these interim consolidated financial statements.
4
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
1. |
NATURE OF OPERATIONS, BASIS OF PRESENTATION AND GOING CONCERN |
At a special meeting of shareholders held on November 29, 2007, Glencairn Gold Corporation’s name was changed to Central Sun Mining Inc. (“Central Sun” or the “Company”). The Company also changed the name of the Libertad Mine in Nicaragua to the Orosi Mine.
Central Sun’s business is gold mining which includes exploration, development, extraction, processing and reclamation. The Company’s business also includes the acquisition of gold properties in operation or in the exploration or development stage. The Company operates the Limon and Orosi Mines in Nicaragua and is reclaiming the Bellavista Mine in Costa Rica. The Company also has an option to acquire the Mestiza exploration property in Nicaragua.
On March 31, 2007, the Company suspended mining activities at the Orosi Mine. During 2007, the Company made payments towards the acquisition and construction of a conventional milling circuit. On May 1, 2008, a positive feasibility study on the Orosi Mill Project was completed. Subsequent to this date all development expenditures related to the project were being capitalized until such time as commercial production was reached. The mine continued to incur care and maintenance charges during the development period (note 21).
On July 25, 2007, the Company suspended all mining activities at the Bellavista Mine due to concerns over ground movements in the heap leach pad. Management concluded that the mine will not resume operations. The Bellavista Mine has been on care and maintenance since this date and revenues from residual leaching of the pads ceased at the end of September 2007. Remediation of the site commenced October 1, 2007 and the Company expects the remediation project to last for four years.
These interim consolidated financial statements have been prepared on the basis of Canadian generally accepted accounting principles (“Canadian GAAP”) applicable to a "going concern", which assume that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of operations. As at and for the nine month period ended September 30, 2008, the Company had cash outflows of $13,854,000, reported a net loss of $10,579,000 and had an accumulated deficit of $93,058,000.
The Company currently does not have sufficient cash to fully fund ongoing 2008 capital expenditures, exploration activities and complete the development of the Orosi Mine - mill project. Consequently, the Orosi- mill project has been temporarily suspended (note 21), which will have an impact on the overall cost of the project and delay the previously scheduled start up date. The Company continues to seek additional financing such that it may be sourced in time to allow the Company to continue the normal course of planned activities.
At an annual production rate of approximately 45,000 gold ounces, the Company’s Limon Mine currently generates sufficient cash flows to cover ongoing sustaining capital requirements of the mine, the general and administrative expenses of the Company and the estimated care and maintenance costs of the Bellavista and Orosi mines. However, such cash flows are subject to market risk relating to the price of gold and maintaining current production levels. There can be no assurances that the Company’s activities in obtaining additional financing will be successful and that cash flows from the Limon Mine will be sufficient to fund ongoing operations (note 18). As a result there is substantial doubt regarding the “going concern” assumption. These consolidated financial statements do not reflect adjustments that would be necessary if the “going concern” assumption were not appropriate. If the “going concern” assumption were not appropriate for these consolidated financial statements, then adjustments to the carrying values of assets and liabilities, reported expenses and balance sheet classifications, which could be material, may be necessary.
5
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
1. |
NATURE OF OPERATIONS, BASIS OF PRESENTATION AND GOING CONCERN (CONT'D) |
The unaudited interim consolidated financial statements of the Company, which are expressed in U.S. dollars, have been prepared in accordance with Canadian generally accepted accounting principles for interim financial information and they follow the same accounting policies and methods of application as the audited consolidated financial statements for the year ended December 31, 2007 except for those changes disclosed in Note 2. These unaudited interim consolidated financial statements do not include all the information and note disclosures required by generally accepted accounting principles for annual financial statements and therefore should be read in conjunction with the most recent annual consolidated financial statements and notes thereto.
In the opinion of management, all adjustments considered necessary for fair and consistent presentation of interim financial statements have been included.
2. ACCOUNTING POLICIES
a) |
Recently Adopted Policies |
The Company adopted the new recommendations of the Canadian Institute of Chartered Accountants (“CICA”) Handbook effective January 1, 2008 on a prospective basis.
(i) |
CICA Section 3031 - Inventories |
This section prescribes the accounting treatment for inventories and provides guidance on the determination of costs and its subsequent recognition as an expense, including any write-down to net realizable value. It also provides guidance on the cost formulas that are used to assign costs to inventories. This section also requires additional disclosure regarding the expensing of inventory.
The Company has adopted this new standard on a prospective basis. The adoption of the new standard will have no impact on the results of operations. The additional disclosures required under this section have been presented in Note 6.
(ii) |
CICA Section 1535 – Capital Disclosures |
This section establishes standards for disclosing information about a company’s capital and how it is managed.
Under this standard the Company is required to disclose the following, based on the information provided
internally to the Company’s key management personnel:
|
(a) |
Qualitative information about its objectives, policies and processes for managing capital; |
|
(b) |
Summary quantitative data about what it manages as capital; |
|
(c) |
Whether during the period it complied with externally imposed capital requirements to which it is subject; and, |
|
(d) |
When the Company has not complied with such externally imposed capital requirements, the consequences of such non-compliance. |
The disclosures required under this new accounting standard have been presented in Note 18.
6
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
2. ACCOUNTING POLICIES (CONT'D)
a) |
Recently Adopted Policies (cont’d) |
(iii) CICA Section 3862 – Financial Instruments – disclosures
This section requires entities to provide disclosure of quantitative and qualitative information in their financial statements that enable users to evaluate (a) the significance of financial instruments for the entity’s financial position and performance; and (b) the nature and extent of risks arising from financial instruments to which the entity is exposed during the period and at the balance sheet date, and management’s objectives, policies and procedures for managing such risks. The Company is required to disclose the measurement basis or bases used, and the criteria used to determine classification for different types of instruments.
The section requires specific disclosures, including the criteria for:
|
(a) |
Designating financial assets and liabilities as held for trading; |
|
(b) |
Designating financial assets as available for sale; and, |
|
(c) |
Determining when impairment is recorded against the related financial asset or when an allowance account is used. |
The disclosures required under this new accounting standard have been presented in Note 18.
(iv) |
CICA Section 3863 – Financial Instruments – presentation |
This section establishes standards for presentation of financial instruments and non-financial derivatives and provides additional guidance for the classification of financial instruments, from the perspective of the issuer, between liabilities and equity, and the classification of related interest, dividends, losses and gains.
The requirements under this section have been complied with.
b) |
New Accounting Standards |
(i) CICA Section 3064 – Goodwill and intangible assets
Effective January 1, 2009, the Company will adopt Section 3064 “Goodwill and intangible assets” which establishes revised standards for recognition, measurement, presentation and disclosure of goodwill and intangible assets.
Concurrent with the introduction of this standard, the CICA withdrew EIC 27 “Revenues and expenses during the pre-operating period”. As a result of the withdrawal of EIC 27, the Company will no longer be able to defer costs and revenues incurred prior to commercial production at new mine operations.
The Company continues to evaluate the impact of this standard on future transactions.
7
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
3. |
OTHER (INCOME) EXPENSE |
|
|
|
Three months ended |
|
Nine months ended September 30 |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
2008 |
|
2007 |
|
2008 |
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest and other income |
$ |
(266) |
$ |
(136) |
$ |
(580) |
$ |
(598) |
|
Gain on sale of marketable securities |
|
(119) |
|
(829) |
|
(119) |
|
(960) |
|
Gain on sale of royalties |
|
- |
|
- |
|
- |
|
(6,548) |
|
Foreign exchange loss (gain) |
|
50 |
|
(143) |
|
375 |
|
(345) |
|
Interest and finance fees |
|
176 |
|
- |
|
176 |
|
313 |
|
Legal settlement |
|
17 |
|
1,104 |
|
127 |
|
1,104 |
|
Net write-down (recovery) of accounts receivable |
|
(170) |
|
862 |
|
(363) |
|
862 |
|
|
$ |
(312) |
$ |
858 |
$ |
(384) |
$ |
(6,172) |
|
|
|
|
|
|
|
|
|
|
4. |
MARKETABLE SECURITIES |
The Company held the following marketable securities:
|
|
|
September 30, 2008 |
|
December 31, 2007 |
||||
|
|
|
Shares |
|
Amount |
|
Shares |
|
Amount |
|
|
|
|
|
|
|
|
|
|
|
Independent Nickel Corp. |
|
2,000 |
$ |
330 |
|
2,000 |
$ |
749 |
|
Carlisle Goldfields Limited |
|
1,000 |
|
38 |
|
4,000 |
|
870 |
|
|
|
|
$ |
368 |
|
|
$ |
1,619 |
These securities have been valued at closing prices on the relevant stock exchange as at September 30, 2008 and December 31, 2007. The Company has recorded the net after-tax increase or decrease in the fair value of these shares in other comprehensive income.
On August 19, 2008, Victory Nickel Inc. (“Victory Nickel”), an unrelated company, announced an offer to acquire all of the outstanding common shares of Independent Nickel Corp. (“Independent Nickel”). Pursuant to an amended offer announced on September 3, 2008, Victory Nickel offered to exchange 1.1 Victory Nickel shares for each one (1) Independent Nickel. The transaction closed subsequent to the end of the quarter and the Company now owns 2,200,000 shares of Victory Nickel. On September 22, 2008, Independent Nickel cancelled the escrow agreement and released the 1,450,000 common shares that were still subject to escrow.
8
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
5. |
ACCOUNTS RECEIVABLE AND PREPAIDS |
Accounts receivable and prepaids include:
|
|
September 30, 2008 |
|
December 31, 2007 |
|
|
|
|
|
Insurance receivable |
$ |
3,534 |
$ |
- |
Note receivable (note 20) |
|
1,952 |
|
2,768 |
Orosi Mill - construction deposits |
|
4,564 |
|
1,899 |
Value-added and other tax receivables |
|
1,616 |
|
914 |
Supplier advances |
|
427 |
|
545 |
Other |
|
768 |
|
938 |
|
$ |
12,861 |
$ |
7,064 |
On October 2, 2008 the Company received gross proceeds of $3,534,000 (or $3,191,000 net of expenses), representing an interim insurance payment on an outstanding claim for certain equipment damages at the Bellavista Mine site. The damages were as a result of the ground movement in July 2007 and damage to the ADR building and other equipment when a portion of the heap leach pad slid into the building. The total claim by the Company is in excess of the interim insurance payment. The Company continues its efforts to recover further insurance proceeds; as at September 30, 2008 the amount of further recoveries is unknown.
6. |
PRODUCT INVENTORY |
|
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
2008 |
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In-process inventories |
$ |
247 |
$ |
1,247 |
|
|
|
|
|
Gold inventory |
|
1,300 |
|
2,179 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
$ |
1,547 |
$ |
3,426 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30 |
|
Nine months ended September 30 |
||||
|
|
|
2008 |
|
2007 |
|
2008 |
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
Production costs |
$ |
6,328 |
$ |
7,855 |
$ |
17,513 |
$ |
32,996 |
|
Depreciation and depletion |
|
483 |
|
1,346 |
|
1,268 |
|
7,775 |
|
Inventory write-down |
|
- |
|
- |
|
- |
|
890 |
|
Change in inventory |
|
1,137 |
|
8,826 |
|
1,879 |
|
7,091 |
|
|
|
|
|
|
|
|
|
|
|
Total inventory expensed |
$ |
7,948 |
$ |
18,027 |
$ |
20,660 |
$ |
48,752 |
|
|
|
|
|
|
|
|
|
|
|
Allocated to: |
|
|
|
|
|
|
|
|
|
Cost of sales |
$ |
7,752 |
$ |
8,908 |
$ |
20,441 |
$ |
39,633 |
|
Bellavista Mine Write-down |
|
- |
|
9,119 |
|
- |
|
9,119 |
|
Other expense |
|
196 |
|
- |
|
219 |
|
- |
|
|
|
|
|
|
|
|
|
|
|
Total inventory expensed |
$ |
7,948 |
$ |
18,027 |
$ |
20,660 |
$ |
48,752 |
9
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
7. |
RESTRICTED CASH |
The Company has placed $250,000 (2007 - $250,000) in a deposit with a bank to secure letters of guarantee issued by the banks to Costa Rican government authorities, to ensure the Company’s future reclamation obligations are completed. On May 29, 2008, the courts in Costa Rica garnished a further $22,000 in the cash account balances at the Bellavista Mine relating to the Dobles royalty (“Dobles”) arbitration.
On March 7, 2008, the courts in Costa Rica ordered the previously garnished bank account balances, in the amount of $243,000, at the Bellavista Mine be distributed as partial payment of amounts due stemming from the loss in an arbitration case with holders of the Dobles.
8. |
EQUIPMENT HELD FOR SALE (BELLAVISTA MINE AND CONTINGENCY) |
In July 2007, the Company announced that mining operations at the Bellavista Mine in Costa Rica were suspended due to ground movements in the heap leach pad. The Company has no plan to reopen the mine. At September 30, 2008 the mining property is shown at its estimated recoverable amount of $3,281,000 (2007 - $3,400,000).
On March 7, 2008, the courts in Costa Rica placed a lien on land at the Bellavista Mine site as security for the payment of amounts due stemming from the loss in an arbitration case with Dobles. As at September 30, 2008 the Company’s liability totaled $738,000 (2007 - $984,000). The placement of the lien will have no effect on the Company’s reclamation process currently underway.
The Costa Rican government has also indicated it will not permit the selling or transferring of assets from the Bellavista Mine site. The Company is currently negotiating with the government to reach an amicable solution. Should the government be successful in preventing any future asset sales or transfers from the site, the carrying value of the Bellavista Mine assets may need to be written-down. No such adjustment has been reflected in the financial statements at this time as the likely outcome of this situation cannot yet be determined.
10
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
9. |
PROPERTY, PLANT AND EQUIPMENT |
|
|
|
September 30, |
|
December 31, |
|
|
|
2008 |
|
2007 |
|
|
|
|
|
|
|
Mine properties: |
|
|
|
|
|
Limon Mine, Nicaragua |
|
|
|
|
|
Cost |
$ |
30,134 |
$ |
27,224 |
|
Accumulated depreciation and depletion |
|
(18,573) |
|
(17,303) |
|
|
|
11,561 |
|
9,921 |
|
|
|
|
|
|
|
Orosi Mine, Nicaragua (a) |
|
|
|
|
|
Cost |
|
22,485 |
|
21,072 |
|
Accumulated depreciation and depletion |
|
(5,067) |
|
(5,020) |
|
|
|
17,418 |
|
16,052 |
|
Less: write-down |
|
- |
|
(88) |
|
|
|
17,418 |
|
15,964 |
|
Construction-in-progress (b) |
|
17,108 |
|
8,411 |
|
Disposal (b) |
|
(900) |
|
- |
|
|
|
33,626 |
|
24,375 |
|
|
|
|
|
|
|
Other properties: |
|
|
|
|
|
Mestiza, Nicaragua (c) |
|
989 |
|
648 |
|
|
|
|
|
|
|
Corporate assets: |
|
|
|
|
|
Cost |
|
208 |
|
208 |
|
Accumulated depreciation |
|
(184) |
|
(164) |
|
|
|
24 |
|
44 |
|
|
|
|
|
|
|
Property, plant and equipment |
$ |
46,200 |
$ |
34,988 |
|
|
|
|
|
|
a) |
Orosi Mine, Nicaragua |
In March 2007, a decision to begin construction of a conventional milling facility at the Orosi Mine resulted in the mining activities being suspended. The Orosi Mine continued to incur care and maintenance costs during the year (note 21).
b) |
Construction-in-progress |
As at September 30, 2008, the Company has made expenditures of $17,108,000 to third parties as part of the Orosi Mine expansion project. On May 1, 2008, a positive feasibility on the project was obtained. Subsequent to this date all development expenditures related to this project were being capitalized. The Company obtained a short term demand loan (note 10) to fund capital expenditures on the project; as a result, interest costs of $150,000 have been capitalized relating to the funds directly attributable to capital expenditures. Prior to this date, consulting, engineering and other project support costs related to this used mill facility were expensed.
11
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
9. PROPERTY, PLANT AND EQUIPMENT (CONT'D)
On May 9, 2008, the Company disposed of non-essential components of the mill for proceeds of $900,000 which equates to the historic cost of the assets disposed.
(c) |
Mestiza, Nicaragua |
In September 2006, the Company signed an option agreement to acquire the Mestiza property in Nicaragua. The Company has since made payments totalling $860,000. The Company can complete the acquisition by making further cash installments totalling $1,273,000. The installments are due as follows:
|
Date |
|
Amount |
|
|
|
|
|
January, 2009 |
$ |
100 |
|
July, 2009 |
|
948 |
|
January, 2010 |
|
225 |
|
|
$ |
1,273 |
10. |
LOAN PAYABLE |
The Company has a $8,000,000 short-term loan facility outstanding. The loan facility was drawn-down in two equal tranches on July 2, 2008 and August 8, 2008. The Company has the right to repay the loan facility in whole or in part, in minimum increments of $1,000,000 at any time on ten days prior notice without a penalty or premium. Each tranche must be repaid 120 days following draw-down. Interest is applied at a fixed interest rate of 12.5% per annum. The Company also granted the lender a first priority pledge over the shares of holding companies for the Limon and Orosi Mines.
In addition, the Company issued two separate sets of 150,000 warrants to the lender upon each draw-down, with each warrant exercisable at $1.99. Both warrants have expiry dates of one year from their respective issue date. The lender has the right to redeem outstanding warrants, from both issues, not exercised at their expiration date, for $175,000 per issue (pro-rated in the event of a partial redemption). The lender’s option contained in the warrants has been recognized as a current financial liability by the Company.
On October 31, 2008, the first $4,000,000 tranche of the short-term loan facility, which was due on this date, was extended to December 8, 2008 (note 21).
12
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
11. |
ASSET RETIREMENT OBLIGATIONS |
|
|
|
Three months ended September 30, 2008 |
||||||||
|
|
|
Limon |
|
Orosi Mine |
|
Bellavista |
|
Keystone |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, beginning of period |
$ |
1,361 |
$ |
1,462 |
$ |
3,990 |
$ |
357 |
$ |
7,170 |
|
Liabilities incurred |
|
- |
|
841 |
|
- |
|
- |
|
841 |
|
Liabilities settled |
|
- |
|
- |
|
(247) |
|
- |
|
(247) |
|
Accretion expense |
|
23 |
|
25 |
|
93 |
|
9 |
|
150 |
|
Balance, end of period |
|
1,384 |
|
2,328 |
|
3,836 |
|
366 |
|
7,914 |
|
Less: current portion |
|
(120) |
|
- |
|
(2,153) |
|
(366) |
|
(2,639) |
|
|
$ |
1,264 |
$ |
2,328 |
$ |
1,683 |
$ |
- |
$ |
5,275 |
|
|
|
Three months ended September 30, 2007 |
||||||||
|
|
|
Limon |
|
Orosi Mine |
|
Bellavista |
|
Keystone |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, beginning of period |
$ |
1,013 |
$ |
1,367 |
$ |
616 |
$ |
1,051 |
$ |
4,047 |
|
Liabilities settled |
|
- |
|
- |
|
- |
|
(409) |
|
(409) |
|
Accretion expense |
|
17 |
|
23 |
|
306 |
|
18 |
|
364 |
|
Revision in estimated cash flows |
|
- |
|
- |
|
5,637 |
|
- |
|
5,637 |
|
Balance, end of period |
|
1,030 |
|
1,390 |
|
6,559 |
|
660 |
|
9,639 |
|
Less: current portion |
|
- |
|
- |
|
(3,025) |
|
(660) |
|
(3,685) |
|
|
$ |
1,030 |
$ |
1,390 |
$ |
3,534 |
$ |
- |
$ |
5,954 |
|
|
|
Nine months ended September 30, 2008 |
||||||||
|
|
|
Limon |
|
Orosi Mine |
|
Bellavista |
|
Keystone |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, beginning of period |
$ |
1,315 |
$ |
1,413 |
$ |
5,333 |
$ |
555 |
$ |
8,616 |
|
Liabilities incurred |
|
- |
|
841 |
|
- |
|
- |
|
841 |
|
Liabilities settled |
|
- |
|
- |
|
(1,776) |
|
(215) |
|
(1,991) |
|
Accretion expense |
|
69 |
|
74 |
|
279 |
|
26 |
|
448 |
|
Balance, end of period |
|
1,384 |
|
2,328 |
|
3,836 |
|
366 |
|
7,914 |
|
Less: current portion |
|
(120) |
|
- |
|
(2,153) |
|
(366) |
|
(2,639) |
|
|
$ |
1,264 |
$ |
2,328 |
$ |
1,683 |
$ |
- |
$ |
5,275 |
|
|
Nine months ended September 30, 2007 |
||||||||||
|
|
|
Limon |
|
Orosi |
|
Bellavista |
|
Keystone |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, beginning of year |
$ |
979 |
$ |
1,321 |
$ |
595 |
$ |
1,154 |
$ |
4,049 |
|
|
Liabilities settled |
|
- |
|
- |
|
- |
|
(544) |
|
(544) |
|
|
Accretion expense |
|
51 |
|
69 |
|
327 |
|
50 |
|
497 |
|
|
Revision in estimated cash flows |
|
- |
|
- |
|
5,637 |
|
- |
|
5,637 |
|
|
Balance, end of year |
|
1,030 |
|
1,390 |
|
6,559 |
|
660 |
|
9,639 |
|
|
Less: current portion |
|
- |
|
- |
|
(3,025) |
|
(660) |
|
(3,685) |
|
|
|
$ |
1,030 |
$ |
1,390 |
$ |
3,534 |
$ |
- |
$ |
5,954 |
|
13
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
11. ASSET RETIREMENT OBLIGATIONS (CONT'D)
|
a) |
Orosi mine, Nicaragua |
The Company has incurred and recognized additional asset retirement obligations which pertain to the decommissioning of the buildings and tailings facility constructed for the usage in the new mill at the Orosi Mine. As at September 30, 2008, the Company has estimated that it will need approximately $3,871,000 (December 31, 2007 – $1,838,000) in undiscounted cash flows to settle these obligations.
|
b) |
Keystone mine, Canada |
On May 8, 2008 the Company signed an agreement with the Province of Manitoba (the “Province”) to settle on a release from all of the Company’s residual environmental responsibilities at the Lynn Lake site at the Keystone Property in return for the payment to the Province of a sum of Cdn $2,000,000, net of costs eligible for recovery. The amount is payable in four annual installments of Cdn$500,000 each, with the first installment being paid on July 6, 2008. As at September, $943,000 (or Cdn$1,000,000) has been presented as a long-term liability and $677,000 (or Cdn$718,000) is included in accounts payable and accrued liabilities.
The remaining asset retirement obligation for the Keystone Property relates to ongoing reclamation activity at the Burnt Timber Mine and the Farley Lake Mine.
12. |
WARRANTS |
A summary of the transactions in the warrant account in 2008 is as follows:
|
|
Number of Warrants |
|
Amount |
|
|
|
|
|
|
|
|
|
|
At December 31, 2007 |
|
135,677 |
$ |
16,895 |
Exercise of warrants |
|
(450) |
|
(45) |
Exercise of agent’s options |
|
342 |
|
70 |
Expiry of warrants |
|
(15,000) |
|
(2,294) |
At September 30, 2008 |
|
120,569 |
$ |
14,626 |
The following table summarizes further information about the warrants outstanding at September 30, 2008:
Exercise Price |
|
Number Outstanding at September 30, 2008 |
|
Expiry Date |
(Cdn$) |
|
|
|
|
|
|
|
|
|
$1.26 |
|
86,727 |
|
October 22, 2010 |
$8.75 |
|
33,842 |
|
November 26, 2008 |
$1.99 |
|
150 (a) |
|
July 2, 2009 |
$1.99 |
|
150 (a) |
|
August 8, 2009 |
|
|
120,869 |
|
|
(a) During the quarter, the Company issued two separate sets of 150,000 warrants which have been recognized as current financial liabilities (note 10).
14
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
13. |
AGENT'S OPTIONS |
A summary of the transactions in the agent’s options account in 2008 is as follows:
|
|
Number of Agent’s Options |
|
Amount |
|
|
|
|
|
|
|
|
|
|
At December 31, 2007 |
|
8,650 |
$ |
1,820 |
Exercise of agent’s options for |
|
|
|
|
common shares and warrants |
|
(685) |
|
(123) |
Expiry of agent’s options |
|
(1,800) |
|
(591) |
At September 30, 2008 |
|
6,165 |
$ |
1,106 |
14. |
CONTRIBUTED SURPLUS |
A summary of the changes in the contributed surplus account in 2008 is as follows:
|
|
Amount |
|
|
|
At December 31, 2007 |
$ |
8,289 |
Stock options charge |
|
1,587 |
Bonus shares charge (note 15(c)) |
|
1,239 |
Issuance of bonus shares (note 15(c)) |
|
(489) |
Expiry of warrants (note 12) |
|
2,294 |
Expiry of agent’s options (note 13) |
|
591 |
At September 30, 2008 |
$ |
13,511 |
15. |
COMMON SHARES |
The Company is authorized to issue an unlimited number of common shares without nominal or par value.
A summary of the changes in the common share account in 2008 is as follows:
|
|
Number of Common Shares |
|
Amount |
|
|
|
|
|
Issued and outstanding at December 31, 2007 |
|
59,337 |
$ |
108,373 |
Warrants exercised |
|
64 |
|
126 |
Agent’s options exercised |
|
98 |
|
157 |
Issuance of bonus shares (c) |
|
411 |
|
489 |
|
|
59,910 |
|
109,145 |
Bonus shares in escrow (c) |
|
1,234 |
|
- |
Issued at September 30, 2008 |
|
61,144 |
$ |
109,145 |
15
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
15. COMMON SHARES (CONT'D)
|
(a) |
Share Consolidation |
On November 29, 2007, the shareholders of the Company authorized the consolidation of one common share for every seven pre-consolidation common shares of the issued and outstanding common shares of the Company. The consolidation was made effective December 5, 2007. All comparative share capital, common share option data (with the exception of agent’s options), and earnings per share amounts in the accompanying consolidated financial statements and notes have been retroactively restated to reflect this share consolidation.
|
(b) |
Stock Options |
The Company has a stock option plan whereby the Company may from time to time grant options to directors, officers, employees and consultants. The maximum term of any option may be ten years, but generally options are granted for five years or less. The exercise price of an option is the volume weighted average price on the Toronto Stock Exchange of the five days preceding the grant date.
Stock option grants vest at 25% on each of the date of grant and six, twelve and eighteen months from the date of grant. As such, the estimated fair value of these options will be expensed over the options’ vesting period of 18 months and recorded as contributed surplus within Shareholders’ Equity.
The Company recognized stock-based compensation expense of $365,000 for the three months ended September 30, 2008 (2007 - $270,000) and $1,586,000 for the nine month period (2007 - $933,000) related to options that vested under the Company’s stock-based compensation plan. The fair value of each option grant was estimated on the date of grant using the Black-Scholes pricing model.
The fair value of each of the 2008 option grants was estimated on the date of grant using the Black-Scholes pricing model with the following weighted-average assumptions:
Date of grant |
|
February 4, 2008 |
|
June 25, 2008 |
|
July 1, 2008 |
|
|
|
|
|
|
|
Quantity |
|
140 |
|
270 |
|
100 |
Exercise price |
|
Cdn$1.80 |
|
Cdn$2.00 |
|
Cdn$2.00 |
Expected life in years |
|
3 |
|
3 |
|
3 |
Risk free interest rate |
|
3.17% |
|
3.35% |
|
3.25% |
Expected volatility |
|
74% |
|
73% |
|
77% |
Dividend yield |
|
0% |
|
0% |
|
0% |
Fair value |
|
$127 |
|
$270 |
|
$103 |
16
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
15. COMMON SHARES (CONT'D)
A summary of the stock option transactions in 2008 is as follows:
|
|
Number |
|
Weighted- Average Exercise Price |
|
|
|
|
(Cdn$) |
|
|
|
|
|
At December 31, 2007 |
|
6,501 |
$ |
2.23 |
Expired |
|
(416) |
|
3.92 |
Granted |
|
510 |
|
1.95 |
At September 30, 2008 |
|
6,595 |
$ |
2.10 |
The following tables summarize information about the stock options outstanding as at September 30, 2008:
|
|
|
|
|
|
Options Outstanding |
Exercise Prices |
|
Number Outstanding at September 30, 2008 |
|
Weighted-Average Remaining Contractual Life |
|
Weighted- Average Exercise Price |
(Cdn$) |
|
|
|
(in years) |
|
(Cdn$) |
|
|
|
|
|
|
|
$1.21 to $1.80 |
|
4,697 |
|
4.2 |
$ |
1.23 |
$2.00 - $3.36 |
|
467 |
|
4.1 |
|
2.22 |
$3.85 - $5.32 |
|
1,156 |
|
2.7 |
|
4.49 |
$6.65 |
|
275 |
|
0.1 |
|
6.65 |
$1.21 to $6.65 |
|
6,595 |
|
3.8 |
$ |
2.10 |
|
|
|
Options Exercisable |
||
Exercise Prices |
|
|
Number Exercisable at September 30, 2008 |
|
Weighted- Average Exercise Price |
(Cdn$) |
|
|
|
|
(Cdn$) |
|
|
|
|
|
|
$1.21 to $1.80 |
|
|
2,358 |
$ |
1.23 |
$2.00 - $3.36 |
|
|
189 |
|
2.53 |
$3.85 - $5.32 |
|
|
1,156 |
|
4.49 |
$6.65 |
|
|
275 |
|
6.65 |
$1.21 to $6.65 |
|
|
3,978 |
$ |
2.62 |
17
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
15. COMMON SHARES (CONT'D)
|
(c) |
Share Bonus Plan |
At the special meeting of shareholders held on November 29, 2007, shareholders approved amendments to a share bonus plan approved earlier in the year. The Company had established the share bonus plan for the purpose of advancing the interests of the Company through the motivation, attraction and retention of directors, officers, employees and consultants. The plan was amended to increase the number of common shares reserved for issuance to 2,500,000 post-consolidation common shares. Participants must continue to be employed with the Company until the shares are released from escrow otherwise the shares will be cancelled. There are no voting rights on the shares until release of the shares from escrow to the participant.
Effective December 18, 2007, 1,665,000 common shares were issued and placed into escrow under the plan. The shares were held subject to an escrow arrangement and to be released and delivered to the participant at 25% on each of June 30, 2008, December 31, 2008, June 30, 2009, and December 31, 2009. The total value of the grant was determined to be $2,053,000 and will be recognized in stock-based compensation as they vest. For the three months ended September 30, 2008, an amount of $250,000 and $1,239,000 for the nine month period, had been recorded as stock-based compensation in respect of shares issued under this plan.
A summary of the changes in the bonus shares held in escrow in 2008 is as follows:
|
|
Number of Bonus Shares |
|
|
|
|
|
At December 31, 2007 |
|
1,665 |
|
Cancellation of bonus shares in escrow |
|
(43) |
|
Issuance of common shares |
|
(411) |
|
At September 30, 2008 |
|
1,211 |
|
16. |
SUPPLEMENTAL CASH FLOW INFORMATION |
Changes in non-cash working capital are as follows:
|
|
|
Three months ended September 30 |
|
Nine months ended September 30 |
||||
|
|
|
2008 |
|
2007 |
|
2008 |
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable and prepaids |
$ |
(42) |
$ |
2,864 |
$ |
(2,262) |
$ |
3,010 |
|
Product inventory |
|
1,086 |
|
(404) |
|
1,682 |
|
(2,000) |
|
Supplies inventory |
|
(1,223) |
|
(556) |
|
(2,972) |
|
(1,742) |
|
Accounts payable and accrued liabilities |
|
1,658 |
|
(777) |
|
3,008 |
|
3,194 |
|
|
$ |
1,479 |
$ |
1,127 |
$ |
(544) |
$ |
2,462 |
18
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
16. SUPPLEMENTAL CASH FLOW INFORMATION (CONT'D)
Operating activities included the following cash payments:
|
|
|
Three months ended |
|
Nine months ended |
||||
|
|
|
2008 |
|
2007 |
|
2008 |
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
Interest paid |
$ |
47 |
$ |
- |
$ |
47 |
$ |
135 |
Cash and cash equivalents are comprised of the following:
|
|
September 30, 2008 |
|
December 31, 2007 |
|
Cash at bank |
$ |
2,619 |
$ |
16,481 |
|
Cash equivalents |
|
289 |
|
281 |
|
|
|
$ |
2,908 |
$ |
16,762 |
17. |
RELATED PARTY TRANSACTIONS |
For the three months and nine months period ended September 30, 2008, the Company incurred management fees of $30,000 (2007 - $nil) and $90,000 (2007 - $nil) , respectively with a company controlled by a director of Central Sun. These transactions occurred during the normal course of operations and were measured at the exchange amount established and accepted by the transacting parties. As at September 30, 2008, $10,000 (2007 - $nil) remains unpaid.
19
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
18. |
FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGMENT |
a) |
Financial instruments |
The Company has classified financial instruments as follows:
|
|
September 30, |
|
December 31, 2007 |
Financial assets: |
|
|
|
|
Held-for-trading, measured at fair value |
|
|
|
|
Cash and cash equivalents |
$ |
2,908 |
$ |
16,762 |
Restricted cash |
|
272 |
|
493 |
|
|
|
|
|
Available-for-sale, measured at fair value |
|
|
|
|
Marketable securities |
|
368 |
|
1,619 |
|
|
|
|
|
Loans and receivables, measured at amortized costs |
|
|
|
|
Orosi Mill – construction deposits |
|
4,564 |
|
1,899 |
Insurance receivable |
|
3,534 |
|
- |
Note receivable |
|
1,952 |
|
2,768 |
Value-added and other tax receivables |
|
1,616 |
|
914 |
|
|
|
|
|
Financial liabilities: |
|
|
|
|
Other liabilities, measured at amortized costs |
|
|
|
|
Accounts payable and accrued liabilities |
$ |
15,041 |
$ |
11,906 |
Loans payable |
|
7,751 |
|
- |
Warrants liability |
|
350 |
|
- |
Long term liability |
|
943 |
|
- |
The Company has no held-to-maturity financial instruments as at September 30, 2008 and December 31, 2007.
b) |
Allowance account for credit losses |
The Company’s net value added tax receivable amounted to $979,000 as at September 30, 2008 (December 31, 2007 - $654,000). Provision for allowance for doubtful accounts of $438,000 (December 31, 2007 - $358,000) has been made against the gross value added tax receivable balance.
The outstanding receivable of $2,000,000 on the sale of the Cerro Quema property (note 20) has been discounted to $1,952,000.
20
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
18. FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (CONT'D)
c) |
Fair value |
The carrying amount of the Company’s financial instruments, which include cash and cash equivalents, accounts receivable, restricted cash, and accounts payable and accrued liabilities, approximate their fair value due to the short-term maturities of these financial instruments.
The fair values of the marketable securities have been determined based on published closing prices at period end or the last trade closest to period end.
The Company believes that the fair values of other long-term liabilities approximate their carrying value.
d) |
Capital risk management |
Central Sun’s objectives when managing its capital is to ensure it will be able to continue as a going concern while maximizing the return to shareholders. The price of gold, minimizing costs of production of gold and a successful exploration environment are the key factors in helping the Company reach its capital risk management objectives. The capital structure of the Company includes shareholders’ equity, except for accumulated other comprehensive income, and debt incurred. In June 2008, the Company entered into a debt facility as described in note 10.
e) |
Risk management policies and hedging activities |
The Company’s board of directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. Although the Company has the ability to address its price-related exposures through the use of derivative financial instruments, it does not generally enter into such arrangements. The Company monitors and manages the financial risks relating to operations through analysis of exposures by degree and magnitude of risk. These risks include market risk, credit risk and liquidity risk.
Market risk
Market risk includes currency risk and price risk.
The Company’s operations expose it to changes in the price of gold. Currently, the Company does not engage in any activities that would mitigate this risk.
The Company operates internationally and is exposed to foreign exchange risk arising from recognized assets and liabilities denominated in a currency that is not the Company’s functional currency. A 5% change in the Canadian to U.S. dollar exchange rate would result in a change in net loss of $68,000 and a change in comprehensive loss of $86,000. A 5% change in the Nicaraguan Cordoba to the U.S. dollar would change net loss and comprehensive loss by $84,000.
Central Sun is also exposed to the changes in the market price of its marketable securities. These securities have been designated as available-for-sale. A 5% change in the market value of the securities would not affect net loss but would change comprehensive loss by $18,000.
21
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
18. FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (CONT'D)
Credit risk
Credit risk refers to the risk that another entity will default on its contractual obligations which will result in a loss for the Company. A significant portion of the Company’s accounts receivables relates to the remaining proceeds from the sale of a development property to the former minority interest holder.
Liquidity risk
Liquidity risk refers to the risk that Central Sun will not be able to meet its financial obligations when they become due or can only do so at excessive costs. The temporary suspension of the Orosi Project has resulted in payment delays to many suppliers for work and services provided to the project. As discussed in Note 1, the Company continues to seek additional financing such that it will meets its obligations as they become due.
19. |
SEGMENT INFORMATION |
The Company is organized into four segments: Limon Mine (Nicaragua), Bellavista Mine (Costa Rica), Orosi Mine (Nicaragua) and “Corporate and Other”. The Corporate and Other segment includes: Cerro Quema property (note 20), Mestiza property, Keystone Mine (ceased mining operations in April 2000), and corporate operations. The Company evaluates performance based on net earnings or loss. The Company's segments are summarized in the following table:
(i) |
Segment Balance Sheets |
At September 30, 2008 |
||||||||||
Limon |
Orosi |
Bellavista |
Corporate |
Total |
||||||
Cash and cash equivalents |
$ |
527 |
$ |
248 |
$ |
44 |
$ |
2,089 |
$ |
2,908 |
Other current assets |
|
10,958 |
|
5,525 |
|
17 |
|
7,052 |
|
23,552 |
Restricted cash |
|
- |
|
- |
|
272 |
|
- |
|
272 |
Equipment held for sale |
|
- |
|
- |
|
3,281 |
|
- |
|
3,281 |
Property, plant and equipment |
|
11,561 |
|
33,626 |
|
- |
|
1,013 |
|
46,200 |
Total assets |
$ |
23,046 |
$ |
39,399 |
$ |
3,614 |
$ |
10,154 |
$ |
76,213 |
At December 31, 2007 |
||||||||||
Limon |
Orosi |
Bellavista |
Corporate |
Total |
||||||
Cash and cash equivalents |
$ |
476 |
$ |
67 |
$ |
83 |
$ |
16,136 |
$ |
16,762 |
Other current assets |
|
10,043 |
|
1,812 |
|
286 |
|
5,771 |
|
17,912 |
Restricted cash |
|
- |
|
- |
|
493 |
|
- |
|
493 |
Equipment held for sale |
|
- |
|
- |
|
3,400 |
|
- |
|
3,400 |
Property, plant and equipment |
|
9,921 |
|
24,375 |
|
- |
|
692 |
|
34,988 |
Total assets |
$ |
20,440 |
$ |
26,254 |
$ |
4,262 |
$ |
22,599 |
$ |
73,555 |
22
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
19. SEGMENT INFORMATION (CONT'D)
(ii) |
Segment Statements of Operations |
|
Three months ended September 30, 2008 |
|||||||||
|
|
Limon |
|
Orosi |
|
Bellavista |
|
Corporate |
|
Total |
Sales |
$ |
10,207 |
$ |
- |
$ |
- |
$ |
- |
$ |
10,207 |
Cost of sales |
|
7,752 |
|
- |
|
- |
|
- |
|
7,752 |
Royalties and production taxes |
|
561 |
|
- |
|
- |
|
- |
|
561 |
Depreciation and depletion |
|
- |
|
37 |
|
- |
|
12 |
|
49 |
Accretion expense |
|
23 |
|
25 |
|
93 |
|
9 |
|
150 |
|
|
8,336 |
|
62 |
|
93 |
|
21 |
|
8,512 |
Income (loss) from mining operations |
|
1,871 |
|
(62) |
|
(93) |
|
(21) |
|
1,695 |
Expenses and other income |
|
|
|
|
|
|
|
|
|
|
General and administrative |
|
- |
|
- |
|
- |
|
1,010 |
|
1,010 |
Orosi Mine - Mill Project |
|
- |
|
453 |
|
- |
|
- |
|
453 |
Care and maintenance |
|
- |
|
1,169 |
|
328 |
|
- |
|
1,497 |
Stock-based compensation |
|
- |
|
- |
|
- |
|
615 |
|
615 |
Exploration |
|
412 |
|
750 |
|
- |
|
85 |
|
1,247 |
Insurance recovery |
|
- |
|
- |
|
(3,191) |
|
- |
|
(3,191) |
Other (income) expense |
|
226 |
|
(425) |
|
81 |
|
(194) |
|
(312) |
|
|
638 |
|
1,947 |
|
(2,782) |
|
1,516 |
|
1,319 |
Net income (loss) |
$ |
1,233 |
$ |
(2,009) |
$ |
2,689 |
$ |
(1,537) |
$ |
376 |
|
Three months ended September 30, 2007 |
|||||||||
|
|
Limon |
|
Orosi |
|
Bellavista |
|
Corporate |
|
Total |
Sales |
$ |
5,327 |
$ |
984 |
$ |
2,761 |
$ |
- |
$ |
9,072 |
Cost of sales |
|
5,269 |
|
1,400 |
|
2,239 |
|
- |
|
8,908 |
Royalties and production taxes |
|
305 |
|
57 |
|
43 |
|
- |
|
405 |
Depreciation and depletion |
|
- |
|
- |
|
- |
|
10 |
|
10 |
Accretion expense |
|
17 |
|
24 |
|
306 |
|
17 |
|
364 |
|
|
5,591 |
|
1,481 |
|
2,588 |
|
27 |
|
9,687 |
Income (loss) from mining operations |
|
(264) |
|
(497) |
|
173 |
|
(27) |
|
(615) |
Expenses and other income |
|
|
|
|
|
|
|
|
|
|
General and administrative |
|
- |
|
641 |
|
- |
|
817 |
|
1,458 |
Bellavista Mine write-down |
|
- |
|
- |
|
53,797 |
|
- |
|
53,797 |
Orosi Mine - Mill Project |
|
- |
|
377 |
|
- |
|
- |
|
377 |
Care and maintenance |
|
- |
|
631 |
|
1,656 |
|
- |
|
2,287 |
Stock based compensation |
|
- |
|
- |
|
- |
|
270 |
|
270 |
Exploration |
|
95 |
|
269 |
|
- |
|
166 |
|
530 |
Other (income) expense |
|
566 |
|
335 |
|
(22) |
|
(21) |
|
858 |
|
|
661 |
|
2,253 |
|
55,431 |
|
1,232 |
|
59,577 |
Loss from continuing operations, |
|
(925) |
|
(2,750) |
|
(55,258) |
|
(1,259) |
|
(60,192) |
Loss from discontinued operations, net of tax |
|
- |
|
- |
|
- |
|
(46) |
|
(46) |
Income tax expense |
|
- |
|
- |
|
- |
|
- |
|
- |
Net loss |
$ |
(925) |
$ |
(2,750) |
$ |
(55,258) |
$ |
(1,305) |
$ |
(60,238) |
23
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
19. SEGMENT INFORMATION (CONT'D)
(ii) |
Segment Statements of Operations |
|
Nine months ended September 30, 2008 |
|||||||||
|
|
Limon |
|
Orosi |
|
Bellavista |
|
Corporate |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
Sales |
$ |
29,899 |
$ |
- |
$ |
- |
$ |
- |
$ |
29,899 |
Cost of sales |
|
20,441 |
|
- |
|
- |
|
- |
|
20,441 |
Royalties and production taxes |
|
1,724 |
|
- |
|
- |
|
- |
|
1,724 |
Depreciation and depletion |
|
- |
|
46 |
|
- |
|
36 |
|
82 |
Accretion expense |
|
69 |
|
74 |
|
279 |
|
26 |
|
448 |
|
|
22,234 |
|
120 |
|
279 |
|
62 |
|
22,695 |
Income (loss) from mining operations |
|
7,665 |
|
(120) |
|
(279) |
|
(62) |
|
7,204 |
Expenses and other income |
|
|
|
|
|
|
|
|
|
|
General and administrative |
|
- |
|
- |
|
- |
|
3,821 |
|
3,821 |
Orosi Mine - Mill Project |
|
- |
|
7,242 |
|
- |
|
- |
|
7,242 |
Care and maintenance |
|
- |
|
3,381 |
|
448 |
|
- |
|
3,829 |
Stock based compensation |
|
- |
|
- |
|
- |
|
2,826 |
|
2,826 |
Exploration |
|
1,176 |
|
2,176 |
|
- |
|
288 |
|
3,640 |
Insurance recovery |
|
- |
|
- |
|
(3,191) |
|
- |
|
(3,191) |
Other (income) expense |
|
21 |
|
(464) |
|
269 |
|
(210) |
|
(384) |
|
|
1,197 |
|
12,335 |
|
(2,474) |
|
6,725 |
|
17,783 |
Net income (loss) |
$ |
6,468 |
$ |
(12,455) |
$ |
2,195 |
$ |
(6,787) |
$ |
(10,579) |
|
Nine months ended September 30, 2007 |
|||||||||
|
|
Limon |
|
Orosi |
|
Bellavista |
|
Corporate |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
Sales |
$ |
18,182 |
$ |
10,361 |
$ |
15,139 |
$ |
- |
$ |
43,682 |
Cost of sales |
|
14,950 |
|
11,330 |
|
13,353 |
|
- |
|
39,633 |
Royalties and production taxes |
|
1,119 |
|
514 |
|
257 |
|
- |
|
1,890 |
Depreciation and depletion |
|
- |
|
- |
|
- |
|
30 |
|
30 |
Accretion expense |
|
51 |
|
69 |
|
327 |
|
50 |
|
497 |
|
|
16,120 |
|
11,913 |
|
13,937 |
|
80 |
|
42,050 |
Income (loss) from mining operations |
|
2,062 |
|
(1,552) |
|
1,202 |
|
(80) |
|
1,632 |
Expenses and other income |
|
|
|
|
|
|
|
|
|
|
General and administrative |
|
- |
|
995 |
|
- |
|
3,042 |
|
4,037 |
Bellavista Mine write--down |
|
- |
|
- |
|
53,797 |
|
- |
|
53,797 |
Orosi Mine - Mill Project |
|
- |
|
618 |
|
- |
|
- |
|
618 |
Care and maintenance |
|
- |
|
1,396 |
|
1,656 |
|
- |
|
3,052 |
Stock based compensation |
|
- |
|
- |
|
- |
|
933 |
|
933 |
Exploration |
|
424 |
|
785 |
|
- |
|
274 |
|
1,483 |
Other (income) expenses |
|
478 |
|
193 |
|
2 |
|
(6,845) |
|
(6,172) |
|
|
902 |
|
3,987 |
|
55,455 |
|
(2,596) |
|
57,748 |
Income (loss) from continuing |
|
1,160 |
|
(5,539) |
|
(54,253) |
|
2,516 |
|
(56,116) |
Loss from discontinued operations, net |
|
- |
|
- |
|
- |
|
(170) |
|
(170) |
Income tax expense |
|
- |
|
- |
|
- |
|
(1,865) |
|
(1,865) |
Net income (loss) |
$ |
1,160 |
$ |
(5,539) |
$ |
(54,253) |
$ |
481 |
$ |
(58,151) |
24
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
19. SEGMENT INFORMATION (CONT'D)
The Company’s gold production is currently refined in Canada. Gold is sold to customers in the United States, but due to the liquidity of the gold market and the large number of potential customers worldwide, future sales may not be limited to these customers.
(iii) |
Capital Expenditures |
Three Months ended September 30, 2008 |
|||||||||
|
Limon Mine |
|
Orosi Mine |
|
Bellavista Mine |
|
Corporate and Other |
|
Total |
|
|
|
|
|
|
|
|
|
|
$ |
1,228 |
$ |
5,401 |
$ |
- |
$ |
336 |
$ |
6,965 |
|
|
|
|
|
|
|
|
|
|
Three Months ended September 30, 2007 |
|||||||||
|
Limon Mine |
|
Orosi Mine |
|
Bellavista Mine |
|
Corporate and Other |
|
Total |
|
|
|
|
|
|
|
|
|
|
$ |
460 |
$ |
1,632 |
$ |
213 |
$ |
287 |
$ |
2,592 |
|
|
|
|
|
|
|
|
|
|
Nine Months ended September 30, 2008 |
|||||||||
|
Limon Mine |
|
Orosi Mine |
|
Bellavista Mine |
|
Corporate and Other |
|
Total |
|
|
|
|
|
|
|
|
|
|
$ |
2,776 |
$ |
8,303 |
$ |
- |
$ |
351 |
$ |
11,430 |
|
|
|
|
|
|
|
|
|
|
Nine Months ended September 30, 2007 |
|||||||||
|
Limon Mine |
|
Orosi Mine |
|
Bellavista Mine |
|
Corporate and Other |
|
Total |
|
|
|
|
|
|
|
|
|
|
$ |
1,741 |
$ |
4,667 |
$ |
1,589 |
$ |
294 |
$ |
8,291 |
|
|
|
|
|
|
|
|
|
|
25
Central Sun Mining Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2008
(Unaudited)
(US Dollars, except where noted, tabular amounts in thousands)
20. |
DISPOSITION OF CERRO QUEMA PROPERTY |
On October 31, 2007, Central Sun completed the sale of the Cerro Quema property for aggregate consideration of $6,000,000. At September 30, 2008, $4,000,000 had been paid to Central Sun. The remaining payment of $2,000,000 is due on December 31, 2008. In the event of non-payment, the Company retains the Cerro Quema property and sale proceeds received to date.
The discounted value of $1,952,000 (2007 - $2,768,000) recorded in accounts receivable and prepaids represents the only remaining asset related to the Company’s prior investment in Cerro Quema.
As a result of the timing of cash to be received, the Company has recognized $47,000 (2007 - $nil) and $184,000 (2007 - $nil) of imputed interest income for the three month and the nine month periods ended September 30, 2008, respectively. The statement of operations has separately presented the results from discontinued operations. For the three month and nine month periods ended September 30, 2008, the net income from discontinued operations was $nil (2007 - $46,000) and $nil (2007 - $170,000), respectively.
The cash flows from discontinued operations are as follows:
|
|
Three months ended September 30 |
|
Nine months ended September 30 |
||||
|
|
2008 |
|
2007 |
|
2008 |
|
2007 |
|
|
|
|
|
|
|
|
|
Operating activities |
$ |
- |
$ |
(54) |
$ |
- |
$ |
(242) |
21. |
SUBSEQUENT EVENTS |
a) |
On October 20, 2008, the Company announced that the Orosi Mine expansion project would be temporarily suspended and would be under a care and maintenance program until such time additional funding is obtained. |
b) |
On October 31, 2008, the first $4,000,000 tranche of the short-term loan facility, which was due on this date, was extended to December 8, 2008 the same date the second $4,000,000 tranche is due. The cost of extending the loan was $60,000 and the interest rate on this portion of the loan was increased to 15% per annum. |
26
CENTRAL SUN MINING INC.
CORPORATE INFORMATION
Head Office
500-6 Adelaide Street East
Toronto, ON
M5C 1H6
Tel: 416-860-0919
Fax: 416-367-0182
E-mail: ir@centralsun.ca
OFFICERS |
DIRECTORS |
|
|
Stan Bharti |
Stan Bharti |
Chairman |
|
|
George Faught |
Peter Tagliamonte |
|
President and Chief Executive Officer |
Ronald Gagel |
|
|
Denis Arsenault |
Bruce Humphrey |
Chief Financial Officer |
|
|
Patrick Mars |
Graham Speirs |
|
Chief Operating Officer |
Joe Milbourne |
|
|
Bill Pearson |
Peter Tagliamonte |
Executive Vice President, Exploration |
|
|
|
Jennifer Wagner |
|
Corporate Secretary and General Counsel |
|
|
|
Rico De Vega |
|
Controller |
|
Listing
Toronto Stock Exchange (TSX)
Stock Symbol: CSM
Warrant Symbol: CSM.WT
American Stock Exchange (AMEX)
Stock Symbol: CSM
Transfer Agent
Equity Transfer and Trust Company
200 University Avenue, Suite 400
Toronto, Ontario
M5H 4H1
Tel: 416-361-0930 / Fax: 416-361-0470