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OMB APPROVAL |
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OMB Number: |
3235-0116 |
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Expires: |
May 31, 2017 |
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UNITED STATES |
Estimated average burden hours per response |
8.7 |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of January, 2015.
Commission File Number 001-14598
RICHMONT MINES INC.
(Translation of registrant’s name into English)
161, avenue Principale, Rouyn-Noranda (Quebec) J9X 4P6
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ X ] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Richmont Mines Inc. |
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(Registrant) |
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Date |
January 30, 2015 |
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By |
Nicole Veilleux (signed) |
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(Signature)* |
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Nicole Veilleux |
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* Print the name and title under the signature of the signing officer. |
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Vice-President, Finance |
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SEC 1815 (04-09) |
Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
Exhibit 99.1
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Mines Richmont inc. |
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161, avenue Principale |
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Rouyn-Noranda, QC |
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J9X 4P6, CANADA |
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Tél. : 819 797-2465 |
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Téléc. : 819 797-0166 |
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www.richmont-mines.com |
Rouyn-Noranda, January 30, 2015
VIA SEDAR
Autorité des marchés financiers
Alberta Securities Commission
British Columbia Securities Commission
Ontario Securities Commission
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Subject: |
Richmont Mines Inc. (the “Corporation”) |
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English and French language versions of the Interim Consolidated Financial Statements (unaudited) of the Corporation for the three-month and nine-month periods ended September 30, 2014 and 2013, together with the notes thereto (the “Interim Financial Statements”) |
We hereby inform you that the Corporation has filed today on SEDAR revised English and French language versions of its Interim Financial Statements. These versions have been amended in order to remove the reference contained in note 1 of the financial statement indicating that the Interim Financial Statements have not been reviewed by the independent auditors of the Corporation.
Nicole Veilleux [signed]
Nicole Veilleux, CPA, CA
Vice-President, Finance
Exhibit 99.2
INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Third Quarter
Ended September 30, 2014
CONSOLIDATED INCOME STATEMENT
(In thousands of Canadian dollars)
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(Unaudited) |
Three months ended |
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Nine months ended |
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September 30, |
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September 30, |
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September 30, |
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September 30, |
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2014 |
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2013 |
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2014 |
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2013 |
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$ |
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$ |
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$ |
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$ |
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CONTINUING OPERATIONS |
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Revenues (note 3) |
34,215 |
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21,152 |
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102,634 |
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62,385 |
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Cost of sales (note 4) |
27,900 |
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18,655 |
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86,794 |
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54,825 |
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GROSS PROFIT |
6,315 |
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2,497 |
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15,840 |
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7,560 |
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OTHER EXPENSES (REVENUES) |
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Exploration and project evaluation (note 5) |
513 |
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1,981 |
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1,238 |
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6,946 |
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Administration (note 6) |
1,578 |
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1,805 |
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5,682 |
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5,498 |
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Loss on disposal of long-term assets |
250 |
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82 |
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252 |
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117 |
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Other revenues |
(9 |
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(23 |
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(36 |
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(53 |
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2,332 |
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3,845 |
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7,136 |
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12,508 |
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OPERATING EARNINGS (LOSS) |
3,983 |
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(1,348 |
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8,704 |
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(4,948 |
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Financial expenses (note 8) |
28 |
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23 |
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83 |
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73 |
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Financial revenues (note 9) |
(164 |
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(52 |
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(307 |
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(443 |
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EARNINGS (LOSS) BEFORE MINING AND INCOME TAXES |
4,119 |
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(1,319 |
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8,928 |
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(4,578 |
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MINING AND INCOME TAXES (RECOVERY) |
(250 |
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(173 |
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1,781 |
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(102 |
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NET EARNINGS (LOSS) FROM CONTINUING OPERATIONS |
4,369 |
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(1,146 |
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7,147 |
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(4,476 |
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NET LOSS FROM DISCONTINUED OPERATION |
- |
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(708 |
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- |
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(708 |
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NET EARNINGS (LOSS) FOR THE PERIOD |
4,369 |
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(1,854 |
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7,147 |
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(5,184 |
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NET EARNINGS (LOSS) PER SHARE |
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Basic and diluted earnings (loss) per share |
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Earnings (loss) from continuing operations |
0.09 |
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(0.03 |
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0.16 |
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(0.11 |
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Loss from discontinued operation |
- |
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(0.02 |
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- |
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(0.02 |
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Basic and diluted net earnings (loss) |
0.09 |
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(0.05 |
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0.16 |
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(0.13 |
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BASIC WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING (in thousands) |
47,723 |
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39,596 |
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44,340 |
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39,593 |
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DILUTED WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING (in thousands) |
48,058 |
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39,596 |
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44,501 |
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39,603 |
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The accompanying notes are an integral part of the interim consolidated financial statements.
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23 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(In thousands of Canadian dollars)
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(Unaudited) |
Three months ended |
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Nine months ended |
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September 30, |
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September 30, |
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September 30, |
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September 30, |
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2014 |
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2013 |
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2014 |
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2013 |
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$ |
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$ |
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$ |
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$ |
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NET EARNINGS (LOSS) FOR THE PERIOD |
4,369 |
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(1,854 |
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7,147 |
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(5,184 |
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OTHER COMPREHENSIVE LOSS, NET OF TAXES ITEMS THAT WILL BE RECLASSIFIED SUBSEQUENTLY TO NET EARNINGS |
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Fair value variation on available-for-sale financial assets |
- |
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- |
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- |
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(18 |
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Realized gain on sale of available-for-sale financial assets transferred to net earnings |
- |
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- |
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- |
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(12 |
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OTHER COMPREHENSIVE LOSS, NET OF TAXES |
- |
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- |
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- |
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(30 |
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TOTAL COMPREHENSIVE EARNINGS (LOSS) FOR THE PERIOD |
4,369 |
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(1,854 |
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7,147 |
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(5,214 |
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The accompanying notes are an integral part of the interim consolidated financial statements.
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24 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
(In thousands of Canadian dollars)
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(Unaudited) |
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Contributed |
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Share capital |
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surplus |
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Deficit |
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Total equity |
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$ |
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$ |
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$ |
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$ |
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BALANCE AT DECEMBER 31, 2013 |
132,202 |
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11,253 |
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(57,102 |
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86,353 |
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Issue of shares |
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Common |
11,673 |
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- |
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- |
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11,673 |
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Exercise of share options |
528 |
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(160 |
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- |
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368 |
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Common shares issue costs |
(934 |
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- |
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- |
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(934 |
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Share-based compensation |
- |
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1,110 |
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- |
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1,110 |
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Transactions with Richmont Mines shareholders |
11,267 |
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950 |
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- |
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12,217 |
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Net earnings and total comprehensive income for the period |
- |
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- |
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7,147 |
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7,147 |
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BALANCE AT SEPTEMBER 30, 2014 |
143,469 |
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12,203 |
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(49,955 |
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105,717 |
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The accompanying notes are an integral part of the interim consolidated financial statements.
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25 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
(In thousands of Canadian dollars)
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(Unaudited) |
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Available-for- |
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Contributed |
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sale financial |
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Share capital |
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surplus |
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Deficit |
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assets |
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Total equity |
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$ |
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$ |
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$ |
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$ |
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$ |
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BALANCE AT DECEMBER 31, 2012 |
132,113 |
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9,062 |
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(22,842 |
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30 |
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118,363 |
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Issue of shares |
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Exercise of share options |
89 |
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(27 |
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- |
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- |
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62 |
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Issue of warrants |
- |
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439 |
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- |
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- |
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439 |
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Share-based compensation |
- |
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1,263 |
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- |
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- |
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1,263 |
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Transactions with Richmont Mines shareholders |
89 |
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1,675 |
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- |
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- |
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1,764 |
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Net loss for the period |
- |
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- |
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(5,184 |
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- |
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(5,184 |
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Other comprehensive loss |
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Items that will be reclassified subsequently to net loss |
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Available-for-sale financial assets |
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Fair value variation, net of taxes |
- |
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- |
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- |
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(18 |
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(18 |
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Reclassification to net earnings, net of taxes |
- |
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- |
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- |
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(12 |
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(12 |
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Total comprehensive loss for the period |
- |
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- |
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(5,184 |
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(30 |
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(5,214 |
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BALANCE AT SEPTEMBER 30, 2013 |
132,202 |
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10,737 |
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(28,026 |
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- |
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114,913 |
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The accompanying notes are an integral part of the interim consolidated financial statements.
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26 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(In thousands of Canadian dollars)
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September 30, |
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December 31, |
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2014 |
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2013 |
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$ |
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$ |
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(Unaudited) |
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(Audited) |
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ASSETS |
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CURRENT ASSETS |
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Cash and cash equivalents |
37,897 |
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17,551 |
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Guaranteed investment certificate |
474 |
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- |
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Receivables |
2,798 |
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3,008 |
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Income and mining tax assets |
916 |
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925 |
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Exploration tax credits receivable |
6,542 |
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5,670 |
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Inventories (note 10) |
12,271 |
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9,075 |
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60,898 |
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36,229 |
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RESTRICTED DEPOSITS (note 13 a) |
1,009 |
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3,421 |
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PROPERTY, PLANT AND EQUIPMENT (note 11) |
83,214 |
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83,678 |
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TOTAL ASSETS |
145,121 |
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123,328 |
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LIABILITIES |
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CURRENT LIABILITIES |
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Payables, accruals and provisions |
17,664 |
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19,897 |
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Income and mining taxes payable |
3,611 |
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1,225 |
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Current portion of long-term debt (note 12) |
1,790 |
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825 |
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Current portion of asset retirement obligations (note 13 b) |
272 |
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330 |
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23,337 |
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22,277 |
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LONG-TERM DEBT (note 12) |
5,793 |
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5,196 |
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ASSET RETIREMENT OBLIGATIONS (note 13 b) |
7,689 |
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7,603 |
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DEFERRED INCOME AND MINING TAX LIABILITIES |
2,585 |
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1,899 |
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TOTAL LIABILITIES |
39,404 |
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36,975 |
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EQUITY |
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Share capital (note 14) |
143,469 |
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132,202 |
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Contributed surplus |
12,203 |
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11,253 |
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Deficit |
(49,955 |
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(57,102 |
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TOTAL EQUITY |
105,717 |
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86,353 |
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TOTAL LIABILITIES AND EQUITY |
145,121 |
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123,328 |
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The accompanying notes are an integral part of the interim consolidated financial statements.
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27 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
CONSOLIDATED STATEMENT OF CASH FLOWS
(In thousands of Canadian dollars)
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(Unaudited) |
Three months ended |
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Nine months ended |
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September 30, |
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September 30, |
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September 30, |
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September 30, |
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2014 |
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2013 |
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2014 |
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2013 |
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$ |
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$ |
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$ |
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$ |
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OPERATING ACTIVITIES |
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Net earnings (loss) for the period |
4,369 |
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(1,854 |
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7,147 |
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(5,184 |
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Adjustments for: |
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Depreciation and depletion |
6,368 |
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2,984 |
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17,909 |
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7,785 |
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Adjustment to estimated recoverable value of remaining Francoeur Mine’s assets |
- |
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867 |
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- |
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867 |
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Taxes received (paid) |
192 |
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(5 |
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1,299 |
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(1,505 |
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Interest revenues |
(152 |
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(76 |
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(291 |
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(347 |
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Interest on long-term debt |
39 |
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10 |
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124 |
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22 |
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Share-based compensation |
342 |
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684 |
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1,407 |
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1,804 |
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Accretion expense – asset retirement obligations |
28 |
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19 |
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83 |
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57 |
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Loss on disposal of long-term assets |
250 |
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81 |
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252 |
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100 |
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Gain on disposal of shares of publicly-traded companies |
- |
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- |
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- |
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(12 |
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Mining and income taxes |
(250 |
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(173 |
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1,781 |
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(102 |
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11,186 |
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2,537 |
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29,711 |
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3,485 |
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Net change in non-cash working capital items (note 15) |
(2,715 |
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2,501 |
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(5,487 |
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(8,188 |
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Cash flows from (used in) operating activities |
8,471 |
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5,038 |
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24,224 |
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(4,703 |
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INVESTING ACTIVITIES |
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Guaranteed investment certificate |
2,650 |
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- |
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2,650 |
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- |
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Restricted deposits |
(238 |
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(2,650 |
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(712 |
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(2,737 |
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Interest received |
155 |
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74 |
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280 |
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365 |
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Property, plant and equipment – Island Gold Mine |
(7,647 |
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(7,005 |
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(16,028 |
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(19,485 |
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Property, plant and equipment – Beaufor Mine |
(129 |
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(155 |
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(1,574 |
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(393 |
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Property, plant and equipment – W Zone Mine |
- |
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(117 |
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(234 |
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(3,019 |
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Property, plant and equipment – Monique Mine |
- |
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875 |
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(21 |
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(6,582 |
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Property, plant and equipment – Other |
(53 |
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(85 |
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(745 |
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(570 |
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Disposition of property, plant and equipment |
50 |
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9 |
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350 |
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154 |
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Disposition of shares of publicly-traded companies |
- |
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- |
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- |
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12 |
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Cash flows used in investing activities |
(5,212 |
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(9,054 |
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(16,034 |
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(32,255 |
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FINANCING ACTIVITIES |
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Long-term debt |
1,940 |
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- |
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1,859 |
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- |
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Issue of common shares |
368 |
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- |
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12,041 |
|
62 |
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Common shares issue costs |
- |
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- |
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(934 |
) |
- |
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Interest paid |
(39 |
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(10 |
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(124 |
) |
(22 |
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Payment of asset retirement obligations |
(29 |
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- |
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(55 |
) |
- |
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Financing costs |
- |
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(654 |
) |
- |
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(654 |
) |
Payment of finance lease obligations |
(192 |
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(599 |
) |
(631 |
) |
(1,058 |
) |
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Cash flows from (used in) financing activities |
2,048 |
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(1,263 |
) |
12,156 |
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(1,672 |
) |
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Net change in cash and cash equivalents |
5,307 |
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(5,279 |
) |
20,346 |
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(38,630 |
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Cash and cash equivalents, beginning of period |
32,590 |
|
26,459 |
|
17,551 |
|
59,810 |
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Cash and cash equivalents, end of period |
37,897 |
|
21,180 |
|
37,897 |
|
21,180 |
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The accompanying notes are an integral part of the interim consolidated financial statements.
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28 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
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1. |
General information and compliance with IFRS |
Richmont Mines Inc. (“the Corporation”) is incorporated under the Business Corporations Act (Quebec) and is engaged in mining, exploration and development of mining properties, principally gold.
These interim consolidated financial statements have been prepared by the Corporation’s management in accordance with International Financial Reporting Standards (“IFRS”), as established by the International Accounting Standards Board and in accordance with IAS 34 “Interim Financial Reporting”. They do not include all the information required in annual consolidated financial statements in accordance with IFRS. These interim consolidated financial statements must be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2013.
The preparation of interim consolidated financial statements in accordance with IAS 34 requires the use of certain critical accounting estimates. It also requires management to exercise judgment when applying the Corporation’s accounting policies.
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2. |
Future accounting pronouncement |
The following standard has been issued, but is not yet effective and has not been early-adopted by the Corporation:
IFRS 15 – Revenues from contracts with Customers (IFRS 15)
In May 2014, the IASB published IFRS 15 which replaces IAS 18 Revenue, IAS 11 Construction Contracts and some revenue-related interpretations. IFRS 15 establishes a new control-based revenue recognition model, changes the basis for deciding when revenue is recognized at a point in time or over time, provides new and more detailed guidance on specific topics and expands and improves disclosures about revenue. IFRS 15 is effective for reporting periods beginning on or after January 1, 2017. Earlier application is permitted. The Corporation has yet to assess the impact of this new standard on its financial statements.
Revenues include revenue from gold sales and silver sales.
The cost of sales includes the following items:
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
September 30, |
|
September 30, |
|
|
September 30, |
|
September 30, |
|
|
|
2014 |
|
2013 |
|
|
2014 |
|
2013 |
|
|
|
$ |
|
$ |
|
|
$ |
|
$ |
|
|
|
|
Operating costs |
20,981 |
|
15,342 |
|
|
67,229 |
|
46,075 |
|
|
Royalties |
604 |
|
443 |
|
|
1,834 |
|
1,335 |
|
|
Depreciation and depletion |
6,315 |
|
2,870 |
|
|
17,731 |
|
7,415 |
|
|
|
|
|
27,900 |
|
18,655 |
|
|
86,794 |
|
54,825 |
|
|
|
|
29 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
|
|
5. |
Exploration and project evaluation |
The exploration and project evaluation expenses were incurred for the following mines and properties:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
Nine months ended |
|
|
|
September 30, |
|
September 30, |
|
September 30, |
|
September 30, |
|
|
|
2014 |
|
2013 |
|
2014 |
|
2013 |
|
|
|
$ |
|
$ |
|
$ |
|
$ |
|
|
|
|
Island Gold Mine |
39 |
|
1,400 |
|
328 |
|
4,020 |
|
|
Beaufor Mine |
558 |
|
385 |
|
1,126 |
|
1,621 |
|
|
Wasamac property |
74 |
|
129 |
|
149 |
|
1,010 |
|
|
Monique Mine |
- |
|
17 |
|
2 |
|
219 |
|
|
Other properties |
17 |
|
78 |
|
39 |
|
305 |
|
|
Project evaluation |
84 |
|
141 |
|
263 |
|
428 |
|
|
|
|
Exploration and project evaluation before depreciation and exploration tax credits |
772 |
|
2,150 |
|
1,907 |
|
7,603 |
|
|
|
|
Depreciation |
14 |
|
56 |
|
58 |
|
206 |
|
|
Exploration tax credits, including adjustments1 |
(273 |
) |
(225 |
) |
(727 |
) |
(863 |
) |
|
|
|
|
513 |
|
1,981 |
|
1,238 |
|
6,946 |
|
|
1 |
In 2012, the Corporation received a draft assessment from the Quebec tax authorities, who were not allowing the Corporation to claim certain exploration tax credits for years 2009 to 2011, and an amount of $4,141 initially recorded as exploration tax credits receivable was then reversed and reflected as an increase to property, plant and equipment. In the first quarter of 2014, the Corporation received the final notice of reassessment and settled the financial reporting for this contingency by recording a further $302 reduction of the exploration tax credits and an interest expense of $210, included in «administration». |
The administration expenses include the following items:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
Nine months ended |
|
|
|
September 30, |
|
September 30, |
|
September 30, |
|
September 30, |
|
|
|
2014 |
|
2013 |
|
2014 |
|
2013 |
|
|
|
$ |
|
$ |
|
$ |
|
$ |
|
|
|
|
Salaries, directors’ fees and related benefits |
497 |
|
743 |
|
1,843 |
|
2,360 |
|
|
Severance compensation1 |
221 |
|
- |
|
1,269 |
|
- |
|
|
Share-based compensation |
245 |
|
593 |
|
903 |
|
1,522 |
|
|
Depreciation |
39 |
|
59 |
|
120 |
|
164 |
|
|
Others |
576 |
|
410 |
|
1,547 |
|
1,452 |
|
|
|
|
|
1,578 |
|
1,805 |
|
5,682 |
|
5,498 |
|
|
1 |
Severance compensation is related to the departure of the President and Chief Executive Officer and the Executive Vice-President and Chief Financial Officer and comprises $945 of cash severance and $324 of share-based compensation expense. |
|
|
|
30 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
|
|
7. |
Share-based compensation |
|
a) |
The Corporation had a Stock Option Purchase Plan (the “Initial Plan”) under which options to acquire common shares were granted to its directors, officers, employees and non-employees. The exercise price of each option was determined by the market price of the Corporation’s stock on the Toronto Stock Exchange, on the day prior to the grant, and the maximum term of the options granted was ten years. 20% of the options were vested on the grant date and the remainder vested cumulatively thereafter on every anniversary date over a length of four years. However, on February 4, 2010, the Board of Directors voted to grant its members remuneration that is partly based on share options. These options vest in thirds beginning one year after the grant date, then vest cumulatively thereafter on every anniversary date over a total length of three years, and expire five years after the date of grant. Furthermore, in January 2012, a total of 400,000 options were granted to directors. Those options fully vest one year after the grant date, and expire in January 2015. However, these options may only be exercised if the Corporation’s shares have traded at $21.51 or higher at any time during any 10 days in any consecutive 20 trading day period. The Corporation ended the Initial Plan in 2012. Outstanding options that were issued under this previous plan, will continue to have the same terms and conditions as when they were initially issued. |
A summary of the status of the Corporation’s initial Plan at September 30, 2014 and changes during the three-month and nine-month periods then ended, is presented below:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
Nine months ended |
|
|
|
September 30, 2014 |
|
September 30, 2014 |
|
|
|
|
|
Weighted |
|
|
|
Weighted |
|
|
|
Number of |
|
average |
|
Number of |
|
average |
|
|
|
options |
|
exercise price |
|
options |
|
exercise price |
|
|
|
(in thousands) |
|
$ |
|
(in thousands) |
|
$ |
|
|
|
|
Options outstanding, beginning of the period |
683 |
|
6.96 |
|
935 |
|
6.93 |
|
|
Forfeited |
(16 |
) |
5.22 |
|
(193 |
) |
7.76 |
|
|
Expired |
(19 |
) |
3.16 |
|
(94 |
) |
3.93 |
|
|
|
|
Options outstanding, end of period |
648 |
|
7.11 |
|
648 |
|
7.11 |
|
|
|
|
Exercisable options, end of period |
491 |
|
6.09 |
|
491 |
|
6.09 |
|
The following table summarizes information about the Corporation’s Initial Plan at September 30, 2014:
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable options at |
|
|
Options outstanding at September 30, 2014 |
September 30, 2014 |
|
|
|
Weighted |
|
|
|
|
|
|
average |
Weighted |
|
Weighted |
|
Exercise |
Number |
remaining |
average |
Number of |
average |
|
Price |
of options |
contractual life |
exercise price |
options |
exercise price |
|
|
(in thousands) |
(years) |
$ |
(in thousands) |
$ |
|
|
|
|
|
|
|
|
$3.55 |
81 |
0.2 |
3.55 |
81 |
3.55 |
|
$4.19 to $5.41 |
320 |
0.9 |
4.85 |
294 |
4.81 |
|
$6.86 |
12 |
1.7 |
6.86 |
9 |
6.86 |
|
$10.87 to $12.03 |
235 |
1.3 |
11.44 |
107 |
11.42 |
|
|
|
|
|
|
|
|
|
648 |
1.0 |
7.11 |
491 |
6.09 |
|
|
|
31 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
|
b) |
In effect since May 2012, the Corporation’s long-term incentive plan (the “New Plan”) permits the granting of options, restricted share units (“RSUs”), share appreciation rights (“SARs”) and retention awards (“Retention Awards”) to directors, officers, other employees, consultants and service providers providing ongoing services to the Corporation. |
The exercise price of each option granted is the market price of the Corporation’s stock on the Toronto Stock Exchange, on the day prior to the grant, and the maximum term of the options granted is ten years. Eight types of options were issued: (1) options that vest in thirds one year after the grant date, then vest cumulatively thereafter on every anniversary date over a total length of three years, and expire five years after the date of grant; (2) options that fully vest one year after the grant date, expire three years after the grant date and are exercisable only if the Corporation’s shares have traded at $21.51 or higher at any time during any 10 days in any consecutive 20 trading day period; (3) options that vest in tranches of 20% beginning one year after the grant date, thereafter vesting cumulatively on every anniversary date over a length of four years, and expire six years after the date of grant; (4) options that vest 20% on the grant date and vest cumulatively thereafter on every anniversary date over a length of four years, and expire five years after the date of grant; (5) options that vest 50% on the grant date and 50% the year after, and expire five years after the date of grant; (6) options that vest on August 8, 2016 and expire five years after the date of grant; (7) options that vest in thirds on the grant date, then vest cumulatively thereafter on every anniversary date over a total length of two years, and expire five years after the date of grant; (8) options that vest 25% on the grant date, then vest cumulatively thereafter every month of January over a total period of three years, and expire five years after the date of grant.
A summary of the status of the Corporation’s New Plan at September 30, 2014 and changes during the three-month and nine-month periods then ended, is presented below:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
Nine months ended |
|
|
|
September 30, 2014 |
|
September 30, 2014 |
|
|
|
|
|
Weighted |
|
|
|
Weighted |
|
|
|
|
|
average |
|
|
|
average |
|
|
|
Number of |
|
exercise |
|
Number of |
|
exercise |
|
|
|
options |
|
price |
|
options |
|
price |
|
|
|
(in thousands) |
|
$ |
|
(in thousands) |
|
$ |
|
|
|
|
Options outstanding, beginning of the period |
2,192 |
|
2.54 |
|
2,505 |
|
2.64 |
|
|
Granted |
100 |
|
2.39 |
|
100 |
|
2.39 |
|
|
Exercised |
(280 |
) |
1.31 |
|
(280 |
) |
1.31 |
|
|
Forfeited |
- |
|
- |
|
(313 |
) |
3.38 |
|
|
|
|
Options outstanding, end of period |
2,012 |
|
2.70 |
|
2,012 |
|
2.70 |
|
|
|
|
Exercisable options, end of period |
936 |
|
2.82 |
|
936 |
|
2.82 |
|
|
|
|
32 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
The following table summarizes information about the Corporation’s New Plan at September 30, 2014:
|
|
|
|
|
|
|
|
|
Options outstanding at |
Exercisable options at |
|
|
September 30, 2014 |
September 30, 2014 |
|
|
|
Weighted |
|
|
|
|
Exercise |
|
average |
Weighted |
|
Weighted |
|
Price |
Number of |
remaining |
average |
Number of |
average |
|
|
options |
contractual life |
exercise price |
options |
exercise price |
|
|
(in thousands) |
(years) |
$ |
(in thousands) |
$ |
|
|
|
|
|
|
|
|
$1.08 to $1.62 |
1,144 |
4.1 |
1.26 |
503 |
1.40 |
|
$2.02 to $2.34 |
100 |
4.6 |
2.28 |
24 |
2.23 |
|
$2.51 to $3.61 |
283 |
3.3 |
3.19 |
189 |
3.32 |
|
$3.88 to $4.36 |
133 |
2.9 |
4.12 |
79 |
4.12 |
|
$6.57 |
352 |
3.6 |
6.57 |
141 |
6.57 |
|
|
|
|
|
|
|
|
|
2,012 |
3.9 |
2.70 |
936 |
2.82 |
|
c) |
In March and in August 2012, the Corporation signed agreements with several employees considered as key personnel. These agreements incorporate a retention payment (“Retention Awards”) provided certain conditions are met by the employee, most notably that the employee continues his or her employment with the Corporation until March and August 2017. These retention payments would be payable in 2017 in either of the Corporation’s common shares or cash, at the discretion of the employee, with the number of common shares to be determined by the current value of the common shares at the time of payment. The total amount that could be paid as Retention Awards under these agreements is $2.25 million. The cost recorded for the three-month and nine-month periods ended September 30, 2014 is $118 and $333 respectively ($438 and $669 in comparable periods of 2013), and the liability to this effect amounts to $984 as at September 30, 2014 ($711 as at December 31, 2013), which correspond to the best estimate of the amount to be paid relating to the Retention Awards, based on estimated forfeitures and a 1.3% discount rate. |
|
d) |
On May 22, 2012, 324,675 options were issued to the former President and Chief Executive Officer outside of the Corporation’s option plans. These options were exercisable at a price of $6.61 each. As of September 2014, or 60 days after the departure of said President and Chief Executive Officer, all of these options where forfeited. |
|
e) |
During the nine-month period ended September 30, 2014, the Corporation granted 100,000 share options to employees (575,000 for the nine-month period ended September 30, 2013 to directors and employees). The weighted average fair value of these share options at the grant date, calculated using the Black-Scholes option pricing model was $1.10 for each option ($0.75 in 2013). |
The financial expenses include the following items:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
Nine months ended |
|
|
|
September 30, |
|
September 30, |
|
September 30, |
|
September 30, |
|
|
|
2014 |
|
2013 |
|
2014 |
|
2013 |
|
|
|
$ |
|
$ |
|
$ |
|
$ |
|
|
|
|
Accretion expense – asset retirement obligations |
28 |
|
19 |
|
83 |
|
57 |
|
|
Interest on finance lease obligations1 |
- |
|
4 |
|
- |
|
16 |
|
|
|
|
|
28 |
|
23 |
|
83 |
|
73 |
|
|
1 |
The interest on operating mine finance lease obligations is included in operating costs and amounted to $39 and $124 for the three-month and nine- month periods respectively (in 2013, $3 and $14 respectively was recorded as property, plant and equipment and a financial expense of $6 was included in operating costs for the three-month and nine-month periods respectively). |
|
|
|
33 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
The financial revenues include the following items:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
Nine months ended |
|
|
|
September 30, |
|
September 30, |
|
September 30, |
|
September 30, |
|
|
|
2014 |
|
2013 |
|
2014 |
|
2013 |
|
|
|
$ |
|
$ |
|
$ |
|
$ |
|
|
|
|
Interest on cash and cash equivalents and on guaranteed investment certificates |
154 |
|
76 |
|
290 |
|
343 |
|
|
Gain on disposal of shares of publicly-traded companies |
- |
|
- |
|
- |
|
12 |
|
|
Foreign exchange gain (loss) |
10 |
|
(24 |
) |
17 |
|
88 |
|
|
|
|
|
164 |
|
52 |
|
307 |
|
443 |
|
|
|
|
|
|
|
|
The inventories include the following items: |
|
|
|
|
|
|
|
|
|
|
|
|
September 30, |
|
December 31, |
|
|
|
2014 |
|
2013 |
|
|
|
$ |
|
$ |
|
|
|
|
|
(Audited) |
|
|
|
|
Precious metals |
428 |
|
1,647 |
|
|
Ore |
7,912 |
|
3,923 |
|
|
Supplies |
3,931 |
|
3,505 |
|
|
|
|
|
12,271 |
|
9,075 |
|
On September 30, 2014, a write-down of inventories of $330 was recognized as an expense ($14 as at September 30, 2013). There was no reversal of write-down during the first nine months of 2014 and 2013.
|
|
|
34 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
|
|
11. |
Property, plant and equipment |
The property, plant and equipment includes the following items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mining sites in production |
|
Corporate office and others |
|
|
Advanced exploration projects |
|
|
Total |
|
|
Mining properties |
|
|
Development costs |
|
|
Buildings |
|
|
Equipment |
|
|
Total |
|
|
Lands, buildings and leasehold improvements |
|
|
Equipment and rolling stock |
|
|
Total |
|
|
|
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
Gross carrying amount |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at January 1, 2014 |
1,965 |
|
|
76,888 |
|
|
13,443 |
|
|
36,039 |
|
|
128,335 |
|
|
2,211 |
|
|
1,468 |
|
|
3,679 |
|
|
16,444 |
|
|
148,458 |
|
Additions |
3,133 |
|
|
8,360 |
|
|
943 |
|
|
701 |
|
|
13,137 |
|
|
- |
|
|
- |
|
|
- |
|
|
4,948 |
|
|
18,085 |
|
Disposals and write-off |
- |
|
|
- |
|
|
- |
|
|
(139 |
) |
|
(139 |
) |
|
(305 |
) |
|
(248 |
) |
|
(553 |
) |
|
- |
|
|
(692 |
) |
Exploration tax credits |
- |
|
|
(72 |
) |
|
- |
|
|
- |
|
|
(72 |
) |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(72 |
) |
Transfers |
- |
|
|
20,230 |
|
|
653 |
|
|
537 |
|
|
21,420 |
|
|
- |
|
|
(28 |
) |
|
(28 |
) |
|
(21,392 |
) |
|
- |
|
Balance at September 30, 2014 |
5,098 |
|
|
105,406 |
|
|
15,039 |
|
|
37,138 |
|
|
162,681 |
|
|
1,906 |
|
|
1,192 |
|
|
3,098 |
|
|
- |
|
|
165,779 |
|
Depreciation and depletion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at January 1, 2014 |
1,027 |
|
|
41,391 |
|
|
6,520 |
|
|
15,049 |
|
|
63,987 |
|
|
393 |
|
|
400 |
|
|
793 |
|
|
- |
|
|
64,780 |
|
Depreciation and depletion |
191 |
|
|
10,058 |
|
|
2,154 |
|
|
5,345 |
|
|
17,748 |
|
|
98 |
|
|
63 |
|
|
161 |
|
|
- |
|
|
17,909 |
|
Disposals and write-off |
- |
|
|
- |
|
|
- |
|
|
(91 |
) |
|
(91 |
) |
|
(27 |
) |
|
(6 |
) |
|
(33 |
) |
|
- |
|
|
(124 |
) |
Transfers |
- |
|
|
- |
|
|
- |
|
|
4 |
|
|
4 |
|
|
- |
|
|
(4 |
) |
|
(4 |
) |
|
- |
|
|
- |
|
Balance at September 30, 2014 |
1,218 |
|
|
51,449 |
|
|
8,674 |
|
|
20,307 |
|
|
81,648 |
|
|
464 |
|
|
453 |
|
|
917 |
|
|
- |
|
|
82,565 |
|
Carrying amount at September 30, 2014 |
3,880 |
|
|
53,957 |
|
|
6,365 |
|
|
16,831 |
|
|
81,033 |
|
|
1,442 |
|
|
739 |
|
|
2,181 |
|
|
- |
|
|
83,214 |
|
|
|
|
35 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
Long-term debt includes the following financial liabilities:
|
|
|
|
|
|
|
|
September 30, |
|
December 31, |
|
|
|
2014 |
|
2013 |
|
|
|
$ |
|
$ |
|
|
|
|
|
(Audited) |
|
|
|
|
Royalty payments payable (note 16) |
2,000 |
|
- |
|
|
Finance lease obligations |
3,106 |
|
3,737 |
|
|
Contract payment holdback |
1,000 |
|
1,000 |
|
|
Long-term share-based compensation (note 7 c) |
984 |
|
711 |
|
|
Closure allowance |
493 |
|
573 |
|
|
|
|
|
7,583 |
|
6,021 |
|
|
|
|
Current portion |
1,790 |
|
825 |
|
|
|
|
|
5,793 |
|
5,196 |
|
|
|
13. |
Asset retirement obligations |
The Corporation’s production and exploration activities are subject to various federal and provincial laws and regulations governing the protection of the environment. These laws and regulations are continually changing and are generally becoming more restrictive. The Corporation conducts its operations so as to protect public health and the environment. The Corporation has recorded the asset retirement obligations of its mining sites on the basis of management’s best estimates of future costs, based on information available on the reporting date. Best estimates of future costs are the amount the Corporation would reasonably pay to settle its obligations on the closing date. Future costs are discounted using pre-tax rates that reflect current market assessments of the time value of money and the risks specific to the liability. Such estimates are subject to change based on modifications to laws and regulations or as new information becomes available.
|
|
|
36 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
|
|
a) |
Restricted deposits and letters of credit |
Most of the restricted deposits relate specifically to site restoration. As at September 30, 2014, the Corporation has $117 in restricted deposits with the Quebec government, $594 in restricted deposits with the Ontario government and a credit facility is available to the Corporation up to an amount of $5,000 for the issuance of letters of credit as guarantees for the settlement of asset retirement obligations. The credit facility has a fixed annual fee of 0.95% (0.95% in 2013). The following table provides the allocation of restricted deposits and letters of credit issued as at September 30, 2014:
|
|
|
|
|
|
|
|
September 30, |
|
December 31, |
|
|
|
2014 |
|
2013 |
|
|
|
$ |
|
$ |
|
|
|
|
|
(Audited) |
|
|
Restricted deposits |
|
|
|
|
|
Island Gold Mine (Island Gold Deep and Lochalsh property) |
594 |
|
594 |
|
|
Beaufor Mine |
107 |
|
107 |
|
|
Other |
10 |
|
10 |
|
|
|
|
|
711 |
|
711 |
|
|
|
|
Guaranteed investment certificate1 |
- |
|
2,650 |
|
|
|
|
Other |
298 |
|
60 |
|
|
|
|
|
1,009 |
|
3,421 |
|
|
|
|
Letters of credit1 |
|
|
|
|
|
Camflo Mill |
1,332 |
|
1,332 |
|
|
Island Gold Mine (Kremzar property) |
979 |
|
979 |
|
|
Francoeur Mine |
314 |
|
239 |
|
|
Monique Mine |
474 |
|
- |
|
|
Additional credit |
- |
|
100 |
|
|
|
|
|
3,099 |
|
2,650 |
|
|
1 |
Since June 30, 2014, letters of credit are secured by a first rank movable mortgage for a maximum amount of $ 6,785. Prior to that, letters of credit were secured by the guaranteed investment certificates. |
|
|
b) |
Distribution of the asset retirement obligations |
The following table sets forth the distribution of the asset retirement obligations as at September 30, 2014 and December 31, 2013:
|
|
|
|
|
|
|
|
September 30, |
|
December 31, |
|
|
|
2014 |
|
2013 |
|
|
|
$ |
|
$ |
|
|
|
|
|
(Audited) |
|
|
|
|
Camflo Mill |
3,783 |
|
3,736 |
|
|
Island Gold Mine |
1,684 |
|
1,663 |
|
|
Beaufor Mine and W Zone Mine |
755 |
|
749 |
|
|
Monique Mine |
973 |
|
965 |
|
|
Francoeur Mine |
766 |
|
820 |
|
|
|
|
|
7,961 |
|
7,933 |
|
|
|
|
Current portion |
272 |
|
330 |
|
|
|
|
|
7,689 |
|
7,603 |
|
|
|
|
37 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
Authorized: Unlimited number of common shares with no par value
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
Nine months ended |
|
|
|
September 30, 2014 |
|
September 30, 2014 |
|
|
|
Number |
|
|
|
Number |
|
|
|
|
|
of shares |
|
Amount |
|
of shares |
|
Amount |
|
|
|
(thousands) |
|
$ |
|
(thousands) |
|
$ |
|
|
|
|
Issued and paid: Common shares |
|
|
|
|
|
|
|
|
|
|
|
Balance, beginning of period |
47,646 |
|
142,941 |
|
39,596 |
|
132,202 |
|
|
|
|
Issue of common shares for cash |
280 |
|
528 |
|
8,330 |
|
11,267 |
|
|
|
|
Balance, end of period |
47,926 |
|
143,469 |
|
47,926 |
|
143,469 |
|
Issue of shares
On April 23, 2014, the Corporation issued a total of 8.05 million common shares on a bought-deal basis through a syndicate of underwriters, at a price of $1.45 per share. This included the entire over-allotment option of 1.05 million shares, and generated aggregate gross proceeds of $11,673. A share issue cost of $934 was incurred relating to the issuance of common shares. A deferred tax asset of $249 related to the share issue cost was not recognised.
During the nine-month period ended on September 30, 2014, the Corporation issued 280,420 common shares following the exercise of stock options (30,000 during the nine-month period ended on September 30, 2013) and received cash proceeds in the amount of $368. Contributed surplus was reduced by $160 which represents the recorded fair value of the exercised stock options.
|
|
15. |
Consolidated statements of cash flows |
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
Nine months ended |
|
|
|
September 30, |
|
September 30, |
|
September 30, |
|
September 30, |
|
|
|
2014 |
|
2013 |
|
2014 |
|
2013 |
|
|
|
$ |
|
$ |
|
$ |
|
$ |
|
|
|
|
Change in non-cash working capital items |
|
|
|
|
|
|
|
|
|
|
|
Receivables |
(117 |
) |
2,347 |
|
188 |
|
638 |
|
|
Exploration tax credits receivable |
(268 |
) |
(225 |
) |
(800 |
) |
(863 |
) |
|
Inventories |
(1,452 |
) |
673 |
|
(3,196 |
) |
(2,061 |
) |
|
Payables, accruals and provisions |
(878 |
) |
(294 |
) |
(1,679 |
) |
(5,902 |
) |
|
|
|
|
(2,715 |
) |
2,501 |
|
(5,487 |
) |
(8,188 |
) |
|
|
|
Supplemental information |
|
|
|
|
|
|
|
|
|
|
|
Change in payables, accruals and provisions related to property, plant and equipment |
(545 |
) |
(657 |
) |
(556 |
) |
4,302 |
|
|
|
|
38 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
In 2014, an amount of $36, included in long-term share-based compensation, was registered as an increase in property, plant and equipment ($128 in 2013). This amount is not included in the investing activities section. Furthermore, in 2014, an amount of $72 included in exploration tax credits receivable, was registered as a reduction in property, plant and equipment ($1,225 in 2013). This amount is not included in the net change in non-cash working capital items.
During the quarter ending June 30, 2014, an amount of $3,124 was transferred from restricted deposits to guaranteed investment certificates. This is not reflected in the consolidated statement of cash flows as it is a non-cash event.
In light of a modification to Quebec Mining Law, the financial guarantee for each of the Corporation’ s Quebec mining sites must now cover 100% of the anticipated restoration work costs for each mining site. Consequently, the Corporation added to its financial guarantee $474 in the first quarter of 2014, $75 in the third quarter of 2014 and must add an additional $981 in 2014, $1,130 in 2015 and $1,130 in 2016, for a total of $3,790.
In mid-October 2013, the Corporation announced that it had signed a land and mining rights agreement with Argonaut Gold Inc. (“Argonaut”), owner of the Magino Gold Project that is adjacent to the Corporation’s Island Gold Mine. This Agreement was slightly modified in June 2014. Under the revised terms, Argonaut will receive one claim in its entirety and surface and mining rights down to a depth of 400 metres on six claims. It will also receive surface rights on two claims down to a depth of 100 metres. The Corporation will receive two additional claims for a total of three and mining rights below a depth of 400 metres on three claims. As previously mentioned, under the terms of the Agreement, the Corporation will receive a net payment of $2,000 in cash from Argonaut upon completion of the land transactions, which is now expected to take place in a few months.
On August 5, 2014, the Corporation announced that it had signed a definitive agreement to acquire the outstanding 31% ownership of four patented claims on the Island Gold Mine property, thereby increasing its ownership of these claims to 100% from 69% previously. The 31% ownership held by the third party was acquired by the Corporation in return for a 3% net smelter return royalty that is payable on 100% of mineral production from the four claims. As part of this agreement, the Corporation made an advance royalty payment of $1,000 at the closing of the transaction, and will make the following additional future payments: $1,000 each on January 3, 2015 and January 3, 2016 (note 12). In the event that there is production from these claims, advance royalty payments will continue, and will decrease to $300 as of January 3, 2017, and will be paid annually until such time as a total of $5,100 has been paid in royalties (including advance royalties) to the third party, after which advance royalty payments will cease. All advance royal payments will be credited against any future NSR payments.
On October 17, 2014, the Corporation announced the appointment of Mr. Renaud Adams to the position of President and Chief Executive Officer effective November 15, 2014, and the resignation of Jim Gill as a Director of the Corporation.
Last year, the Corporation began legal procedures against its former Monique Mine mining contractor for work that had been poorly executed or not executed at all. As at September 30, 2014, a contract holdback amount of $1,000 remains unpaid by the Corporation related to this work. In November 2014, the Corporation received a defense and counterclaim from this former contractor for an amount of $15,500. Management is of the opinion that the basis of this counterclaim is unfounded and, consequently, no provision has been accounted for in the financial statements in this respect.
|
|
|
39 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
In the second quarter of fiscal 2014, the Corporation amended tax returns relating to certain previous years. Following the amendments, the Corporation believes it is in a position to receive refundable tax credits in excess of $3,700. The Corporation has chosen, at this time, not to account for any asset for such purpose, considering the file complexity, the uncertainties related to the review process and the expected timetable to obtain a settlement. Over the coming months, the Corporation will assess the appropriateness of recording a portion or the entire amount claimed according to the evolution of discussions with the tax authorities.
|
|
19. |
Segmented information |
The Corporation operates gold mines at different sites in Quebec and Ontario. These operating sites are managed separately given their different locations. The Corporation assesses the performance of each segment based on earnings before taxes and discontinued operation. Accounting policies for each segment are the same as those used for the preparation of the consolidated financial statements.
There was no difference in 2014 compared to annual financial statements of 2013 in the basis of segmentation or the basis of evaluation of segment result.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30, 2014 |
|
|
|
Segmented information |
|
|
|
|
|
|
Exploration, |
|
|
|
|
concerning the consolidated |
|
|
|
|
Total |
|
corporate |
|
|
|
|
income statement |
Quebec |
|
Ontario |
|
segments |
|
and others |
|
Total |
|
|
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|
|
|
Revenues |
18,587 |
|
15,628 |
|
34,215 |
|
- |
|
34,215 |
|
|
Cost of sales |
14,652 |
|
13,248 |
|
27,900 |
|
- |
|
27,900 |
|
|
|
|
Gross profit |
3,935 |
|
2,380 |
|
6,315 |
|
- |
|
6,315 |
|
|
|
|
Exploration and project evaluation |
558 |
|
39 |
|
597 |
|
(84 |
) |
513 |
|
|
Administration |
- |
|
- |
|
- |
|
1,578 |
|
1,578 |
|
|
Loss on disposal of long-term assets |
- |
|
6 |
|
6 |
|
244 |
|
250 |
|
|
Other revenues |
(2 |
) |
(7 |
) |
(9 |
) |
- |
|
(9 |
) |
|
|
|
|
556 |
|
38 |
|
594 |
|
1,738 |
|
2,332 |
|
|
|
|
Operating earnings (loss) |
3,379 |
|
2,342 |
|
5,721 |
|
(1,738 |
) |
3,983 |
|
|
|
|
Financial expenses |
21 |
|
7 |
|
28 |
|
- |
|
28 |
|
|
Financial revenues |
(2 |
) |
- |
|
(2 |
) |
(162 |
) |
(164 |
) |
|
|
|
Earnings (loss) before taxes |
3,360 |
|
2,335 |
|
5,695 |
|
(1,576 |
) |
4,119 |
|
|
|
|
Addition to property, plant and equipment |
182 |
|
7,647 |
|
7,829 |
|
- |
|
7,829 |
|
|
|
|
40 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended September 30, 2014 |
|
|
|
|
Segmented information |
|
|
|
|
|
|
Exploration, |
|
|
|
|
concerning the consolidated |
|
|
|
|
Total |
|
corporate |
|
|
|
|
income statement |
Quebec |
|
Ontario |
|
segments |
|
and others |
|
Total |
|
|
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|
|
|
Revenues |
55,952 |
|
46,682 |
|
102,634 |
|
- |
|
102,634 |
|
|
Cost of sales |
48,693 |
|
38,101 |
|
86,794 |
|
- |
|
86,794 |
|
|
|
|
Gross profit |
7,259 |
|
8,581 |
|
15,840 |
|
- |
|
15,840 |
|
|
|
|
Exploration and project evaluation |
1,128 |
|
328 |
|
1,456 |
|
(218 |
) |
1,238 |
|
|
Administration |
- |
|
- |
|
- |
|
5,682 |
|
5,682 |
|
|
Loss on disposal of long-term assets |
- |
|
4 |
|
4 |
|
248 |
|
252 |
|
|
Other revenues |
(6 |
) |
(23 |
) |
(29 |
) |
(7 |
) |
(36 |
) |
|
|
|
|
1,122 |
|
309 |
|
1,431 |
|
5,705 |
|
7,136 |
|
|
|
|
Operating earnings (loss) |
6,137 |
|
8,272 |
|
14,409 |
|
(5,705 |
) |
8,704 |
|
|
|
|
Financial expenses |
62 |
|
21 |
|
83 |
|
- |
|
83 |
|
|
Financial revenues |
(3 |
) |
- |
|
(3 |
) |
(304 |
) |
(307 |
) |
|
|
|
Earnings (loss) before taxes |
6,078 |
|
8,251 |
|
14,329 |
|
(5,401 |
) |
8,928 |
|
|
|
|
Addition to property, plant and equipment |
1,829 |
|
16,028 |
|
17,857 |
|
745 |
|
18,602 |
|
|
|
|
|
|
|
|
|
September 30, 2014 |
|
|
|
|
Segmented information |
|
|
|
|
|
|
Exploration, |
|
|
|
|
concerning the consolidated |
|
|
|
|
Total |
|
corporate |
|
|
|
|
statement of financial |
Quebec |
|
Ontario |
|
segments |
|
and others |
|
Total |
|
|
position |
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|
|
|
Current assets |
18,268 |
|
10,379 |
|
28,647 |
|
32,251 |
|
60,898 |
|
|
Restricted deposits |
369 |
|
594 |
|
963 |
|
46 |
|
1,009 |
|
|
Property, plant and equipment |
10,309 |
|
70,353 |
|
80,662 |
|
2,552 |
|
83,214 |
|
|
|
|
Total assets |
28,946 |
|
81,326 |
|
110,272 |
|
34,849 |
|
145,121 |
|
|
|
|
Current liabilities |
8,120 |
|
9,622 |
|
17,742 |
|
5,595 |
|
23,337 |
|
|
Long-term debt |
1,493 |
|
1,316 |
|
2,809 |
|
2,984 |
|
5,793 |
|
|
Asset retirement obligations |
5,512 |
|
1,684 |
|
7,196 |
|
493 |
|
7,689 |
|
|
Deferred income and mining tax liabilities |
- |
|
- |
|
- |
|
2,585 |
|
2,585 |
|
|
|
|
Total liabilities |
15,125 |
|
12,622 |
|
27,747 |
|
11,657 |
|
39,404 |
|
|
|
|
41 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30, 2013 |
|
|
|
|
Segmented information |
|
|
|
|
|
|
Exploration, |
|
|
|
|
|
|
concerning the consolidated |
|
|
|
|
Total |
|
corporate |
|
Discontinued |
|
|
|
|
income statement |
Quebec |
|
Ontario |
|
segments |
|
and others |
|
operation |
|
Total |
|
|
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|
|
|
Revenues |
11,059 |
|
11,058 |
|
22,117 |
|
- |
|
(965 |
) |
21,152 |
|
|
Cost of sales |
7,517 |
|
11,913 |
|
19,430 |
|
- |
|
(775 |
) |
18,655 |
|
|
|
|
Gross profit |
3,542 |
|
(855 |
) |
2,687 |
|
- |
|
(190 |
) |
2,497 |
|
|
|
|
Exploration and project evaluation |
542 |
|
1,401 |
|
1,943 |
|
175 |
|
(137 |
) |
1,981 |
|
|
Administration |
- |
|
- |
|
- |
|
1,805 |
|
- |
|
1,805 |
|
|
Loss (gain) on disposal of long-term assets |
(1 |
) |
82 |
|
81 |
|
- |
|
1 |
|
82 |
|
|
Other revenues |
(8 |
) |
(12 |
) |
(20 |
) |
(3 |
) |
- |
|
(23 |
) |
|
|
|
|
533 |
|
1,471 |
|
2,004 |
|
1,977 |
|
(136 |
) |
3,845 |
|
|
|
|
Operating earnings (loss) |
3,009 |
|
(2,326 |
) |
683 |
|
(1,977 |
) |
(54 |
) |
(1,348 |
) |
|
|
|
Financial expenses |
14 |
|
5 |
|
19 |
|
4 |
|
- |
|
23 |
|
|
Financial revenues |
(1 |
) |
(2 |
) |
(3 |
) |
(49 |
) |
- |
|
(52 |
) |
|
|
|
Earnings (loss) before taxes and discontinued operation |
2,996 |
|
(2,329 |
) |
667 |
|
(1,932 |
) |
(54 |
) |
(1,319 |
) |
|
|
|
Net loss from |
|
|
|
|
|
|
|
|
|
|
|
|
|
discontinued operation |
(708 |
) |
- |
|
(708 |
) |
- |
|
- |
|
(708 |
) |
|
|
|
Addition to property, plant |
|
|
|
|
|
|
|
|
|
|
|
|
|
and equipment |
(518 |
) |
7,005 |
|
6,487 |
|
- |
|
- |
|
6,487 |
|
|
|
|
42 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three-month and nine-month periods ended September 30, 2014 and 2013 (in thousands of Canadian dollars)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended September 30, 2013 |
|
|
|
|
Segmented information |
|
|
|
|
|
|
Exploration, |
|
|
|
|
|
|
concerning the consolidated |
|
|
|
|
Total |
|
corporate |
|
Discontinued |
|
|
|
|
income statement |
Quebec |
|
Ontario |
segments |
|
and others |
|
operation |
|
Total |
|
|
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|
|
|
Revenues |
29,155 |
|
35,067 |
|
64,222 |
|
- |
|
(1,837 |
) |
62,385 |
|
|
Cost of sales |
22,903 |
|
33,729 |
|
56,632 |
|
- |
|
(1,807 |
) |
54,825 |
|
|
|
|
Gross profit |
6,252 |
|
1,338 |
|
7,590 |
|
- |
|
(30 |
) |
7,560 |
|
|
|
|
Exploration and project evaluation |
1,853 |
|
4,020 |
|
5,873 |
|
1,073 |
|
- |
|
6,946 |
|
|
Administration |
- |
|
- |
|
- |
|
5,498 |
|
- |
|
5,498 |
|
|
Loss (gain) on disposal of long-term assets |
(17 |
) |
83 |
|
66 |
|
34 |
|
17 |
|
117 |
|
|
Other revenues |
(17 |
) |
(37 |
) |
(54 |
) |
(3 |
) |
4 |
|
(53 |
) |
|
|
|
|
1,819 |
|
4,066 |
|
5,885 |
|
6,602 |
|
21 |
|
12,508 |
|
|
|
|
Operating earnings (loss) |
4,433 |
|
(2,728 |
) |
1,705 |
|
(6,602 |
) |
(51 |
) |
(4,948 |
) |
|
|
|
Financial expenses |
43 |
|
14 |
|
57 |
|
16 |
|
- |
|
73 |
|
|
Financial revenues |
(12 |
) |
(2 |
) |
(14 |
) |
(432 |
) |
3 |
|
(443 |
) |
|
|
|
Earnings (loss) before taxes and discontinued operation |
4,402 |
|
(2,740 |
) |
1,662 |
|
(6,186 |
) |
(54 |
) |
(4,578 |
) |
|
|
|
Net loss from discontinued operation |
(708 |
) |
- |
|
(708 |
) |
- |
|
- |
|
(708 |
) |
|
|
|
Addition to property, plant and equipment |
10,191 |
|
19,485 |
|
29,676 |
|
373 |
|
- |
|
30,049 |
|
|
|
|
|
|
|
|
|
|
December 31, 2013 (Audited) |
|
|
|
|
Segmented information |
|
|
|
|
|
|
Exploration, |
|
|
|
|
concerning the consolidated |
|
|
|
|
|
Total |
|
corporate |
|
|
|
|
statement of financial |
|
|
Quebec |
|
Ontario |
|
segments |
|
and others |
|
Total |
|
|
position |
|
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|
|
|
Current assets |
|
|
11,479 |
|
7,710 |
|
19,189 |
|
17,040 |
|
36,229 |
|
|
Restricted deposits |
|
|
107 |
|
594 |
|
701 |
|
2,720 |
|
3,421 |
|
|
Property, plant and equipment |
|
18,193 |
|
62,184 |
|
80,377 |
|
3,301 |
|
83,678 |
|
|
|
|
Total assets |
|
|
29,779 |
|
70,488 |
|
100,267 |
|
23,061 |
|
123,328 |
|
|
|
|
Current liabilities |
|
|
7,876 |
|
9,943 |
|
17,819 |
|
4,458 |
|
22,277 |
|
|
Long-term debt |
|
|
1,573 |
|
2,912 |
|
4,485 |
|
711 |
|
5,196 |
|
|
Asset retirement obligations |
|
5,451 |
|
1,662 |
|
7,113 |
|
490 |
|
7,603 |
|
|
Deferred income and mining tax liabilities |
|
- |
|
- |
|
- |
|
1,899 |
|
1,899 |
|
|
|
|
Total liabilities |
|
|
14,900 |
|
14,517 |
|
29,417 |
|
7,558 |
|
36,975 |
|
|
|
20. |
Approval of Financial Statements |
The interim consolidated financial statements for the period ending September 30, 2014 were approved for publication by the Board of Directors on November 5, 2014.
|
|
|
43 |
NOVEMBER 6, 2014 |
RICHMONT MINES INC. |
www.richmont-mines.com
Exhibit 99.3
FORM 52-109F2R
CERTIFICATE OF REFILED INTERIM FILINGS
This certificate is being filed on the same date that Richmont Mines Inc. (the "issuer") has refiled its interim consolidated financial statements for the interim period ended September 30, 2014.
I Renaud Adams, President and Chief Executive Officer of the Issuer, certify the following:
|
1. |
Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of the issuer for the interim period ended September 30, 2014. |
|
|
|
|
2. |
No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings. |
|
|
|
|
3. |
Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings. |
|
|
|
|
4. |
Responsibility: The issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in Regulation 52-109 respecting Certification of Disclosure in Issuers’ Annual and Interim Filings (c. V-1.1, r. 27), for the issuer. |
|
|
|
|
5. |
Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer and I have, as at the end of the period covered by the interim filings |
|
|
|
|
(a) |
designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that |
|
|
|
|
(i) |
material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and |
|
|
|
|
(ii) |
information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
|
|
|
|
(b) |
designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP. |
|
|
|
|
5.1 |
Control framework: The control framework the issuer’s other certifying officer and I used to design the issuer’s ICFR is « Integrated Framework (COSO Framework) published by The Committee of Sponsoring Organizations of the Treadway Commission (COSO) ». |
1
|
5.2 |
ICFR – material weakness relating to design: N/A |
|
|
|
|
5.3 |
Limitation on scope of design: N/A |
|
|
|
|
6. |
Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on July 1st, 2014 and ended on September 30, 2014 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR. |
Date: January 30, 2015
Renaud Adams (signed)
Renaud Adams, Eng.
President and Chief Executive Officer
2
Exhibit 99.4
FORM 52-109F2R
CERTIFICATE OF REFILED INTERIM FILINGS
This certificate is being filed on the same date that Richmont Mines Inc. (the "issuer") has refiled its interim consolidated financial statements for the interim period ended September 30, 2014.
I Nicole Veilleux, Vice-President, Finance of the Issuer, certify the following:
|
1. |
Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of the issuer for the interim period ended September 30, 2014. |
|
|
|
|
2. |
No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings. |
|
|
|
|
3. |
Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings. |
|
|
|
|
4. |
Responsibility: The issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in Regulation 52-109 respecting Certification of Disclosure in Issuers’ Annual and Interim Filings (c. V-1.1, r. 27), for the issuer. |
|
|
|
|
5. |
Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer and I have, as at the end of the period covered by the interim filings |
|
|
|
|
(a) |
designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that |
|
|
|
|
(i) |
material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and |
|
|
|
|
(ii) |
information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
|
|
|
|
(b) |
designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP. |
|
|
|
|
5.1 |
Control framework: The control framework the issuer’s other certifying officer and I used to design the issuer’s ICFR is « Integrated Framework (COSO Framework) published by The Committee of Sponsoring Organizations of the Treadway Commission (COSO) ». |
1
|
5.2 |
ICFR – material weakness relating to design: N/A |
|
|
|
|
5.3 |
Limitation on scope of design: N/A |
|
|
|
|
6. |
Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on July 1st, 2014 and ended on September 30, 2014 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR. |
Date: January 30, 2015
Nicole Veilleux (signed)
Nicole Veilleux, CPA, CA
Vice-President, Finance
2
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