EX-99.1 4 fins.htm Q2 2013 CONSOLIDATED FINANCIALS

 

 

 

 

 

 

 

 

 

 

 

 

  

 

 

 

 

 

 

June 30, 2013 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 June 30, 2013   December 31, 2012
 
          $   $
ASSETS        
Current assets        
Cash and cash equivalents   522,158   816,843
Term deposits   221,441   -
Restricted cash   261   241
Marketable securities   2,434   1,988
Accounts receivable and other   105,556   112,324
Inventories   217,109   220,766
    1,068,959   1,152,162
Investments in associates   31,038   27,949
Deferred income tax assets   1,740   3,149
Restricted assets and other   44,238   31,846
Defined benefit pension plan   6,007   4,571
Property, plant and equipment   6,009,707   5,868,742
Goodwill   839,710   839,710
    8,001,399   7,928,129
LIABILITIES & EQUITY        
Current liabilities        
Accounts payable and accrued liabilities   202,770   224,567
Current debt 6 12,624   10,341
    215,394   234,908
Debt 6 583,973   582,974
Asset retirement obligations   80,696   79,971
Deferred income tax liabilities 7 951,979   816,941
    1,832,042   1,714,794
Equity        
Share capital 8 5,306,947   5,300,957
Treasury stock   (11,775)   (7,445)
Contributed surplus   71,389   65,382
Accumulated other comprehensive loss   (25,952)   (24,535)
Retained earnings   542,446   594,876
Total equity attributable to shareholders of the Company   5,883,055   5,929,235
Attributable to non-controlling interests   286,302   284,100
    6,169,357   6,213,335
    8,001,399   7,928,129

 

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 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   Six months ended
            June 30,   June 30,
                     
    Note 2013  2012    2013  2012 
            $ $   $ $
Revenue              
Metal sales     266,929 244,191   604,997 515,740
                     
Cost of sales              
Production costs     116,133 94,486   246,501 185,725
Depreciation and amortization     35,234 25,145   72,348 52,553
            151,367 119,631   318,849 238,278
Gross profit     115,562 124,560   286,148 277,462
                     
Exploration expenses     10,240 10,073   17,864 18,769
General and administrative expenses     18,239 19,665   34,725 35,827
Defined benefit pension plan expense     619 626   1,248 1,261
Share based payments     3,291 3,791   12,168 12,814
Acquisition costs   5 - 1,649   - 19,453
Foreign exchange loss (gain)     5,920 806   5,818 (301)
Operating profit     77,253 87,950   214,325 189,639
               
Loss (gain) on disposal of assets     (51) 659   (15) 446
Gain on marketable securities and other investments   - -   (21) (1,032)
Loss on investments in associates   214 463   1,123 1,744
Other income     (3,138) (1,431)   (5,114) (2,377)
Asset retirement obligation accretion     386 503   725 871
Interest and financing costs     11,061 1,446   21,562 2,134
               
Profit before income tax     68,781 86,310   196,065 187,853
Income tax expense   7 24,550 36,805   195,802 64,530
Profit for the period   44,231 49,505   263 123,323
                     
Attributable to:              
Shareholders of the Company     43,274 46,624   (2,189) 114,475
Non-controlling interests     957 2,881   2,452 8,848
Profit for the period     44,231 49,505   263 123,323
                     
Weighted average number of shares outstanding            
Basic           715,038  711,449    714,739  662,949 
Diluted           715,426  713,050    715,256  664,634 
                     
Earnings per share attributable to shareholders of the Company:            
Basic earnings per share     0.06 0.07   0.00 0.17
Diluted earnings per share     0.06 0.07   0.00 0.17

 

 

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

   
   

Eldorado Gold Corporation

Unaudited Condensed Consolidated Statements of Comprehensive Income

(Expressed in thousands of U.S. dollars)

 

 

    Three months ended   Six months ended
    June 30,   June 30,
    2013  2012    2013  2012 
    $ $   $ $
             
Profit for the period   44,231 49,505   263 123,323
Other comprehensive loss:            
Change in fair value of available-for-sale financial assets (918) (1,024)   (1,400) (1,137)
Realized gains on disposal of available-for-sale financial assets transferred to net income   - -   (17) (24)
Actuarial losses on defined benefit pension plans   - (5,701)   - (5,701)
Total other comprehensive loss for the period   (918) (6,725)   (1,417) (6,862)
Total comprehensive income (loss) for the period   43,313 42,780   (1,154) 116,461
             
Attributable to:            
Shareholders of the Company   42,356 39,899   (3,606) 107,613
Non-controlling interests   957 2,881   2,452 8,848
Total comprehensive income (loss) for the period   43,313 42,780   (1,154) 116,461

 

 

 

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

   
   

Eldorado Gold Corporation

Unaudited Condensed Consolidated Statements of Cash Flows

(Expressed in thousands of U.S. dollars)

 

      Three months ended   Six months ended
      June 30,   June 30,
    Note 2013  2012    2013  2012 
      $ $   $ $
Cash flows generated from (used in):              
Operating activities              
Profit for the period     44,231 49,505   263 123,323
Items not affecting cash              
Asset retirement obligation accretion     386 503   725 871
Depreciation and amortization     35,234 25,145   72,348 52,553
Unrealized foreign exchange loss (gain)     403 (877)   524 (363)
Deferred income tax expense (recovery)   7 560 2,298   136,448 (6,688)
Loss (gain) on disposal of assets     (51) 659   (15) 446
Loss on investments in associates     214 463   1,123 1,744
Gain on marketable securities and other investments     - -   (21) (1,032)
Share based payments     3,291 3,791   12,168 12,814
Defined benefit pension plan expense     619 626   1,248 1,261
      84,887 82,113   224,811 184,929
               
Changes in non-cash working capital   11 (63,433) (123,116)   (36,265) (142,657)
      21,454 (41,003)   188,546 42,272
Investing activities              
Net cash received on acquisition of subsidiary   5 - -   - 18,789
Purchase of property, plant and equipment     (116,549) (114,598)   (217,763) (167,112)
Proceeds from the sale of property, plant and equipment   136 132   192 791
Proceeds on pre-production sales     10,900 13,958   15,228 20,022
Purchase of marketable securities     - (2,152)   - (2,152)
Proceeds from the sale of marketable securities     - -   332 230
Funding of non-registered supplemental retirement plan            
investments, net   - 20,509   - 14,486
Investments in associates     - (2,716)   (6,357) (3,412)
Investment in term deposits     (62,514) -   (221,441) -
Decrease in restricted cash     15 (382)   5 (1,669)
      (168,012) (85,249)   (429,804) (120,027)
Financing activities              
Issuance of common shares for cash     179 10,741   1,601 16,831
Dividend paid to non-controlling interests     - (1,271)   - (1,271)
Dividend paid to shareholders     - -   (50,241) (49,880)
Purchase of treasury stock     (168) -   (6,462) (6,011)
Long-term and bank debt proceeds     - 50,000   12,412 50,000
Long-term and bank debt repayments     - (5,524)   (10,354) (11,087)
Loan financing costs     90 -   (383) -
      101 53,946   (53,427) (1,418)
Net decrease in cash and cash equivalents     (146,457) (72,306)   (294,685) (79,173)
Cash and cash equivalents - beginning of period     668,615 386,896   816,843 393,763
               
Cash and cash equivalents - end of period     522,158 314,590   522,158 314,590

 

 

 

 

 

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

   
   

Eldorado Gold Corporation

Unaudited Condensed Consolidated Statements of Changes in Equity

(Expressed in thousands of U.S. dollars)

    Three months ended   Six months ended
    June 30,   June 30,
  Note 2013  2012    2013  2012 
    $ $   $ $
Share capital            
Balance beginning of period   5,303,095 5,258,949   5,300,957 2,855,689
Shares issued upon exercise of share options, for cash   179 10,741   1,601 16,831
Transfer of contributed surplus on exercise of options   273 11,648   989 18,156
Shares issued on acquisition of European Goldfields Ltd. 5 - -   - 2,380,140
Transfer of contributed surplus on exercise of deferred            
phantom units   3,400 1,030    3,400 11,552
Balance end of period   5,306,947 5,282,368   5,306,947 5,282,368
             
Treasury stock            
Balance beginning of period   (12,307) (8,457)   (7,445) (4,018)
Purchase of treasury stock   (168) -   (6,462) (6,011)
Shares redeemed upon exercise of restricted share units   700 1,102   2,132 2,674
Balance end of period   (11,775) (7,355)   (11,775) (7,355)
             
Contributed surplus            
Balance beginning of period   71,827 80,289   65,382 30,441
Share based payments   3,935 3,935   12,528 12,150
Shares redeemed upon exercise of restricted share units   (700) (1,102)   (2,132) (2,674)
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   (3,673) (12,678)   (4,389) (29,708)
Balance end of period   71,389 70,444   71,389 70,444
             
Accumulated other comprehensive loss            
Balance beginning of period   (25,034) (10,206)   (24,535) (10,069)
Other comprehensive loss for the period   (918) (6,725)   (1,417) (6,862)
Balance end of period   (25,952) (16,931)   (25,952) (16,931)
             
Retained earnings            
Balance beginning of period   499,172 400,687   594,876 382,716
Dividends paid   - -   (50,241) (49,880)
Profit (loss) attributable to shareholders of the Company   43,274 46,624   (2,189) 114,475
Balance end of period   542,446 447,311   542,446 447,311
Total equity attributable to shareholders of the Company   5,883,055 5,775,837   5,883,055 5,775,837
             
Non-controlling interests            
Balance beginning of period   285,595 322,547   284,100 56,487
Profit attributable to non-controlling interests   957 2,881   2,452 8,848
Dividends declared to non-controlling interests   - (9,399)   - (9,399)
Non-controlling interest acquired from European Goldfields Ltd. 5 - -   - 260,093
Non-controlling interest buy out   (250) -   (250) -
Balance end of period   286,302 316,029   286,302 316,029
             
Total equity   6,169,357 6,091,866   6,169,357 6,091,866

 

 

The accompanying notes are an integral part of these 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 and mining company. The Company has operations and 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 unaudited 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, 2012.

The same accounting policies are used in the preparation of these unaudited 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 for the interim periods presented.

 

3.Adoption of new accounting standards

The following standards and amendments to existing standards have been adopted by the company commencing January 1, 2013:

·IAS 19 Employee Benefits’ – On June 16, 2011, the International Accounting Standards Board (IASB) published a revised version of IAS 19.  The revised IAS 19 (“IAS 19R”) represents IASB’s effort to improve the accounting for employee retirement benefits.  The revisions include:
-Requirement to recognize past service costs immediately in net income rather than using the corridor method.
   
 -Requirement to recognize actuarial gains and losses immediately in other comprehensive income OCI. Previously, companies had the option of recognizing actuarial gains and losses through OCI immediately or via use of the corridor method.
   
 -Requirement that expected return on plan assets be calculated based on the rate used to discount the defined benefit obligation which is based on high quality bond yields. Previously, equity returns were incorporated into the expected return on plan assets.

-Requirement for more disclosure relating to the characteristics and risks of the amounts in the financial statements regarding defined benefit plans, including the timing and uncertainty of the entity’s cash flows.
   
  The adoption of this standard had a nominal impact on the Company’s unaudited condensed interim consolidated financial statements. Therefore comparative periods have not been restated.

·IFRS 10 ‘Consolidated Financial Statements’ – This IFRS establishes control as the basis for an investor to consolidate its investee; it defines control as an investor’s power over the investee with exposure, or rights, to variable returns from the investee and the ability to affect the investor’s return through its power over the investee. At January 1, 2013, the Company adopted this standard and there was no impact on its unaudited condensed interim consolidated financial statements.

 

 

  (1)
   

Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

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

 

3.Adoption of new accounting standards (continued)
·IFRS 11 ‘Joint Arrangements’ – This standard replaces the guidance in IAS 31 ‘Interests in Joint Ventures’.  Under IFRS 11, joint arrangements are classified as either joint operations or joint ventures.  Joint ventures entities are now accounted for using the equity method. 

Upon application of IFRS 11, entities which had previously accounted for joint ventures using proportionate consolidation shall collapse the proportionately consolidated net asset value into a single investment balance at the beginning of the earliest period presented.  The investment’s opening balance is tested for impairment in accordance with IAS 28 and IAS 36 ‘Impairment of Assets’.  Any impairment losses are recognized as an adjustment to opening retained earnings at the beginning of the earliest period presented. At January 1, 2013, the Company adopted this standard and there was no impact on its unaudited condensed interim consolidated financial statements.

·IFRS 12 ‘Disclosure of Interests in Other Entities’ – This IFRS is a new standard that applies to companies with an interest in subsidiaries, joint arrangements, associates or unconsolidated structured entities.  The application of this standard intends to enable users of the financial statements to evaluate the nature of and risks associated with its interests in other entities, and the effects of those interests on its financial position, financial performance and cash flows. Companies are now required to disclose information about significant judgments and assumptions made in determining the control of another entity, the joint control of an arrangement or significant influence over another entity and the type of joint arrangement when the arrangement has been structured through a separate vehicle.  At January 1, 2013, the Company adopted this standard. The adoption did not require any adjustments to its unaudited condensed interim consolidated financial statements but will require extended disclosures at year end.
·IFRS 13 ‘Fair value measurement’ – This IFRS aims to improve consistency and reduce complexity by providing a precise definition of fair value and a single source of fair value measurement and disclosure requirements for use across IFRS. The requirements do not extend the use of fair value accounting but provide guidance on how it should be applied where its use is already required or permitted by other standards within IFRS. At January 1, 2013, the Company adopted this standard and the required disclosures are included in note 10 of these unaudited condensed interim consolidated financial statements.
·IFRIC 20 ‘Stripping costs in the production phase of a surface mine’ – This interpretation applies to waste removal costs that are incurred in open pit mining activity during the production phase of the mine. Recognition of a stripping activity asset requires the asset to be related to an identifiable component of the ore body. Stripping costs that relate to inventory produced should be accounted for as a current production cost in accordance with IAS 2, ‘Inventories’. Stripping costs that generate a benefit of improved access and meet the definition of an asset should be accounted for as an addition to an existing asset. Existing stripping costs on the balance sheet at transition that do not relate to a specific ore body should be written off to opening retained earnings. The stripping activity asset shall be depreciated on a systematic basis, over the expected useful life of the identified component of the ore body that becomes more accessible as a result of the stripping activity. At January 1, 2013, the Company adopted this interpretation and there was no impact on its unaudited condensed interim consolidated financial statements.

 

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.

 

 

  (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)
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 analyses, 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 estimates and assumptions in determining carrying values.

Purchase price allocation

Business combinations require 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.

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.

Estimates of recoverability are 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.

  (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.

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 $473,782 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.

The allocation of the purchase price is as follows:

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     9,232
Mining interests   2,745,440
Goodwill     473,782
Accounts payable   (71,944)
Other liabilities   (45,457)
Deferred income taxes   (495,744)
Non-controlling interest   (224,256)
      $ 2,440,394

 

 

 

  (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)

The purchase price allocation was finalized as at March 31, 2013. There were no changes from what was reported in the Company’s annual financial statements for the year ended December 31, 2012.

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%     

 

Acquisition related costs of $1,649 have been charged to transaction costs in the unaudited condensed consolidated income statement for the three months ended June 30, 2012 (YTD – $19,453).

The unaudited condensed consolidated financial statements for the period ended June 30, 2012 include EGU’s results from February 24, 2012 to June 30, 2012. The revenue included in the unaudited condensed consolidated income statement for the period from February 24, 2012 to June 30, 2012 contributed by EGU was $19,382. This was from the sales of zinc, lead and silver concentrates produced at the Stratoni Mine in Greece. The net loss before tax was $16,602.

Had EGU been consolidated from January 1, 2012, the unaudited condensed consolidated income statement for the period ended June 30, 2012 would include additional revenue of $27,610 and a net loss before tax of $40,575 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.Debt
 

June 30, 2013

$

December 31, 2012

$

Current:    
Jinfeng China Merchant Bank (“CMB”) working capital loan (a) 12,624 -
Eastern Dragon HSBC revolving loan facility (b) - 10,341
  12,624 10,341
Non-current:    
Senior notes (c) 583,973 582,974
  596,597 593,315

 

(a) Jinfeng CMB working capital loan

On January 16, 2013, Jinfeng entered into a RMB 100.0 million ($16,185) working capital loan with CMB. Each drawdown bears fixed interest 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, from January 16, 2013 to January 15, 2014. The facility is unsecured.

As at June 30, 2013, Jinfeng has drawn down RMB 78.0 million ($12,624) under this facility and has used the proceeds to fund working capital obligations. This tranche of the loan has a term of six months and a fixed interest rate of 5.6%.

(b) Eastern Dragon HSBC revolving loan facility

In March 2013, Eastern Dragon re-paid the full amount of this loan.

  (5)
   

Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

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

 

6.Debt (continued)

(c) Senior notes

On December 10, 2012, the Company completed an offering of $600.0 million senior notes (“the notes”) at par value, with a coupon rate of 6.125% due December 15, 2020. The notes pay interest semi-annually on June 15 and December 15. Net deferred financing costs of $16,027 have been included as an offset in the balance of the notes in the financial statements and are being amortized over the term of the notes.

The fair market value of the notes as at June 30, 2013 was $582.8 million.

(d) 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 ($1,942) entrusted loan agreement, which was subsequently increased to RMB 180.0 million ($29,132) in September 2011, RMB 620.0 million ($100,345) in September 2012 and RMB 720.0 million ($116,529) in May 2013.

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. The 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 June 30, 2013 was 4.59%.

As at June 30, 2013, RMB 622.0 million ($100,668) had been drawn under the entrusted loan.

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

 

7.Income tax expense and deferred taxes

On January 11, 2013 the government of Greece enacted legislation increasing the corporate income tax rate from 20% to 26%, effective January 1, 2013. As required by IAS 12, “Income Taxes”, when an income tax rate has changed the deferred tax liability must be adjusted to reflect the change in the income tax rate. This non-cash adjustment is required to be charged to deferred income tax expense. The Company recorded the adjustment during the quarter ended March 31, 2013 increasing its deferred tax liability and deferred tax expense by $125.2 million.

 

8.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 June 30, 2013 there were no non-voting common shares outstanding (December 31, 2012none).

 

Voting common shares

Number of

Shares

Total

$

     
At January 1, 2013 714,344,476 5,300,957
Shares issued upon exercise of share options, for cash 264,750 1,601
Estimated fair value of share options exercised - 989
Shares issued for deferred phantom units 429,062 3,400
At June 30, 2013 715,038,288 5,306,947

 

 

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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)

 

9.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:

 

  2013
Weighted average exercise price Cdn$

Number of

options

At January 1, 13.68 15,074,444
Granted 10.30 5,749,185
Exercised 6.03 (264,750)
Forfeited 13.77 (1,891,670)
At June 30, 12.74 18,667,209

 

At June 30, 2013, 12,914,273 share options (June 30, 2012 – 11,074,740) with a weighted average exercise price of Cdn$13.17 (June 30, 2012 – Cdn$12.58) had vested and were exercisable.

Share based compensation expense related to share options for the quarter ended June 30, 2013 was $2,698 (YTD – $8,215).

(b) Restricted share unit plan

A total of 657,151 restricted share units (“RSUs”) at a grant-date fair value of Cdn$10.43 per unit were granted during the six month period ended June 30, 2013 under the Company’s RSU plan and 219,050 were exercisable as at June 30, 2013.

The fair value of each RSU issued is determined as the closing share price at grant date. The current maximum number of common shares authorized for issue under the RSU plan is 5,000,000.

A summary of the status of the RSU plan and changes during the period ended June 30, 2013 is as follows:

  Total RSUs
Balance at December 31, 2012 465,832
RSUs Granted 657,151
Redeemed (238,028)
Forfeited -
Balance at June 30, 2013 884,955

 

As at June 30, 2013, 884,955 common shares purchased by the Company remain held in trust in connection with this plan. At the end of the period, 267,254 RSUs were 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 quarter ended June 30, 2013 was $1,237 (YTD – $4,313).

(c) Deferred share units plan

At June 30, 2013, 188,783 deferred share units (“DSUs”) were outstanding with a value of $1,168, which is included in accounts payable and accrued liabilities.

Compensation income related to the DSUs was $644 for the quarter ended June 30, 2013 (YTD – $360).

 

 

 

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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.Fair value of financial instruments
  

Fair values are determined directly by reference to published price quotations in an active market, when available, or by using a valuation technique that uses inputs observed from relevant markets.

The three levels of the fair value hierarchy are described below:

·Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
·Level 2 – Inputs that are observable, either directly or indirectly, but do not qualify as Level 1 inputs (i.e.,quoted prices for similar assets or liabilities).
·Level 3 – Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

Assets and liabilities measured at fair value as at June 30, 2013 include:

  Balance at June 30, 2013   Quoted Prices in Active Markets for Identical Assets   Significant Other Observable Inputs   Significant Unobservable inputs
  $   $   $   $
      (Level 1)   (Level 2)   (Level 3)
Assets              
               
Available-for-sale financial assets              
Marketable securities 2,434   2,434    -   -
               
Total assets 2,434   2,434    -   -

No liabilities are measured at fair value on a recurring basis as at June 30, 2013.

The fair value of financial instruments traded in active markets is based on quoted market prices at the balance sheet date. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm’s length basis. The quoted market price used for financial assets held by the group is the current bid price. These instruments are included in Level 1. Instruments included in Level 1 comprise primarily publicly-traded equity investments classified as held-for-trading securities or available-for-sale securities.

The following table provides the carrying value and the fair value of financial instruments at June 30, 2013 and December 31, 2012:

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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)

  June 30, 2013   December 31, 2012
  Carrying amount Fair value   Carrying amount Fair value
  $ $   $ $
Financial Assets          
Available-for-sale          
Marketable securities 2,434 2,434   1,988 1,988
           
Loans and receivables          
Cash and cash equivalents 522,158 522,158   816,843 816,843
Term depostis 221,441 221,441   - -
Restricted cash 261 261   241 241
Accounts receivable and other 95,980 95,980   105,600 105,600
Restricted assets and other 19,864 19,864   17,001 17,001
           
Financial Liabilities          
Accounts payable and accrued liabilities 202,770 202,770   224,567 224,567
Debt 596,597 595,374   593,315 622,341

 

11.Supplementary cash flow information
 

Three months ended

June 30,

 

Six months ended

June 30,

 

2013

$

2012

$

 

2013

$

2012

$

           
Changes in non-cash working capital          
Accounts receivable and other (20,586) (4,189)   (5,691) 1258
Inventories (12,693) (15,153)   (1,906) (33,363)
Accounts payable and accrued liabilities (30,154) (103,774)   (28,668) (110,552)
Total (63,433) (123,116)   (36,265) (142,657)
           
Supplementary cash flow information          
Income taxes paid 29,951 25,638   57,269 62,637
Interest paid 16,923 1,777   17,356 3,100
           
Non-cash investing and financing activities          

Shares, options and DPUs issued on acquisition of European

Goldfields Ltd.

- -   - 2,440,375

 

12.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 gross profit (loss), expenditures on exploration, property, plant and equipment and non-current assets, as well as total debt. As at June 30, 2013, Eldorado had six reportable segments based on the geographical location of mining and exploration and development activities.

12.1 Geographical segments

Geographically, the operating segments are identified by country and by operating mine or mine under construction as follows:

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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)

·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 and exploration activities in Romania.
·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.

 

12. Segment information (continued)

 

For the three months ended June 30, 2013                  
  Turkey China Brazil Greece   Romania Other   Total
  $ $ $ $   $ $    $
Information about profit and loss                  
Metal sales from external customers 141,454 103,653 8,680 13,142   - -   266,929
Production costs 41,467 54,696 6,060 13,910   - -   116,133
Depreciation 8,967 21,436 871 3,447   - 513    35,234
Gross profit (loss) 91,020 27,521 1,749 (4,215 ) - (513 115,562
 
Other material items of income and expense                  
Exploration costs 2,791 1,602 3,208 26   97 2,516   10,240
Income tax expense 20,345 5,608 859 (2,370 ) 108 -   24,550
 
Additions to property, plant and                  
equipment during the year 50,815 26,580 1,935 36,465   7,338 36   123,169

For the three months ended June 30, 2012              
  Turkey China Brazil Greece Romania Other Total
  $ $ $ $ $ $ $
Information about profit and loss              
Metal sales from external customers 100,669 114,727 14,658 14,137 - - 244,191
Production costs 23,118 51,237 10,592 9,539 - - 94,486
Depreciation 2,673 18,692 1,405 1,921 - 454 25,145
Gross profit (loss) 74,878 44,798 2,661 2,677 - (454) 124,560
               
Other material items of income and expense              
Exploration costs 1,498 3,736 3,075 124 - 1,640 10,073
Income tax expense 20,975 15,219 1,302 671 -  20 36,805
               
Additions to property, plant and              
equipment during the year 54,861 25,317 5,868 18,488 2,134 4,073 110,741

 

  (10)
   

Eldorado Gold Corporation

Notes to the unaudited condensed consolidated financial statements

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

For the six months ended June 30, 2013                  
  Turkey China Brazil Greece Romania Other   Total
  $ $ $ $   $ $    $
Information about profit and loss                  
Metal sales from external customers 339,596 215,468 23,840 26,093   - -   604,997
Production costs 100,367 106,083 14,561 25,490   - -   246,501
Depreciation 22,080 41,585 2,107 5,577   - 999    72,348
Gross profit (loss) 217,149 67,800 7,172 (4,974 ) - (999 286,148
 
Other material items of income and expense                  
Exploration costs 4,965 2,974 4,481 914   483 4,047   17,864
Income tax expense 52,797 15,436 1,704 125,701   108 56   195,802
 
Additions to property, plant and                  
equipment during the year 95,491 49,634 7,524 57,415   11,843 877   222,784
 
Information about assets and liabilities                  
Property, plant and equipment 776,742 1,962,578 202,974 2,460,243   604,941 2,229   6,009,707
Goodwill - 365,928 - 473,782   - -    839,710
  776,742 2,328,506 202,974 2,934,025   604,941 2,229    6,849,417
 
Debt - 12,624 - -   - 583,973   596,597

 

12. Segment information (continued)

For the six months ended June 30, 2012              
  Turkey China Brazil Greece Romania Other Total
  $ $ $ $ $ $ $
Information about profit and loss              
Metal sales from external customers 212,225 261,577 22,106 19,832 - - 515,740
Production costs 48,497 106,869 16,383 13,976 - - 185,725
Depreciation 5,399 41,496 2,147 2,677 - 834 52,553
Gross profit (loss) 158,329 113,212 3,576 3,179 - (834) 277,462
               
Other material items of income and expense              
Exploration costs 3,403 7,038 5,357 124 - 2,847 18,769
Income tax expense 34,245 30,014 835 (576) - 12  64,530
               
Additions to property, plant and              
equipment during the year 73,719 43,306 10,911 22,954 2,555 4,943 158,388

 

For the year ended December 31, 2012              
  Turkey China Brazil Greece Romania Other Total
  $ $ $ $ $ $ $
Information about assets and liabilities              
Property, plant and equipment 699,182 1,952,545 198,586 2,422,868 593,210 2,351 5,868,742
Goodwill - 365,928 - 473,782 - - 839,710
  699,182 2,318,473 198,586 2,896,650 593,210 2,351 6,708,452
               
Debt - 10,341 - - - 582,974 593,315

 

The Turkey and China segments derive their revenues from sales of gold. 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.

The measure of total debt represents the current and long-term portions of debt.

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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)

12.2 Economic dependence

At June 30, 2013, 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

.

12.3 Seasonality/cyclicality of operations
Management does not consider operations to be of a significant seasonal or cyclical nature.

 

13.Events occurring after the reporting date
  
 On August 1, 2013, the Company declared that it will pay an eligible dividend of CDN$0.05 per Common Share on August 26, 2013 to the holders of the Company’s outstanding Common Shares as of the close of business on the record date of August 15, 2013.

 

 

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