EX-99.1 2 exhibit99-1.htm INTERIM FINANCIAL STATEMENTS Filed by sedaredgar.com - Taseko Mines Limited - Exhibit 99.1

CONSOLIDATED FINANCIAL STATEMENTS

 

THREE AND SIX MONTHS ENDED JUNE 30, 2009

 

(Expressed in thousands of Canadian Dollars)
(Unaudited)

 

 

 

These financial statements have not been reviewed by the Company's auditors


TASEKO MINES LIMITED
Consolidated Balance Sheets
(Unaudited - Expressed in thousands of Canadian Dollars)

    June 30     December 31  
    2009     2008  
    (unaudited)        
ASSETS            
             
Current assets            
 Cash and equivalents $  33,067   $  4,587  
 Restricted cash (note 14)   2,326     4,400  
 Marketable securities and investments (note 5)   9,864     3,138  
 Accounts receivable   7,941     4,606  
 Inventory (note 6)   17,475     20,340  
 Prepaid expenses   2,651     329  
 Advances for equipment (note 17(a))       499  
 Current portion of promissory note   2,626     3,384  
    75,950     41,283  
             
Advances for equipment (note 17(a))   5,677     5,882  
Reclamation deposits   28,788     32,396  
Promissory note   73,242     73,684  
Mineral property interests, plant and equipment (note 7)   334,508     325,000  
  $  518,165   $  478,245  
             
LIABILITIES AND SHAREHOLDERS' EQUITY            
             
Current liabilities            
 Bank indebtedness (note 10) $  –   $  5,737  
 Accounts payable and accrued liabilities   15,559     53,036  
 Amounts due to a related party (note 8)   537     1,772  
 Current portion of long-term credit facility (notes 15)   5,815      
 Convertible debt (note 11)   26,040     35,219  
 Current portion of capital lease and & long-term loan obligations (note 9)   4,207     3,324  
 Current portion of deferred revenue   175     175  
 Current portion of royalty obligation   2,626     3,384  
 Derivative liability (note 16)   2,709      
 Income taxes payable   2,347     937  
 Current portion of future income taxes   1,488     8,469  
    61,503     112,053  
             
Income taxes   31,667     30,685  
Royalty obligation   59,016     60,973  
Deferred revenue   744     831  
Long-term credit facility (note 15)   28,239      
Capital lease and long-term loan obligations (note 9)   14,133     13,100  
Site closure and reclamation obligation (note 13)   9,901     10,366  
Future income taxes   21,641     15,330  
    226,844     243,338  
             
Shareholders' equity            
 Share capital   320,619     285,690  
 Equity component of convertible debt (note 11)   2,874     3,832  
 Tracking preferred shares   26,642     26,642  
 Contributed surplus   17,235     14,561  
 Accumulated other comprehensive loss   (1,824 )   (6,680 )
 Deficit   (74,225 )   (89,138 )
    291,321     234,907  
Basis of presentation and going concern (note 1)            
Commitments (note 17)            
Subsequent events (notes 11 and 16)            
  $  518,165   $  478,245  

See accompanying notes to consolidated financial statements.  
   
Approved by the Board of Directors  
   
/s/ Ronald W. Thiessen /s/ Russell E. Hallbauer
Ronald W. Thiessen Russell E. Hallbauer
Director Director


TASEKO MINES LIMITED
Consolidated Statements of Operations and Comprehensive Income (Loss)
(Unaudited - Expressed in thousands of Canadian Dollars, except per share amounts)

    Three months ended     Six months ended  
    June 30, 2009     June 30, 2008     June 30, 2009     June 30, 2008  
                         
Revenue                        
   Copper $  49,969   $  50,872   $  87,749   $  107,366  
   Molybdenum   2,663     2,334     5,055     11,197  
    52,632     53,206     92,804     118,563  
Cost of sales   (33,812 )   (35,675 )   (65,468 )   (71,723 )
Depletion, depreciation and amortization   (2,142 )   (1,563 )   (4,052 )   (2,654 )
Operating profit   16,678     15,968     23,284     44,186  
                         
Expenses (income)                        
   Accretion of reclamation obligation (note 13)   239     322     473     635  
   Change in fair value of derivative instruments (note 16)   2,709         2,709     809  
   Exploration   549     3,047     1,083     5,290  
   Foreign exchange loss (gain)   (7,941 )   600     (5,011 )   (399 )
   Gain on sale of marketable securities       (586 )       (1,154 )
   General and administration   2,104     2,245     4,433     4,715  
   Interest accretion on convertible debt (note 11)   538     467     1,104     1,225  
   Loss on equipment disposal       161         161  
   Interest and other income   (1,987 )   (1,897 )   (4,171 )   (4,136 )
   Interest expense   2,227     1,390     4,445     2,665  
   Gain on convertible bond repurchase (note 11)   (682 )       (682 )    
   Stock-based compensation   1,581     1,103     2,238     2,701  
    (663 )   6,852     6,621     12,512  
                         
Earnings before income taxes   17,341     9,116     16,663     31,674  
                         
   Current income tax expense (recovery)   (1,181 )   (397 )   2,762     (7,601 )
   Future income tax expense (recovery)   7,117     5,714     (1,012 )   19,275  
                         
Net earnings for the period $  11,405   $  3,799   $  14,913   $  20,000  
                         
Other comprehensive income (loss)                        
   Unrealized gain (loss) on available-for-sale reclamation deposit   (346 )   (527 )   (1,005 )   225  
   Unrealized gain (loss) on available-for-sale marketable securities   4,149     (2,783 )   6,726     (5,343 )
   Reclassification of realized gain on sale of marketable securities       (439 )       (528 )
   Tax effect   (476 )   554     (865 )   875  
Other comprehensive income (loss) $  3,327   $  (3,195 ) $  4,856   $  (4,771 )
                         
Total comprehensive income $  14,732   $  604   $  19,769   $  15,229  
                         
                         
Earnings per share                        
   Basic $  0.07   $  0.03   $  0.09   $  0.14  
   Diluted   0.06     0.02     0.09     0.13  
                         
Weighted average number of common shares outstanding                  
   Basic   174,377     143,475     163,841     141,878  
   Diluted   179,822     158,197     169,285     155,537  

See accompanying notes to consolidated financial statements.


TASEKO MINES LIMITED
Consolidated Statements of Cash Flows
(Unaudited - Expressed in thousands of Canadian Dollars)

    Three months ended     Six months ended  
    June 30, 2009     June 30, 2008     June 30, 2009     June 30, 2008  
                         
Operating activities                        
 Net earnings for the period $  11,405   $  3,799   $  14,913   $  20,000  
 Items not involving cash                        
     Accretion of reclamation obligation   239     322     473     635  
     Depreciation, depletion and amortization   2,142     1,563     4,052     2,654  
     Interest accretion on convertible debt   538     465     1,104     1,223  
     Stock-based compensation   1,581     1,103     2,238     2,701  
     Future income taxes   7,117     5,714     (1,012 )   19,275  
     Unrealized foreign exchange loss (gain)   (5,609 )   (184 )   (3,826 )   783  
     Loss (gain) on sale of marketable securities       (586 )       (1,154 )
     Gain on re-purchase of convertible debt (note 11)   (682 )       (682 )    
     Change in fair value of financial instruments   2,709         2,709     809  
 Changes in non-cash operating working capital                        
     Accounts receivable   (761 )   (4,332 )   (3,336 )   (2,690 )
     Amounts due to a related party   (1,663 )   349     (1,235 )   1,274  
     Inventory   2,488     (9,920 )   2,865     (12,387 )
     Prepaid expenses   (425 )   (10,218 )   (2,323 )   (9,883 )
     Accrued interest income on promissory note   (1,103 )   (1,088 )   1,199     645  
     Accounts payable and accrued liabilities   (26,891 )   5,351     (37,474 )   9,945  
     Deferred revenue   (44 )   (43 )   (88 )   (87 )
     Accrued interest recovery (expense) on royalty obligation   335     346     (2,714 )   (2,116 )
     Income taxes   (1,349 )   1,949     1,870     (5,076 )
     Site closure and reclamation expenditures   (843 )       (979 )    
Cash provided by (used for) operating activities   (10,816 )   (5,410 )   (22,246 )   26,551  
                         
Investing activities                        
 Purchase of property, plant and equipment   (4,291 )   (26,942 )   (12,558 )   (48,459 )
 Reclamation deposits               (75 )
 Funds released from reclamation deposits           3,900      
 Accrued interest income on reclamation deposits   (274 )   (345 )   (1,296 )   (819 )
 Funds (allocated to) released from restricted cash   (2,326 )       2,074      
 Proceeds from sale of marketable securities       1,372         2,416  
Cash used for investing activities   (6,891 )   (25,915 )   (7,880 )   (46,937 )
                         
Financing activities                        
 Payment of bank indebtedness           (5,737 )    
 Common shares issued for cash, net of issue costs   34,841     297     34,841     605  
 Proceeds from payments loan obligations, net   2,416         1,658      
 Re-purchase of convertible debt (note 11)   (8,408 )       (8,408 )    
 Proceeds from long term credit facility (note 15)           36,252      
Cash provided by financing activities   28,849     297     58,606     605  
                         
Increase (decrease) in cash and equivalents   11,142     (31,028 )   28,480     (19,781 )
Cash and equivalents, beginning of period   21,925     66,416     4,587     55,169  
Cash and equivalents, end of period $  33,067   $  35,388   $  33,067   $  35,388  
                         
                         
Supplemental Schedule for Non-Cash Investing and Financing Activities                    
                         
                         
Acquisition of assets under capital lease $  258   $  –   $  258   $  –  
Share issued for financing fees $  261   $  –   $  261   $  –  
Share issued for the purchase of royalty interest $  –   $  5,220   $  –   $  5,220  
Conversion of convertible debenture $  –   $  24,887   $  –   $  24,887  

See accompanying notes to consolidated financial statements.


TASEKO MINES LIMITED
Consolidated Statements of Shareholders' Equity
(Expressed in thousands of Canadian Dollars, except for per share and share amounts)

    Six months ended     Year ended  
    June 30, 2009     December 31, 2008  
    (unaudited)              
                         
                         
Common shares   Number of shares           Number of shares        
Balance at beginning of the period   153,187,116   $ 285,690     130,580,538   $ 205,040  
Share purchase options at $1.00 per share   300,500     301          
Share purchase options at $2.07 per share           30,000     62  
Share purchase options at $2.18 per share           145,500     317  
Share purchase options at $2.68 per share           7,500     20  
Share purchase options at $3.07 per share           78,500     241  
Share purchase options at $4.09 per share           3,600     15  
Share purchase options at $4.50 per share           5,000     23  
Fair value of stock options allocated to shares issued on exercise       88         514  
Shares issued for the purchase of royalty interest           1,000,000     5,220  
Shares issued for debt conversion           2,612,971     21,318  
Equity financings at $5.20 per share, net of issue costs           9,637,792     46,945  
Equity financings at $0.70 per share, net of issue costs           9,085,715     5,975  
Equity financings at $1.45 per share, net of issue costs (note 12)   19,490,084     26,817          
Warrants exercised (note 12)   9,085,715     7,723          
Balance at end of the period   182,063,415     320,619     153,187,116     285,690  
                         
Equity component of convertible debt                        
Balance at beginning of the period         3,832           13,655  
Repurchase of convertible bond (note 11)         (958 )          
Convertible debenture conversion adjustment                   (9,823 )
Balance at end of the period         2,874           3,832  
                         
Tracking preferred shares                        
Balance at beginning and end of the period         26,642           26,642  
                         
Contributed surplus                        
Balance at beginning of the period         14,561           8,633  
Stock-based compensation         2,238           6,442  
Repurchase of convertible bond (note 11)         524            
Fair value of stock options allocated to shares issued on exercise         (88 )         (514 )
Balance at end of the period         17,235           14,561  
                         
Accumulated other comprehensive income (loss)                        
Balance at beginning of the period         (6,680 )         2,338  
Unrealized gain (loss) on reclamation deposits         (1,004 )         1,859  
Unrealized gain (loss) on available-for-sale marketable securities         6,725           (11,295 )
Reclassification of realized gain on sale of marketable securities                   (1,152 )
Tax effect         (865 )         1,570  
Balance at end of the period         (1,824 )         (6,680 )
                         
Deficit                        
Balance at beginning of the period         (89,138 )         (92,648 )
Net earnings for the period         14,913           3,510  
Balance at end of the period         (74,225 )         (89,138 )
                         
TOTAL SHAREHOLDERS' EQUITY     $ 291,321       $ 234,907  

See accompanying notes to consolidated financial statements.



TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

1.

BASIS OF PRESENTATION AND GOING CONCERN

   

These interim consolidated financial statements are prepared in accordance with Canadian generally accepted accounting principles. They do not include all the disclosures as required for annual financial statements under generally accepted accounting principles. These interim consolidated financial statements should be read in conjunction with the Company's annual consolidated financial statements for the fifteen month fiscal period ended December 31, 2008, which are available through the internet on SEDAR at www.sedar.com.

   

Operating results for the six months ended June 30, 2009 are not necessarily indicative of the results that may be expected for the full fiscal year ending December 31, 2009.

   

The consolidated financial statements are prepared on the basis that the Company will continue as a going concern which contemplates the realization of assets and settlement of liabilities in the normal course of operations as they come due.

   

At December 31, 2008, the Company had a working capital deficit of $70,770 as a result of the substantial decline in commodity prices in the latter half of the year resulting in price adjustments to provisionally priced commodity sales and due to US$30,000 in bonds that were redeemable at the option of the holders and thus, classified as current liabilities. In the six months ended June 30, 2009, the Company strengthened its balance sheet significantly by issuing $34,841 in common shares, receiving $36,252 from a new long-term credit facility and incurring a positive $20 million in cash flow from operations before changes in working capital. As a result of these activities, as at June 30, 2009, the Company has cash and cash equivalents of $33,067 and a positive working capital of $14,447.

   

The improvement in commodity prices in the first six months of the 2009 fiscal year from the severe decline in commodity prices in the last six months of 2008 has improved the Company’s operating results and financial position. The Company continues to monitor all expenditures and has implemented appropriate cash management strategies to ensure that it has adequate cash resources to fund identified commitments. The Company had implemented a new 24-month operational mine plan in early 2009 which will sustain current mill throughput while mining at a reduced strip ratio, resulting in reduced operating costs. Furthermore, certain expansion projects have been deferred until improvements occur in the credit and commodity markets. While there can be no assurances that the Company’s plans to address the current economic events will be successful, management believes that there is sufficient funding through our current resources, credit facilities and cash flow from operations to continue as a going concern.

   

If the Company is unable to maintain profitable operations and generate sufficient cash flows to meet obligations as they come due, the Company may have to reduce or curtail its operations and exploration activities or obtain financing at unfavorable terms. Furthermore, failure to continue as a going concern would require that the Company’s assets and liabilities be restated on a liquidation basis which would differ significantly from the going concern basis.




TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

2.

SIGNIFICANT ACCOUNTING POLICIES

  

These interim consolidated financial statements follow the same accounting policies and methods of application as the Company's most recent audited annual financial statements for the financial year ended December 31, 2008, except as described in note 3.

  
3.

CHANGES IN ACCOUNTING POLICIES

  

Effective January 1, 2009, the Company adopted the following accounting standards issued by the Canadian Institute of Chartered Accountants ("CICA"). These new standards have been adopted on a prospective basis with no restatement to prior period financial statements.


(a)

Section 3064 – Goodwill and Intangibles

  

The Canadian Accounting Standards Board ("AcSB") issued CICA Handbook Section 3064 which replaces Section 3062, Goodwill and Other Intangible Assets, and Section 3450, Research and Development Costs. This new section establishes standards for the recognition, measurement, presentation and disclosure of goodwill subsequent to its initial recognition and of intangible assets. Standards concerning goodwill remain unchanged from the standards included in the previous Section 3062. The Company evaluated the impact of this new standard and concluded that this standard did not have a significant impact on the financial statements.

  
(b)

EIC 173 – Credit Risk and the Fair value of Financial Assets and Financial Liabilities

  

The AcSB issued EIC-173 which requires the Corporation to consider its own credit risk as well as the credit risk of its counterparty when determining the fair value of financial assets and liabilities, including derivative instruments. The standard is effective for the first quarter of 2009 and is required to be applied retrospectively without restatement of prior periods. The adoption of this standard did not have an impact on the valuation of financial assets or liabilities of the Company.

  
(c)

EIC 174 – Mining Exploration Costs

  

The AcSB issued EIC-174, “Mining Exploration Costs” which provides guidance to mining enterprises related to the measurement of exploration costs and the conditions that a mining enterprise should consider when determining the need to perform an impairment review of such costs. The accounting treatments provided in EIC-174 have been applied in the preparation of these financial statements and did not have an impact on the valuation of the Company’s mineral properties.

  
(d)

New Accounting Standards Not Yet Adopted:

  

i) International Financial Reporting Standards ("IFRS")

  

The Canadian Accounting Standards Board ("AcSB") has announced its decision to replace Canadian generally accepted accounting principles (“Canadian GAAP”) with International Financial Reporting Standards ("IFRS") for all Canadian publicly-listed companies. The AcSB




TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

announced that the changeover date will commence for interim and annual financial statements relating to fiscal years beginning on or after January 1, 2011. The transition date for the Company to changeover to IFRS will be January 1, 2011. Therefore, the IFRS adoption will require the restatement for comparative purposes of amounts reported by the Company for the year ending December 31, 2010. During the period, the Company has established a formal project plan, allocated internal resources and engaged expert consultants, monitored by a steering Committee to manage the transition from Canadian GAAP to IFRS reporting.

  

ii) Business Combinations/Consolidated Financial Statements/Non-Controlling Interests

  

The AcSB adopted CICA sections 1582, “Business Combinations”, 1601, “Consolidated Financial Statements”, and 1602, “Non-Controlling Interests” which superseded current sections 1581, “Business Combinations” and 1600 “Consolidated Financial Statements”. These new sections replace existing guidance on business combinations and consolidated financial statements to harmonize Canadian accounting for business combinations with IFRS. These Sections will be applied prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after January 1, 2011. Earlier adoption is permitted. If an entity applies these Sections before January 1, 2011, it is required to disclose that fact and apply each of the new sections concurrently. The Corporation is currently evaluating the impact of the adoption of these changes on its consolidated financial statements.

  
4.

CAPITAL MANAGEMENT AND FINANCIAL INSTRUMENTS


(a)

Capital Management Objectives

  

The Company's primary objectives when managing capital are to safeguard the Company's ability to continue as a going concern, so that it can continue to provide returns for shareholders, and to have sufficient funds on hand for business opportunities as they arise.

  

The Company considers the components of shareholders' equity, as well as its cash and cash equivalents, credit facilities, convertible debt and long-term equipment loan as capital. The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may issue equity, sell assets, or return capital to shareholders as well as issue or repay debt.

  

As at June 30, 2009, the Company is subject to externally-imposed capital requirements in the form of covenants relating to the long-term credit facility (note 15) requiring a maximum total debt to total equity ratio of 55%, a minimum tangible net worth of $150,000 and production cost thresholds. Total debt is generally defined as all interest bearing liabilities, plus any guarantees of debt. Total equity is defined as total shareholder’s equity including share capital, equity component of convertible debt, tracking preferred shares, contributed surplus, accumulated other comprehensive income (loss) and deficit. Tangible net worth is defined as total equity less amounts attributable to goodwill and other intangible assets and reserves attributable to interest of




TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

minority shareholders of the Company. As at June 30, 2009, the Company’s is in compliance with these covenants. The Company’s debt to equity was 26.92%, its tangible net worth was $291,321 and its production costs were within the threshold set by the covenant.

  

In order to facilitate the management of its capital requirements, the Company prepares annual expenditure budgets that are approved by the Board of Directors. Management also actively monitors its financial covenants to ensure compliance.

  

The Company’s investment policy is to invest its cash in highly liquid short-term interest-bearing investments, having maturity dates of three months or less from the date of acquisition, that are readily convertible to known amounts of cash.

  

There were no changes to the Company's approach to capital management during the six months ended June 30, 2009 and the Company expects it will be able to raise sufficient capital resources to carry out its plan of operations for fiscal 2009.

  
(b)

Carrying Amounts and Fair Values of Financial Instrument

  

The fair value of a financial instrument is the price at which a party would accept the rights and/or obligations of the financial instrument from an independent third party. Given the varying influencing factors, the reported fair values are only indicators of the prices that may actually be realized for these financial instruments.

  

The fair values of the tracking preferred shares are not readily determinable with sufficient reliability due to the difficulty in obtaining appropriate market information. It is not practicable to determine the fair value of the investment and advances from related parties because of the related party nature of such amounts and the absence of a secondary market for such instruments. The fair values of the promissory note are not readily determinable with sufficient reliability due to the uncertainty around the maturities and the future cash flows associated with the promissory note.

  

Aside from the financial assets mentioned above, the carrying amounts of the Company's other financial assets approximate their fair values. The following tables show the estimated fair values of the financial assets:




TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

      Estimated fair value as at  
      June 30, 2009     December 31, 2008  
               
  Cash and cash equivalents $  33,067   $ 0004,587  
  Restricted cash (note 14)   2,326     4,400  
  Held for trading   35,393     8,987  
               
  Accounts receivable   7,941     4,606  
  Loans and receivables   7,941     4,606  
               
  Marketable securities and investments (note 5)   9,864     3,138  
  Reclamation deposits   28,788     32,396  
  Available for sale financial assets   38,652     35,534  
               
  Total financial assets $  81,986   $  49,127  

The fair value of marketable securities and investments and reclamation deposits represents the market value of quoted investments.

The fair values of financial liabilities are as follows:

      Estimated fair value as at  
      June 30, 2009     December 31, 2008  
               
  Bank indebtedness $  –   $  5,737  
  Accounts payable and accrued liabilities   15,559     53,036  
  Advances due to a related party   537     1,772  
  Derivative liability (note 16)   2,709      
  Convertible debt (note 11)   26,040     35,219  
  Long-term credit facility (note 15)   34,054      
  Long-term equipment loan (note 9)   3,197      
    $  82,096   $  95,764  

At June 30, 2009, all the Company's financial liabilities were classified as other financial liabilities and carried at amortized cost. The fair values of the convertible debt were determined by discounting the stream of future payments of interest and principal at 10.5% which approximates the Company’s current borrowing rate. The fair values of the long-term credit facility were determined by discounting the stream of future payments of interest and principal at 5.8%.

   
(c)

Financial Instrument Risk Exposure and Risk Management

   

The Company is exposed in varying degrees of financial instrument related risks. The Board approves and monitors the risk management processes, including treasury policies, counterparty limits, controlling and reporting structures. The types of risk exposure and the way in which such exposure is managed are provided as follows.




TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

  (i)

Liquidity Risk

     
 

The Company has US$22,500 in convertible bonds that have a “put” right to be redeemed at 100.6% by the Bondholders in August 2009. Due to this “put” right, the bonds have been accordingly classified as current liabilities as at June 30, 2009 (note 11). During the period, the Company secured a US$30,000 36-month term facility agreement (note 15) as well as a $3,197 long-term equipment loan (note 9). The Company is also committed to equipment purchases in relation to its expansion activities at the Gibraltar Mine in the amount of $15,948 (note 17).

     
 

The following are the principal contractual maturities of financial liabilities:


      Carrying                       Over 3  
  As at June 30, 2009   amount     2009     2010     2011     years  
  Accounts payable and accrued                              
  liabilities $  15,559   $  15,559   $  –   $  –   $  –  
  Amounts due to a related party   537     537              
  Convertible debt (note 11)   26,040     26,040              
  Long-term credit facility (note 15)   34,054         14,538     17,445     2,071  
  Long-term equipment loan (note 9)   3,197     344     733     799     1,321  
  Total liabilities $  79,387   $  42,480   $  15,271   $  18,244   $  3,392  

      Carrying                       Over 3  
  As at December 31, 2008   amount     2009     2010     2011     years  
  Accounts payable and accrued                              
  liabilities $  53,036   $  53,036   $  –   $  –   $  –  
  Bank overdraft facility   5,737     5,737              
  Amounts due to a related party   1,772     1,772              
  Convertible debt (note 11)   35,219             35,219      
  Total liabilities $  95,764   $  60,545   $  –   $  35,219   $  –  

  (ii)

Market Risk

       
 

The significant market risk exposures to which the Company is exposed are commodity price risk, foreign exchange risk, and interest rate risk.

       
  (a)

Commodity Price Risk

       
 

During the period, the Company entered into a producer put and call option contract with Credit Suisse AG (“Credit Suisse”) for approximately 50% of its targeted copper production to the end of 2009 from its wholly-owned Gibraltar Mine (note 16).

       
  (b)

Foreign Exchange Risk

       
 

During the period, the Company had no foreign currency hedges in place, and consequently, hedge accounting is not used.




TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

The Company's financial assets held in the US dollars (stated in Canadian dollars) were:

  Carrying value   June 30, 2009     December 31, 2008  
               
  Cash and cash equivalents $  29,396   $  2,169  
  Restricted cash   2,326      
  Accounts receivable   6,198      
  Total financial assets $  37,920   $  2,169  

The Company's financial liabilities held in the US dollars (stated in Canadian dollars) were:

  Carrying value   June 30, 2009     December 31, 2008  
               
  Accounts payable and accrued liabilities $  336   $  13,227  
  Derivative liability (note 16)   2,709      
  Convertible debt (note 11)   26,040     35,219  
  Long-term credit facility (note 15)   34,054      
  Total financial liabilities $  63,139   $  48,446  

The following exchange rates applied during the periods ended June 30, 2009 and June 30, 2008:

      Average rate     Period end spot rate  
      June 30     June 30     June 30     June 30  
      2009     2008     2009     2008  
  CAD vs. USD   1.2058     1.0073     1.1630     1.0197  

A 10 percent weakening of the Canadian dollar against the US dollar at June 30, 2009 and June 30, 2008 would have affected six months net earnings by the amounts shown below. This analysis assumes that all other variables remain constant.

      June 30, 2009     June 30, 2008  
  Net Earnings $  2,139   $  8,895  

 

A 10 percent strengthening of the Canadian dollar against the US dollar at June 30, 2009 would have had the equal and opposite effect on the amounts shown above, on the basis that all other variables remain constant.

     
  (c)

Interest Rate Risk

     
 

The convertible bonds (note 11) and long-term equipment loan (note 9b) carry a fixed interest rate of 7.125% and 8.545% per annum respectively and as such are not subject to fluctuations in interest rate. The long-term credit facility (note 15) carries a floating interest of LIBOR plus 4%.




TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

The exposure of the Company's financial assets to interest rate risk as at June 30, 2009 is as follows:

            Weighted     Weighted  
            average     average period  
            effective     for which the  
            interestrate     interest rate is  
      Total     (percent)     fixed (years)  
  Financial assets subject to floating                  
     interest rates $  35,393     0.50%     N/A  
  Financial assets subject to                  
     fixed interest rates   104,656     5.60%     6.80  
  Equity investments   9,864     N/A     N/A  
  Trade and other receivables   7,941     N/A     N/A  
  Total financial assets $  157,854              

The exposure of the Company's financial assets to interest rate risk as at December 31, 2008 is as follows:

            Weighted     Weighted  
            average     average period  
            effective     for which the  
            interest rate     interest rate is  
      Total     (percent)     fixed (years)  
  Financial assets subject to                  
       floating interest rates $  8,987     4.0%     N/A  
  Financial assets subject to                  
     fixed interest rates   109,464     6.3%     7.02  
  Equity investments   3,138     N/A     N/A  
  Trade and other receivables   4,606     N/A     N/A  
  Total financial assets $  126,195              

The exposure of the Company's financial liabilities to interest rate risk at June 30, 2009 is as follows:

                  Weighted        
            Weighted     average        
            average     period for     Weighted  
            effective     which the     average  
            interest     interest rate     period until  
            rate     is fixed     maturity  
      Total     (percent)     (years)     (years)  
  Financial liabilities subject to                        
     floating interest rates $  34,054     4.30%     N/A     2.58  
  Financial liabilities subject to                        
     fixed interest rates   29,237     7.28%     2.13     2.22  
  Derivative liability   2,709     N/A     N/A     N/A  
  Other liabilities   16,096     N/A     N/A     N/A  
  Total financial liabilities $  82,096                    



TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

The exposure of the Company's financial liabilities to interest rate risk at December 31, 2008 is as follows:

                  Weighted        
            Weighted     average        
            average     period for     Weighted  
            effective     which the     average  
            interest     interest rate     period until  
            rate     is fixed     maturity  
      Total     (percent)     (years)     (years)  
                           
  Financial liabilities subject to $  5,737     4.0%     N/A     N/A  
       floating interest rates                        
  Financial liabilities subject to                        
       fixed interest rates   35,219     7.1%     2.6     2.6  
  Other liabilities   54,808     N/A     N/A     N/A  
  Total financial liabilities $  95,764                    

A 10 percent decrease of the LIBOR rate for the six months ended June 30, 2009 and June 30, 2008 would have affected three months net earnings by the amounts shown below. This analysis assumes that all other variables, in particular foreign exchange rates, remain constant.

                                                                                                          June 30, 2009     June 30, 2008  
  Net earnings $  0.9     N/A  

A 10 percent increase of the LIBOR rate for the six months ended June 30, 2009 and June 30, 2008 would have had the equal and opposite effect on net earnings on the basis that all other variables remain constant.



TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

5.

MARKETABLE SECURITIES AND INVESTMENTS


      As at June 30, 2009  
                     
            Unrealized        
      Cost     gain (loss)     Fair value  
  Continental Minerals Corporation – common shares $  9,880   $  (1,583 ) $  8,297  
  Investment in other public companies   409     1,158     1,567  
    $  10,289   $  (425 ) $  9,864  

      As at December 31, 2008  
                     
            Unrealized        
      Cost     gain (loss)     Fair value  
  Continental Minerals Corporation – common shares $  9,880   $  (7,297 ) $  2,583  
  Investment in other public companies   409     146     555  
    $  10,289   $  (7,151 ) $  3,138  

As at June 30, 2009, the Company held 7,827,726 (2008 – 7,827,726) shares of Continental Mineral Corporation, a public company with certain directors in common with the Company.

   
6.

INVENTORY


      As at     As at  
    June 30, 2009     December 31, 2008  
  Copper concentrate       $ $ 6,114  
  Ore in-process   890     1,120  
  Copper cathode   654     612  
  Molybdenum   182     394  
  Materials and supplies   10,977     12,100  
  $ 17,475   $ 20,340  



TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

7.

MINERAL PROPERTY INTERESTS, PLANT AND EQUIPMENT

   

Plant and equipment – Gibraltar Mine


      June 30, 2009     December 31, 2008  
            Accumulated     Net book           Accumulated     Net book  
      Cost     Amortization     value     Cost     Amortization     value  
  Buildings and equipment $  6,281   $  2,614   $  3,667   $  6,115   $  2,421   $  3,694  
  Mine equipment   81,251     10,360     70,891     58,659     9,900     48,759  
  Plant and equipment   98,435     5,419     93,016     97,867     4,126     93,741  
  Vehicles   2,737     1,327     1,410     1,864     1,086     778  
  Computer equipment   3,390     3,000     390     3,390     2,870     520  
  Social assets   402         402     402         402  
  Deferred pre-stripping costs   52,535     3,927     48,608     52,535     2,358     50,177  
  Construction in progress   65,425         65,425     82,542         82,542  
  Assets under capital lease   23,795     205     23,590     17,521     13     17,508  
  Asset retirement costs   40         40              
  Total Gibraltar mine $  34,291   $  26,852   $  307,439   $  20,895   $  22,774   $  298,121  
                                       
  Other equipment and                                    
  leasehold improvements $  423   $  159   $  264   $  386   $  103   $  283  
  Mineral property interests                                    
                   Gibraltar Copper Mine               16,752                 16,743  
                   Harmony property               1                 1  
                   Aley Niobium property           8,343                 8,343  
                   Oakmont royalty interest           7,520                 7,520  
                   Prosperity property               1                 1  
  Total mineral property interests               32,617                 32,608  
                                       
  Net asset retirement obligation adjustment           (5,812 )               (6,012 )
                                       
  Mineral properties, plant and equipment         $  334,508               $  325,000  

As at June 30, 2009, approximately $65,425 (December 31, 2008 – $82,542) of plant and equipment is under construction and not being amortized. Amortization recorded during the period reflected changes in accounting estimates during the period resulting from the increase in the life of the Gibraltar mine.



TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

8.

RELATED PARTY TRANSACTIONS AND BALANCES


      Three months ended     Six months ended  
  Transactions   June 30     June 30  
      2009     2008     2009     2008  
  Hunter Dickinson Services Inc.                        
       Services rendered to the Company and its subsidiaries and                    
       reimbursement of third party expenses $  777   $  2,090   $  1,529   $  3,981  

      As at     As at  
  Due to (from):   June 30, 2009     December 31, 2008  
  Hunter Dickinson Services Inc. $  537   $  1,772  

Hunter Dickinson Services Inc. ("HDSI") is a private company owned equally by several public companies, one of which is Taseko. HDSI has certain directors in common with the Company and provides geological, corporate development, administrative and management services to, and incurs third party costs on behalf of, the Company and its subsidiaries on a full cost recovery basis per agreement dated June 1, 2008. Advances are interest bearing and due on demand.

   
9.

CAPITAL LEASE AND LONG-TERM LOAN OBLIGATIONS

   

Future obligations are as follows:


  As at June 30, 2009   Capital Lease     Long-Term     Total Long-Term  
      Obligations (a)     Equipment Loan (b)     Loan Obligations  
  2009 $  2,327   $  474   $  2,671  
  2010   4,100     949     4,833  
  2011   4,100     949     4,899  
  Thereafter until 2013   6,651     1,370     7,972  
  Total payments $  17,178   $  3,742   $  20,920  
  Less: interest portion   (2,035 )   (545 )   (2,580 )
  Present value of obligations $  15,143   $  3,197   $  8,340  
  Current portion   (3,504 )   (703 )   (4,207 )
  Non-current portion $  11,639   $  2,494   $  14,133  



TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

  As at December 31, 2008   Capital Lease     Long-Term     Total Long-Term  
      Obligations (a)     Equipment Loan (b)     Loan Obligations  
  2009 $  4,280   $  –   $  4,280  
  2010   4,003         4,003  
  2011   4,003         4,003  
  Thereafter until 2013   6,614         6,614  
  Total payments $  18,900   $  –   $  18,900  
  Less: interest portion   (2,476 )       (2,476 )
  Present value of obligations $  16,424   $  –   $  16,424  
  Current portion   (3,324 )       (3,324 )
  Non-current portion $  13,100   $  –   $  13,100  

(a) Capital Lease Obligations

   

Included in property, plant and equipment are mining equipment that the Company acquired pursuant to three to four year capital lease agreements.

   

Capital lease obligations as detailed above are secured over plant and equipment and are repayable in monthly installments with fixed interest rates.

   

(b) Long-term Equipment Loan

   

During the period, the Company entered into 36-month term equipment loan agreement to finance the purchase of equipment for the Gibraltar Mine. The principal amount of the loan is $3,197 and is secured by the underlying equipment at the Gibraltar Mine.

   

The equipment loan is repayable commencing one month after inception in 35 equal monthly installments in the amount of $79 until June 2012. The last installment is payable in June 2012 in the amount of $974. The equipment loan bears a fixed interest rate at 8.545% per annum.

   
10.

BANK INDEBTEDNESS

   

During the six months ended June 30, 2009, the Company repaid an overdraft facility held with a Canadian financial institution in full.

   
11.

CONVERTIBLE DEBT

   

Convertible Bonds – August 2006

   

On August 29, 2006 (the “Closing”), the Company issued US$30,000 in principal amount of five year convertible bonds due in 2011 (the "Bonds") to qualified institutional buyers (the “Bondholders”). The Bonds are convertible into the Company’s common shares. The Bonds constitute direct, unsubordinated, unsecured, general and unconditional obligations of the Company.




TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

The Bonds were issued at 100% and, if not converted, will be redeemed at maturity at 101%. The Bonds carry coupon interest rates of 7.125% per annum. The Bonds have a “put” right in August 2009 to be redeemed at 100.6%. Due to this “put” right, the Bonds have been accordingly classified as current liabilities as at June 30, 2009.

During the period, the Company repurchased of US$7,500 of the Bonds from one of its Bondholders for the purpose of cancellation. The Company allocated the consideration paid on the extinguishment of the convertible bond to the liability and equity elements of the security based on their relative fair values at the date of the transaction. A gain of $682 was recorded in the Company’s statement of operations as a result of the convertible bond repurchase.

Subsequent to period end, the Company repurchased another US$12,500 of the bonds for the purpose of cancellation. In addition, the Company has received a notice from the remaining Bondholders of their intention to exercise the “put” right on the remaining US$10,000.

The continuity of the Bonds is as follows:

  Convertible Bonds   6 months ended     15 months ended  
      June 30,     December 31,  
      2009     2008  
  Present value of convertible bonds            
       Beginning of period $  35,219   $  26,693  
       Repurchase of US$7.5 million of convertible bonds   (8,655 )    
       Unrealized foreign exchange loss (gain)   (1,628 )   6,328  
       Accretion for the period   1,104     2,198  
       End of period   26,040     35,219  
  Conversion right            
       Beginning of period   3,832     3,832  
       Repurchase of US$7.5 million of convertible bonds   (958 )    
       End of period   2,874     3,832  
  Convertible Bonds $  28,914   $  39,051  

  Convertible Bonds   June 30,     December 31,  
      2009     2008  
               
  Summary of the convertible bond terms:            
               
       Principal amount of convertible debenture   US$ 22,500     US$ 30,000  
               
       Price per common share of the unexercised conversion right   US$ 3.35     US$ 3.35  
       Number of common shares potentially issuable under            
       unexercised conversion right   6,716,418     8,955,224  



TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

12.

EQUITY FINANCINGS

   

On April 15, 2009, the Company completed a “bought deal” short form prospectus offering (the “Offering”) of 13,793,104 common shares at a price of $1.45 per common share (the “Offering Price”). A syndicate of underwriters led by Raymond James Ltd. and including Wellington West Capital Markets Inc., Canaccord Capital Corporation, Jennings Capital Inc. and Paradigm Capital Inc. (collectively, the “Underwriters”) acted as Underwriters in connection with the Offering.

   

The Company granted to the Underwriters an over-allotment option to purchase up to an additional 2,068,965 common shares at the Offering Price. The Underwriters elected to exercise the over-allotment option in full, resulting in aggregate gross proceeds to the Company of $23,000.

   

In addition, the Company also completed a private placement financing of 3,628,015 shares at $1.45 per common share for gross proceeds of $5,261. A finder's fee of 6% of the proceeds of the private placement financing was paid.

   

The Company incurred $1,443 in financing fees related to the Offering and the private placement. The net proceeds of $26,817 from the Offering were used for discharge of accounts payable and general working capital.

   

During the period, 9,085,715 warrants issued in December 2008 were exercised for total proceeds of $7,723 and 300,500 options were exercised for the total proceeds of $301.

   
13.

SITE CLOSURE AND RECLAMATION OBLIGATIONS

   

The continuity of the provision for site closure and reclamation costs related to the Gibraltar mine is as follows:


  Balance, December 31, 2008 $  10,366  
  Changes during the period:      
     Reclamation incurred   (979 )
     Accretion   473  
     Additional site closure and reclamation obligation recognized   41  
  Balance, June 30, 2009 $  9,901  

Accretion for the six months ended June 30, 2009 of $473 (2008 – $234) was charged to the statement of operations.

   
14.

RESTRICTED CASH

   

As part of the copper hedging contract (note 16), the Company was required to set aside cash in the amount of $2,326 (US$2,000) to Credit Suisse as security for the producer call and put option agreement (note 16).

   

In February 2007, Taseko issued a standby letter of credit, collateralized by cash in the amount of $4,400, to British Columbia Hydro and Power Authority (“B.C. Hydro”) to provide security for costs to be incurred by BC Hydro relating to the electrical system reinforcements required for the




TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

Gibraltar Expansion Project in accordance with “Credit Support Agreement” between Gibraltar and B.C. Hydro. Under the agreement, the Company was required to submit a standby letter of credit as a guarantee in the amount of $4,400 in order for B.C. Hydro to initiate procurement of major equipment as part of systems reinforcements. The letter of credit was released during the period with the cash security being now reduced based on Gibraltar’s consumption of power.

   
15.

LONG-TERM CREDIT FACILITY

   

In February 2009 (“Utilization Date”), the Company entered into and drew upon a US$30,000 36-month term facility agreement (the “Facility”) with Credit Suisse. The Facility is repayable commencing April 2010 and every second month thereafter in equal installments of US$2,500 until February 2012. The Facility bears interest at LIBOR plus 4 percent which is due and payable bi-monthly. Pursuant to security agreements entered into in connection with the Facility, the Company has ceded, as security, certain equipment of the Gibraltar Mine and the treatment and refining offtake agreement along with a corporate guarantee.

   

The Facility requires maintenance of certain financial covenants as well as production cost thresholds. As at June 30, 2009, the Company is in compliance with its financial covenants (note 4a). The Company has the option, at any time after 18 months of the Utilization Date, to prepay the Facility.

   

The Company incurred financing fees of $1,067 to obtain the Facility. The unamortized fees totaled $1,067 is being amortized using the effective interest rate method.

   

Future principal payments are as follows:


    As at June 30, 2009  
2009 $ -  
2010   14,538  
2011   17,445  
2012   2,071  
Present value of credit facility obligations $  34,054  
Current portion   (5,815 )
Non-current portion $  28,239  

16.

DERIVATIVE INSTRUMENT

   

On May 1, 2009, the Company entered into a producer put and call option contract (“the Contract”) with Credit Suisse for approximately 50% of its targeted copper production (approximately 30 million pounds of copper) to the end of 2009 from its wholly-owned Gibraltar Mine. Under the Contract, the Company will receive the prevailing market copper price while within the price range. Should the market price be outside the price range, the Company will receive a minimum of US$1.88 per pound and a maximum of US$2.36 per pound for the hedged copper.




TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

In June 2009, the Company entered into a new contract that is effective from January 2010 to March 2010 (“Q1 2010”) with a new price range of US$2.00 – US$2.61 per pound for 50% of its targeted copper production at its Gibraltar Mine during Q1 2010.

Subsequent to period end, the Company entered into a new contract that is effective from April 2010 to May 2010 (“Q2 2010”) with a new price range of US$2.15 – US$2.73 per pound for 50% of its targeted copper production at its Gibraltar Mine during Q2 2010.

For accounting purposes, the Company determined that the Contract is a financial derivative financial instrument that should be measured at fair value at each reporting date with all changes in fair value included in the net earnings (loss) in the period in which they arise.

Contracts outstanding at June 30, 2009 are as follows:

    Floor Price   Cap Price     Purchased metric  
  Contract Period Price US$/lb   Price US$/lb     tonne (mt) of copper  
  May to December 2009 $ 1.88   $ 2.36     11,900  
  January to March 2010 $ 2.00   $ 2.61     4,500  

The fair value of contracts outstanding at June 30, 2009:

  Option Strike Price     Notional Quantity     Due Date     Fair Value  
    US$/lb     mt of copper           (Liability)/Asset  
                      US$  
  Call option $ 2.36     11,900     Dec 31, 2009   $  (3,336 )
  Call option $ 2.51     3,000     Feb 26, 2010     (1,434 )
  Call option $ 2.61     1,500     Mar 31, 2010     N/A  
                    $  (4,770 )
                         
  Put option $ 1.88     11,900     Dec 31, 2009   $  1,255  
  Put option $ 2.00     3,000     Feb 26, 2010   $  1,186  
  Put option $ 2.00     1,500     Mar 31, 2010     N/A  
                    $  2,441  
                         
          Total Fair Value of Contracts (in USD)   $  (2,329 )
          Total Fair Value of Contracts (in CAD)   $  (2,709 )



TASEKO MINES LIMITED
Notes to Consolidated Financial Statements
For the three and six months ended June 30, 2009
(Unaudited – Expressed in thousands of Canadian dollars, unless stated otherwise)

17.

COMMITMENTS

   

(a) Advances for equipment

 

 

As at June 30, 2009, the Company paid $5,677 in advance deposits for equipment to be received in next periods, none of which has been classified as current. The Company is further committed to equipment purchases in relation to its expansion activities in the amount of $15,948.

 

 

(b) Treatment and refining agreement

 

 

The Company commenced its six-year agreement with MRI Trading AG (“MRI”), a Swiss-based metal trading company, for the treatment and refining of Gibraltar copper concentrate during the period. Under the terms of the agreement, the Company has secured long-term and fixed rates for processing approximately 1.1 million tons of copper concentrate until December 31, 2014. The Company has the right to price payable copper within the concentrate based on a quotational period, declared prior to, and covering each ensuing calendar year.