MD Filed by Filing Services Canada Inc. 403-717-3898

EX-99.1 2 fins.htm UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS MD Filed by Filing Services Canada Inc. 403-717-3898

September 30, 2012	Unaudited Condensed Consolidated Financial Statements

	Suite 1188, 550 Burrard Street Vancouver, British Columbia V6C 2B5

	Phone: (604) 687-4018 Fax: (604) 687-4026

Eldorado Gold Corporation

Unaudited Condensed Consolidated Balance Sheets

(Expressed in thousands of U.S. dollars)

	Note		September 30, 2012			December 31, 2011
ASSETS
Current assets
Cash and cash equivalents			$	271,401		$	393,763
Restricted cash		6		36,794			55,390
Marketable securities				3,052			2,640
Accounts receivable and other				55,402			42,309
Inventories				216,216			164,057
				582,865			658,159
Non-current inventories				21,700			26,911
Investments in significantly influenced companies				30,093			18,808
Deferred income tax assets				3,253			4,259
Restricted assets and other				42,387			38,430
Defined benefit pension plan		8		4,155			-
Property, plant and equipment				6,012,298			2,847,910
Goodwill				669,311			365,928
				7,366,062			3,960,405
LIABILITIES & EQUITY
Current liabilities
Accounts payable and accrued liabilities				214,596			168,367
Current debt		7		45,558			81,031
				260,154			249,398
Debt		7		50,000			-
Asset retirement obligations				51,286			43,213
Defined benefit pension plan		8		-			19,969
Deferred income tax liabilities				871,056			336,579
				1,232,496			649,159
Equity
Share capital		9		5,290,316			2,855,689
Treasury stock				(7,317	)		(4,018	)
Contributed surplus				69,278			30,441
Accumulated other comprehensive loss				(17,162	)		(10,069	)
Retained earnings				479,894			382,716
Total equity attributable to shareholders of the Company				5,815,009			3,254,759
Attributable to non-controlling interests				318,557			56,487
				6,133,566			3,311,246
				7,366,062			3,960,405

Approved on behalf of the Board of Directors

(Signed) Robert R. Gilmore

Director

(Signed) Paul N. Wright

Director

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Eldorado Gold Corporation

Unaudited Condensed Consolidated Income Statements

(Expressed in thousands of U.S. dollars except per share amounts)

	Three months ended						Nine months ended
	September 30,						September 30,
	2012			2011			2012			2011
Revenue
Metal sales	$	281,839		$	327,364		$	797,579		$	799,088
Cost of sales
Production costs		107,615			95,020			293,340			250,762
Depreciation and amortization		26,082			29,954			78,635			91,014
		133,697			124,974			371,975			341,776
Gross profit		148,142			202,390			425,604			457,312
Exploration expenses		11,130			6,913			29,899			15,359
General and administrative expenses		17,518			11,207			53,345			45,815
Defined benefit pension plan expense		638			418			1,899			1,274
Share based payments		4,396			3,599			17,210			15,403
Transaction costs		552			-			20,005			-
Foreign exchange (gain) loss		(1,926	)		3,530			(2,227	)		5,558
Operating profit		115,834			176,723			305,473			373,903
(Gain) loss on disposal of assets		(23	)		420			423			(2,672	)
Loss (gain) on marketable securities and other investments		-			1,528			(1,032	)		239
Loss on investments in significantly influenced companies		1,375			1,067			3,119			2,861
Other income		(264	)		(2,792	)		(2,641	)		(4,808	)
Asset retirement obligation accretion		457			387			1,328			1,160
Interest and financing costs		1,481			2,293			3,615			5,407
Profit before income tax		112,808			173,820			300,661			371,716
Income tax expense		34,435			63,077			98,965			120,520
Profit for the period		78,373			110,743			201,696			251,196

Attributable to:
Shareholders of the Company		75,845			102,478			190,320			229,816
Non-controlling interests		2,528			8,265			11,376			21,380
		78,373			110,743			201,696			251,196

Weighted average number of shares outstanding
Basic		712,789			549,085			680,121			548,800
Diluted		713,340			551,309			681,222			550,737

Earnings per share attributable to shareholders of the Company:
Basic earnings per share		0.11			0.19			0.28			0.42
Diluted earnings per share		0.11			0.19			0.28			0.42

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Eldorado Gold Corporation

Unaudited Condensed Consolidated Statements of Comprehensive Income

(Expressed in thousands of U.S. dollars)

	Three months ended						Nine months ended
	September 30,						September 30,
	2012			2011			2012			2011

Profit for the period	$	78,373		$	110,743		$	201,696		$	251,196
Other comprehensive income loss:
Change in fair value of available-for-sale financial assets (net of income taxes of nil and $12; and nil and $12)		(231	)		(399	)		(1,368	)		(1,383	)
Realized gains on disposal of available-for-sale financial assets transferred to net income		-			-			(24	)		(434	)
Actuarial losses on defined benefit pension plans		-			-			(5,701	)		-
Total other comprehensive loss for the period		(231	)		(399	)		(7,093	)		(1,817	)
Total comprehensive income for the period		78,142			110,344			194,603			249,379

Attributable to:
Shareholders of the Company		75,614			102,079			183,227			227,999
Non-controlling interests		2,528			8,265			11,376			21,380
		78,142			110,344			194,603			249,379

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Eldorado Gold Corporation

Unaudited Condensed Consolidated Statements of Cash Flows

(Expressed in thousands of U.S. dollars)

			Three months ended						Nine months ended
			September 30,						September 30,
	Note		2012			2011			2012			2011
Cash flows generated from (used in):
Operating activities
Profit for the period			$	78,373		$	110,743		$	201,696		$	251,196
Items not affecting cash
Asset retirement obligation accretion				457			387			1,328			1,160
Depreciation and amortization				26,082			29,954			78,635			91,014
Unrealized foreign exchange (gain) loss				(446	)		1,500			(809	)		6,261
Deferred income tax (recovery) expense				(42	)		10,079			(6,730	)		374
(Gain) loss on disposal of assets				(23	)		420			423			(2,672	)
Loss on investments in significantly influenced companies				1,375			1,067			3,119			2,861
Loss (gain) on marketable securities and other investments				-			1,528			(1,032	)		239
Share based payments				4,396			3,599			17,210			15,403
Defined benefit pension plan expense				638			418			1,899			1,274
				110,810			159,695			295,739			367,110

Changes in non-cash working capital		11		20,743			13,933			(121,914	)		(2,389	)
				131,553			173,628			173,825			364,721
Investing activities
Net cash received on acquisition of subsidiary		5		-			-			18,789			-
Purchase of property, plant and equipment				(136,779	)		(76,028	)		(303,891	)		(201,630	)
Proceeds from the sale of property, plant and equipment				99			24			890			41
Net proceeds on pre-production sales				17,412			-			37,434			-
Purchase of marketable securities				2,152			(1,609	)		-			(1,823	)
Proceeds from the sale of marketable securities				-			-			230			6,345
Funding of non-registered supplemental retirement plan investments, net				-			43			14,486			(4,937	)
Investments in significantly influenced companies				(11,947	)		(2,470	)		(15,359	)		(3,788	)
Decrease in restricted cash				20,240			35			18,571			(2,963	)
				(108,823	)		(80,005	)		(228,850	)		(208,755	)

Financing activities
Issuance of common shares for cash				3,430			22,631			20,261			30,616
Dividend paid to non-controlling interests				(967	)		(4,473	)		(2,238	)		(8,095	)
Dividend paid to shareholders				(43,262	)		(33,426	)		(93,142	)		(61,167	)
Purchase of treasury stock				(691	)		(280	)		(6,702	)		(6,438	)
Long-term and bank debt proceeds				-			2,579			50,000			5,782
Long-term and bank debt repayments				(24,429	)		(29,749	)		(35,516	)		(74,465	)
				(65,919	)		(42,718	)		(67,337	)		(113,767	)
Net (decrease) increase in cash and cash equivalents				(43,189	)		50,905			(122,362	)		42,199
Cash and cash equivalents - beginning of period				314,590			305,638			393,763			314,344

Cash and cash equivalents - end of period				271,401			356,543			271,401			356,543

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Eldorado Gold Corporation

Unaudited Condensed Consolidated Statements of Changes in Equity

(Expressed in thousands of U.S. dollars)

		Three months ended						Nine months ended
		September 30,						September 30,
		2012			2011			2012			2011
			$			$			$			$
Share capital
Balance beginning of period			5,282,368			2,825,024			2,855,689			2,814,679
Shares issued upon exercise of share options, for cash			3,430			22,631			20,261			29,131
Transfer of contributed surplus on exercise of options			4,518			6,714			22,674			9,074
Shares issued on acquisition of European Goldfields Ltd.	5		-			-			2,380,140			-
Shares issued for deferred phantom units			-			-			11,552			-
Shares issued upon exercise of warrants, for cash			-			-			-			1,485
Balance end of period			5,290,316			2,854,369			5,290,316			2,854,369

Treasury stock
Balance beginning of period			(7,355	)		(4,432	)		(4,018	)		-
Purchase of treasury stock			(691	)		(280	)		(6,702	)		(6,438	)
Shares redeemed upon exercise of restricted share units			729			499			3,403			2,225
Balance end of period			(7,317	)		(4,213	)		(7,317	)		(4,213	)

Contributed surplus
Balance beginning of period			70,444			30,828			30,441			22,967
Share based payments			4,081			3,742			16,231			15,689
Shares redeemed upon exercise of restricted share units			(729	)		(499	)		(3,403	)		(2,225	)
Options issued on acquisition of European Goldfields Ltd.	5		-			-			31,130			-
Deferred phantom units granted on acquisition of
European Goldfields Ltd.			-			-			29,105			-
Transfer to share capital on exercise of options and deferred phantom units			(4,518	)		(6,714	)		(34,226	)		(9,074	)
Balance end of period			69,278			27,357			69,278			27,357

Accumulated other comprehensive loss
Balance beginning of period			(16,931	)		(3,055	)		(10,069	)		(1,637	)
Other comprehensive loss for the period			(231	)		(399	)		(7,093	)		(1,817	)
Balance end of period			(17,162	)		(3,454	)		(17,162	)		(3,454	)

Retained earnings
Balance beginning of period			447,311			224,818			382,716			125,221
Dividends paid			(43,262	)		(33,426	)		(93,142	)		(61,167	)
Profit attributable to shareholders of the Company			75,845			102,478			190,320			229,816
Balance end of period			479,894			293,870			479,894			293,870
Total equity attributable to shareholders of the Company			5,815,009			3,167,929			5,815,009			3,167,929

Non-controlling interests
Balance beginning of period			316,029			41,041			56,487			36,021
Profit attributable to non-controlling interests			2,528			8,265			11,376			21,380
Dividends declared to non-controlling interests			-			-			(9,399	)		(8,095	)
Acquired non-controlling interest	5		-			-			260,093			-
Balance end of period			318,557			49,306			318,557			49,306
Total equity			6,133,566			3,217,235			6,133,566			3,217,235

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

(Expressed in thousands of U.S. dollars, unless otherwise stated)

1.	General Information

Eldorado Gold Corporation (“Eldorado” or the “Company”) is a gold exploration, development, mining and production company. The Company has ongoing exploration and development projects in Turkey, China, Greece, Brazil and Romania. The Company acquired control of European Goldfields Ltd. (“EGU”) in February 2012, including its producing mine, Stratoni, and development projects, Olympias and Skouries, in Greece and its development project, Certej, in Romania.

Eldorado is a public company which is listed on the Toronto Stock Exchange and New York Stock Exchange and is incorporated and domiciled in Canada.

2.	Basis of preparation

These condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard 34 ‘Interim Financial Reporting’. They do not include all of the information and footnotes required by the International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board for full annual financial statements and should be read in conjunction with the Company’s annual financial statements for the year ended December 31, 2011.

Other than the adoption of new accounting policies described in note 3, the same accounting policies are used in the preparation of these condensed consolidated interim financial statements as for the most recent audited annual financial statements and reflect all the adjustments necessary for fair presentation in accordance with IFRS of the results for the interim periods presented.

3.	Adoption of new accounting policies and new accounting developments

(a) Revenue recognition of other metals concentrate

Due to the acquisition of EGU in February 2012, the Company adopted a new accounting policy for revenue recognition of other metals concentrate. Revenues from the sale of concentrate are recognised when the risks and rewards of ownership have been transferred to the customer and the revenue can be reliably measured. Revenue is measured at the fair value of the consideration received.

A number of the Company’s concentrate products are sold under pricing arrangements where final prices are determined by quoted market prices in a period subsequent to the date of sale. These concentrates are provisionally priced at the time of sale based on forward prices for the expected date of the final settlement. The provisionally priced sales of concentrate contain an embedded derivative, which does not qualify for hedge accounting. These embedded derivatives are recognized at fair value through revenue until the date of final price determination. Subsequent variations in the price are recognized as revenue adjustments as they occur until the price is finalized.

(b) Upcoming changes in accounting standards

Accounting standards effective in 2013 and 2015 are disclosed in the Company’s consolidated financial statements for the year ended December 31, 2011.

4.	Critical accounting estimates and judgements

The preparation of financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed at each period end. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

(1)

Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

(Expressed in thousands of U.S. dollars, unless otherwise stated)

4.	Critical accounting estimates and judgements (continued)

Significant areas requiring the use of management estimates include assumptions and estimates relating to determining defined proven and probable reserves, value beyond proven and probable reserves, fair values for purposes of purchase price allocations for business acquisitions, asset impairment analysis, asset retirement obligations, share-based payments and warrants, pension benefits, valuation allowances for deferred income tax assets, the provision for income tax liabilities, deferred income taxes and assessing and evaluating contingencies.

Actual results could differ from these estimates. Outlined below are some of the areas which require management to make judgments, estimates and assumptions in determining carrying values.

Purchase price allocation

Business combinations require judgment and estimates to be made at the date of acquisition in relation to determining asset and liability fair values and the allocation of the purchase consideration over the fair value of the assets and liabilities.

In respect of mining company acquisitions, such as the acquisition of EGU in February 2012, purchase consideration is typically allocated to the mineral reserves and resources being acquired. The estimate of reserves and resources is subject to assumptions relating to life of the mine and may change when new information becomes available. Changes in reserves and resources as a result of factors such as production costs, recovery rates, grade or reserves or commodity prices could impact depreciation rates, asset carrying values and environmental and restoration provisions. Changes in assumptions over long-term commodity prices, market demand and supply, and economic and regulatory climates could also impact the carrying value of assets, including goodwill.

Estimated recoverable reserves and resources

Mineral reserve and resource estimates are based on various assumptions relating to operating matters, including, with respect to production costs, mining and processing recoveries, cut-off grades, as well as assumptions relating to long-term commodity prices and, in some cases, exchange rates, inflation rates and capital costs. Cost estimates are based on feasibility study estimates or operating history. Estimates are prepared by appropriately qualified persons, but will be impacted by forecasted commodity prices, inflation rates, exchange rates, capital and production costs and recoveries amongst other factors. Estimated recoverable reserves and resources are used to determine the depreciation of property, plant and equipment at operating mine sites, in accounting for deferred stripping costs, in performing impairment testing and for forecasting the timing of the payment of decommissioning and restoration costs. Therefore, changes in the assumptions used could impact the carrying value of assets, depreciation and impairment charges recorded in the income statement and the carrying value of the decommissioning and restoration provision.

Asset retirement obligations

Asset retirement obligations are based on future cost estimates using information available at the balance sheet date. Asset retirement obligations are adjusted at each reporting period for changes to factors such as the expected amount of cash flows required to discharge the liability, the timing of such cash flows and the discount rate. Asset retirement obligations require other significant estimates and assumptions such as: requirements of the relevant legal and regulatory framework, and the timing, extent and costs of required decommissioning and restoration activities. To the extent the actual costs differ from these estimates, adjustments will be recorded and the income statement may be impacted.

Current and deferred taxes

The Company calculates current and deferred tax provisions for each of the jurisdictions in which it operates. Actual amounts of income tax expense are not final until tax returns are filed and accepted by the relevant authorities. This occurs subsequent to the issuance of financial statements. Therefore, profit in subsequent periods will be affected by the amount that estimates differ from the final tax return.

(2)

Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

(Expressed in thousands of U.S. dollars, unless otherwise stated)

4.	Critical accounting estimates and judgements (continued)

Judgment is required in assessing whether deferred tax assets and certain deferred tax liabilities are recognized on the balance sheet. The Company also evaluates the recoverability of deferred tax assets based on an assessment of the ability to use the underlying future tax deductions before they expire against future taxable income. Deferred tax liabilities arising from temporary differences on investments in subsidiaries, joint ventures and associates are recognized unless the reversal of the temporary differences is not expected to occur in the foreseeable future and can be controlled. Assumptions about the generation of future taxable profits and repatriation of retained earnings depend on management’s estimates of future production and sales volumes, commodity prices, reserves, operating costs, decommissioning and restoration costs, capital expenditures, dividends and other capital management transactions.

Judgement is also required in the application of income tax legislation. These estimates and judgments are subject to risk and uncertainty and could result in an adjustment to current and deferred tax provisions and a corresponding credit or debit to profit.

5.	Acquisition of European Goldfields Ltd.

On February 24, 2012 the Company acquired 100% of the issued and outstanding shares of EGU. Under the terms of the Arrangement former EGU shareholders received 0.85 of an Eldorado common share and C$0.0001 in cash for each EGU share. Eldorado issued 157,959,316 common shares pursuant to the Arrangement. EGU holds a 95% stake in the Kassandra Mines district in Greece, which is comprised of the Stratoni Mine, and the Olympias and Skouries development projects, and an 80% stake in the Certej development project in Romania.

The Company acquired EGU to increase its presence in the Aegean region and leverage local operating knowledge and expertise.

The goodwill of $303,383 resulting from the acquisition arises mainly on the recognition of deferred income tax liabilities and non-controlling interests and represents, among other things, the exploration potential within the assets acquired and future variability in the price of minerals. None of the goodwill is deductible for tax purposes.

In April 2007, Hellas Gold (“Hellas”), a subsidiary of EGU, agreed to sell to Silver Wheaton (Caymans) Ltd. (“Silver Wheaton”) all of the silver metal to be produced from ore extracted during the mine-life within an area of approximately seven square kilometres around the Stratoni mine up to 15 million ounces, or 20 million ounces if additional silver is processed through the Stratoni mill from areas other than the current producing mine. The sale was made in consideration of a prepayment to Hellas of $57.5 million in cash, plus a payment per ounce of payable silver equal to the lesser of $3.90 and the prevailing market price per ounce calculated, due and payable at the time of delivery. The expected cash flows associated with the sale of the silver to Silver Wheaton at a price lower than market price have been reflected in the fair value of the mining interest recorded upon acquisition of EGU. The Company has presented the value of any expected future cash flows from the sale of any future silver production to Silver Wheaton as part of the mining interest, as the Company did not receive any of the original upfront payment. Further, the Company does not believe that the agreement to sell to Silver Wheaton meets the definition of an onerous contract or other liability as the obligation only arises upon production of the silver.

(3)

Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

(Expressed in thousands of U.S. dollars, unless otherwise stated)

5.	Acquisition of European Goldfields Ltd. (continued)

A preliminary allocation of the purchase price, which is subject to final adjustments, is as follows:

Preliminary purchase price:

157,959,316 common shares of shares of Eldorado at C$15.05/share	$	2,380,140
4,713,248 replacement options		31,130
1,931,542 equity settled deferred phantom units		29,105
Cash consideration		19
Total Consideration	$	2,440,394

Net assets acquired:

Cash	$	18,808
Accounts receivable		20,844
Inventory		9,689
Other assets		9,951
Mining interests		2,990,047
Goodwill		303,383
Accounts payable		(100,776	)
Non-current liabilities		(9,242	)
Deferred income taxes		(542,217	)
Non-controlling interest		(260,093	)
	$	2,440,394

For the purpose of these condensed consolidated financial statements, the purchase consideration has been allocated on a preliminary basis to the fair value of assets acquired and liabilities assumed based on management’s best estimates taking into account all available information at the time of acquisition as well as applicable information at the time these condensed consolidated financial statements were prepared. The Company will continue to review information and perform further analysis with respect to these assets, prior to finalizing the allocation of the purchase price.

Eldorado has conducted a preliminary assessment of contingent liabilities identified during its due diligence and has recognized certain contingent liabilities in its initial accounting for the acquisition. However, the Company is continuing its review to determine whether additional contingent liabilities exist. If during the measurement period new information is found that identifies adjustments to the amount of contingent liabilities recognized initially, or additional contingent liabilities that existed at the acquisition date, then the acquisition accounting will be revised to reflect the resulting adjustments to the amounts initially recognized. During the current quarter the Company received additional information regarding a contingent legal liability that existed at acquisition date. This liability relates to a case before the European Commission that challenges the value of the original transfer of property from the Greek State. This added information has resulted in an increase to the liabilities acquired and the goodwill recognized of $28,832.

The fair value of the common shares and replacement options issued and the equity settled deferred phantom units (“DPUs”) as part of the consideration paid for EGU was based on the closing share price on February 24, 2012 on the Toronto Stock Exchange. The value of the replacement options was calculated using the Black-Scholes model. The following inputs were used to value the replacement options:


Risk-free interest rate		1.28%
Expected volatility (range)		39% – 44%
Expected life (range)		0.7 – 1.7 years
Expected dividends per share		Cdn $0.09
Forfeiture rate		0%

(4)

Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

(Expressed in thousands of U.S. dollars, unless otherwise stated)

5.	Acquisition of European Goldfields Ltd. (continued)

Acquisition related costs of $552 have been charged to transaction costs in the consolidated income statement for the quarter ended September 30, 2012 (YTD – $20,005).

These consolidated financial statements include EGU’s results from February 24, 2012 to September 30, 2012. The revenue included in the consolidated income statement since February 24, 2012 contributed by EGU was $34,358. This is from the sales of zinc, lead and silver concentrates produced at the Stratoni Mine in Greece. The net loss was $18,776.

Had EGU been consolidated from January 1, 2012, the consolidated income statement would include revenue of $42,136 and a net loss of $41,820 from EGU.

Eldorado received net cash of $18,789 as a result of the EGU transaction. This net increase of cash was a result of an acquired cash balance of $18,808 less cash consideration of $19.

6.	Restricted cash

Restricted cash represents short-term interest-bearing money market securities and funds held on deposit as collateral for the following loans:

	September 30, 2012		December 31, 2011

Eastern Dragon CMB standby letter of credit loan (note 7(b))	$	36,794	$	52,390
Unamgen deposit security HSBC letter of credit		-		3,000
		36,794		55,390

Debt

	September 30, 2012		December 31, 2011
Current:
Jinfeng construction loan (a)	$	3,767	$	19,929
Eastern Dragon CMB standby letter of credit loan (b)		31,541		50,786
Eastern Dragon HSBC revolving loan facility (c)		10,250		10,316
		45,558		81,031
Non-current:
HSBC revolving credit facility (d)		50,000		-
		50,000		-

(a) Jinfeng construction loan

In 2009, Guizhou Jinfeng Mining Ltd. (“Jinfeng”), our 82% owned subsidiary entered into a RMB 680.0 million ($107,239) construction loan facility (“the construction loan”) with China Construction Bank (“CCB”). The construction loan has a term of 6 years commencing on February 27, 2009 and is subject to a floating interest rate adjusted annually at 95% of the prevailing lending rate stipulated by the People’s Bank of China for similar loans. The effective interest as at September 30, 2012 was 6.70%.

Scheduled quarterly payments of RMB 35.0 million ($5,520) are anticipated to repay the principal loan balance in full by the end of 2012. Any pre-payments are applied to reduce future payments starting from the final payment.

Jinfeng made its quarterly scheduled payment of RMB 35.0 million ($5,520) in September of 2012, reducing the balance remaining to RMB 25.0 million ($3,943) at September 30, 2012.

(5)

Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

(Expressed in thousands of U.S. dollars, unless otherwise stated)

7.	Debt (continued)

Net deferred financing costs in the amount of $176 have been included as an offset in the balance of the loan in the financial statements and are being amortized using the effective interest method.

(b) Eastern Dragon CMB standby letter of credit loan

In January 2010, Rock Mining Industry Development Company Limited (“Eastern Dragon”), our 95% owned subsidiary, entered into a RMB 320.0 million ($50,465) standby letter of credit loan with CMB. This loan has a one year term. In January 2012, the term was extended for a second year term to January 2013 and the annual management fee of 10% of the interest accrued on the outstanding amount paid quarterly was removed. In addition, the floating interest rate is now adjusted monthly at the prevailing lending rate stipulated by the People’s Bank of China for working capital loans. This loan is collateralized by way of a restricted cash deposit as funding of the irrevocable letter of credit issued by Sino Gold to CMB. The collateral was increased in January 2012 from $52,300 to $56,500. The interest rate on this loan as at September 30, 2012 was 6.00%.

In September 2012, we repaid RMB 120.0 million ($18,924), releasing $20,000 of the restricted cash balance. At September 30, 2012, RMB 200.0 million ($31,541) remained outstanding.

In May 2010, Eastern Dragon entered into a RMB 80.0 million ($12,616) revolving facility (“the facility”) with HSBC Bank (China). The facility can be drawn down in minimum tranches of RMB 1.0 million ($158) or its multiples. Each drawdown bears interest fixed at the prevailing lending rate stipulated by the People’s Bank of China on the date of drawdown. The Facility has a term of up to one year. In February, 2012, the Facility was reviewed by the bank and was extended to November 30, 2012. The interest rate on this loan as at September 30, 2012 was 6.16%.

As at September 30, 2012, RMB 65.0 million ($10,250) was outstanding on this loan.

The Facility is secured by a letter of guarantee issued by Eldorado. Eldorado must maintain at all times a security coverage ratio of 110% of the amounts drawn down. As at September 30, 2012, the security coverage is $11,275.

This Facility is to be repaid in full when Eastern Dragon obtains the required project approval that will allow it to complete the second drawdown on the project-financing loan.

(d) HSBC revolving credit facility

In October 2011, the Company entered into a $280.0 million revolving credit facility with HSBC (“the credit facility”) and a syndicate of four other banks. The credit facility matures on October 12, 2015 and is secured by the shares of SG Resources and Tuprag, wholly owned subsidiaries of the Company. The interest rate on this loan as at September 30, 2012 was 1.97%.

The prepaid loan cost on the balance sheet relating to the credit facility as at September 30, 2012 was $2,399.

As at September 30, 2012, $50,000 had been drawn down on the credit facility.

(e) Entrusted loan

In November 2010, Eastern Dragon, HSBC Bank (China) and Qinghai Dachaidan Mining Ltd (“QDML”), our 90% owned subsidiary, entered into a RMB 12.0 million ($1,892) entrusted loan agreement, which was subsequently increased to RMB 180.0 million ($28,387) in September 2011. A subsequent increase to RMB 620.0 million ($97,776) occurred in September 2012.

Under the terms of the entrusted loan, QDML with its own funds entrusts HSBC Bank (China) to provide a loan facility in the name of QDML to Eastern Dragon.

(6)

Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

(Expressed in thousands of U.S. dollars, unless otherwise stated)

7.	Debt (continued)

The entrusted loan can be drawn down in tranches. Each drawdown bears interest fixed at the prevailing lending rate stipulated by the People’s Bank of China on the date of drawdown. Each draw down has a term of three months and can be rolled forward at the discretion of QDML. The interest rate on this loan as at September 30, 2012 was 4.59%.

As at September 30, 2012, RMB 323.0 million ($50,938) had been drawn under the entrusted loan. Subsequent to September 30, 2012, RMB 10.0 million ($1,577) was drawn under this loan.

The entrusted loan has been recorded on a net settlement basis.

8.	Defined benefit pension plan

During the second quarter of 2012, the Company set up a Retirement Compensation Arrangement (“RCA”) trust account in connection with its non-registered supplementary pension plan. As it is a trust account, the assets in the account are protected from the Company’s creditors. The RCA requires the Company to remit 50% of any contributions made to the Receiver General for Canada to a refundable tax account.

9.	Share capital

Eldorado’s authorized share capital consists of an unlimited number of voting common shares without par value and an unlimited number of non-voting common shares without par value. At September 30, 2012 there were no non-voting common shares outstanding (December 31, 2011 – none).

Voting common shares	Number of Shares		Total

At January 1, 2012		551,682,917	$	2,855,689
Shares issued upon exercise of share options, for cash		3,113,626		20,261
Estimated fair value of share options exercised		-		22,674
Shares issued on acquisition of European Goldfields Ltd. (note 5)		157,959,316		2,380,140
Common shares issued for deferred phantom units		851,497		11,552
At September 30, 2012		713,607,356		5,290,316

10.	Share-based payments

(a) Share option plans

Movements in the number of share options outstanding and their related weighted average exercise prices are as follows:

	2012
	Weighted average exercise price Cdn		Number of options
At January 1,	$	12.60		8,616,113
Regular options granted		14.80		5,906,073
Replacement options granted on acquisition of European Goldfields Ltd. (note 5)		9.73		4,713,248
Exercised		6.48		(3,113,626	)
Forfeited		15.00		(633,119	)
At September 30,		13.70		15,488,689

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Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

(Expressed in thousands of U.S. dollars, unless otherwise stated)

10. Share-based payments (continued)

At September 30, 2012, 10,547,424 share options (September 30, 2011 – 5,127,291) with a weighted average exercise price of Cdn$12.99 (September 30, 2011 – Cdn$10.38) had vested and were exercisable. Options outstanding are as follows:

	September 30, 2012
	Total options outstanding			Exercisable options
Range of exercise price Cdn$	Shares	Weighted average remaining contractual life (years)	Weighted average exercise price Cdn$	Shares	Weighted average exercise price Cdn$
$4.00 to $4.99	1,148,936	1.1	4.88	1,148,936	4.88
$5.00 to $5.99	66,250	1.1	5.92	66,250	5.92
$6.00 to $6.99	201,000	0.5	6.38	201,000	6.38
$7.00 to $7.99	725,000	2.6	7.13	725,000	7.13
$8.00 to $8.99	15,582	0.8	8.00	15,582	8.00
$9.00 to $9.99	302,900	1.5	9.64	302,900	9.64
$10.00 to $10.99	162,922	4.3	10.85	54,306	10.85
$11.00 to $11.99	10,000	1.5	11.40	10,000	11.40
$12.00 to $12.99	833,398	4.3	12.71	400,132	12.67
$13.00 to $13.99	2,310,456	2.4	13.24	2,310,456	13.24
$14.00 to $14.99	316,614	4.7	14.62	181,092	14.73
$15.00 to $15.99	5,216,473	4.3	15.25	1,930,038	15.27
$16.00 to $16.99	4,115,158	3.5	16.57	3,172,398	16.55
$18.00 to $18.99	24,000	3.2	18.81	16,000	18.81
$19.00 to $20.02	40,000	4.1	19.19	13,334	19.19
	15,488,689	3.4	13.70	10,547,424	12.99

Share based compensation expense related to share options for the quarter ended September 30, 2012 was $3,125 (YTD – $11,821).

(b) Restricted share unit plan

A total of 469,294 restricted share units (“RSUs”) at a grant-date fair value of Cdn$14.65 per unit were granted during the nine month period ended September 30, 2012 under the Company’s RSU plan and 156,432 were exercisable as at September 30, 2012.

The fair value of each RSU issued is determined as the closing share price at grant date.

A summary of the status of the restricted share unit plan and changes during the period ended September 30, 2012 is as follows:

	Total RSUs
Balance at December 31, 2011		253,587
RSUs Granted		469,294
Redeemed		(257,825	)
Forfeited		-
Balance at September 30, 2012		465,056

As at September 30, 2012, 457,485 common shares purchased by the Company remain held in trust in connection with this plan. At the end of the period, 79,752 restricted share units are fully vested and exercisable. These shares purchased and held in trust have been included in treasury stock in the balance sheet.

Restricted share units expense for the period ended September 30, 2012 was $956 (YTD – $4,409).

(8)

Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

(Expressed in thousands of U.S. dollars, unless otherwise stated)

10. Share-based payments (continued)

At September 30, 2012, 126,406 deferred share units (“DSUs”) were outstanding with a value of $1,927, which is included in accounts payable and accrued liabilities.

Compensation expense related to the DSUs was $315 for the period ended September 30, 2012 (YTD – $980).

(d) Deferred phantom units

In accordance with the acquisition agreement of EGU (note 5), the EGU DPUs will be converted on redemption to Eldorado shares using the 85% share exchange ratio as indicated within the plan of Arrangement. The DPU plan was amended to allow for share settlement only. Each DPU is exercisable into one common share entitling the holder to receive the common share for no additional consideration. During the quarter, no DPUs were exercised (YTD – 851,497 DPUs). The remaining 1,080,045 DPUs are expected to be exercised during 2012.

11.	Supplementary cash flow information

	Three months ended						Nine months ended
	September 30,						September 30,
Changes in non-cash working capital		2012			2011			2012			2011
Accounts receivable and other	$	(4,239	)	$	(9,769	)	$	(2,981	)	$	(1,454	)
Inventories		5,451			(1,264	)		(27,912	)		(10,926	)
Accounts payable and accrued liabilities		19,531			24,966			(91,021	)		9,991
Total		20,743			13,933			(121,914	)		(2,389	)

Supplementary cash flow information
Income taxes paid		18,939			34,249			81,576			95,011
Interest paid		741			2,087			3,279			6,705

Non-cash investing and financing activities
Shares, options and DPUs issued on acquisition of European Goldfields Ltd.		-			-			2,440,375			-

12.	Contingencies

In May 2012, the Company, in connection with Hellas, entered into a Letter of Guarantee in favour of the Greek Ministry of Environment, Energy and Climate Change, in the amount of EUR50.0 million, as security for the due and proper performance of rehabilitation work committed in connection with the Environmental Impact Assessment approved for the Kassandra Mines. The Letter of Guarantee is renewed annually and expires on July 26, 2026. The Letter of Guarantee has an annual fee of 57 basis points.

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Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

(Expressed in thousands of U.S. dollars, unless otherwise stated)

13.	Segment information

Identification of reportable segments

The Company has identified its operating segments based on the internal reports that are reviewed and used by the chief executive officer and the executive management (the chief operating decision makers or CODM) in assessing performance and in determining the allocation of resources.

The CODM considers the business from both a geographic and product perspective and assesses the performance of the operating segments based on measures of profit and loss as well as assets and liabilities. These measures include operating profit, expenditures on exploration, property, plant and equipment and non-current assets, as well as total debt. As at September 30, 2012, Eldorado had six reporting segments based on the geographical location of mining and exploration and development activities.

13.1 Geographical segments

Geographically, the operating segments are identified by country and by operating mine or mine under construction. The Brazil reporting segment includes the Vila Nova mine, development activities of Tocantinzinho and exploration activities in Brazil. The Turkey reporting segment includes the Kişladağ and the Efemçukuru mines and exploration activities in Turkey. The China reporting segment includes the Tanjianshan (“TJS”), Jinfeng and White Mountain mines, the Eastern Dragon development project and exploration activities in China. The Greece reporting segment includes the Stratoni mine and the Olympias, Skouries and Perama Hill development projects and exploration activities in Greece. The Romania reporting segment includes the Certej development project. Other reporting segment includes operations of Eldorado’s corporate office and exploration activities in other countries. Financial information about each of these operating segments is reported to the CODM on at least a monthly basis.

For the three months ended September 30, 2012

	Turkey $		China $		Brazil $			Greece $			Romania $		Other $			Total $
Information about profit and loss
Metal sales to external customers		141,031		118,990		7,292			14,526			-		-			281,839
Production costs		31,606		57,722		6,954			11,333			-		-			107,615
Depreciation		3,550		18,969		1,094			1,845			-		624			26,082
Gross profit		105,875		42,299		(756	)		1,348			-		(624	)		148,142

Other material items of income and expense
Exploration expenses		2,390		4,578		3,215			(124	)		84		987			11,130
Income tax expense		23,511		10,815		171			(64	)		-		2			34,435

Additions to property, plant and equipment during the period		71,068		36,807		4,538			32,853			2,125		(3,786	)		143,605

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Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

(Expressed in thousands of U.S. dollars, unless otherwise stated)

13.	Segment information (continued)

For the three months ended September 30, 2011

	Turkey $		China $		Brazil $		Greece $		Other $			Total $
Information about profit and loss
Metal sales to external customers		149,657		156,852		20,855		-		-			327,364
Production costs		35,887		48,445		10,688		-		-			95,020
Depreciation		3,180		24,609		1,540		-		625			29,954
Gross profit		110,590		83,798		8,627		-		(625	)		202,390

Other material items of income and expense
Exploration expenses		1,843		841		3,362		-		867			6,913
Income tax expense		39,027		18,673		5,151		223		3			63,077

Additions to property, plant and equipment during the period		44,525		26,662		4,273		586		205			76,251

For the nine months ended September 30, 2012

	Turkey $		China $		Brazil $		Greece $			Romania $		Other $			Total $
Information about profit and loss
Metal sales to external customers		353,256		380,567		29,398		34,358			-		-			797,579
Production costs		80,103		164,591		23,337		25,309			-		-			293,340
Depreciation		8,949		60,465		3,241		4,522			-		1,458			78,635
Gross profit		264,204		155,511		2,820		4,527			-		(1,458	)		425,604

Other material items of income and expense
Exploration expenses		5,793		11,616		8,572		-			84		3,834			29,899
Income tax expense		57,756		40,829		1,006		(640	)		-		14			98,965

Additions to property, plant and equipment during the period		144,787		80,113		15,449		55,807			4,680		1,157			301,993

Information about assets and liabilities
Property, plant and equipment (*)		676,849		1,928,057		196,575		2,467,173			740,996		2,648			6,012,298
Goodwill		-		365,928		-		303,383			-		-			669,311
		676,849		2,293,985		196,575		2,770,556			740,996		2,648			6,681,609
Debt		-		45,558		-		-			-		50,000			95,558

* Net of revenues from sale of pre-commercial production

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Eldorado Gold Corporation
Notes to the unaudited condensed consolidated financial statements

(Expressed in thousands of U.S. dollars, unless otherwise stated)

Segment information (continued)

For the nine months ended September 30, 2011

	Turkey $		China $		Brazil $			Greece $		Other $			Total $
Information about profit and loss
Metal sales to external customers		322,520		438,632		37,936			-		-			799,088
Production costs		85,645		147,192		17,925			-		-			250,762
Depreciation		8,279		78,244		2,777			-		1,714			91,014
Gross profit		228,596		213,196		17,234			-		(1,714	)		457,312

Other material items of income and expense
Exploration expenses		5,860		2,371		4,574			-		2,554			15,359
Income tax expense		70,428		50,514		(667	)		223		22			120,520

Additions to property, plant and equipment during the period		134,215		62,821		11,477			2,009		1,884			212,406

As at December 31, 2011

	Turkey $		China $		Brazil $		Greece $		Other $		Total $
Information about assets and liabilities
Property, plant and equipment		591,896		1,903,793		185,667		163,239		3,315		2,847,910
Goodwill		-		365,928		-		-		-		365,928
		591,896		2,269,721		185,667		163,239		3,315		3,213,838
Debt		-		81,031		-		-		-		81,031

The Turkey and China segments derive their revenues from sales of gold and silver. The Brazil segment derives its revenue from sales of iron ore. The Greece segment derives its revenue from sales of zinc, lead and silver concentrates.

13.2 Economic dependence

At September 30, 2012, each of our Chinese mines had one major customer, to whom each sells its entire production, as follows:

TJS Mine

Henan Zhongyuan Gold Smelter Factory Co. Ltd.of Zhongjin Gold Holding Co. Ltd.

Jinfeng Mine

Zijin Refinery

White Mountain Mine

Refinery of Shandong Humon Smelting Co. Ltd.

13.3 Seasonality/cyclicality of operations

Management does not consider operations to be of a significant seasonal or cyclical nature.

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