NORTHGATE EXPLORATION LIMITED CONSOLIDATED STATEMENTS OF CASH FLOWS (Expressed in thousands of United States dollars) (unaudited)
Three months ended Nine months ended September 30 September 30 -------------------------------------------- 2002 2001 2002 2001 --------------------------------------------------------------------- CASH PROVIDED BY (USED IN) OPERATIONS Income (loss) for the period $ 982 $ (2,511) $ (14,599) $ (2,161) Non-cash items: Depreciation and depletion 4,379 6,141 17,210 16,603 Non-controlling interest 1 317 (690) 555 Unrealized currency translation losses (gains) (114) (443) 212 (136) Accrual for reclamation costs 27 - 112 - Amortization of deferred financing charges 119 3 353 101 Gain (loss) on disposal of subsidiary - 3 - (1,158) --------------------------------------------------------------------- 5,394 3,510 2,598 13,804 Changes in non-cash operating working capital: Concentrate settlements and other receivables (3,903) 237 691 (2,145) Inventories 6,867 2,000 905 3,603 Accounts payable and accrual liabilities (2,546) 849 2,203 (5,787) --------------------------------------------------------------------- 5,812 6,596 6,397 9,475 --------------------------------------------------------------------- INVESTMENTS Proceeds received from investments - - - 4,248 Additions to other assets (3) (2,403) (9) (2,403) Additions to mineral property, plant and equipment (5,958) (7,272) (17,228) (12,839) --------------------------------------------------------------------- (5,961) (9,675) (17,237) (10,994) --------------------------------------------------------------------- FINANCING Deferred revenue - (2,287) - - Repayment of capital lease obligations (710) (1,028) (1,795) (2,210) Repayment of debt (4,848) (2,226) (74,985) (14,340) Issuance of debt 3,355 6,721 12,734 14,619 Issuance of preferred shares - - 56,475 - Dividends on preferred shares - - (1,166) - Issuance of common shares and warrants (168) - 107,997 - Draw (repayment) of capital securities - 1,249 (88,656) 4,681 --------------------------------------------------------------------- (2,371) 2,429 10,604 2,750 --------------------------------------------------------------------- Increase (decrease) in cash and cash equivalents (2,520) (650) (236) 1,231 Cash and cash equivalents at beginning of period 3,088 4,291 804 2,410 --------------------------------------------------------------------- Cash and cash equivalents at end of period $ 568 $ 3,641 $ 568 $ 3,641 --------------------------------------------------------------------- Supplementary information: Cash paid during the period for: Interest on capital securities $ - $ - $ 14,860 $ - Other interest $ 829 $ 926 $ 17,244 $ 3,353 Income taxes $ - $ - $ - $ - Non cash financing activities: Issuance of common shares on redemption of preferred shares $ - $ - $ 56,475 $ - ---------------------------------------------------------------------
The accompanying notes form an integral part of these financial statements.
NORTHGATE EXPLORATION LIMITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Nine months ended September 30, 2002 and 2001 (Expressed in thousands of United States dollars)
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1. Basis of Presentation
The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles in Canada. They do not include all the disclosures required by generally accepted accounting principles for annual financial statements and should be read in conjunction with the Corporation's consolidated financial statements including the notes thereto included in the Annual Report for the year ended December 31, 2001. In the opinion of management, all adjustments considered necessary for fair presentation have been included in these financial statements. Operating results for the three months ended September 30, 2002 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2002.
These financial statements are prepared using the same accounting policies and methods of application as those disclosed in note 2 to the Corporation's consolidated financial statements for the year ended December 31, 2001 except as disclosed in notes 2 and 3(c).
2. Reporting Currency and Foreign Currency Translation
As of December 31, 2001, the Corporation adopted the United States dollar as the primary currency of measurement and display. The Corporation has translated the September 30, 2001 amounts previously reported in Canadian dollars using a translation of convenience, whereby such amounts have been translated at the rate of exchange in effect in 2001.
Effective January 1, 2002, the Corporation adopted the CICA's new standards for the translation of foreign currencies. These bring Canadian practice into alignment with most other industrialized nations. Under the new rules, gains and losses on non-current, monetary items with a fixed and ascertainable life denominated in currencies other than the United States dollar are no longer deferred and amortized over the life of the items but charged directly to earnings as they occur. The change has been applied retroactively, although because the Corporation has no significant non-current, monetary items with a fixed and ascertainable life denominated in currencies other than the United States dollar, there was no impact of this change on the prior period financial statements.
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3. Share Capital (a) Preferred shares: --------------------------------------------------------------------- Number of shares Amount --------------------------------------------------------------------- Class A Series 1: Balance, December 31, 2001 - $ - Issued in Q1 2002 for cash at Cdn$25 per share 1,800,000 28,238 Converted in Q2 2002 for common shares at $1.51 per share (1,800,000) (28,238) --------------------------------------------------------------------- Balance, September 30, 2002 - - Class A Series 2: Balance, December 31, 2001 - - Issued in Q1 2002 for cash at Cdn$25 per share 1,800,000 28,237 Converted in Q2 2002 for common shares at $1.51 per share (1,800,000) (28,237) --------------------------------------------------------------------- Balance, September 30, 2002 - - Total preferred shares, September 30, 2002 - $ - ---------------------------------------------------------------------
(b) Common shareholders' equity (deficiency) --------------------------------------------------------------------- Sept. 30, 2002 Dec. 31, 2001 --------------------------------------------------------------------- Common shares (i) $168,331 $ 12,472 Warrants 8,613 - Retained earnings (deficit) (48,842) (31,640) --------------------------------------------------------------------- $128,102 $(19,168) --------------------------------------------------------------------- (i) Common shares: --------------------------------------------------------------------- Number of shares Amount --------------------------------------------------------------------- Balance, December 31, 2001 30,251,156 $ 12,472 Issued in Q1 - 2002: On exercise of previously issued special warrants 15,873,000 12,552 On exercise of previously issued flow-through special warrants 3,865,429 3,396 On exercise of rights at $1.26 per share 19,841,270 15,690 Share issuance costs - (1,439) Issued in Q2 - 2002: Pursuant to a Prospectus offering 60,975,610 73,511 On conversion of convertible preferred shares 59,602,650 56,475 On exercise of options 144,000 85 Other (2,000) (2) Share issuance costs - (4,240) Issued in Q3 - 2002: Share issuance costs - (167) --------------------------------------------------------------------- Balance, September 30, 2002 190,551,115 $168,331 ---------------------------------------------------------------------
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(c) Stock-based compensation
Effective January 1, 2002, the Corporation adopted the CICA's new handbook section 3870, Stock-Based Compensation and Other Stock-Based Payments. Under the new standard, stock-based payments to non-employees, and employee awards that are direct awards of stock, call for settlement in cash or other assets, or are stock appreciation rights that call for settlement by the issuance of equity instruments, granted on or after January 1, 2002, are accounted for using the fair value based method. No compensation costs are recorded for all other stock-based employee compensation awards. Consideration paid by employees on the exercise of stock options is recorded as share capital and contributed surplus. The Corporation discloses the pro forma effect of accounting for these awards under the fair value based method. The adoption of this new standard has resulted in no changes to amounts previously reported.
During the first and third quarters of 2002, the Corporation granted 140,000 options and 50,000 options, respectively, to officers, directors and employees exercisable at $1.45 for 5 years. These options vest 20% on each anniversary date for the next four years. During the second quarter, 48,000 previously issued options were vested. The Corporation uses the intrinsic value method of accounting for share options granted to directors, officers and employees. If the fair value method had been used to determine compensation cost for share options granted to directors, officers and employees, the Corporation's net loss and loss per share for the three-month period and nine-month period ended September 30, 2002 would have been as follows:
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Q3 - 2002 YTD - 2002 ----------------------------- ------------------------------- Fair value As Fair value As of options reported of options reported vested Pro forma vested Pro forma ----------------------------------------------------------------------- Net loss $ 982 9 $ 973 $(14,599) 36 $(14,635) Basic loss per common share 0.01 - 0.01 (0.17) - (0.17) Diluted loss per common share 0.01 - 0.01 (0.17) - (0.17) -----------------------------------------------------------------------
The fair value of share options was estimated using the Black-Scholes option-pricing model with the following assumptions:
Nine months ended September 30, 2002 ----------------------------------- Risk-free interest rate 4.5% Annual dividends - Expected stock price volatility 95%
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The expected life of the options used in the option-pricing model were determined as one-half of the weighted average life of the option terms.
(d) On June 25, 2002 the Corporation closed a Cdn$125 million equity financing in which it issued 60,975,610 common shares and 20,325,203 share purchase warrants. Proceeds from the issue were used to repay long-term debt, close out a portion of the Corporation's gold forward sales position, and for general corporate purposes. Coincident with the closing, all of the Corporation's convertible preferred shares were converted into common shares at Cdn$1.51 per share.
4. Financial instruments
At September 30, 2002, Kemess Mines Ltd. had forward sale commitments with major financial institutions to deliver 350,000 ounces of gold at an average accumulated price of $301 per ounce. These forward sales commitments are in the form of short dated spot deferred contracts. A portion of the position may be brought and settled into income in 2002 and a portion will eventually be rolled into future years as part of the Corporation's commitments under its project loan.
During the third quarter of 2002, Kemess Mines Ltd. brought $703,500 of premium revenue into income upon the expiry of 150,000 ounces of gold call options.
5. Subsequent Event
The Corporation and its subsidiaries are involved in certain claims and lawsuits relating to unresolved construction liens at the Kemess South Mine. On October 18, 2002 the B.C. Supreme Court rendered a decision in favour of the contractor in the amount of Cdn$6.5 million plus legal costs. Northgate had already provided Cdn$3 million as a purchase price adjustment against the original acquisition of the mine. Northgate is reviewing its options in relation to the judgment. |