UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 6-K
 
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the Month of October 2015

Commission File Number 001-31880

Yamana Gold Inc.
(Translation of registrant’s name into English)
 
Royal Bank Plaza, North Tower, 200 Bay Street, Suite 2200, Toronto, ON M5J 2J3
(Address of principal executive offices)

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 ¨
 
Form 40-F ý
 
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): o

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): o
 
 


INCORPORATION BY REFERENCE
 
The Registrant’s Management’s Discussion and Analysis of Operations and Financial Condition for the Three and Nine Months Ended September 30, 2015, included as Exhibit 99.1 of this Form 6-K and the Unaudited Condensed Consolidated Interim Financial Statements as of and for the Three and Nine Months Ended September 30, 2015, included as Exhibit 99.2 of this Form 6-K (Commission File No. 001-31880), furnished to the Commission on October 29, 2015, are incorporated by reference into the Registration Statements on Form S-8 (Commission File No. 333-159047, File No. 333-148048 and File No. 333-145300) and Form F-10 (Commission File No. 333-202140) of the Registrant, Yamana Gold Inc.





1



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.



 
YAMANA GOLD INC.
 
Date:
October 29, 2015
By:
"Charles B. Main"
 
Charles Main
Executive Vice President, Finance
and Chief Financial Officer
 


2



EXHIBIT INDEX
 
Exhibits
 
 
Number
 
Description of Exhibit
 
 
 
99.1
 
Management’s Discussion and Analysis of Operations and Financial Condition for the Three and Nine Months
Ended September 30, 2015
 
 
 
99.2
 
Unaudited Condensed Consolidated Interim Financial Statements as of and for the Three and Nine Months
Ended September 30, 2015


3







EXHIBIT 99.1











 


MANAGEMENT’S DISCUSSION AND ANALYSIS OF

 OPERATIONS AND FINANCIAL CONDITION

 FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2015



TABLE OF CONTENTS
 
 
 
 
 
Page
1.
Core Business
 
2.
Highlights
 
3.
Outlook and Strategy
 
4.
Summary of Financial and Operating Statistics
 
 
4.1:
Financial Statistics
 
 
4.2:
Operating Statistics
 
5.
Overview of Results
 
 
5.1:
Overview of Financial Results
 
 
5.2:
Overview of Operating Results
 
6.
Operating Mines
 
7.
Construction, Development and Exploration
 
8.
Liquidity, Capital Resources and Contractual Commitments
 
9.
Income Taxes
 
10.
Economic Trends, Business Risks and Uncertainties
 
11.
Contingencies
 
12.
Critical Accounting Policies and Estimates
 
13.
Non-GAAP Measures
 
14.
Selected Quarterly Financial and Operating Summary
 
15.
Disclosure Controls and Procedures
 




MANAGEMENT’S DISCUSSION AND ANALYSIS OF OPERATIONS AND FINANCIAL CONDITION
 
(All figures are in United States Dollars ("US Dollars") unless otherwise specified and are in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS”).  This Management’s Discussion and Analysis of Operations and Financial Condition ("MD&A") should be read in conjunction with the Company’s most recently issued annual consolidated financial statements for the year ended December 31, 2014 ("Consolidated Financial Statements").
 
Cautionary notes regarding forward-looking statements and mineral reserves and mineral resources follow this MD&A.


1.    CORE BUSINESS

Yamana Gold Inc. (TSX:YRI and NYSE:AUY) (the “Company” or “Yamana”) is a Canadian-headquartered gold producer with significant precious metal properties in Brazil, Chile, Argentina, Mexico and Canada.

Note 3(a) Significant Accounting Policies - Basis of Consolidation to the most recently audited Consolidated Annual Financial Statements lists Yamana’s significant subsidiaries with 100% equity interest and its joint operation of the Canadian Malartic mine.  The Company does not have any material off-balance sheet arrangements, except as noted in Note 33 Contractual Commitments to the Consolidated Financial Statements.


2.    HIGHLIGHTS

For the three months ended September 30, 2015 (unless otherwise specified)

Financial

Revenue from continuing operations of $448.9 million on the sale of 317,859 ounces of gold, 2.2 million ounces of silver, and 29.1 million pounds of copper(i).
Net loss from continuing operations of $115.0 million or $0.12 per share basic and diluted, after a $132.7 million charge arising from a non-cash tax expense relating to unrealized foreign exchange rate fluctuations, partially offset by unrealized foreign exchange gains of $38.4 million. After eliminating the impact of the aforementioned exchange rate fluctuations, Adjusted loss(ii) from continuing operations was $20.2 million or $0.02 per share.
Mine operating earnings from continuing operations of $49.7 million.
Cash flows of $77.6 million from operating activities from continuing operations after changes in non-cash working capital and cash flows of $127.6 million from operating activities before changes in non-cash working capital(ii).
General and Administrative ("G&A") expenses were $28.5 million, compared to $32.0 million for the second quarter of 2015, representing a decrease of 11%.  G&A for the nine months ended September 30, 2015 were $89.9 million, compared to $93.0 million for the same period of 2014 or 3% lower.

The non-cash tax expense referred to above, is notional only and results from foreign exchange rate fluctuations in the quarter, which was determined at a low point of the Brazilian Real exchange rate, vis-à-vis the US Dollar.  Results on calculations of foreign exchange and taxes on foreign exchange are subject to high volatility and may swing favourably or unfavourably from period to period.  If the Brazilian Real was to strengthen to previous levels, the Company would experience a tax recovery. In either case, they are notional and non-cash.  Due to the unrealized, non-cash nature of these charges, it is the Company’s policy to exclude them from adjusted earnings.

Operational

Gold production from continuing operations of 325,897 ounces of gold, in line with the third quarter of 2014, with gold production from core assets(iii) of 281,915 ounces of gold, also in line with the third quarter of 2014.
Individual mine highlights include the following:
Record quarterly production from Canadian Malartic of 76,603 ounces of gold, representing an 18% increase in production over the third quarter of 2014 and a 12% increase over the second quarter of 2015.
Quarterly production from Chapada of 32,029 ounces of gold, representing an 11% increase in production over the third quarter of 2014 and a 6% increase over the second quarter of 2015.
Quarterly production from Jacobina of 28,080 ounces of gold, representing a 33% increase in production over the third quarter of 2014 and a 32% increase over the second quarter of 2015.

1


Quarterly production from Minera Florida of 28,989 ounces of gold, representing a 29% increase in production over the third quarter of 2014 and a 10% increase over the second quarter of 2015.
Increase in production at Gualcamayo to 44,076 ounces of gold, representing a 2% increase in production over the third quarter of 2014 and a 17% increase over the second quarter of 2015.
Increase in production from Brio Gold Inc.(iv) ("Brio Gold") to 38,430 ounces of gold, representing a 9% increase in production over the second quarter of 2015 and in the case of Fazenda Brasileiro, a 21% increase over the second quarter of 2015.
Cash costs(ii)of $594 per ounce of gold ($653 per ounce of gold on a co-product basis).
All-in sustaining costs(ii) ("AISC") of $841 per ounce of gold, 3% lower than the third quarter of 2014 ($856 per ounce of gold on a co-product basis, 12% lower than the third quarter of 2014).
Silver production of 2.2 million ounces at cash costs of $7.37 per ounce and AISC of $11.32 per ounce.
Copper production from Chapada of 34.0 million pounds at cash costs of $1.41 per pound of copper, representing a decrease in costs of 11% over the third quarter of 2014.
Given the advancement of the Brio Gold monetization plan, the table below has been provided to give a preview of the Company's cost profile for its core mines, Brio Gold and continuing operations, all other inputs remaining equal. Additionally, the table shows that in the absence of the foreign exchange hedges, that will be extinguished by year end, the Company's cash costs, AISC and cash costs on a co-product basis would have come in at lower levels.

Core Mines(1)(iii)
Cash cost
per ounce
AISC
per ounce
Gold
co-product cash cost per ounce
Costs including hedge impact
$
570

$
748

$
652

Impact of hedge (4)
(40
)
(40
)
(18
)
Costs excluding hedge impact
$
530

$
708

$
634

 
 
 
 
Brio Gold(2)(iv)
 
 
 
Costs including hedge impact
$
658

$
866

$
658

Impact of hedge (4)



Costs excluding hedge impact
$
658

$
866

$
658

 
 
 
 
Continuing Operations(3)
 
 
 
Costs including hedge impact
$
594

$
841

$
653

Impact of hedge (4)
(35
)
(35
)
(16
)
Costs excluding hedge impact
$
559

$
806

$
637

______________________________
(1)
Based on gold production of 281,915 ounces from the Company's core mines.
(2)
Based on gold production of 38,430 ounces from Brio Gold. Brio Gold costs exclude impact of copper by-product credits, as those are attributable to Chapada, which is part of the Company's core mines.
(3)
Based on gold production of 325,897 ounces from the Company's continuing operations.
(4)
Based on realized foreign exchange hedges settled during the third quarter of 2015.

Strategic Developments and Updates

Subsequent to the quarter end, the Company announced a streaming transaction with Sandstorm Gold Ltd, for which Sandstorm has paid the Company an advanced payment of $148 million and has issued the Company 15 million common share purchase warrants with a strike price of $3.50 and a term of five years (valued at approximately $15-20 million, depending on valuation assumptions used).  Sandstorm will also pay the Company an additional $4 million in six months.  The metal purchase agreements include a silver purchase transaction related to production from Cerro Moro, Minera Florida and Chapada, a copper purchase transaction related to production from Chapada, and a gold purchase transaction related to production from Agua Rica.  The full amount of the advanced payment will be used by the Company to reduce the balance outstanding on its revolving credit facility.
Subsequent to the quarter end, the Company announced the engagement of an investment bank in the United States to pursue several alternatives relating to the monetization of Brio Gold.

Construction and Development 


2


Continued with detailed engineering of the processing plant and mine at Cerro Moro, with preparations underway including the mobilization of the bulk earthworks construction contractor, whose site activities are expected to commence in late 2015. The Company is concurrently investigating various modifications to the development timetable and capital schedule in order to enhance the overall value of, and further de-risk the Cerro Moro project. For all the new development scenarios under consideration, production is expected to commence towards the end of the first quarter of 2018. A final decision on the development timetable and capital schedule is expected in the first quarter of 2016.  

Exploration

El Peñón, Chile - Drilling at the Ventura vein advanced with results continuing to support the economic potential of the target and the objective of upgrading the mineral resources.
Chapada, Brazil - Drilling at Sucupira continued, supporting a 1.5 kilometre high grade extension of the mineralization previously identified from the southwest limits of the Cava Norte Pit with the aim of upgrading mineral resources.
Jacobina, Brazil - Drilling continued at the Canavieras North and South, Morro do Vento and João Belo mines, with results continuing to support the higher grades in the mineral resource and mineral reserve models. Infilling drilling during the quarter returned above average grades and widths at all targets.
Minera Florida, Chile - Drilling program continued with positive results at Manda, Lisset, Lorena, Falla Hallazgo, Florencia, Mina Este and Polvorin. The positive assay results continue to support the objective of upgrading mineral resources and mineral reserves replacement.
Fazenda Brasileiro, Brazil - Drilling advanced at E388 East with preliminary results that are similar in thickness and grade to those seen in the early years of the mine, and support the potential for mineral resource expansion.

______________________________
(i)
Excluding attributable sales from Alumbrera.
(ii)
A non-GAAP measure - Refer to Section 13.
(iii)
"Core assets" or "core operations" include Chapada, El Peñón, Gualcamayo, Mercedes, Canadian Malartic, Minera Florida and Jacobina.
(iv)
Brio Gold holdings include Fazenda Brasileiro, Pilar and C1 Santa Luz. Currently, C1 Santa Luz is on care and maintenance.



3


3.    OUTLOOK AND STRATEGY

The Company strives to maximize production with the lowest level of capital and operating costs, with the objective of generating sustainable and increasing cash flow.

In 2015, the Company expects to deliver gold production in line with previous guidance. Annual copper production is expected to exceed guidance of 120 million pounds, while silver production is expected to come in under guidance of 9.6 million ounces, driven mostly by lower than expected silver grades at the El Peñón mine. Consistent with prior years, the Company expects higher gold production in the second half of the year compared to the first half of the year, which was evidenced by the increase in production at most mines during the third quarter. Consolidated fourth quarter production levels are also expected to exceed third quarter production levels. The expected increases will come from increases in production improvements at Mercedes, El Peñón, Gualcamayo and Chapada.

With respect to costs, the table below summarizes company-wide cash costs and AISC for the third quarter, first nine months of the year and projections for the second half of 2015, clearly demonstrating the positive trend in costs over the first nine months of the year:
 
Third Quarter
Third Quarter YTD
Second Half Projection
Cash costs for continuing operations per ounce of gold
$594
$616
$570
 
 
 
 
AISC for continuing operations per ounce of gold
$841
$876
$820

With the advancement of the Brio Gold monetization plan, the table below provides a preview of the Company's profile excluding the non-core operations. The impact of the consolidated costs for the Company’s seven core mines for the same periods demonstrate an even more favourable trend, summarized as follows:
 
Third Quarter
Third Quarter YTD
Second Half Projection
Cash costs for core mines per ounce of gold
$570
$581
$560
 
 
 
 
AISC for core mines per ounce of gold
$748
$766
$740

Consistent with expected gold production increases, cash costs are expected to be lower in the second half of the year compared to the first half of the year, with a further decrease expected in the fourth quarter from that of the third quarter.

For Brio Gold, estimated cash costs for 2015 are forecast to be approximately $710 per ounce of gold, and AISC approximately $905 per ounce of gold.  However, on a go forward basis costs are expected to be lower as evidenced by third quarter results showing cash costs and AISC at $658 and $866 per ounce of gold, respectively.

In the absence of the foreign exchange hedges, that will be extinguished by year end, the Company's cash costs on a co-product basis, cash costs and AISC would have improved as follows:
 
Third Quarter
Third Quarter YTD
Co-product cash costs per ounce of gold
$16/oz
$13/oz
Co-product cash costs per pound of copper
$0.18/lb
$0.16/lb
Cash cost and AISC per ounce of gold
$35/oz
$28/oz
Cash cost and AISC per ounce of gold of core mines
$40/oz
$32/oz

The expiry of the hedges in the fourth quarter will fuel lower cash costs starting in January of 2016 for gold and will coincide with an improving production profile and cost structure at certain mining operations. For Brazilian operations, the average exchange rate for the quarter and the first nine months of 2015 was 3.54 and 3.17 Reais per US Dollar, respectively. This compares to an after-hedge realized rate of 3.13 and 2.90 Reais per US Dollar, which had an unfavourable impact on cash costs. Should the exchange rate remain at the 3.95 Reais per US Dollar level observed at the end of the quarter, the Company will continue to benefit from a lower costing structure, partially offset by the remaining hedges in place for the fourth quarter. Starting in 2016, the Company will begin to fully benefit from the expected weaker foreign currency.

For the second half of 2015, projected cash costs and AISC are generally in line with the levels guided for full year cash costs of $545 per ounce of gold and AISC at between $800 and $830 per ounce of gold. Cash costs and AISC for 2015 are impacted by lower than expected copper by-product credits during the second half of the year. By-product credits for purposes of cost guidance

4


used a $3.00 per pound assumption. However, realized copper prices for the quarter were $2.85 per pound, and for the nine months ended, averaged at $2.88 per pound. Forecasted copper prices are expected to be lower in the fourth quarter. The lower cash costs and AISC costs associated with the Company's core operation vis-à-vis its consolidated operations, provide insight over the positive impact on cash costs expected subsequent to the pending monetization of Brio Gold.

In terms of other non-production related targets, results in the first nine months of the year support the Company's ability to meet or report below previous guidance, as follows:

Sustaining capital to come in under $265 million (which represents approximately $176 per ounce of gold and $2.75 per ounce of silver);
Expansionary capital spending expected to be at the low end of the $90 to $140 million range previously provided;
Exploration spending to come in under $98 million;
Depreciation, depletion and amortization to come in under $570 million (which represents approximately $395 per ounce of gold and $6 per ounce of silver); and
G&A expense which is expected to be approximately $120 million in 2015 with potential for further reductions beginning in 2016, resulting from additional savings related to the streamlining of management, the downsizing and relocation of its Brazilian and other South American offices, and the disposition of Brio Gold.

Overall, the Company expects improved operating results for the remainder of 2015 and production growth into the next several years. As previously announced, the Company made a construction decision for the Cerro Moro project in early 2015.  Cerro Moro is a high quality project that has the potential to add significantly to the Company’s production growth at a low cost.  The Company remains committed to advancing the project in a prudent manner and decided to de-risk project ramp-up by advancing the underground mining ahead of the original schedule.   Project capital expenditures are expected to be approximately $25 million for 2015 comprised of costs related to detailed engineering and pre-development.  The expenditures for 2016 are expected to be $56 million.  Including these expenditures, the Company expects its expansionary capital to not exceed the levels observed in 2015. The development timetable has been adjusted to accommodate the aforementioned works and now reflects a capital schedule which maximizes cash preservation in 2016. Simultaneously, this allows for a more thorough evaluation of the economic factors in Argentina, including the impact of the currency in relation to the outcome of the presidential ballot in the November 2015 election.  Furthermore, this approach allows for further exploration drilling to take place to increase the size of the Cerro Moro mineral resources, in addition to improving the current mineral resource categorization.  Production is expected to commence in the first quarter of 2018.

Several other developing projects that are not as advanced as Cerro Moro are advancing through technical and economical evaluation. One of these projects is Upper Beaver, in relation to which the Company is completing an internal Preliminary Economic Assessment which is expected to be completed by the end of the year. The Deep Carbonates project at Gualcamayo is also similar. The Company undertook the initial technical and financial analysis which is complete and supports a viable project with recoverable gold currently estimated at more than 1.1 million ounces.  The Company’s ongoing work is considering a number of mining method alternatives to further improve the capital spend profile and de-risk the project. The results to date and the ongoing work are expected to support a decision in 2016 to advance the project to the pre-feasibility stage.

Importantly, the Company is first and foremost focused on its core assets, which include its cornerstone operations of Chapada, Canadian Malartic and El Peñón, and opportunities which have the best prospects for exploration successes, optimization and cash flow generation.  The corollary is that the Company is also committed to rationalizing its portfolio which includes monetizing non-core assets. Consistent with this strategy, the Company continues to pursue its planned monetization of Brio Gold and is currently advancing on a number of strategic alternatives. These alternatives include an initial public offering, reverse takeover, joint venture with private equity firms, a disposition to, or merger with, other companies, and other financing and liquidity options. The Company has an emphasis on transactions that could be completed on an accelerated timeline and may allow Brio Gold to continue to operate as a private company in the short term. Additionally, the Company continues to advance its efforts at realizing value from other non-producing assets including Agua Rica.

While the Company is focused on operations and deriving significant and increasing cash flow and earnings before interest, taxes depreciation and amortization ("EBITDA") from its operations, a strategic objective has been to also focus on monetization initiatives, which serve as catalysts to reducing debt and increasing cash balances.  As part of this strategy, the Company has committed to reducing the outstanding balance on its revolving credit facility to zero and holding sufficient funds for some or all of the scheduled debt repayments in 2016 and 2017.  The Company's monetization initiatives are on track to achieve this strategic objective before the end of 2015 with the first of which, the metal purchasing arrangements, having already been completed, resulting in a sizable cash inflow.  With the completion of these catalysts, the Company will be well positioned to focus entirely on operations, having secured a stronger balance sheet, and maximizing cash flow and EBITDA as noted above.


5




6


4.             SUMMARY OF FINANCIAL AND OPERATING STATISTICS

4.1    Financial Statistics
 
For the three months ended
For the nine months ended
 
September 30, 2015

September 30, 2014

September 30, 2015

September 30, 2014

Net loss per share attributable to Yamana equity holders - basic and diluted
$
(0.12
)
$
(1.17
)
$
(0.29
)
$
(1.31
)
Net loss per share from continuing operations attributable to Yamana equity holders - basic and diluted
$
(0.12
)
$
(1.00
)
$
(0.28
)
$
(1.12
)
Adjusted (loss)/earnings per share (i) from continuing operations attributable to Yamana Gold Inc. equity holders. - basic and diluted
$
(0.02
)
$

$
(0.07
)
$
0.07

Dividends declared per share
$
0.0150

$
0.0375

$
0.0450

$
0.1125

Dividends paid per share
$
0.0150

$
0.0375

$
0.0450

$
0.1400

Weighted average number of common shares outstanding - basic (in thousands)
946,563

877,551

933,180

801,613

Weighted average number of common shares outstanding - diluted (in thousands)
946,563

877,551

933,180

801,613

 
 
 
 
 
(In millions of United States Dollars; unless otherwise noted)
 
 
 
 
Net loss from continuing operations attributable to Yamana equity holders
$
(115.0
)
$
(879.6
)
$
(257.2
)
$
(895.4
)
Adjusted (loss)/earnings from continuing operations attributable to Yamana Gold Inc. equity holders (i)
$
(20.2
)
$
(1.3
)
$
(65.9
)
$
58.4

Revenues
$
448.9

$
494.4

$
1,361.9

$
1,292.2

Mine operating earnings
$
49.7

$
84.2

$
148.3

$
198.1

Cash flows from operating activities from continuing operations
$
77.6

$
156.6

$
203.1

$
330.2

Cash flows from operating activities before changes in non-cash working capital (i)
$
127.6

$
180.7

$
373.0

$
419.4

Cash flows to investing activities from continuing operations
$
(65.7
)
$
(197.3
)
$
(240.3
)
$
(930.8
)
Cash flows from/(used in) financing activities from continuing operations
$
9.0

$
34.1

$
(11.8
)
$
550.6

Average realized gold price per ounce (ii)
$
1,122

$
1,276

$
1,176

$
1,286

Average realized silver price per ounce (ii)
$
14.88

$
19.27

$
15.99

$
19.79

Average realized copper price per pound (ii)
$
2.85

$
3.14

$
2.88

$
3.16

Average market gold price per ounce (iii)
$
1,124

$
1,282

$
1,178

$
1,288

Average market silver price per ounce (iii)
$
14.91

$
19.71

$
15.99

$
19.94

Average market copper price per pound (iii)
$
2.39

$
3.17

$
2.59

$
3.15

_____________________________
(i)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.
(ii)
Realized prices based on gross sales compared to market prices for metals may vary due to infrequent shipments and depending on timing of the sales.
(iii)
Source of information: LBMA p.m. price and LME Cash.



7


4.2    Operating Statistics
For the three months ended September 30,
2015

2014

2015

2014

Ounces of Production
Gold
Silver
Chapada
32,029

28,847

69,067

83,769

El Peñón
51,983

70,111

1,914,356

2,349,577

Canadian Malartic
76,603

64,761



Gualcamayo
44,076

43,060



Mercedes
20,155

28,459

88,456

103,642

Minera Florida
28,989

22,402

124,865

409,676

Jacobina
28,080

21,112



Alumbrera (i)
5,552

7,520



Brio Gold (ii)
38,430

40,327



Total from continuing operations
325,897

326,599

2,196,744

2,946,664

Ernesto/Pau-a-Pique (discontinued operations)

5,745



Total production
325,897

332,344

2,196,744

2,946,664

Cash costs from continuing operations per ounce (iii)
 
 
 
 
Chapada
$
(420
)
$
(1,173
)
$
(31.69
)
$
(66.95
)
El Peñón
$
676

$
567

$
8.39

$
7.30

Canadian Malartic (i)
$
544

$
735

$

$

Gualcamayo
$
892

$
867

$

$

Mercedes
$
865

$
671

$
8.00

$
11.02

Minera Florida
$
710

$
745

$
12.86

$
3.56

Jacobina
$
712

$
981

$

$

Alumbrera (i)
$
1,347

$
(205
)
$

$

Brio Gold (ii)
$
658

$
844

$

$

Cash costs from continuing operations per ounce produced (iii)
$
594

$
528

$
7.37

$
4.80

Co-product cash costs from continuing operations per ounce produced (iii)
$
653

$
695

$
8.46

$
6.84

All-in sustaining costs from continuing operations per ounce (iii)
$
841

$
867

$
11.32

$
8.80

All-in sustaining co-product costs from continuing operations per ounce (iii)
$
856

$
971

$
11.67

$
9.99

 
 
 
 
 
Concentrate Production
 
 
2015

2014

Chapada concentrate production (tonnes)
 
 
63,259

69,279

Chapada copper contained in concentrate production (millions of lbs)
 
 
34.0

38.0

Chapada co-product cash costs per pound of copper (iii)
 
 
$
1.41

$
1.59

Co-product cash costs per pound of copper produced (iii)
 
 
$
1.68

$
1.73

 
 
 
 
 
Sales Included in Revenue (excluding 12.5% interest in Alumbrera)
 
 
2015

2014

Gold (ounces)
 
 
317,859

281,681

Silver (ounces)
 
 
2,247,068

2,690,232

Chapada concentrate (tonnes)
 
 
55,460

70,288

Chapada payable copper contained in concentrate (millions of lbs)
 
 
29.1

35.7

____________________
(i)
The Company holds a 12.5% equity interest in Alumbrera and a 50% interest in Canadian Malartic.
(ii)
Brio Gold holdings include Fazenda Brasileiro, Pilar and C1 Santa Luz. Currently, C1 Santa Luz is on care and maintenance. Commissioning production related to Brio Gold is included in the respective balance.
(iii)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.



8


For the nine months ended September 30,
2015

2014

2015

2014

Ounces of Production
Gold
Silver
Chapada
84,561

78,177

203,987

223,645

El Peñón
167,914

205,506

6,108,532

6,188,184

Canadian Malartic (iv)
212,937

76,639



Gualcamayo
127,811

134,404



Mercedes
63,731

74,847

280,827

290,741

Minera Florida
83,400

72,123

458,354

790,915

Jacobina
67,988

54,741



Alumbrera (i)
15,969

25,946



Brio Gold (ii)
104,819

106,193



Total from continuing operations
929,130

828,576

7,051,700

7,493,485

Ernesto/Pau-a-Pique (discontinued operations)
460

16,503



Total production
929,590

845,079

7,051,700

7,493,485

Cash costs from continuing operations per ounce (iii)
 
 
 
 
Chapada
$
(556
)
$
(821
)
$
(35.71
)
$
(52.52
)
El Peñón
$
648

$
548

$
8.13

$
7.86

Canadian Malartic (iv)
$
593

$
717

$

$

Gualcamayo
$
820

$
765

$

$

Mercedes
$
899

$
703

$
8.28

$
10.82

Minera Florida
$
727

$
695

$
10.33

$
5.54

Jacobina
$
864

$
1,123

$

$

Alumbrera (i)
$
1,563

$
(530
)
$

$

Brio Gold (ii)
$
746

$
907

$

$

Cash costs from continuing operations per ounce produced (iii)
$
616

$
518

$
7.01

$
5.93

Co-product cash costs from continuing operations per ounce produced (iii)
$
683

$
676

$
8.14

$
7.64

All-in sustaining costs from continuing operations per ounce (iii)
$
876

$
875

$
10.81

$
10.86

All-in sustaining co-product costs from continuing operations per ounce (iii)
$
899

$
981

$
11.32

$
11.87

 
 
 
 
 
Concentrate Production
 
 
2015

2014

Chapada concentrate production (tonnes)
 
 
172,268

181,824

Chapada copper contained in concentrate production (millions of lbs)
 
 
94.4

98.5

Chapada co-product cash costs per pound of copper (iii)
 
 
$
1.52

$
1.71

Co-product cash costs per pound of copper produced (iii)
 
 
$
1.79

$
1.83

 
 
 
 
 
Sales Included in Revenue (excluding 12.5% interest in Alumbrera)
 
 
2015

2014

Gold (ounces)
 
 
906,208

721,928

Silver (ounces)
 
 
7,017,562

7,106,716

Chapada concentrate (tonnes)
 
 
166,252

175,044

Chapada payable copper contained in concentrate (millions of lbs)
 
 
87.4

89.7

____________________
(i)
The Company holds a 12.5% equity interest in Alumbrera.
(ii)
Brio Gold holdings include Fazenda Brasileiro, Pilar and C1 Santa Luz. Currently, C1 Santa Luz is on care and maintenance. Commissioning production related to Brio Gold is included.
(iii)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.
(iv)
The Company holds a 50% interest in Canadian Malartic, the acquisition of which closed June 16, 2014.


9


5.    OVERVIEW OF RESULTS

5.1    Overview of Financial Results
 
For the three months ended
For the nine months ended
(In millions of United States Dollars; unless otherwise noted)
September 30, 2015
September 30, 2014
September 30, 2015
September 30, 2014
Revenues
$
448.9

$
494.4

$
1,361.9

$
1,292.2

Cost of sales excluding depletion, depreciation and amortization
(266.0
)
(275.0
)
(818.2
)
(727.2
)
Gross margin excluding depletion, depreciation and amortization
182.9

219.4

543.7

565.0

Depletion, depreciation and amortization
(133.2
)
(135.2
)
(395.4
)
(366.9
)
Mine operating earnings
49.7

84.2

148.3

198.1

Other expenses (i)
(41.1
)
(65.6
)
(194.5
)
(219.8
)
Equity loss from associate
(6.3
)
(12.1
)
(17.2
)
(10.7
)
Impairment of mineral properties

(539.9
)

(539.9
)
Income/(Loss) before income taxes
2.3

(533.4
)
(63.4
)
(572.3
)
Income tax expense
(117.3
)
(346.2
)
(193.8
)
(323.1
)
Net loss from continuing operations
(115.0
)
(879.6
)
(257.2
)
(895.4
)
Net income/(loss) from discontinued operations
2.0

(143.7
)
(15.4
)
(152.4
)
Net loss attributable to Yamana Gold Inc. equity holders
$
(113.0
)
$
(1,023.3
)
$
(272.6
)
$
(1,047.8
)
 
 
 
 
 
Adjustments (ii):
 
 
 
 
Net loss from continuing operations
$
(115.0
)
$
(879.6
)
$
(257.2
)
$
(895.4
)
   Non-cash unrealized foreign exchange gain
(38.4
)
(18.2
)
(38.0
)
(19.6
)
   Share-based payments/mark-to-market of deferred share units
(1.5
)
(1.6
)
3.6

7.8

   Demobilization and reorganization costs
6.3

14.7

6.8

16.6

   Mark-to-market of investment in available-for-sale securities and other assets
(7.6
)
6.0

(8.0
)
12.7

   Impairment of mineral properties

539.9


539.9

   (Gain)/loss on sale of assets
(0.4
)
3.9

(0.5
)
4.6

   Transaction costs related to the Osisko acquisition



32.4

   Other non-recurring adjustments
4.4

17.9

18.3

22.2

Adjusted loss before income tax effect
$
(152.2
)
$
(317.0
)
$
(275.0
)
$
(278.8
)
   Non-cash tax on unrealized foreign exchange gains
132.7

33.3

209.4

51.4

   Income tax effect of adjustments
(0.7
)
282.4

(0.3
)
285.8

Adjusted (loss)/earnings from continuing operations (ii)
$
(20.2
)
$
(1.3
)
$
(65.9
)
$
58.4

 
 
 
 
 
Net loss per share from continuing operations attributable to Yamana Gold Inc. equity holders - basic and diluted
$
(0.12
)
$
(1.00
)
$
(0.28
)
$
(1.12
)
Net loss per share attributable to Yamana Gold Inc. equity holders - basic and diluted
$
(0.12
)
$
(1.17
)
$
(0.29
)
$
(1.31
)
Adjusted (loss)/earnings per share from continuing operations attributable to Yamana Gold Inc. equity holders (ii)- basic and diluted
$
(0.02
)
$

$
(0.07
)
$
0.07

 
 
 
 
 
Adjusted Operating Cash Flows (ii):
 
 
 
 
Cash flows from operating activities before non-cash working capital
$
127.6

$
180.7

$
373.0

$
419.4

   Reorganization costs
6.3


6.3

2.0

   Demobilization costs



9.6

   Transaction costs related to the Osisko acquisition



32.4

Adjusted Operating Cash Flows
$
133.9

$
180.7

$
379.3

$
463.4

______________________________
(i)
For the three and nine month periods ended September 30, 2015, other expenses represent the aggregate of the following expenses: general and administrative of $28.5 million and $89.9 million (2014 - $24.9 million and $93.0 million), exploration and evaluation of $6.6 million and $16.1 million (2014 - $5.2 million and $14.1 million), other expenses of $7.4 million and $34.2 million, (2014 - $39.3 million and $90.2 million) and net finance income of $1.4 million and net finance expense $54.3 million (2014 - finance income $3.8 million and finance expense $22.5 million), and charges related to impairment of mineral properties of $nil and $nil (2014 - $539.9 million and $539.9 million).
(ii)
A cautionary note regarding non-GAAP measures and their respective reconciliations are included in Section 13.



10


For the three months ended September 30, 2015

Net loss from continuing operations attributable to Yamana equity holders for the three months ended September 30, 2015 was $115.0 million or $0.12 per share basic, compared to a net loss from continuing operations attributable to Yamana equity holders of $879.6 million or $1.00 per share basic and diluted for the three months ended September 30, 2014.  Net loss was impacted by a higher income tax expense and an equity loss from Alumbrera (12.5% interest). The income tax expense for the quarter reflects the impact of the non-cash tax relating to unrealized foreign exchange gains of $132.7 million as during the period, the Brazilian Real, Argentinean Peso and Mexican Peso devalued significantly against the US Dollar. The following chart outlines the components of the income tax expense including the foreign exchange impact for the quarter.
In millions of United States Dollars
Current Taxes

Deferred Taxes

September 30, 2015

September 30, 2014

Income tax expense/(recovery) before foreign exchange in taxes
$
41.3

$
(56.7
)
$
(15.4
)
$
353.5

Non-cash tax expense/(recovery) related to unrealized foreign exchange
(3.2
)
135.9

132.7

(7.3
)
Income tax expense
38.1

79.2

117.3

346.2


The impact of these foreign exchange movements on taxes are non-cash and, as such, are excluded from adjusted earnings.

Adjusted loss (a non-GAAP measure, see Section 13) from continuing operations was $20.2 million or $0.02 per share basic for the three months ended September 30, 2015, compared to adjusted loss of $1.3 million or $nil per share for the same period of 2014. Mine operating earnings for the three months ended September 30, 2015 were $49.7 million, compared to $84.2 million for the same period of 2014. Adjusted loss and mine operating earnings for the period were primarily impacted by lower realized metal prices than the same quarter of 2014 by approximately 12% for gold, 23% for silver and 9% for copper, partially offset by higher sales volume for gold. Revenue for the three months ended September 30, 2015 was lower by $45.5 million compared to the same period last year largely due to lower metal prices.

Cash flows from operating activities from continuing operations for the three months ended September 30, 2015, after and before (a non-GAAP measure, see Section 13) changes in non-cash working capital, were $77.6 million and $127.6 million, respectively. The Company generated $0.30 of adjusted operating cash flows before changes in non-cash working capital for every dollar of revenue generated during the period, notwithstanding lower metal prices in 2015. This compares to $0.34 for the same period of 2014 which was lower predominantly related to the lower metal prices during the period.

Revenue for the three months ended September 30, 2015 was $448.9 million, lower compared to $494.4 million for the same period of 2014 as increase in gold and copper sales volumes were more than offset by a decline in metal prices. Revenue for the third quarter of 2015 was generated from the sale of 317,859 ounces of gold, 2.2 million ounces of silver and 29.1 million pounds of copper, excluding attributable sales from Alumbrera which is accounted for as an equity investment. This compares to sales, excluding Alumbrera, of 281,681 ounces of gold, 2.7 million ounces of silver and 35.7 million pounds of copper for the three months ended September 30, 2014.
 
The average realized price of gold for the quarter was $1,122 per ounce, compared to $1,276 per ounce for the same quarter in 2014, or 12% lower and the average realized silver price was $14.88 per ounce, compared to $19.27 per ounce for the same quarter in 2014, or 23% lower. The average realized price of copper was $2.85 per pound, compared to the $3.14 per pound for the same quarter in 2014, or 9% lower.
 

11


Revenue for the quarter was comprised of the following:
For the three months ended September 30,
2015
2014
(In millions of Dollars; unless otherwise noted)
Quantity 
Sold (ii)
 
Realized Prices (iii)
Revenue
Revenue
Gold (i)
317,859

oz
$
1,122

$
356.6

$
359.4

Silver (i)
2,247,068

oz
14.88

33.4

51.8

Copper (i)
29,136,112

lbs
2.85

83.0

112.1

Gross revenue
 
 
 
$
473.0

$
523.3

(Deduct)/add:
 
 
 
 
 
- Treatment and refining charges of gold
and copper concentrate
 
 
 
(8.7
)
(10.4
)
- Sales taxes
 
 
 
(6.6
)
(7.8
)
- Metal price adjustments related to concentrate revenue
 
 
 
(8.8
)
(7.4
)
- Other adjustments
 
 
 

(3.3
)
Revenue (ii)
 
 
 
$
448.9

$
494.4

______________________________
(i)
Includes payable gold, silver and copper contained in concentrate.
(ii)
Excludes Alumbrera which is accounted for as an equity investment and Ernesto/Pau-a-Pique which is a discontinued operation.
(iii)
Realized prices based on gross sales compared to market prices for metals may vary due to infrequent shipments and depending on timing of the sales. Realized price for copper of $2.85 is higher than market price reflecting the settlements on copper forward contracts entered into by the Company.

Cost of sales excluding depletion, depreciation and amortization for the three months ended September 30, 2015 was $266.0 million, compared to $275.0 million for the same period in 2014. Cost of sales excluding depletion, depreciation and amortization for the third quarter was lower than that of the same period in 2014, despite higher sales volume for gold, reflecting cost reduction initiatives implemented by Company and the impact of the depreciation of foreign currency rates from the strengthening of the US Dollar against the Brazilian Real, the Argentinean Peso, the Mexican Peso and the Canadian Dollar.

The following table provides a reconciliation of the co-product cash cost (a non-GAAP measure, see Section 13) to the cost of sales excluding depletion, depreciation and amortization for the quarter:
For the three months ended September 30,
2015
2014
(In millions of Dollars; unless otherwise noted)
Gold/Silver Ounces or Pounds
of Copper
Produced (i)
 
Co-product 
Cash Cost
per Unit (ii)
Total Costs
Total Costs
Chapada — Gold
32,029

oz
$
307

$
9.8

$
12.0

Chapada — Silver
69,067

oz
3.20

0.2

0.4

Chapada — Copper
33,950,544

lbs
1.41

48.0

60.3

El Peñón — Gold
51,983

oz
676

35.2

39.8

El Peñón — Silver
1,914,356

oz
8.39

16.1

17.2

Gualcamayo — Gold
44,076

oz
892

39.3

37.4

Mercedes — Gold
20,155

oz
865

17.4

19.1

Mercedes — Silver
88,456

oz
8.00

0.7

1.1

Canadian Malartic — Gold (50% interest)
76,603

oz
544

41.6

47.6

Minera Florida — Gold
28,989

oz
710

20.6

16.7

Minera Florida — Silver
124,865

oz
13.00

1.6

1.5

Jacobina — Gold
28,080

oz
712

20.0

20.7

Brio Gold — Gold
38,430

oz
658

25.3

14.0

Co-product cash cost of sales (ii)
 
 
 
$
275.8

$
287.8

Add (deduct):
 
 
 
 
 
- Inventory movements and adjustments
 
 
 
(2.6
)
(6.6
)
- Treatment and refining charges of gold
and copper concentrate
 
 
 
(8.7
)
(10.5
)
- Commercial and other costs
 
 
 
(1.5
)
1.5

- Overseas freight for Chapada concentrate
 
 
 
3.0

2.8

Cost of sales excluding depletion, depreciation and amortization (i)
 
 
 
$
266.0

$
275.0

______________________________

12


(i)
Excludes Alumbrera which is accounted for as an equity investment and Ernesto/Pau-a-Pique which is a discontinued operation.
(ii)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis of Operations and Financial Condition.

Depletion, depreciation and amortization ("DDA") expense for the three months ended September 30, 2015 was $133.2 million, in line with the $135.2 million for the same period of 2014.
 
G&A, exploration and evaluation, other and net finance income were $41.1 million for the three months ended September 30, 2015, compared to $65.6 million for the same period in 2014, representing a decrease of 37%, a breakdown of which is as follows:

G&A expenses were $28.5 million, compared to $24.9 million for the same period in 2014. Higher G&A than in the comparative period of 2014 resulted mainly from adjustments on stock based compensation and other recoveries for which there is no current period comparative. The Company has continued to implement cost saving initiatives resulting in a decrease of 11% in G&A from that of the second quarter of 2015.
Exploration and evaluation expenses were $6.6 million, compared to $5.2 million for the same period of 2014 mainly from additional exploration and evaluation on new properties acquired.
Other expenses were $7.4 million, compared to $39.3 million for the same period of 2014 or 81% lower. Other expenses in the comparative period included provisions, demobilization and reorganization costs relating to C1 Santa Luz with no current period comparative.
Net finance income was $1.4 million, compared to net finance income of $3.8 million for the same period of 2014, predominantly from higher foreign exchange gains partly offset by a loss on derivatives compared to a gain in the same period of 2014. Additionally, included in net finance income are proceeds of $12.4 million following the closeout of forward copper derivative contracts during the period. The realized contracts associated with the copper price protection program for the period and the closeout of the fourth quarter contracts during the period, generated total cash proceeds of $24.8 million. Of the total proceeds, $12.4 million was related to third quarter production and was included in revenue and the remainder in net finance income.
 
Equity loss from Alumbrera was $6.3 million for the three months ended September 30, 2015, compared to equity loss of $12.1 million for the three months ended September 30, 2014. The equity loss was a result of lower metal prices and planned reduced production from Alumbrera as the mine is near the end of its life. No cash dividends were received during the three months ended September 30, 2015 from the Company’s equity investment in Alumbrera compared to $12.4 million of the same period of 2014.

For the nine months ended September 30, 2015

Net loss from continuing operations attributable to Yamana equity holders for the nine months ended September 30, 2015 was $257.2 million or $0.28 per share, impacted by higher income tax expense and a higher equity loss from Alumbrera. This compares to net loss from continuing operations attributable to Yamana equity holders of $895.4 million or $1.12 per share basic for the nine months ended September 30, 2014. The income tax expense for the first nine months reflects the impact of non-cash tax of $209.4 million relating to unrealized foreign exchange gains, as during the period the Brazilian Real, Argentinean Peso and Mexican Peso devalued against the US Dollar (for a detailed discussion, see Section 9).
 
Adjusted loss (a non-GAAP measure, see Section 13) from continuing operations was $65.9 million or $0.07 per share basic for the nine months ended September 30, 2015, compared to adjusted earnings of $58.4 million or $0.07 per share for the same period of 2014. Mine operating earnings for the nine months ended September 30, 2015 were $148.3 million, compared to $198.1 million for the same period of 2014. Adjusted loss and mine operating earnings for the period were impacted by lower realized metal prices of approximately 9% for gold, 19% for silver and 9% for copper, higher costs and DDA offset by higher gold sales volume. Mine operating earnings was impacted by higher costs and DDA on higher sales volume and also included additional depletion, depreciation and amortization as a result of the acquisition of Canadian Malartic in the third quarter of 2014 and Pilar which completed commissioning in the third quarter of 2014.

Cash flows from operating activities from continuing operations for the nine months ended September 30, 2015, after and before (a non-GAAP measure, see Section 13) changes in non-cash working capital, were $203.1 million and $373.0 million, respectively. The Company generated $0.28 of adjusted operating cash flows before changes in non-cash working capital for every dollar of revenue generated during the period notwithstanding lower metal prices in 2015. This compares to $0.33 for the same period of 2014, not including dividends from Alumbrera. The decrease was predominantly related to the lower metal prices during the period.

Revenue for the nine months ended September 30, 2015 of $1,361.9 million, compared to $1,292.2 million for the same period of 2014 as a result of higher sales quantities driven by the contribution from Canadian Malartic acquired at the end of the second

13


quarter of 2014, offset by lower metal prices. Revenue for the first nine months of 2015 was generated from the sale of 906,208 ounces of gold, 7.0 million ounces of silver and 87.4 million pounds of copper, excluding attributable sales from Alumbrera which is accounted for as an equity investment. This compares to sales, excluding Alumbrera, of 721,928 ounces of gold, 7.1 million ounces of silver and 89.7 million pounds of copper for the nine months ended September 30, 2014. The average realized price of gold for the nine months ended September 30, 2015 was $1,176 per ounce, compared to $1,286 per ounce for the same period in 2014, or 9% lower and the average realized silver price was $15.99 per ounce, compared to $19.79 per ounce for the same period in 2014, or 19% lower. The average realized price of copper was $2.88 per pound, compared to the $3.16 per pound for the same period in 2014, or 9% lower.
 
Revenue for the period was comprised of the following:
For the nine months ended September 30,
2015
2014
(In millions of Dollars; unless otherwise noted)
Quantity 
Sold (ii)
 
Realized Prices (iii)
Revenue
Revenue
Gold (i)
906,208

oz
$
1,176

$
1,066.0

$
928.6

Silver (i)
7,017,562

oz
15.99

112.2

141.0

Copper (i)
87,371,179

lbs
2.88

252.0

283.7

Gross revenue
 
 
 
$
1,430.2

$
1,353.3

(Deduct)/add:
 
 
 
 
 
- Treatment and refining charges of gold
and copper concentrate
 
 
 
(27.2
)
(26.1
)
- Sales taxes
 
 
 
(19.8
)
(23.6
)
- Metal price adjustments related to concentrate revenue
 
 
 
(21.3
)
(7.7
)
- Other adjustments
 
 
 

(3.7
)
Revenue (ii)
 
 
 
$
1,361.9

$
1,292.2

______________________________
(i)
Includes payable gold, silver and copper contained in concentrate.
(ii)
Excludes Alumbrera which is accounted for as an equity investment and Ernesto/Pau-a-Pique which is a discontinued operation.
(iii)
Realized prices based on gross sales compared to market prices for metals may vary due to infrequent shipments and depending on timing of the sales. Realized price for copper of $2.88 is higher than market price reflecting the settlements on copper forward contracts entered into by the Company.


Cost of sales excluding depletion, depreciation and amortization for the nine months ended September 30, 2015 was $818.2 million, compared to $727.2 million for the same period in 2014. Cost of sales excluding depletion, depreciation and amortization for the third quarter was higher than that of the same period in 2014 due to higher sales volume and higher cash costs partly offset by the strengthening of the US Dollar against the foreign currencies in which the Company operates.

The following table provides a reconciliation of the co-product cash cost (a non-GAAP measure, see Section 13) to the cost of sales excluding depletion, depreciation and amortization for the period:

14


For the nine months ended September 30,
2015
2014
(In millions of Dollars; unless otherwise noted)
Gold/Silver Ounces or Pounds
of Copper
Produced (i)
 
Co-product 
Cash Cost
per Unit (ii)
Total Costs
Total Costs
Chapada — Gold
84,561

oz
$
352

$
29.7

$
33.9

Chapada — Silver
203,987

oz
3.23

0.7

1.1

Chapada — Copper
94,413,310

lbs
1.52

143.2

168.8

El Peñón — Gold
167,914

oz
648

108.8

112.7

El Peñón — Silver
6,108,532

oz
8.13

49.7

48.6

Gualcamayo — Gold
127,811

oz
820

104.8

102.8

Mercedes — Gold
63,731

oz
899

57.3

52.6

Mercedes — Silver
280,827

oz
8.28

2.3

3.1

Canadian Malartic — Gold (50% interest)
212,937

oz
593

126.2

64.3

Minera Florida — Gold
83,400

oz
727

60.7

50.1

Minera Florida — Silver
458,354

oz
10.33

4.7

4.4

Jacobina — Gold
67,988

oz
864

58.7

61.5

Brio Gold — Gold
104,819

oz
746

78.2

39.0

Co-product cash cost of sales (ii)
 
 
 
$
825.0

$
742.9

Add (deduct):
 
 
 
 
 
- Inventory movements and adjustments
 
 
 
7.8

(13.6
)
- Treatment and refining charges of gold
and copper concentrate
 
 
 
(27.2
)
(26.0
)
- Commercial and other costs
 
 
 
3.8

12.6

- Overseas freight for Chapada concentrate
 
 
 
8.8

11.3

Cost of sales excluding depletion, depreciation and amortization (i)
 
 
 
$
818.2

$
727.2

______________________________
(i)
Excludes Alumbrera which is accounted for as an equity investment and Ernesto/Pau-a-Pique which is a discontinued operation.
(ii)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis of Operations and Financial Condition.

Depletion, depreciation and amortization ("DDA") expense for the nine months ended September 30, 2015 was $395.4 million, compared to $366.9 million for the same period of 2014. Higher DDA was attributed to additional DDA following the acquisition of Canadian Malartic which closed at the end of the third quarter of 2014 including DDA on the amount of purchase price in excess of historical cost. Furthermore, additional DDA was recognized relative to the comparative period in 2014 from Pilar which completed commissioning effective October 1, 2014.
 
G&A, exploration and evaluation, other and net finance expenses were $194.5 million for the nine months ended September 30, 2015, lower by 12% compared to $219.8 million for the same period in 2014, a breakdown of which is as follows:

G&A expenses were $89.9 million, compared to $93.0 million for the same period in 2014, or 3% lower. 
Exploration and evaluation expenses were $16.1 million, compared to $14.1 million for the same period of 2014 mainly from additional exploration and evaluation on new properties acquired.
Other expenses were $34.2 million, compared to $90.2 million for the same period of 2014, or 62% lower, as other expenses for the 2014 period include transaction costs on the acquisition of Canadian Malartic, provisions, demobilization and restructuring costs with no current period comparative cost.
Net finance expense was $54.3 million, compared to net finance expense of $22.5 million for the same period of 2014. Higher net finance expense resulted from higher interest expense on additional long-term debt following the acquisition of Canadian Malartic. It was further impacted by the reduced amount of interest capitalized following the completion of mine commissioning, partially offset by a higher net foreign exchange gain.
 
Equity loss from Alumbrera was $17.2 million for the nine months ended September 30, 2015, compared to equity loss of $10.7 million for the nine months ended September 30, 2014. Equity loss was mainly a result of lower metal prices and reduced production from Alumbrera as the mine is near the end of its life. No cash dividends were received during the nine months ended September 30, 2015 from the Company’s equity investment in Alumbrera compared to $40.5 million of the same period of 2014.

5.2    Overview of Operating Results

15



For the three months ended September 30, 2015

Gold production for the third quarter was in line with the comparative period in 2014 and lower for silver. Production at most mines was generally in line with or above targets, except for El Peñón and Mercedes. The Company continues to expect to be in line with overall annual gold production guidance. For the third quarter, El Peñón's production continued to be impacted by lower grades from the more erratic areas in the periphery of higher grade ore bodies encountered during the second quarter, while at Mercedes, operational improvements including measures to improve dilution control began to take effect towards the end of the quarter as evidenced by higher production at lower cash costs relative to the second quarter of 2015. Production at these mines will continue to improve for the remainder of the year.

Gold

Third quarter gold production from continuing operations of 325,897 ounces was in line with the 326,599 ounces of gold in the third quarter of 2014. Production from core assets for the quarter was 281,915 ounces of gold and compares to 278,750 ounces of gold in the third quarter of 2014, representing a 1% increase. The most notable production increases from the third quarter of 2014 was a 33% increase at Jacobina, a 29% increase at Minera Florida, an 11% increase at Chapada and an 18% increase at Canadian Malartic. Production increases from the second quarter of 2015 included a 32% increase at Jacobina, a 17% increase at Gualcamayo, a 12% increase at Canadian Malartic (which also achieved at fifth consecutive quarterly record), a 10% increase at Minera Florida, a 6% increase at Chapada and a 9% increase at Brio Gold. The Company is well positioned for higher production for the remainder of 2015 with the largest impact at mines that contribute most significantly to the operating cash flow generation of the Company.

The following summarizes total production of gold ounces by mine for the third quarter relative to the comparative quarter in 2014:
(i)
The Company holds a 50% interest in Canadian Malartic, the acquisition of which closed June 16, 2014.

Cash costs (a non-GAAP measure, see Section 13) for the third quarter were $594 per ounce of gold, compared to $528 per ounce of gold in the same quarter of 2014.  Cash costs were impacted by a 9% decline in the realized price of copper and lower sales volume resulting in lower by-product credits for the quarter. On a co-product basis, cash costs (a non-GAAP measure, see Section 13) for the third quarter were $653 per ounce of gold or 6% lower, compared to the $695 per ounce of gold in the third quarter of 2014. Relative to the second quarter of 2015, cash costs on a co-product basis were 7% lower reflecting the impact of higher

16


production. Late in the quarter, further improvements in co-product cash costs occurred due to further weakening of the currencies in the countries in which the Company operates. The Company expects this trend to continue into the fourth quarter.

All-in sustaining costs ("AISC", a non-GAAP measure, see Section 13) were $841 per ounce of gold, compared to $867 per ounce of gold for the third quarter of 2014 and $896 per ounce of gold for the second quarter of 2015. On a co-product basis, AISC were $856 per ounce of gold for the third quarter compared to $971 per ounce of gold for the third quarter of 2014 and $949 per ounce of gold for the second quarter of 2015. AISC from core assets were $790 per ounce of gold on a co-product basis or 15% and 10% lower than the third quarter of 2014 and the second quarter of 2015, respectively.

Lower cash costs overall reflect the implementation of several mine specific cost reduction initiatives implemented during the period and the depreciation of foreign currencies against the US Dollar, partly offset by planned lower grades at some mines.

Silver

Third quarter silver production was 2.2 million ounces compared to the 2.9 million ounces of silver in the third quarter of 2014 as mine plan in certain locations called for mining from areas with lower silver grades and was also impacted by lower grades from the more erratic areas in the periphery of higher grade ore bodies at El Peñón. Cash costs for the third quarter of 2015 were $7.37 per ounce of silver, impacted by lower production and lower by-product copper credits when compared to $4.80 per ounce of silver in the third quarter of 2014. Cash costs on a co-product basis for the third quarter were $8.46 per ounce of silver, compared to $6.84 per ounce of silver in the third quarter of 2014.

Copper

Total copper production for the three months ended September 30, 2015 was 38.0 million pounds, compared to 43.5 million pounds for the same period of 2014. Copper production for the three months ended September 30, 2015 was 34.0 million pounds from the Chapada mine, compared to 38.0 million pounds for the same period of 2014. Lower copper production compared to the third quarter of 2014 was due to planned lower copper feed grades and lower throughput. Cash costs per pound of copper on a co-product basis were $1.41 per pound from the Chapada mine compared to $1.59 per pound of copper in the third quarter of 2014.

For the nine months ended September 30, 2015

Production for the first nine months of the year was higher than 2014 levels. Overall, production was in line with target, positioning the Company towards achieving its annual gold production guidance.

Gold

Production in the first nine months of 2015 was 929,590 ounces of gold of which 929,130 ounces were gold from continuing operations or 10% and 12% higher than the 845,079 ounces of gold and 828,576 ounces of gold from continuing operations in the same period of 2014, respectively. Production from core assets of 808,341 ounces of gold was 16% higher than the 696,437 ounces of gold in the same period of 2014. Higher production included a 24% increase at Jacobina, a 16% increase at Minera Florida and an 8% increase at Chapada as well as the attributable ounces from Canadian Malartic.

The following summarizes the cumulative effect of gold production at each mine for the current and comparative period of 2014:

17


(i)
Canadian Malartic acquisition closed June 16, 2014.

Cash costs from continuing operations in the first nine months of 2015 were $616 per ounce of gold, compared to $518 per ounce of gold in the same period of 2014.  While production increased 12% compared to the first nine months of 2014, cash costs were impacted by a 9% decline in the realized price of copper resulting in lower by-product credits for the first nine months of the year. On a co-product basis, cash costs from continuing operations for the first nine months of 2015 were $683 per ounce of gold, in line with the $676 per ounce of gold in the same period of 2014.

In the first nine months of 2015, AISC were $876 per ounce of gold, compared to $875 per ounce of gold for the same period of 2014. On a co-product basis, AISC from continuing operations were $899 per ounce of gold for the first nine months of 2015, compared to $981 per ounce of gold for the same period of 2014. All-in sustaining costs from core assets of $826 per ounce of gold a co-product basis for the first nine months of 2015, or 10% lower compared with the same period of 2014.

Lower cash costs overall reflect the implementation of several cost reduction initiatives during the period and the depreciation of foreign currencies against the US Dollar.

Silver

Silver production for the first nine months of 2015 was 7.1 million ounces compared to 7.5 million ounces of silver for the same period of 2014. Cash costs from continuing operations for the first nine months of 2015 were $7.01 per ounce of silver, impacted by lower by-product copper credits when compared to $5.93 per ounce of silver in the same period of 2014. Cash costs from continuing operations on a co-product basis were $8.14 per ounce of silver, compared to $7.64 per ounce of silver in the first nine months of 2014.

Copper

Copper production for the first nine months of 2015 was 104.3 million pounds including Alumbrera, compared to 117.7 million pounds for the same period of 2014. Copper production for the first nine months of 2015 was 94.4 million pounds from the Chapada mine, in line with the 98.5 million pounds for the same period of 2014. Cash costs per pound of copper on a co-product basis were $1.52 per pound from the Chapada mine compared to $1.71 per pound of copper in the first nine months of 2014.

18




6.    OPERATING MINES
 
CHAPADA, BRAZIL
 
For the three months ended September 30,
For the nine months ended
September 30,
Operating Statistics
2015

2014

 
2015

2014

 
Production
 
 
 
 
 
 
Concentrate (tonnes)
63,259

69,279

(9)%
172,268

181,824

(5)%
Gold contained in concentrate (ounces)
32,029

28,847

11%
84,561

78,177

8%
Silver contained in concentrate (ounces)
69,067

83,769

(18)%
203,987

223,645

(9)%
Copper contained in concentrate (millions of pounds)
34.0

38.0

(11)%
94.4

98.5

(4)%
 
 
 
 
 
 
 
Cash costs per gold ounce produced (ii)
$
(420
)
$
(1,173
)
(64)%
$
(556
)
$
(821
)
(32)%
Cash costs per silver ounce produced (ii)
$
(31.69
)
$
(66.95
)
(53)%
$
(35.71
)
$
(52.52
)
(32)%
Co-product cash costs per gold ounce produced (ii)
$
307

$
416

(26)%
$
352

$
434

(19)%
Co-product cash costs per silver ounce produced (ii)
$
3.20

$
4.58

(30)%
$
3.23

$
4.81

(33)%
Co-product cash costs per pound of copper produced (ii)
$
1.41

$
1.59

(11)%
$
1.52

$
1.71

(11)%
 
 
 
 
 
 
 
Ore mined (tonnes)
5,388,684

5,449,798

(1)%
13,818,088

14,178,447

(3)%
Ore processed (tonnes)
5,215,213

5,440,264

(4)%
14,475,375

15,319,507

(6)%
 
 
 
 
 
 
 
Gold feed grade (g/t)
0.34

0.28

22%
0.31

0.27

15%
Copper feed grade (%)
0.36

0.39

(7)%
0.37

0.36

3%
Concentrate grade - gold (g/t)
15.75

12.95

22%
15.27

13.37

14%
Concentrate grade - copper (%)
24.34

24.85

(2)%
24.86

24.57

1%
 
 
 
 
 
 
 
Gold recovery rate (%)
56.1

59.3

(5)%
58.0

59.4

(2)%
Copper recovery rate (%)
81.0

81.2

—%
80.5

80.3

—%
 
 
 
 
 
 
 
Sales (iii)
 
 
 
 
 
 
Concentrate (tonnes)
55,460

70,288

(21)%
166,252

175,044

(5)%
Payable ounces contained in concentrate
 
 
 
 
 
 
   Payable gold contained in concentrate (ounces)
31,138

26,284

18%
80,323

66,242

21%
   Payable silver contained in concentrate (ounces)
54,072

42,258

28%
144,219

86,065

68%
   Payable copper contained in concentrate (millions of pounds)
29.1

35.7

(18)%
87.4

89.7

(3)%
 
 
 
 
 
 
 
Depletion, depreciation and amortization
 
 
 
 
 
 
Per gold ounces sold
$
82

$
103

(20)%
$
107

$
118

(9)%
Per silver ounces sold
$
1.09

$
1.53

(29)%
$
1.47

$
1.87

(21)%
Per copper pound sold
$
0.17

$
0.26

(35)%
$
0.24

$
0.29

(17)%
______________________________
(i)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.
(ii)
Quantities sold include quantity adjustment on provisional and final invoice settlements.


Chapada continued to deliver on expectations in the third quarter of 2015, following a strong first half. Gold production continued sequential quarter-over-quarter increases in 2015, exceeding targets and was higher compared to the third quarter of 2014. Gold and silver production are expected to further increase in the fourth quarter with copper production expected to be in line with the third quarter of 2015.

Higher gold production, compared to the third quarter of 2014 and to the second quarter of 2015, was due to planned higher gold feed grades partially offset by lower recoveries. Payable ounces of gold also increased due to higher ore grade. Lower copper

19


production compared to the third quarter of 2014 was due to planned lower copper feed grades and lower throughput. Silver production was in line with the second quarter of 2015 and lower compared to the third quarter of 2014.

Throughput at Chapada increased compared to the second quarter of 2015 due to more efficient flow of material through the crushers, partly offset by the unplanned maintenance to a feeder. As a result of increased throughput, Chapada produced approximately 6,200 dry metric tonnes of concentrate inventory in excess of plan. Due to the fixed schedule of shipments versus the aforementioned increased production, inventory levels increased during the third quarter, which will be sold during the fourth quarter. The approximate market value at the end of the period, related to the increased inventory that was not sold, was $9.3 million. Efforts to further improve operational performance continue at the site, with targets to increase recoveries and throughput in addition to the implementation of cost improvement initiatives.

Cash costs were impacted by a 9% decline in the realized price of copper and lower sales volume, resulting in a lower by-product credit for the third quarter of 2015 compared to the third quarter of 2014. Lower co-product cash costs for gold compared to the third quarter of 2014 were due to increased production and the depreciation of the Brazilian Real. Co-product cash costs for copper were lower compared to the third quarter of 2014 due to the depreciation of the Brazilian Real.

In the absence of the foreign exchange hedges, the third quarter co-product cash costs would have improved by $51 per gold ounce and by $0.20 per copper pound, or $19 per gold ounce and $0.07 per copper pound in the comparative period. Cash costs and AISC, net of by-product credits, for the third quarter would have improved by $260 per gold ounce and $110 per gold ounce for the comparative period. The average exchange rate for the quarter and the first nine months of 2015 was 3.54 and 3.17 Reais per US Dollar, respectively. This compares to an after-hedge realized rate of 3.00 and 2.82 Reais per US Dollar for Chapada, which had a unfavourable impact on cash costs. Should the exchange rate remain at the 3.95 Reais per US Dollar level observed at the end of the quarter, the Company will continue to benefit from a lower costing structure, partially offset by the remaining hedges in place. Starting in 2016, the Company will begin to fully benefit from the expected weaker foreign currency resulting in a lower cash cost for both gold and copper.

The Company periodically uses forward contracts to economically hedge against the risk of declining copper prices for a portion of Chapada's forecast copper concentrate sales. Settlements for the period are reflected on the effective realized copper price of $2.85 and $2.88 per pound as compared to average market copper prices of $2.39 and $2.59 per pound, for the three and nine months ended September 30, 2015, respectively. During the third quarter the Company bought back 18 million pounds of fourth quarter copper contracts that were previously entered into with a contract price of $3.00 per pound. Upon the closeout of these contracts the Company received proceeds of $12.4 million.

In the third quarter of 2015, Chapada produced 32,029 ounces of gold and 69,067 ounces of silver compared to 28,847 ounces of gold and 83,769 ounces of silver for the same quarter of 2014. Co-product cash costs were $307 per ounce of gold and $3.20 per ounce of silver in the third quarter, compared to $416 per ounce of gold and $4.58 per ounce of silver in the same quarter of 2014.

Copper production was 34.0 million pounds in the third quarter of 2015, compared to production of 38.0 million pounds of copper for the same quarter of 2014. Co-product cash costs for copper were $1.41 per pound in the third quarter compared to $1.59 per pound for the same quarter of 2014.

Chapada produced 84,561 ounces of gold and 203,987 ounces of silver in the first nine months of 2015, compared to 78,177 ounces of gold and 223,645 ounces of silver in the same period of 2014. Co-product cash costs were $352 per ounce of gold and $3.23 per ounce of silver in the first nine months of 2015, compared to $434 per ounce of gold and $4.81 per ounce of silver in the same period of 2014.
 
Copper production was 94.4 million pounds in the first nine months of 2015, compared to production of 98.5 million pounds of copper for the same period of 2014. Co-product cash costs for copper were $1.52 per pound in the first nine months of 2015, compared to $1.71 per pound for the same period of 2014.


20


EL PEÑÓN, CHILE
 
For the three months ended September 30,
For the nine months ended September 30,
Operating Statistics
2015

2014

 
2015

2014

 
Production
 

 

 
 
 
 
Gold production (ounces)
51,983

70,111

(26)%
167,914

205,506

(18)%
Silver production (ounces)
1,914,356

2,349,577

(19)%
6,108,532

6,188,184

(1)%
 
 
 

 
 
 
Co-product cash costs per gold ounce produced (i)
$
676

$
567

19%
$
648

$
548

18%
Co-product cash costs per silver ounce produced (i)
$
8.39

$
7.30

15%
$
8.13

$
7.86

3%
 
 
 

 
 
 
Ore mined (tonnes)
265,966

389,115

(32)%
881,145

1,129,158

(22)%
Ore processed (tonnes)
331,793

375,507

(12)%
1,075,049

1,093,663

(2)%
 
 
 

 
 
 
Gold feed grade (g/t)
5.15

6.19

(17)%
5.21

6.26

(17)%
Silver feed grade (g/t)
203.97

227.73

(10)%
203.01

210.59

(4)%
 
 
 

 
 
 
Gold recovery rate (%)
94.2

93.7

1%
93.3

93.5

—%
Silver recovery rate (%)
87.5

85.2

3%
87.2

83.5

4%
 
 
 

 
 
 
Sales
 
 

 
 
 
Gold (ounces)
52,633

67,775

(22)%
168,045

201,385

(17)%
Silver (ounces)
1,970,069

2,201,354

(11)%
6,130,827

5,968,393

3%
 
 
 

 
 
 
Depletion, depreciation and amortization
 
 
 
 
 
 
Per gold ounce sold
$
396

$
356

11%
$
405

$
367

10%
Per silver ounce sold
$
5.26

$
5.39

(2)%
$
5.51

$
5.65

(2)%
______________________________
(i)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.


Mining at El Peñón in the third quarter of 2015 continued to transition from the periphery areas of Bonanza, where grades have been more erratic, into other vein structures, the result of which was anticipated lower production in the third quarter. Production is expected to increase in the fourth quarter and to be consistent with, or above, the levels established in the first quarter of the year. Fourth quarter production levels are expected to become the normalized average quarterly production for 2016. The fourth quarter increase is expected from planned production contribution from higher grade areas in both the north and south mines. Operations were not impacted by the earthquake that occurred in central Chile during the third quarter. Gold and silver feed grades increased in the third quarter compared to the second quarter of 2015, and are anticipated to increase further in the fourth quarter. The Company continues to expect better overall production and costs for the second half of 2015.

At El Peñón, gold and silver production were lower compared to the third quarter of 2014, mostly as a result of lower gold and silver grades partially offset by higher recoveries. Higher costs during the quarter compared to the third quarter of 2014 were due to the relative increase in ore development due to mining of fringe areas at a lower grade compared to the third quarter of 2014. Costs are expected to be lower in the second half of the year mostly due to operational improvements initiated in the first half of the year. This is evidenced by an improving month-over-month cost trend resulting in cash costs of $624 per ounce of gold for the month of September, the lowest in the third quarter.

In the third quarter of 2015, El Peñón produced 51,983 ounces of gold and 1.9 million ounces of silver, compared to 70,111 ounces of gold and 2.3 million ounces of silver for the same quarter of 2014. Cash costs were $676 per ounce of gold and $8.39 per ounce of silver in the third quarter of 2015, compared to $567 per ounce of gold and $7.30 per ounce of silver in the same quarter of 2014.

El Peñón produced 167,914 ounces of gold and 6.1 million ounces of silver in the first nine months of 2015, compared to 205,506 ounces of gold and 6.2 million ounces of silver in the same period of 2014. Cash costs were $648 per ounce of gold and $8.13 per ounce of silver in the first nine months of 2015, compared to $548 per ounce of gold and $7.86 per ounce of silver in the same period of 2014.


21


CANADIAN MALARTIC (50% interest), CANADA
 
For the three months ended September 30,
For the nine months ended September 30,
 
Operating Statistics (i)
2015

2014

 
2015

2014

 
Production
 
 
 
 
 
 
Gold production (ounces)
76,603

64,761

18%
212,937

76,639

178
 %
 
 
 
 
 
 
 
Co-product cash costs per gold ounce produced (ii)
$
544

$
735

(26)%
$
593

$
717

(17
)%
 
 
 
 
 
 
 
Ore mined (tonnes)
2,624,657

2,461,087

7%
7,838,402

2,827,873

177
 %
Ore processed (tonnes)
2,470,342

2,416,797

2%
7,116,897

2,814,609

153
 %
 
 
 
 
 
 
 
Gold feed grade (g/t)
1.08

0.94

15%
1.04

0.95

9
 %
Gold recovery rate (%)
89.0

89.0

—%
89.1

89.2

 %
 
 
 
 
 
 
 
Sales
 
 
 
 
 
 
Gold sales (ounces)
76,620

63,684

20%
211,687

79,987

165
 %
 
 
 
 
 
 
 
Depletion, depreciation and amortization
 
 
 
 
 
 
Per gold ounce sold
$
362

$
387

(6)%
$
379

$
372

2
 %
______________________
(i)
Canadian Malartic acquisition closed June 16, 2014.
(ii)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis.


Canadian Malartic continues to operate at levels that are in line with, or above target, and production in the third quarter of 2015 achieved a fifth consecutive quarterly record of 76,603 ounces of gold on a 50%-basis.

Third quarter production exceeded the second quarter of 2015 and the third quarter of 2014 by 12% and 18%, and was the result of planned higher grades, recoveries and record throughput. Grade for the reminder of the year and into 2016 is expected to remain at the same levels of 2015. Throughput in the third quarter reached a new record and was slightly higher than the planned average of 53,000 tonnes per day for the second half of 2015, due to improved crusher operating time. Cash costs in the third quarter were significantly lower than the second quarter of 2015 and the third quarter of 2014. Cash costs were positively impacted by increased production at higher grades and lower production costs in all sectors as well as the depreciation of the Canadian Dollar.

The Company and its partner continue to pursue opportunities to optimize the operations and generate further value from this cornerstone asset. Some of the recent initiatives include improvements to the SAG mill and crusher liners in an attempt to reduce the number of scheduled shutdowns, improvements to the crusher availability, acquiring additional equipment, among others.

In the third quarter of 2015, Canadian Malartic produced 76,603 ounces of gold on a 50%-basis, compared to 68,440 ounces of gold in the second quarter of 2015. Cash costs were $544 per ounce of gold in the third quarter, compared to $609 per ounce in the second quarter of 2015.

Canadian Malartic produced 212,937 ounces of gold on a 50%-basis at cash costs of $593 per ounce in the first nine months of 2015.


22


GUALCAMAYO, ARGENTINA
 
For the three months ended September 30,
For the nine months ended September 30,
Operating Statistics
2015

2014

 
2015

2014

 
Production
 
 
 
 
 
 
Gold production (ounces)
44,076

43,060

2%
127,811

134,404

(5)%
 
 
 

 
 
 
Co-product cash costs per gold ounce produced (i)
$
892

$
867

3%
$
820

$
765

7%
 
 
 

 
 
 
Ore mined (tonnes)
1,939,607

1,471,610

32%
5,531,976

4,794,686

15%
Ore processed (tonnes)
1,886,053

1,440,285

31%
5,385,009

4,781,836

13%
 
 
 

 
 
 
Gold feed grade (g/t)
1.06

1.43

(26)%
1.26

1.51

(17)%
Gold recovery rate (%)
68.3

73.5

(7)%
58.7

69.1

(15)%
 
 
 

 
 
 
Sales
 
 

 
 
 
Gold sales (ounces)
41,902

40,124

4%
124,839

132,495

(6)%
 
 
 

 
 
 
Depletion, depreciation and amortization
 
 
 
 
 
 
Per gold ounce sold
$
404

$
433

(7)%
$
325

$
683

(52)%
______________________________
(i)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.


Production was in line with target at Gualcamayo for the third quarter of 2015, increasing 17% from the second quarter as recoveries and throughput improved. Production is expected to increase further in the fourth quarter, having a positive impact on cash costs and underpinning annual expectations.

At Gualcamayo, production was slightly higher than the third quarter of 2014 as improved recoveries of inventories in the heap leach pad offset the overall lower gold grades mined and fed, in line with the mining sequence.  Gold grades in the quarter were consistent with the mine plan as the open pit transitioned to a new phase starting with lower grades partially offset by a 45% higher contribution from the underground mine compared to the previous quarter.  Higher cash costs compared to the third quarter of 2014 were the result of lower grades partially offset by the depreciation of the Argentinian Peso.
 
The expansion of the Adsorption and Desorption plant is now complete and is expected to further increase production beginning in the fourth quarter of 2015. Further optimizations on production and increasing operating cash flows are expected in the fourth quarter. While most of the initiatives implemented in the last months have been related to reductions in expenditures including halting non-critical underground mine development, prioritizing capital investment and headcount reductions having a favourable impact to AISC, resources are now focused on increasing production over plan and sustaining 2014 annual production levels.

During the third quarter, the Company completed the initial technical and financial analysis of the Deep Carbonates project. The Deep Carbonates project is a potential large scale, bulk tonnage underground operation beneath the current QDD pit limits. The results of this analysis support a viable project with recoverable gold currently estimated at more than 1.1 million ounces. As part of the ongoing work, the Company is considering a number of mining method alternatives to improve the capital spend profile and to de-risk the project. The mineralization is open in almost every direction, and continued exploration is expected to further improve project economics. The results to date and the ongoing work are expected to support a decision in 2016 to advance the project to the pre-feasibility stage.

In the third quarter of 2015, Gualcamayo produced 44,076 ounces of gold, compared to 43,060 ounces of gold in the same quarter of 2014. Cash costs were $892 per ounce of gold in the third quarter of 2015, compared to $867 per ounce of gold in the third quarter of 2014.

Gualcamayo produced 127,811 ounces of gold in the first nine months of 2015, compared to 134,404 ounces of gold in the same period of 2014. Cash costs were $820 per ounce of gold in the first nine months of 2015, compared to $765 per ounce of gold in the same period of 2014.

23



MERCEDES, MEXICO
 
For the three months ended September 30,
For the nine months ended September 30,
Operating Statistics
2015

2014

 
2015

2014

 
Production
 
 
 
 
 
 
Gold production (ounces)
20,155

28,459

(29)%
63,731

74,847

(15)%
Silver production (ounces)
88,456

103,642

(15)%
280,827

290,741

(3)%
 
 
 

 
 
 
Co-product cash costs per gold ounce produced (i)
$
865

$
671

29%
$
899

$
703

28%
Co-product cash costs per silver ounce produced (i)
$
8.00

$
11.02

(27)%
$
8.28

$
10.82

(23)%
 
 
 

 
 
 
Ore mined (tonnes)
151,090

168,260

(10)%
385,448

496,523

(22)%
Ore processed (tonnes)
187,056

176,310

6%
542,962

503,424

8%
 
 
 

 
 
 
Gold feed grade (g/t)
3.64

5.30

(31)%
3.94

4.92

(20)%
Silver feed grade (g/t)
39.43

54.91

(28)%
43.32

57.77

(25)%
 
 
 

 
 
 
Gold recovery rate (%)
92.6

94.8

(2)%
93.0

94.5

(2)%
Silver recovery rate (%)
37.6

33.3

13%
37.3

31.2

20%
 
 
 

 
 
 
Sales
 
 

 
 
 
Gold (ounces)
20,920

25,571

(18)%
64,884

72,360

(10)%
Silver (ounces)
89,757

93,960

(4)%
285,207

282,135

1%
 
 
 

 
 
 
Depletion, depreciation and amortization
 
 
 
 
 
 
Per gold ounce sold
$
404

$
385

5%
$
421

$
412

2%
Per silver ounce sold
$
5.41

$
5.58

(3)%
$
5.76

$
6.28

(8)%
______________________________
(i)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.


At Mercedes, the Company continued to advance measures to improve dilution control and the mine's cost structure in the third quarter. Increased gold and silver production at lower costs for the third quarter of 2015 compared to the second quarter resulted from higher feed grades and recoveries as well as the implementation of cost reduction initiatives. In addition, gold and silver cash costs in the third quarter benefited from local currency depreciation as hedges dominated in Mexican Pesos expired in the second quarter of 2015. The Company expects gold and silver production to further increase in the fourth quarter as efforts to improve dilution control continue.

At Mercedes, the Company is undergoing initiatives to transition some mining areas from bulk mining to a more selective mining method, in addition to optimizing drilling accuracy and improving drilling and blasting practices. Additionally, higher production at lower costs continues to demonstrate advancement of the Company's plan for improvement at the operation and the focus on producing ounces at lower costs. This is evidenced by an improving cost trend resulting in cash costs of $768 per ounce of gold for the month of September, the lowest in 2015. Mining productivity from higher grade veins such as Lagunas and Barrancas is increasing as per the mining plan and is continuing to deliver according to the model. Higher production, in addition to several cost reduction initiatives initiated during the year, are expected to have a positive impact on cash costs in the near-term.

In the third quarter of 2015, Mercedes produced 20,155 ounces of gold and 88,456 ounces of silver, compared to 28,459 ounces of gold and 103,642 ounces of silver in the same quarter of 2014. Third quarter gold and silver production exceeded the second quarter by 4% and 12%, respectively. Cash costs were $865 per ounce of gold and $8.00 per ounce of silver in the third quarter of 2015, compared to $671 per ounce of gold and $11.02 per ounce of silver in the same quarter of 2014. Third quarter cash costs for gold and silver production were 15% and 21% lower than the second quarter, respectively.

Mercedes produced 63,731 ounces of gold and 280,827 ounces of silver in the first nine months of 2015, compared to 74,847 ounces of gold and 290,741 ounces of silver in the same period of 2014. Cash costs were $899 per ounce of gold and $8.28 per ounce of silver in the first nine months of 2015, compared to $703 per ounce of gold and $10.82 per ounce of silver in the same period of 2014.


24


MINERA FLORIDA, CHILE
 
For the three months ended September 30,
For the nine months ended September 30,
Operating Statistics
2015

2014

 
2015

2014

 
Production
 
 
 
 
 
 
Gold production (ounces)
28,989

22,402

29%
83,400

72,123

16%
Silver production (ounces)
124,865

409,676

(70)%
458,354

790,915

(42)%
 
 
 

 
 
 
Co-product cash costs per gold ounce produced (i)
$
710

$
745

(5)%
$
727

$
695

5%
Co-product cash costs per silver ounce produced (i)
$
12.86

$
3.56

261%
$
10.33

$
5.54

86%
 
 
 

 
 
 
Ore mined (tonnes)
220,053

208,139

6%
637,192

623,972

2%
Ore processed (tonnes)
462,319

437,202

6%
1,383,200

1,290,460

7%
 
 
 

 
 
 
Gold feed grade (g/t)
2.41

1.99

21%
2.30

2.18

6%
Silver feed grade (g/t)
14.45

45.59

(68)%
17.96

32.28

(44)%
 
 
 

 
 
 
Gold recovery rate (%)
80.9

80.1

1%
81.1

79.9

2%
Silver recovery rate (%)
52.2

63.9

(18)%
56.8

59.1

(4)%
 
 
 

 
 
 
Sales
 
 

 
 
 
Gold (ounces)
28,659

22,516

27%
83,015

71,246

17%
Silver (ounces)
133,850

352,660

(62)%
457,309

770,123

(41)%
 
 
 

 
 
 
Depletion, depreciation and amortization
 
 
 
 
 
 
Per gold ounce sold
$
503

$
603

(17)%
$
524

$
636

(18)%
Per silver ounce sold
$
6.73

$
9.28

(27)%
$
7.15

$
9.88

(28)%
_____________________________
(i)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.


Minera Florida continued to deliver on expectations with a strong third quarter, following a strong first half of 2015, as production continues to track above target. Operations were not impacted by the earthquake that occurred in central Chile during the third quarter. For the fourth quarter, production for gold is expected to be in line with the quarterly average in 2015 and higher for silver.

At Minera Florida, 29% higher gold production at lower cash costs compared to third quarter of 2014 was the result of increased gold grades and throughput. Increase in gold grade also contributed to the 10% increase in gold production, compared to the second quarter of 2015. Silver production was lower compared to the third quarter of 2014 with lower planned silver grades as mining continued in lower silver grade areas. Silver cash costs were impacted by lower silver grades and recoveries partially offset by higher throughput.

In the third quarter of 2015, Minera Florida produced 28,989 ounces of gold and 124,865 ounces of silver, compared to 22,402 ounces of gold and 409,676 ounces of silver in the same quarter of 2014. Cash costs were $710 per ounce of gold and $12.86 per ounce of silver in the third quarter of 2015, compared to $745 per ounce of gold and $3.56 per ounce of silver in the same quarter of 2014.

Minera Florida produced 83,400 ounces of gold and 458,354 ounces of silver in the first nine months of 2015, compared to 72,123 ounces of gold and 790,915 ounces of silver in the same period of 2014. Cash costs were $727 per ounce of gold and $10.33 per ounce of silver in the first nine months of 2015, compared to $695 per ounce of gold and $5.54 per ounce of silver in the same period of 2014.


25


JACOBINA, BRAZIL
 
For the three months ended September 30,
For the nine months ended September 30,
Operating Statistics
2015

2014

 
2015

2014

 
Production
 
 
 
 
 
 
Gold production (ounces)
28,080

21,112

33%
67,988

54,741

24%
 
 
 
 
 
 
 
Co-product cash costs per gold ounce produced (i)
$
712

$
981

(27)%
$
864

$
1,123

(23)%
 
 
 
 
 
 
 
Ore mined (tonnes)
372,511

367,957

1%
1,087,724

1,067,887

2%
Ore processed (tonnes)
357,686

372,243

(4)%
1,072,267

1,063,044

1%
 
 
 
 
 
 
 
Gold feed grade (g/t)
2.59

1.89

37%
2.10

1.74

21%
Gold recovery rate (%)
94.2

93.6

1%
94.1

92.0

2%
 
 
 
 
 
 
 
Sales
 
 
 
 
 
 
Gold Sales (ounces)
27,287

19,396

41%
68,576

53,046

29%
 
 
 
 
 
 
 
Depletion, depreciation and amortization
 
 
 
 
 
 
Per gold ounce sold
$
190

$
486

(61)%
$
296

$
536

(45)%
______________
(i)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.


Operational performance at Jacobina was consistent with plan during the third quarter of 2015, with significant improvements in production and cash costs compared to the first half of 2015. Higher production and lower cash costs in the quarter were the result of higher grades, which were consistent with expectations and averaged 2.59 grams per tonne, an increase of 40% compared to the first half of 2015. Development into higher grade areas continues to advance. Production and grade levels observed in the third quarter are expected to continue in the fourth quarter and onwards.

At Jacobina, increased production at lower costs in the third quarter of 2015 compared to the third quarter of 2014 continues to demonstrate advancement of the Company's plan for improvement at the operation and the focus on producing more ounces at lower costs. Production in the third quarter increased compared to the third quarter of 2014 and the second quarter of 2015 by 33% and 32%, respectively, resulting from higher feed grade partially offset by lower throughput. Cash costs in the quarter were lower compared to the third quarter of 2014 and the second quarter of 2015 by 27% for each period.

In the absence of the foreign exchange hedges, the third quarter AISC and cash costs would have improved by $124 per gold ounce, or by $49 per gold ounce in the comparative period. The expiry of the hedges in the fourth quarter will result in a lower cash cost for gold and will coincide with an improving production profile and cost structure. The average exchange rate for the quarter and the first nine months of 2015 was 3.54 and 3.17 Reais per US Dollar, respectively. This compares to an after-hedge realized rate of 2.94 and 2.78 Reais per US Dollar for Jacobina, which had an unfavourable impact on cash costs. Should the exchange rate remain at the 3.95 Reais per US Dollar level observed at the end of the quarter, the Company will continue to benefit from a lower costing structure, partially offset by the remaining hedges in place. Starting in 2016, the Company will begin to fully benefit from the expected weaker foreign currency.

In the third quarter of 2015, Jacobina produced 28,080 ounces of gold, compared to 21,112 ounces of gold in the same quarter of 2014. Cash costs were $712 per ounce of gold in the third quarter of 2015, compared to $981 per ounce of gold in the third quarter of 2014.

Jacobina produced 67,988 ounces of gold in the first nine months of 2015, compared to 54,741 ounces of gold in the same period of 2014. Cash costs were $864 per ounce of gold in the first nine months of 2015, compared to $1,123 per ounce of gold in the same period of 2014.

BRIO GOLD, BRAZIL

26


 
For the three months ended September 30,
For the nine months ended September 30,
Operating Statistics
2015

2014

 
2015

2014

 
Production
 
 
 
 
 
 
Gold production from Brio Gold mines (i)
38,430

16,605

131%
104,819

44,475

136%
Gold production from Commissioning Brio Gold mines (ii)

23,722

(100)%

61,718

(100)%
Total production from Brio Gold mines
38,430

40,327

(5)%
104,819

106,193

(1)%
Cash costs per ounce of gold produced (iii)
$
658

$
844

(22)%
$
746

$
907

(18)%
______________________________
(i)
Includes Fazenda Brasileiro, Pilar and C1 Santa Luz.
(ii)
Commissioning at Pilar was completed as of September 30, 2014. C1 Santa Luz is on care and maintenance.
(iii)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.


In the third quarter of 2015, Brio Gold produced a total of 38,430 ounces of gold, compared to 40,327 ounces of gold in the same quarter of 2014, which included areas of production from the C1 Santa Luz mine which is now under care and maintenance. Cash costs were $658 per ounce of gold in the third quarter of 2015, compared to $844 per ounce of gold in the third quarter of 2014.

Brio Gold produced 104,819 ounces of gold in the first nine months of 2015, compared to 106,193 ounces of gold in the same period of 2014. Cash costs were $746 per ounce of gold in the first nine months of 2015, compared to $907 per ounce of gold in the same period of 2014.

PILAR, BRAZIL
 
For the three months ended September 30,
For the nine months ended September 30,
Operating Statistics
2015
2014
 
2015
2014
 
Production
 
 
 
 
 
 
Gold production (ounces) (i)
21,468

16,486

30%
61,858

41,333

50%
 
 
 

 
 
 
Co-product cash costs per gold ounce produced (ii)
$
648

$

—%
$
742

$

—%
 
 
 

 
 
 
Ore mined (tonnes)
277,019

226,154

22%
800,414

593,507

35%
Ore processed (tonnes)
281,788

283,559

(1)%
855,066

833,423

3%
 
 
 

 
 
 
Gold feed grade (g/t)
2.51

1.89

33%
2.40

1.69

42%
Gold recovery rate (%)
94.3

95.5

(1)%
93.7

91.3

3%
 
 
 

 
 
 
Sales
 
 

 
 
 
Gold Sales (ounces)
21,588


—%
60,507


—%
 
 
 

 
 
 
Depletion, depreciation and amortization
 
 
 
 
 
 
Per gold ounce sold
$
466

$

—%
$
268

$

—%
______________
(i)
Comparative includes commissioning production as commissioning at Pilar was completed as of September 30, 2014.
(ii)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.


At Pilar, production continued to average approximately 7,000 ounces per month in the third quarter with total production slightly higher compared to the second quarter of 2015. Higher production was the result of increased feed grade as well as the contribution of production from Maria Lazarus, partially offset by lower throughput. Maria Lazarus commenced production in August of 2015 and is expected to contribute, at full production, approximately 25,000 ounces of gold per year. Cash costs continued to improve quarter-over-quarter and were approximately 14% lower than the second quarter of 2015.

In the third quarter of 2015, Pilar produced a total of 21,468 ounces of gold, compared to 16,486 ounces of gold in the same quarter of 2014. Cash costs were $648 per ounce of gold in the third quarter of 2015.


27


Pilar produced 61,858 ounces of gold in the first nine months of 2015, compared to 41,333 ounces of gold in the same period of 2014. Cash costs were $742 per ounce of gold in the first nine months of 2015.

FAZENDA BRASILEIRO, BRAZIL
 
For the three months ended September 30,
For the nine months ended September 30,
Operating Statistics
2015
2014
 
2015
2014
 
Production
 
 
 
 
 
 
Gold production (ounces)
16,963

16,605

2%
42,961

44,475

(3)%
 
 
 
 
 
 
 
Co-product cash costs per gold ounce produced (i)
$
670

$
844

(21)%
$
751

$
912

(18)%
 
 
 
 
 
 
 
Ore mined (tonnes)
323,959

331,427

(2)%
892,648

862,731

3%
Ore processed (tonnes)
311,470

285,400

9%
861,629

828,838

4%
 
 
 

 
 
 
Gold feed grade (g/t)
1.94

2.05

(5)%
1.82

1.89

(4)%
Gold recovery rate (%)
87.5

88.3

(1)%
85.4

88.7

(4)%
 
 
 

 
 
 
Sales
 
 

 
 
 
Gold Sales (ounces)
17,111

16,331

5%
44,331

45,167

(2)%
 
 
 

 
 
 
Depletion, depreciation and amortization
 
 
 
 
 
 
Per gold ounce sold
$
473

$
337

40%
$
483

$
318

52%
______________
(i)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.


At Fazenda Brasileiro, production and costs continued to improve quarter-over-quarter with production increasing approximately 21% and costs decreasing approximately 16% compared to the second quarter of 2015. Improved production and costs in the quarter were the result of higher throughput, grade and recoveries from the previous quarter of 2015.

In the third quarter of 2015, Fazenda Brasileiro produced a total of 16,963 ounces of gold, compared to 16,605 ounces of gold in the same quarter of 2014. Cash costs were $670 per ounce of gold in the third quarter, compared to $844 per ounce of gold in the third quarter of 2014.

Fazenda Brasileiro produced 42,961 ounces of gold in the first nine months of 2015, compared to 44,475 ounces of gold in the same period of 2014. Cash costs were $751 per ounce of gold in the first nine months of 2015, compared to $912 per ounce of gold in the same period of 2014.

C1 SANTA LUZ, BRAZIL

In the third quarter, the modified process flowsheet was identified and a five month detailed metallurgical testwork program was completed. The results of the work were incorporated into a Preliminary Economic Assessment (“PEA”), which included an updated mine design and production schedule based on a new resource in connection with current operating cost estimates and recovery parameters. The modified process flowsheet allows for the processing of the carbonaceous minerals at C1 Santa Luz and the overall weighted average recoveries is expected to be approximately 83.7%.

Further detailed metallurgical testwork, in order to optimize the modified process flowsheet, as well as a drilling program primarily focused on upgrading the current resource to reserves, is currently underway and is expected to continue through to the end of 2015. The results of this work will be included in a pre-feasibility study expected to be completed in the second quarter of 2016. Detailed engineering and construction is planned to be completed by mid-2016 with commissioning to commence in the third quarter of 2016.

This work is being directed by Brio Gold’s management in consultation with the Company's technical services group.

Total capital spending at C1 Santa Luz is currently expected to be approximately $47.9 million for the remainder of 2015 and full year of 2016. This includes capital cost for the plant modifications of approximately $32.6 million.

28



Once operations resume, C1 Santa Luz is targeted to produce approximately 100,000 ounces of gold annually, which would bring the total Brio production to 240,000 ounces of gold per annum.

OTHER MINES

ALUMBRERA (12.5% interest), ARGENTINA

In the third quarter of 2015, Alumbrera produced 5,552 ounces of gold, compared to 7,520 ounces of gold in the same quarter of 2014. Cash costs were $617 per ounce of gold in the third quarter on a co-product basis, compared to $412 per ounce of gold in the third quarter of 2014.

Alumbrera produced 15,969 ounces of gold in the nine months of 2015, compared to 25,946 ounces of gold in the same period of 2014. Cash costs were $613 per ounce of gold in the first nine months of 2015 on a co-product basis, compared to $366 per ounce of gold in the same period of 2014.



29


7.    CONSTRUCTION, DEVELOPMENT AND EXPLORATION
 
CONSTRUCTION AND DEVELOPMENT

The following summary highlights key updates from the development projects of the Company since June 30, 2015.

Cerro Moro, Argentina

The Company previously announced the formal decision to proceed with the construction of Cerro Moro and provided updated project parameters with the announcement of year end 2014 results. During the third quarter, detailed engineering continued for the 1,000 tonnes per day processing plant and mine. Notable advancements in the quarter included improvements to the access road, conclusion of the locked-cycle metallurgical tests, the placement of orders on various long-lead time items such as the tailings thickeners and the continuation of the first stage of the construction camp.

The Company remains committed to advancing the project in a prudent manner and decided to de-risk project ramp-up by advancing the underground mining ahead of the original schedule.   Project capital expenditures are expected to be approximately $25 million for 2015 comprised of costs related to detailed engineering and pre-development.  The expenditures for 2016 are expected to be $56 million.  Including these expenditures, the Company expects its expansionary capital to not exceed the levels observed in 2015. The development timetable has been adjusted to accommodate the aforementioned works and now reflects a capital schedule which maximizes cash preservation in 2016. Simultaneously, this allows for a more thorough evaluation of the economic factors in Argentina, including the impact of the currency in relation to the outcome of the presidential ballot in the November 2015 election.  Furthermore, this approach allows for further exploration drilling to take place to increase the size of the Cerro Moro mineral resources, in addition to improving the current mineral resource categorization.  Production is expected to commence in the first quarter of 2018.

The Cerro Moro project contains a number of high grade epithermal gold and silver deposits, some of which will be mined via open pit and some via underground mining. The feasibility study is based on annual production in the first three years of 135,000 ounces of gold and 6.7 million ounces of silver, with annual production averaging approximately 102,000 ounces of gold and 5 million ounces of silver over an initial 8 year mine life at a throughput of 1,000 tonnes per day. The concentrator will consist of a standard crushing, grinding and flotation circuit with a counter current decantation and a Merrill Crowe circuit included.

The Company believes that the Cerro Moro project offers significant opportunities for the conversion of mineral resources into mineral reserves and for further discoveries on the property. This will serve to significantly improve the returns and value from this high grade project.

Agua Rica, Argentina

Agua Rica is a low cost, large scale porphyry copper, molybdenum, gold and silver deposit located in the province of Catamarca, Argentina with proven and probable mineral reserves of approximately 10 billion pounds of copper and 6.5 million ounces of gold contained in approximately 910 million tonnes at copper and gold grades of 0.49% and 0.22 grams per tonne respectively.

In the third quarter, the Company continued to evaluate multiple alternatives to unlock the significant value inherent in Agua Rica and this program is expected to continue into 2016. In addition, exploration activities at the Cerro Atajo prospect, which was included in the Definitive Agreement signed with the provincial Government of Catamarca, Argentina (the "Government”), represented by the provincial mining company Catamarca Mineria y Energetica Sociedad del Estado (“CAMYEN”), advanced in the quarter.

The Cerro Atajo prospect lies 10 km east of Alumbrera and 25 km west of Agua Rica, a region in which both the Company and the Government have interests. The property is prospective for both high grade gold-copper-silver veins and large tonnage copper-gold porphyry mineralization. Cerro Atajo is centered on an intrusive complex within the same host rock as the nearby Alumbrera mine.


EXPLORATION

The Company continues to consider exploration to be a key to unlocking and creating further value for shareholders at existing operations. The 2015 exploration program focuses on finding higher quality ounces, being those ounces with the greatest potential to most quickly generate cash flow, and on infill drilling to do the work necessary to upgrade the existing inferred mineral resources.


30


The following is a summary of the exploration and evaluation expenditures for the current and comparative periods.
 
For the three months ended September 30,
 
For the nine months ended September 30,
 
(In millions of United States Dollars)
2015
2014
2015
2014
Exploration and evaluation capitalized (i)
$
20.3

$
18.0

$
46.5

$
48.6

Exploration and evaluation expensed (ii)
6.6

5.2

16.1

14.1

Total exploration and evaluation expenditures
$
26.9

$
23.2

$
62.6

$
62.7

______________________________
(i)
Capitalized exploration and evaluation costs are reflected in the Consolidated Balance Sheet's property, plant and equipment as part of the additions to mining property costs not subject to depreciation for near-mine exploration and tangible exploration and evaluation assets with probable future economic benefits.
(ii)
Expensed exploration and evaluation costs are reported in the Consolidated Statements of Operations.


The following summary highlights the areas of focus for the 2015 exploration program and provides key updates from the third quarter of 2015.

Monument Bay, Canada

In June 2015, as part of the Mega Precious Metals Inc. acquisition, the Company acquired the Monument Bay property, which is located in Manitoba, approximately 570 kilometres northeast of Winnipeg, and consists of 136 contiguous claims totaling 338,000 square kilometres. The Twin Lakes deposit contains the majority of the gold and tungsten mineralization found on the property to date. The deposit occurs within the Archean North Caribou Terrane along and adjacent to the Stull-Wunnumin structural break. The large mineral resource base provides opportunities for future mineral resource growth through the potential expansion of the existing measured and indicated mineral resource base of 2.2 million ounces of gold in 46.9 million tonnes at an average grade of 1.43 grams per tonne.

Core drilling was re-initiated in September, with a total of approximately 1,000 metres of core (NQ) completed in five holes. The new holes were all focused on expanding or infilling zones of near surface high grade mineralization. Each hole encountered strong evidence of gold/tungsten mineralization with all assays pending. Additionally, approximately 2,100 metres of core were re-evaluated in the old core assay program and over 1,000 samples were collected for assay.

Chapada, Brazil

The 2015 exploration program at Chapada is focused on further testing of the Sucupira and Santa Cruz targets that were discovered in 2014, and on mineral resource infill drilling of select areas at Corpo Sul. The Company expects to complete 10,000 metres of exploration drilling and 12,000 metres of infill drilling over the course of 2015.

During the third quarter, Sucupira was defined as a 1.8 kilometre extension of the Cava Norte ore body and remains open to the southwest and to depth. The Sucupira mineral body is comprised of a high grade gold and copper cigar-shaped core surrounded by a broad, low grade halo. Exploration and limited infill drilling at Sucupira advanced in the third quarter with the focus on the delineation of new mineral resources along strike, testing the mineral body to the northeast and beginning a closer spaced drill pattern that will help to define mineral resources.

The infill drilling program at Cava Norte continued in the third quarter and completed 21 holes with the aim of upgrading mineral resources.

El Peñón, Chile

The 2015 exploration program at El Peñón is focused on exploring near mine targets, including the recently discovered Ventura vein, and on infill and limited definition drilling at the El Peñón, Fortuna and Pampa Augusta Victoria mine complexes. The Company expects to complete 30,000 metres of local and 36,000 metres of district exploration drilling, along with 117,000 metres of combined underground and surface infill drilling over the course of 2015. The drill program metres have increased due to extra funds made available during the quarter.


31


During the third quarter, infill drilling at the Ventura vein advanced with results continuing to support the economic potential of the target and the objective of upgrading the mineral resource. The El Peñón district exploration program continued in the quarter with drilling completed at the Laguna and Chiquilla Chica targets and results now being evaluated for economic potential.

Gualcamayo, Argentina

The 2015 exploration program at Gualcamayo is focused on discovering and extending near surface oxide mineral zones to both the east and west of current QDD Lower West ("QDDLW") underground operation limits, and on infill and expansion of the carbonate deposits that form the Southwest and parts of the Santiago mineral deposits in the Rodado target area.  The Company expects to complete a total of 17,000 metres of drilling over the course of 2015.

During the third quarter, underground based mineral resource expansion drilling continued with the objective of finding additional oxide ore at the east and west extensions of QDDLW. Significant oxide intercepts have been reported from QDDLW and samples have been sent to the laboratory for analysis and metallurgical testing. At the Las Vacas area, the geophysical campaign was completed during the third quarter and drilling of identified anomalies began late in the quarter.

Mercedes, Mexico

The 2015 exploration program at Mercedes is focused on mineral resource infill and extension drilling, completing limited ore definition drilling, and testing near mine and regional targets developed in prior exploration campaigns. The Company expects to complete approximately 39,000 metres of combined surface and underground drilling, an increase of 16,000 metres more than the program outlined in the second quarter.

During the third quarter, infill drilling advanced at Mercedes and results continue to support the reserve model with the most significant results returned from Casa Blanca.

Minera Florida, Chile

The 2015 exploration program at Minera Florida is focused on infill drilling to replace mineral resources that were previously upgraded to mineral reserves, testing new areas with the aim to discover a new high potential target, and delineation drilling to further improve the reliability of life-of-mine mineral reserves. The Company expects to complete 10,000 metres of infill drilling, 5,000 metres of exploration drilling and 2,000 metres of delineation drilling over the course of 2015.

During the third quarter, the underground infill program continued with Manda, Lisset, Lorena, Falla Hallazgo, Florencia, Mina Este and Polvorin returning positive results. The positive assay results at most infill targets continue support the objective of upgrading mineral resources and mineral reserve replacement.

Jacobina, Brazil

The 2015 exploration program at Jacobina is focused on extensive infill drilling with the aim to improve geologic knowledge and mineral continuity in support of mineral resource conversion and mineral reserve delineation.

During the third quarter, infill drilling continued at the Canavieras North and South, Morro do Vento and João Belo mines, with results continuing to support the higher grades in the mineral resource and mineral reserve models. Infilling drilling during the quarter returned above average grades and widths at all targets. Development activities to access the Canavieiras ore bodies supported by the infill programs began in the third quarter.

Cerro Moro, Argentina

The 2015 exploration program at Cerro Moro is focused on detailed mapping, outcrop and soil sampling, and targeted core drilling with the aim to discover a new high grade structure within the current property boundaries. The Company expects to complete 10,500 metres of drilling over the course of 2015.

During the quarter, exploration drilling continued to test the Gabriela Northwest, Michelle and Guillermina targets. Exploration drilling has intercepted broad intervals of continuous low grade gold and silver, and follow-up drilling is planned to test for the potential of higher grade veins within the structures. Results from condemnation drilling completed in June at the Escondida Central Dump area returned no anomalous values that could identify potential exploration targets.

Canadian Malartic Corporation, Canada

32



As 50-50 partners in the Canadian Malartic Corporation, Yamana and Agnico jointly explore the Kirkland Lake, Hammond Reef, Pandora, and the Wood-Pandora properties. The 2015 exploration programs include the following:

Pandora - continued drill testing of near surface and underground targets while concurrently constructing an exploration tunnel from the Lapa mine 101 level to the west for approximately 1 kilometre ("101-W") to facilitate additional subsurface drill testing;
Kirkland Lake - focused drill testing of the Upper Canada, AK and other surface targets;
Upper Beaver - an internal Preliminary Economic Assessment on the deposit; and
Canadian Malartic mine - limited drilling of the South Odyssey mineral body.

At Pandora, underground development on the 101-W exploration drift from the adjacent Lapa mine commenced in February 2015 and approximately 691 metres of development was completed by the end of the third quarter of 2015. For the full year, approximately 940 metres of development is planned. In mid-June 2015, underground drilling resumed from the 101-W exploration drift and approximately half of the proposed 2015 program (approximately 7,000 metres) was completed by the end of the third quarter. The focus of the current exploration program is to test for extensions to the Branch zone and C zone on the Pandora property.

During the third quarter, drilling at Kirkland Lake continued to add value as assays returned both high grade and broad low grade results. A review of an internal Preliminary Economic Assessment for Upper Beaver continued during the quarter and is expected to be completed by the end of the year. Compilation and limited exploration drilling is ongoing on the district land holdings.

At the end of the third quarter of 2015, 28 holes (24,537 metres) of drilling had been completed on the Odyssey zones. Drilling and data compilation will continue in the fourth quarter.

Brio Gold

The 2015 exploration program for Brio Gold is focused at Pilar on infill drilling in support of operations, limited mineral resource expansion drilling and delineation drilling at Maria Lazarus, and at Fazenda Brasileiro on replacing the mineral resource base. Brio Gold expects to complete 40,000 metres of drilling at Pilar and Maria Lazarus over the course of 2015, an increase of 14,500 metres more than the program outlined in the second quarter. The increase is due to an internal reallocation of funds at the operation and the impact of the depreciation of the Brazilian Real. At Fazenda Brasileiro, 36,000 metres of exploration drilling and 44,000 metres of infill drilling are expected over the course of 2015.

During the third quarter, infill drilling at Pilar continued to return positive results including narrow intervals at mineable grades and the discovery of ore shoots in an area previously identified as internal waste will be tested further for possible mineral resource classification. At Maria Lazarus, delineation and exploration drilling continued during the quarter.

During the third quarter, drilling advanced at E388 East, the new discovery at Fazenda Brasileiro that is at relatively shallow depth (350 metres) and near existing primary infrastructure. Exploration drilling continues to return results at E388 East that are similar in thickness and grade to those seen in the early years of the mine, and support the potential for mineral resource expansion. Infill drilling during the third quarter at Fazenda Brasileiro intercepted intervals of above average thickness and grades that support the potential to extend the eastern portion of the mineralized zone.


8.    LIQUIDITY, CAPITAL RESOURCES AND CONTRACTUAL COMMITMENTS

LIQUIDITY
 
The Company continues to focus on containing costs in order to maximize available cash. The following is a summary of liquidity and capital resources balances:
As at, (In millions of United States Dollars)
September 30,
2015

December 31,
2014

Cash
$
137.8

$
191.0

Trade and other receivables
$
33.0

$
51.0

Long term debt (excluding current portion)
$
1,861.6

$
2,025.4

Working capital (i)
$
185.9

$
42.6

______________________________

33


(i)Working capital is defined as the excess of current assets over current liabilities which includes the current portion of long term debt.


Cash and cash equivalents were $137.8 million as at September 30, 2015 compared to $191.0 million as at December 31, 2014.  Cash and cash equivalents were comprised of cash in bank and bank term deposits. The sources and uses of cash and cash equivalent during the year are explained below. Working capital was $185.9 million as at September 30, 2015, compared to $42.6 million as at December 31, 2014. Net debt (a non-GAAP measure, see Section 13) improved by $61.0 million compared to December 31, 2014.

The following table summarizes cash inflows and outflows:
 
Three months ended September 30,
Nine months ended September 30,
(In millions of United States Dollars)
2015

2014

2015

2014

Cash flows from operating activities from continuing operations
$
77.6

$
156.6

$
203.1

$
330.2

Cash flows from operating activities before changes in non-cash working capital (i)
$
127.6

$
180.7

$
373.0

$
419.4

Cash flows from/(used in) financing activities from continuing operations
$
9.0

$
34.1

$
(11.8
)
$
550.6

Cash flows used in investing activities from continuing operations
$
(65.7
)
$
(197.3
)
$
(240.3
)
$
(930.8
)
(i)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis.

CASH FLOWS FROM OPERATING ACTIVITIES FROM CONTINUING OPERATIONS
 
Cash flows from operating activities from continuing operations after changes in non-cash working capital items for the three months ended September 30, 2015 were $77.6 million, compared to $156.6 million for the three months ended September 30, 2014. Cash flows from operating activities before changes in non-cash working capital (a non-GAAP measure, see Section 13) for the three months ended September 30, 2015 were $127.6 million, compared to $180.7 million generated for the same period of 2014. Cash flows from operating activities for the period were impacted by lower metal prices. Additionally, no cash distributions were received from Alumbrera for the period, compared to $12.4 million for the three months ended September 30, 2014.

Changes in non-cash working capital items for the three months ended September 30, 2015 were cash outflows of $50.0 million, compared to outflows of $24.1 million for the three months ended September 30, 2014. Outflows in non-cash working capital items for the current period reflect the more significant items of the repayment of $12 million on the export credit facility and an Alumbrera loan repayment of $11.4 million.  Additionally, non-cash working capital items in the second quarter of 2015 reflect a $24.8 million in accounts receivable factoring with no current period comparative, thereby increasing the receivables balance as at September 30, 2015.  These demonstrate management's focus on a debt reduction strategy and working capital management.
 
CASH FLOWS FROM FINANCING ACTIVITIES FROM CONTINUING OPERATIONS
 
In the third quarter of 2015, cash flows from financing activities of continuing operations were $9.0 million compared to inflows of $34.1 million in the same quarter of 2014. Cash flows from financing activities for the period included dividends paid of $13.9 million, interest and other finance expenses paid of $8.8 million offset by debt proceeds of $31.7 million, net of repayments during the period.

Net debt (a non-GAAP measure, see Section 13) as at September 30, 2015, excluding debt assumed from the Company's 50% interest in Canadian Malartic which is neither corporate nor guaranteed by the Company, was $1.70 billion.

The principal repayment schedule of senior debt notes to be repaid in the next five years is as follows:
(In millions of United States Dollars)
2016

2017

2018

2019

2020

Senior debt notes
73.5


110.0

181.5

85.0

 
 
 
 
 



The balance of senior debt notes of $1.11 billion is due in and after 2022.

The Company has a revolving credit facility with a maturity date of 2020. The Company will, from time to time, repay balances outstanding on its revolving credit with operating cash flow and cash flow from other sources. Additionally, the Company intends to renew the credit facility upon maturity in 2020.

34



CASH FLOWS USED IN INVESTING ACTIVITIES FROM CONTINUING OPERATIONS
 
Cash outflows used in investing activities from continuing operations were $65.7 million for the quarter ended September 30, 2015, compared to cash outflows of $197.3 million for the quarter ended September 30, 2014.

Cash flows used in investing activities include the release of $18.6 million of restricted cash, relating to a bond previously set aside with the Government of Quebec by Canadian Malartic for environmental protection purposes. The bond was replaced during the quarter with a letter of credit.
 
Capital expenditures including sustaining, expansionary and capitalized exploration and evaluation for the three months ended September 30, 2015, were $102.8 million. These expenditures were incurred as follows:
 
 
Three months ended September 30,
Nine months ended September 30,
(In millions of United States Dollars)
2015

2014

2015

2014

Chapada
$
15.5

$
41.9

$
42.5

$
83.3

El Peñón
19.2

25.8

60.0

90.6

Gualcamayo
5.2

8.2

12.7

33.1

Mercedes
5.8

10.5

17.9

31.5

Canadian Malartic
19.4

22.2

43.2

25.0

Minera Florida
8.4

14.3

32.5

42.1

Jacobina
8.2

10.2

20.8

24.3

Cerro Moro
9.1

8.3

20.5

23.8

Brio Gold (i)
7.6

50.9

23.0

155.1

Other
4.4

3.7

7.2

13.1

Total capital expenditures (ii)
$
102.8

$
196.0

$
280.3

$
521.9

______________________________
(i)
Includes Fazenda Brasileiro, Pilar and C1 Santa Luz.
(ii)
Net of movement in accounts payable as applicable for projects under construction.


CAPITAL RESOURCES
 
In order to maintain or adjust its capital structure, the Company may issue shares or debt securities, pay dividends, or undertake other activities as deemed appropriate under the specific circumstances.
 
The Company is authorized to issue an unlimited number of common shares at no par value and a maximum of eight million first preference shares. There are no first preference shares issued or outstanding. As of October 28, 2015, the total number of shares outstanding were 946.7 million, the total number of stock options outstanding were 2.9 million, the total number of Deferred Share Units ("DSU") outstanding were 3.4 million, the total number of Restricted Share Units ("RSU") outstanding were 1.3 million, and the total number of Performance Share Units ("PSU") outstanding were 1.3 million.

For the third quarter, the Company declared a quarterly dividend of $0.0150 per share compared to third quarter 2014 dividend of $0.0375 per share.
 
The following table summarizes the weighted average common shares and equity instruments outstanding as at September 30, 2015:

35


 
Equity instruments outstanding
as at
Weighted average dilutive equity instruments (i),
three months 
ended
Weighted average dilutive equity instruments (i),
nine months 
ended
(In thousands)
September 30, 2015

September 30, 2015

September 30, 2015

Common shares (i)
946,620

946,563

933,180

Options (ii)
2,881



RSU (ii)
1,323



DSU (iii)
3,383



PSU (iii)
1,265



 
 
946,563

933,180

______________________________
(i)
The Company has a dividend reinvestment plan to provide holders of common shares a simple and convenient method to purchase additional common shares by reinvesting cash dividends, less any applicable withholding tax. A plan participant may obtain additional common shares by electing to automatically reinvest all or any portion of cash dividends paid on common shares held by the plan participant without paying any brokerage commissions, administrative costs or other service charges. During the period ended September 30, 2015, a total of 14,546,717 shares were subscribed to under the plan.
(ii)
For the three and nine months ended September 30, 2015, these items have not been included in the weighted average number of shares as they are anti-dilutive.
(iii)
DSU and PSU are settled in cash and, as such, excluded from the calculation of the weighted average number of shares outstanding.


CONTRACTUAL COMMITMENTS

Day-to-day mining, sustaining and expansionary capital expenditures as well as administrative operations give rise to contracts requiring agreed upon future minimum payments. Management is of the view that such commitments will be sufficiently funded by current working capital, future operating cash flows and available credit facilities which provide access to additional funds.

As at September 30, 2015, the Company is contractually committed to the following:
(In millions of United States Dollars)
Within
1 year
Between
1 to 3 years
Between
3 to 5 years
After
5 years
Total
Mine operating/construction and service contracts and other
$
421.1

$
301.5

$
55.3

$

$
777.9

Long-term debt principal repayments (i)
4.8

114.8

295.0

1,490.0

1,904.7

Decommissioning, restoration and similar liabilities (undiscounted)
5.7

26.6

66.7

196.3

295.4

 
$
431.6

$
442.9

$
417.0

$
1,686.3

$
2,978.0

______________________________
(i)
Excludes interest expense.


9.    INCOME TAXES

The Company recorded an income tax expense of 117.3 million for the quarter ended September 30, 2015 compared to an income tax expense of $346.2 million in the third quarter of 2014. The decrease in the income tax expense for the quarter is a result of the movement in foreign exchange for the period relative to the same period of the prior year. The income tax provision reflects a current income tax expense of $38.1 million and a deferred income tax expense of $79.2 million versus a current income tax expense of $16.1 million and a deferred income tax recovery of $330.1 million for the three months ended September 30, 2014.

The income tax provision is subject to a number of factors including the allocation of income between different countries, different tax rates in the various jurisdictions, the non-recognition of tax assets, foreign currency exchange movements, changes in tax laws and the impact of specific transaction and assessments.  Due to the number of factors that can potentially impact the effective tax rate, it is expected that the Company's effective tax rate will fluctuate in future periods.

The Company has elected, under IFRS, to record foreign exchange related to deferred income tax assets and liabilities and interest and penalties in income tax expense, therefore, due to foreign exchange differences, the tax rate will fluctuate during the year with the change in the Brazilian Real, Argentinean Peso, Mexican Peso and Canadian Dollar. Under IFRS, the US Dollar value of non-

36


monetary assets are converted into local currency each quarter for the purpose of calculating the deferred tax owing in the event of the disposition of that asset.  The difference in the value of the deferred tax owing from period to period as a result of fluctuations in local currency is recorded in the income tax expense.  As a local currency depreciates in value relative to the US Dollar, an asset becomes more valuable in local currency resulting in a higher notional non-cash deferred tax expense increasing the Company’s consolidated income tax expense.  When local currencies appreciate, relative to the US Dollar, the value of the asset is diminished in local currency, reducing the notional deferred tax owing resulting in a non-cash tax recovery.

During the period, the US Dollar strengthened against the Brazilian Real, the Argentinean Peso, the Mexican Peso and the Canadian Dollar. As a result, an expense of $132.7 million relating to unrealized foreign exchange gains was recorded in the tax expense. The impact of these foreign exchange movements on taxes are non-cash and, as such, are excluded from adjusted earnings.

The deferred tax liabilities relating to the operating mines will reverse in the future as the assets are depreciated or depleted. The deferred tax liabilities relating to exploration will not reverse until the property becomes a mine subject to depletion, is written-off or sold. The deferred income taxes would only be paid on a direct disposition of the asset that may never occur.

See Note 6 to the Condensed Consolidated Interim Financial Statements for the period ended September 30, 2015 for a breakdown of the foreign exchange charged to the income tax expense. Readers are also encouraged to read and consider the tax related risk factors and uncertainties in the Company’s Annual Information and Annual Management Discussion and Analysis Form for the year ended December 31, 2014.


10.    ECONOMIC TRENDS, BUSINESS RISKS AND UNCERTAINTIES
 
Exploration, development and mining of precious metals involve numerous risks as a result of the inherent nature of the business and global economic trends that could have a significant impact on its profitability and levels of operating cash flows.
 
The Company manages its exposure to these risks in accordance with its Risk Management Policy. Readers are also encouraged to read and consider the risk factors and related uncertainties in the Company’s Annual Information and Annual Management Discussion and Analysis Form for the year ended December 31, 2014. Such risk factors could materially affect the future operating results of the Company and could cause actual events to differ materially from those described in forward-looking statements relating to the Company. There were no significant changes to those risks or to the Company's management of exposure to those risks during the three months ended September 30, 2015, except as noted below:
 
Metal Price Risk

Gold Price - Market Update
Gold Price Two-Year Trend (LBMA p.m. price: USD per ounce of gold)

For the quarter ended September 30, 2015, spot gold prices averaged $1,124 per ounce, or 12% lower, compared to $1,282 per ounce in the third quarter of 2014. Prices ranged between $1,081 and $1,168 per ounce and ended the quarter at $1,114 per ounce.


37


Gold prices moved lower early in the quarter before recovering modestly. The US Dollar continues to be relatively strong, particularly against emerging market currencies, providing headwinds to gold price rallies. US Dollar strength has been driven primarily by improving US labour market data and the continued adoption of easier monetary policies by other central banks which have made US treasury bonds more attractive relative to other sovereign bonds. Conversely, the change in monetary policies combined with many governments facing challenging fiscal situations and elevated levels of debt, should be supportive of gold over the longer term. Lastly, gold price continues to be sensitive to the changing expectations around the timing of a US Fed Funds Rate hike and this should continue going forward.

It is expected that physical demand will continue to be supportive during periods of price weakness. The Peoples Bank of China has been steadily purchasing gold since 2009 up to and including the current quarter. Central banks continue to be net buyers and are expected to continue for the foreseeable future. Global ETF holdings continued to remain stable over the course of the quarter with a slight decrease in total ounces held.

The Company has not hedged any of its gold sales.

Copper Price - Market Update
Copper Price Two-Year Trend (LME Cash: USD per pound of copper)

For the quarter ended September 30, 2015, spot copper prices averaged $2.39 per pound, representing a decrease of 25% compared to $3.17 per pound in 2014. Prices ranged between $2.25 and $2.62 per pound and ended the quarter at $2.35 per pound.

Copper prices declined steadily during the quarter before increasing modestly towards the end of the quarter on the back of announced planned production cuts. The supply constraint will help push the market towards balance and be more supportive of copper prices over the longer term. Concerns about slowing economic growth in China continued to weigh on copper prices during the quarter and may limit the potential upside in the short term.

The Company periodically uses forward contracts to economically hedge against the risk of declining copper prices for a portion of its forecast copper concentrate sales.

Currency Risk

United States Dollar - Market Update

The US Dollar continues to show strength and all of the Company's operating currencies weakened between 4% and 27% against the US Dollar during the quarter ended September 30, 2015. There is potential for additional strengthening going forward, as US economic performance is expected to surpass that of many other countries.

The aforementioned divergence in global monetary policies, and the expectation of better US economic growth relative to other G10 countries, is likely to attract investment flows into the US which should result in continued US Dollar strength. Should this occur, the Company will continue to benefit in the form of lower operating costs, given that the majority of foreign exchange requirements for the fourth quarter of 2015 are unhedged and fully unhedged thereafter.


38


The following summarizes the movement in key currencies vis-à-vis the US Dollar:


Average and Period-end Market Exchange Rate
For the three months ended September 30,
2015
2014
Variance
Average Exchange Rate
 
 
 
USD-CAD
1.3088
1.0890
20.2%
USD-BRL
3.5431
2.2762
55.7%
USD-ARG
9.2484
8.2959
11.5%
USD-CLP
676.95
577.78
17.2%
USD-MXN
16.446
13.124
25.3%

For the nine months ended September 30,
2015
2014
Variance
Average Exchange Rate
 
 
 
USD-CAD
1.2605
1.0942
15.2%
USD-BRL
3.1677
2.2886
38.4%
USD-ARG
8.9688
7.9969
12.2%
USD-CLP
640.36
561.76
14.0%
USD-MXN
15.591
13.117
18.9%

As at,
September 30, 2015
December 31, 2014
Variance
September 30, 2014
Variance
Period-end Exchange Rate
 
 
 
 
 
USD-CAD
1.3313
1.1621
14.6%
1.1198
18.9%
USD-BRL
3.9475
2.6576
48.5%
2.4469
61.3%
USD-ARG
9.4186
8.4650
11.3%
8.4275
11.8%
USD-CLP
696.38
606.45
14.8%
598.31
16.4%
USD-MXN
16.918
14.752
14.7%
13.429
26.0%
 
 The following table summarizes the details of the remaining currency derivatives as at September 30, 2015:

39


(Amount in millions)
Brazilian Real to USD
Year of 
Settlement
Brazilian
Real
Notional
Amount
(i)
Weighted
Average
Contract
Rate
Market rate
as at
September 30, 2015
2015
129.8
2.283
4.117

(i) As at September 30, 2015, 78.4 million of the 129.8 million Reais of the notional amount are designated as hedging instruments in the currency hedging program.


11.    CONTINGENCIES
 
Due to the size, complexity and nature of the Company’s operations, various legal and tax matters arise in the ordinary course of business. The Company accrues for such items when a liability is both probable and the amount can be reasonably estimated.  In the opinion of management, these matters will not have a material effect on the Condensed Interim Consolidated Financial Statements of the Company.
 
In December 2012, the Company received assessments from the Brazilian federal tax authorities disallowing certain deductions relating to debentures for the years 2007 to 2010. The Company believes that these debentures were issued on commercial terms permitted under applicable laws and is challenging these assessments. As such, the Company does not believe it is probable that any amounts will be paid with respect to these assessments with the Brazilian authorities and the amount and timing of any assessments cannot be reasonably estimated.


12.    CRITICAL ACCOUNTING POLICIES AND ESTIMATES
 
The Company's Consolidated Financial Statements are prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board. The significant accounting policies applied and recent accounting pronouncements are described in Note 3 and Note 5 to the Company's Annual Consolidated Financial Statements for the year ended December 31, 2014.

In preparing the Consolidated Financial Statements in accordance with IFRS, management is required to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses for the period end. Critical accounting estimates represent estimates that are uncertain and for which changes in those estimates could materially impact the Company's Consolidated Financial Statements. Actual future outcomes may differ from present estimates. Management reviews its estimates and assumptions on an ongoing basis using the most current information available.

The critical judgments and key sources of estimation uncertainties in the application of accounting policies during the third quarter ended September 30, 2015 are disclosed in Note 4 to the Company's Annual Consolidated Financial Statements for the year ended December 31, 2014.


40



13.    NON-GAAP AND ADDITIONAL MEASURES
 
The Company has included certain non-GAAP measures including Cash costs per ounce of gold, Cash costs per ounce of silver, Co-product cash costs per ounce of gold, Co-product cash costs per ounce of silver, Co-product cash costs per pound of copper, All-in sustaining costs per ounce of gold, All-in sustaining costs per ounce of silver, All-in sustaining co-product costs per ounce of gold, All-in sustaining co-product costs per ounce of silver, Adjusted earnings or loss, Adjusted earnings or loss per share, Adjusted Operating Cash Flows and Net debt, to supplement its Consolidated Financial Statements, which are presented in accordance with IFRS. The term IFRS and generally accepted accounting principles (“GAAP”) are used interchangeably throughout this MD&A.
 
The Company believes that these measures, together with measures determined in accordance with IFRS, provide investors with an improved ability to evaluate the underlying performance of the Company. Non-GAAP measures do not have any standardized meaning prescribed under IFRS, and therefore they may not be comparable to similar measures employed by other companies. The data is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.

CASH COSTS AND ALL-IN SUSTAINING COSTS
 
For definitions and descriptions, refer to Section 14 of the Company’s Annual Management Discussion and Analysis for the year ended December 31, 2014.

(i)    Reconciliation of Cost of Sales per the Consolidated Financial Statements to cash costs of gold and silver from continuing operations:
Gold Cash Costs
Three months ended
September 30,
 
Nine months ended
September 30,
 
(In millions of US Dollars, except ounces and cash costs per ounce produced)
2015

2014

2015

2014

Cost of sales (i) (ii)
$
266.0

$
275.0

$
818.2

$
727.2

Adjustments:
 
 
 
 
Chapada treatment and refining costs related to gold, silver and copper
8.5

10.4

26.9

25.9

By-product costs related to silver
(16.2
)
(14.2
)
(49.5
)
(44.4
)
Inventory movements and adjustments
1.2

6.6

(9.0
)
(2.3
)
Commercial, overseas freight and other costs
2.6

(4.4
)
(8.7
)
(15.9
)
By-product credits from Chapada copper revenue
including copper pricing adjustment
(76.0
)
(112.1
)
(230.1
)
(279.7
)
Total gold cash costs (excluding Alumbrera)
$
186.1

$
161.3

$
547.8

$
410.8

Minera Alumbrera (12.5% interest) cash costs
7.5

(1.5
)
24.6

(13.6
)
Total gold cash costs (ii)
$
193.6

$
159.8

$
572.4

$
397.2

Commercial gold ounces produced excluding Alumbrera
320,346

295,355

913,161

740,912

Commercial gold ounces produced including Alumbrera
325,897

302,875

929,130

766,858

Total cash costs (excluding Alumbrera) per gold ounce produced
$
581

$
547

$
600

$
555

Minera Alumbrera (12.5% interest) cash costs per gold ounce produced
13

(19
)
16

(37
)
Total cash costs per gold ounce produced
$
594

$
528

$
616

$
518



41


Silver Cash Costs
Three months ended
September 30,
 
Nine months ended
September 30,
 
(In millions of US Dollars, except ounces and cash costs per ounce produced)
2015

2014

2015

2014

Cost of sales (i) (ii)
$
266.0

$
275.0

$
818.2

727.2

Adjustments:
 
 
 
 
Chapada treatment and refining costs related to gold, silver and copper
8.5

10.4

26.9

25.9

By-product costs related to gold
(186.2
)
(161.1
)
(548.0
)
(410.4
)
Inventory movements and adjustments
1.2

6.3

(9.0
)
(2.6
)
Commercial, overseas freight and other costs
2.6

(4.4
)
(8.7
)
(15.9
)
By-product credits from Chapada copper revenue
including copper pricing adjustment
(76.0
)
(112.1
)
(230.1
)
(279.7
)
Total silver cash costs (ii)
$
16.1

$
14.1

$
49.3

$
44.5

Commercial silver ounces produced
2,196,744

2,946,664

7,051,700

7,493,485

Total cash costs per silver ounce produced
$
7.37

$
4.80

$
7.01

$
5.93

___________________________
(i)
Cost of sales includes non-cash items including the impact of the movement in inventory. Beginning January 1, 2015, the Company revised the presentation of the reportable cash costs and all-in sustaining costs. Comparatives have been restated to conform to the change in presentation adopted in the current period.
(ii)
Depletion, depreciation and amortization are excluded from both total cash costs and cost of sales.


(ii)    Reconciliation of cost of sales per the Consolidated Financial Statements to co-product cash costs of gold and silver from continuing operations:
Gold Cash Costs
Three months ended
September 30,
 
Nine months ended
September 30,
 
(In millions of US Dollars, except ounces and cash costs per ounce produced)
2015

2014

2015

2014

Cost of sales (i) (iii)
$
266.0

$
275.0

$
818.2

$
727.2

Adjustments:
 
 
 
 
Copper contained in concentrate related cash costs
(excluding related TCRC’s) (ii)
(40.6
)
(51.3
)
(120.0
)
(145.1
)
Silver related cash costs (excluding related TCRC’s) (ii)
(18.6
)
(20.1
)
(57.4
)
(57.3
)
Treatment and refining costs (“TCRC”) related to Chapada gold
1.2

1.5

3.8

3.6

Inventory movements and adjustments
2.6

6.6

(7.5
)
(3.7
)
Commercial, overseas freight and other costs
(1.4
)
(4.4
)
(12.7
)
(15.9
)
Total gold co-product cash costs (excluding Alumbrera)
$
209.2

$
207.3

$
624.4

$
508.8

Minera Alumbrera (12.5% interest) gold cash costs
3.4

3.2

9.8

9.7

Total gold co-product cash costs (iii) 
$
212.6

$
210.5

$
634.2

$
518.5

Commercial gold ounces produced excluding Alumbrera
320,346

295,355

913,161

740,912

Commercial gold ounces produced including Alumbrera
325,897

302,875

929,130

766,858

Total co-product cash costs (excluding Alumbrera) per gold ounce produced
$
653

$
702

$
684

$
687

Minera Alumbrera (12.5% interest) cash costs per gold ounce produced

(7
)
(1
)
(11
)
Total co-product cash costs per gold ounce produced
$
653

$
695

$
683

$
676



42


Silver Cash Costs
Three months ended
September 30,
 
Nine months ended
September 30,
 
(In millions of US Dollars, except ounces and cash costs per ounce produced)
2015

2014

2015

2014

Cost of sales (i) (iii)
$
266.0

$
275.0

$
818.2

$
727.2

Adjustments:
 
 
 
 
Copper contained in concentrate related cash costs
(excluding related TCRC’s) (ii)
(208.1
)
(205.5
)
(620.7
)
(411.5
)
Gold related cash costs (excluding related TCRC’s) (ii)
(40.6
)
(51.3
)
(120.0
)
(239.6
)
Treatment and refining costs (“TCRC”) related to Chapada silver
0.1

0.1

0.2

1.2

Inventory movements and adjustments
2.6

6.2

(7.7
)
(4.2
)
Commercial, overseas freight and other costs
(1.4
)
(4.4
)
(12.7
)
(15.9
)
Total silver co-product cash costs (iii) 
$
18.6

$
20.1

$
57.3

$
57.2

Commercial silver ounces produced
2,196,744

2,946,664

7,051,700

7,493,485

Total co-product cash costs per silver ounce produced
$
8.46

$
6.84

$
8.14

$
7.64

___________________________
(i)
Cost of sales includes non-cash items including the impact of the movement in inventory. Beginning January 1, 2015, the Company revised the presentation of the reportable cash costs and all-in sustaining costs. Comparatives have been restated to conform to the change in presentation adopted in the current period.
(ii)
Costs directly attributed to a specific metal are allocated to that metal. Costs not directly attributed to a specific metal are allocated based on relative value. As a rule of thumb, the relative value is 80% copper, 20% gold and silver at Chapada (2014 - 80% copper and 20% gold and silver). TCRC’s are defined as treatment and refining charges.
(iii)
Depletion, depreciation and amortization are excluded from both total cash costs and cost of sales.


(iii)    Reconciliation of cost of sales per the Consolidated Financial Statements to co-product cash costs of copper:
Copper Cash Costs
Three months ended
September 30,
 
Nine months ended
September 30,
 
(In millions of US Dollars, except pounds and cash costs per pound produced)
2015

2014

2015

2014

Cost of sales (i) (iii)
$
266.0

$
275.0

$
818.2

$
727.2

Adjustments:
 
 
 
 
Gold related cash costs (excluding related TCRC’s) (ii)
(208.1
)
(205.5
)
(620.7
)
(504.8
)
Silver related cash costs (excluding related TCRC’s) (ii)
(18.6
)
(20.1
)
(57.4
)
(57.3
)
TCRC related to Chapada copper
7.3

9.0

23.2

22.3

Inventory movements and adjustments
2.6

6.3

(7.5
)
(2.5
)
Commercial, overseas freight and other costs
(1.4
)
(4.4
)
(12.7
)
(15.9
)
Total copper co-product cash costs (excluding Alumbrera)
$
47.8

$
60.3

$
143.1

$
169.0

Minera Alumbrera (12.5% interest) copper cash costs
15.8

14.9

43.8

47.0

Total copper co-product cash costs (iii) 
$
63.6

$
75.2

$
186.9

$
216.0

Commercial copper produced excluding Alumbrera
 (millions of lbs)
34.0

38.0

94.4

98.5

Commercial copper produced including Alumbrera
 (millions of lbs)
38.0

43.5

104.3

117.7

Total co-product cash costs (excluding Alumbrera) per pound of copper produced
$
1.42

$
1.59

$
1.51

$
1.71

Minera Alumbrera (12.5% interest) co-product cash costs per pound of copper produced
0.26

0.14

0.28

0.12

Total co-product cash costs per pound of copper produced
$
1.68

$
1.73

$
1.79

$
1.83

___________________________
(i)
Cost of sales includes non-cash items including the impact of the movement in inventory. Beginning January 1, 2015, the Company revised the presentation of the reportable cash costs and all-in sustaining costs. Comparatives have been restated to conform to the change in presentation adopted in the current period.
(ii)
Costs directly attributed to a specific metal are allocated to that metal. Costs not directly attributed to a specific metal are allocated based on relative value. As a rule of thumb, the relative value is 80% copper, 20% gold and silver at Chapada (2014 - 80% copper and 20% gold and silver). TCRC’s are defined as treatment and refining charges.
(iii)
Depletion, depreciation and amortization are excluded from both total cash costs and cost of sales.



43


(iv)    All-in sustaining costs from continuing operations:
Gold All-in Sustaining Costs
Three months ended
September 30,
 
Nine months ended
September 30,
 
(In millions of US Dollars, except ounces and all-in sustaining costs per ounce produced)
2015

2014

2015

2014

Total gold cash costs (i)
$
193.6

$
159.8

$
572.4

$
397.2

General and administrative, excluding share-based compensation
22.7

18.8

72.7

70.0

Sustaining capital expenditures
52.2

79.4

154.3

191.7

Exploration and evaluation expense
5.7

4.6

14.1

12.4

Total gold all-in sustaining costs
$
274.2

$
262.6

$
813.5

$
671.3

Commercial gold ounces produced including Alumbrera
325,897

302,875

929,130

766,858

Total all-in sustaining costs per gold ounce produced
$
841

$
867

$
876

$
875


Silver All-in Sustaining Costs
Three months ended
September 30,
 
Nine months ended
September 30,
 
(In millions of US Dollars, except ounces and all-in sustaining costs per ounce produced)
2015

2014

2015

2014

Total silver cash costs (i)
$
16.1

$
14.1

$
49.3

$
44.5

General and administrative, excluding share-based compensation
2.2

2.2

7.0

8.6

Sustaining capital expenditures
5.8

8.9

18.2

26.7

Exploration and evaluation expense
0.7

0.6

1.7

1.7

Total silver all-in sustaining costs
$
24.8

$
25.8

$
76.2

$
81.5

Commercial silver ounces produced
2,196,744

2,946,664

7,051,700

7,493,485

Total all-in sustaining costs per silver ounce produced
$
11.32

$
8.80

$
10.81

$
10.86

___________________________
(i)
Chapada copper revenue credits are reflected in cash costs. Beginning January 1, 2015, the Company revised the presentation of the reportable cash costs and all-in sustaining costs. Comparatives have been restated to conform to the change in presentation adopted in the current period.


(v)    All-in sustaining costs on a co-product basis from continuing operations:
Gold All-in Sustaining Co-product Costs
Three months ended
September 30,
 
Nine months ended
September 30,
 
(In millions of US Dollars, except ounces and all-in sustaining costs per ounce produced)
2015

2014

2015

2014

Total gold co-product cash costs
$
212.6

$
210.5

$
634.2

$
518.5

General and administrative, excluding share-based compensation (i)
19.7

15.2

61.6

56.8

Sustaining capital expenditures (ii)
41.8

65.7

127.9

168.5

Exploration and evaluation expense (i)
4.9

3.0

11.7

8.6

Total gold all-in sustaining co-product costs (iii)
$
279.0

$
294.4

$
835.4

$
752.4

Commercial gold ounces produced including Alumbrera
325,897

302,875

929,130

766,858

Total all-in sustaining co-product costs per gold ounce produced
$
856

$
971

$
899

$
981



44


Silver All-in Sustaining Co-product Costs
Three months ended
September 30,
 
Nine months ended
September 30,
 
(In millions of US Dollars, except ounces and all-in sustaining costs per ounce produced)
2015

2014

2015

2014

Total silver co-product cash costs
$
18.6

$
20.1

$
57.3

$
57.2

General and administrative, excluding share-based compensation (i)
1.8

1.7

5.7

6.9

Sustaining capital expenditures (ii)
4.7

7.2

15.4

23.6

Exploration and evaluation expense (i)
0.5

0.4

1.3

1.2

Total silver all-in sustaining co-product costs (iii)
$
25.6

$
29.4

$
79.7

$
88.9

Commercial silver ounces produced
2,196,744

2,946,664

7,051,700

7,493,485

Total all-in sustaining co-product costs per silver ounce produced
$
11.67

$
9.99

$
11.32

$
11.87

___________________________
(i)
Chapada's general and administrative expense and exploration expense are allocated reflecting costs incurred on the related activities at Chapada. G&A and exploration expenses of all other operations are allocated based on the relative proportions of consolidated revenues from gold and silver sales.
(ii)
Chapada's sustaining capital expenditures are allocated reflecting costs incurred on the related activities at Chapada. Sustaining capital expenditures of all other operations are allocated based on the relative proportions of consolidated revenues from gold and silver sales.
(iii)
Beginning January 1, 2015, the Company revised the presentation of the reportable cash costs and all-in sustaining costs. Comparatives have been restated to conform to the change in presentation adopted in the current period.


ADJUSTED EARNINGS OR LOSS AND ADJUSTED EARNINGS OR LOSS PER SHARE

For definitions and descriptions, refer to Section 14 of the Company’s Annual Management Discussion and Analysis for the year ended December 31, 2014.

Reconciliations of Adjusted Earnings to Net Earnings are provided in Section 5.1, Overview of Financial Results of the MD&A for the three and nine months ended September 30, 2015. The reconciliations on a per share basis are as follows:


45


 
For the three months ended
For the nine months ended
 
September 30, 2015

September 30, 2014

September 30, 2015

September 30, 2014

 
 
 
 
 
Net (loss)/earnings per share from continuing operations attributable to Yamana Gold Inc. equity holders - basic
$
(0.12
)
$
(1.00
)
$
(0.28
)
$
(1.12
)
   Non-cash unrealized foreign exchange gain
(0.04
)
(0.02
)
(0.04
)
(0.02
)
   Share-based payments/mark-to-market of deferred share units



0.01

   Demobilization and reorganization costs
0.01

0.02

0.01

0.02

   Mark-to-market of investment in available-for-sale securities and other assets
(0.01
)
0.01

(0.01
)
0.02

   Impairment of mineral properties

0.62


0.67

   (Gain)/loss on sale of assets



0.01

   Transaction costs related to the Osisko acquisition



0.04

   Other non-recurring adjustments

0.01

0.02

0.02

Adjusted earnings/(loss) before income tax effect
$
(0.16
)
$
(0.36
)
$
(0.30
)
$
(0.35
)
   Non-cash tax on unrealized foreign exchange gains
0.14

0.04

0.23

0.06

   Income tax effect of adjustments

0.32


0.36

Adjusted (loss)/earnings per share from continuing operations attributable to Yamana Gold Inc. equity holders - basic
$
(0.02
)
$

$
(0.07
)
$
0.07

 
 
 
 
 
Net (loss)/earnings per share from continuing operations attributable to Yamana Gold Inc. equity holders - diluted
$
(0.12
)
$
(1.00
)
$
(0.28
)
$
(1.12
)
   Non-cash unrealized foreign exchange gain
(0.04
)
(0.02
)
(0.04
)
(0.02
)
   Share-based payments/mark-to-market of deferred share units



0.01

   Demobilization and reorganization costs
0.01

0.02

0.01

0.02

   Mark-to-market of investment in available-for-sale securities and other assets
(0.01
)
0.01

(0.01
)
0.02

   Impairment of mineral properties

0.62


0.67

   (Gain)/loss on sale of assets



0.01

   Transaction costs related to the Osisko acquisition



0.04

   Other non-recurring adjustments

0.01

0.02

0.02

Adjusted earnings/(loss) before income tax effect
$
(0.16
)
$
(0.36
)
$
(0.30
)
$
(0.35
)
   Non-cash tax on unrealized foreign exchange gains
0.14

0.04

0.23

0.06

   Income tax effect of adjustments

0.32


0.36

Adjusted (loss)/earnings per share from continuing operations attributable to Yamana Gold Inc. equity holders - diluted
$
(0.02
)
$

$
(0.07
)
$
0.07

 
 
 
 
 
Weighted average number of shares outstanding (in thousands)
 

 

 
 

Basic and diluted
946,563

877,551

933,180

801,613



ADJUSTED OPERATING CASH FLOWS
 
For definitions and descriptions, refer to Section 14 of the Company’s Annual Management Discussion and Analysis for the year ended December 31, 2014.
 
Reconciliations of Adjusted Operating Cash Flows are provided in Section 5.1, Overview of Financial Results of the MD&A for the three and nine months ended September 30, 2015.

NET DEBT

For definitions and descriptions, refer to Section 14 of the Company’s Annual Management Discussion and Analysis for the year ended December 31, 2014.

A reconciliation of the non-GAAP measure is provided below:


46


As at, (In millions of United States Dollars)
September 30, 2015

December 31, 2014

Debt
 
 
   Non-current portion
$
1,861.6

$
2,025.4

   Current portion
27.8

34.6

Total debt
$
1,889.4

$
2,060.0

Less: Canadian Malartic debt
48.8

105.2

Less: Cash and cash equivalents
137.8

191.0

Net Debt
$
1,702.8

$
1,763.8



ADDITIONAL MEASURES
 
The Company uses other financial measures the presentation of which is not meant to be a substitute for other subtotals or totals presented in accordance with IFRS, but rather should be evaluated in conjunction with such IFRS measures. The following other financial measures are used:
 
Gross margin excluding depletion, depreciation and amortization- represents the amount of revenue in excess of cost of sales excluding depletion, depreciation and amortization.
Mine operating earnings - represents the amount of revenue in excess of cost of sales excluding depletion, depreciation and amortization and depletion, depreciation and amortization.
Operating earnings - represents the amount of earnings before net finance income/expense and income tax recovery/expense.
Cash flows from operating activities before changes in non-cash working capital — excludes the non-cash movement from period-to-period in working capital items including trade and other receivables, other assets, inventories, trade and other payables.
Depletion, depreciation and amortization ("DDA") per ounce of gold and silver, and per pound of copper — is a unitary measure of DD&A, based on ounces of gold and silver, and pound of copper sold to supplement the Company's disclosure with respect to the performance of each of the operation mines.

The terms described above do not have a standardized meaning prescribed by IFRS, and therefore the Company’s definitions are unlikely to be comparable to similar measures presented by other companies. The Company’s management believes that their presentation provides useful information to investors because gross margin excluding depletion, depreciation and amortization excludes the non-cash operating cost item (i.e. depreciation, depletion and amortization), cash flows from operating activities before changes in non-cash working capital excludes the non-cash movement in working capital items, mine operating earnings excludes expenses not directly associate with commercial production and operating earnings excludes finance and tax related expenses and income/recoveries. These, in management’s view, provide useful information of the Company’s cash flows from operating activities and are considered to be meaningful in evaluating the Company’s past financial performance or the future prospects.


47


14.    SELECTED QUARTERLY FINANCIAL AND OPERATING SUMMARY
 
Sept. 30,

Jun. 30,

Mar. 31,

Dec. 31

(In millions of United States Dollars, unless otherwise noted)
2015

2015

2015

2014

Financial results
 
 
 
 
Revenue (i)
$
448.9

$
455.0

$
458.1

$
542.9

Mine operating earnings
$
49.7

$
58.4

$
40.2

$
87.6

Net loss from continuing operations (iv)
$
(115.0
)
$
(7.0
)
$
(135.2
)
$
(299.5
)
Adjusted loss (ii) from continuing operations (iv)
$
(20.2
)
$
(8.3
)
$
(37.5
)
$
(16.2
)
Net loss (iv)
$
(113.0
)
$
(7.8
)
$
(151.8
)
$
(335.3
)
Cash flows from operating activities from continuing operations
$
77.6

$
123.4

$
2.0

$
183.6

Cash flows from operating activities before changes
in non-cash working capital (ii)
$
127.6

$
149.3

$
96.0

$
166.4

Cash flows to investing activities from continuing operations
$
(65.7
)
$
(101.4
)
$
(73.2
)
$
(150.7
)
Cash flows (to)/from financing activities operations
from continuing operations
$
9.0

$
(23.8
)
$
2.9

$
(10.4
)
Per share financial results
 
 
 
 
Net loss per share from continuing operations attributable to Yamana equity holders
Basic
$
(0.12
)
$
(0.01
)
$
(0.15
)
$
(0.34
)
Diluted
$
(0.12
)
$
(0.01
)
$
(0.15
)
$
(0.35
)
Adjusted loss per share (ii) from continuing operations attributable to Yamana equity holders
Basic and diluted
$
(0.02
)
$
(0.01
)
$
(0.04
)
$
(0.02
)
 
 
 
 
 
Weighted average number of common shares outstanding - basic (in thousands)
946,563

938,900

913,716

877,664

Weighted average number of common shares outstanding - diluted (in thousands)
946,563

938,900

913,716

880,841

Financial position
 
 
 
 
Cash and cash equivalents
$
137.8

$
0.2

$
121.1

$
191.0

Total assets
$
12,162.5

$
12,086.1

$
12,405.4

$
12,530.7

Total long term liabilities
$
4,929.9

$
4,847.3

$
4,925.7

$
5,066.1

Production - Gold
 
 
 
 
Commercial gold ounces produced (v)
325,897

298,818

304,414

350,159

Commissioning gold ounces produced (iii) (v)




Discontinued operations - gold ounces


460

2,414

Total gold ounces produced
325,897

298,818

304,874

352,573

Cash costs per gold ounce produced (ii) (v)
$
594

$
603

$
654

$
513

Co-product cash costs per gold ounce produced (ii) (v)
$
653

$
701

$
696

$
640

All-in sustaining costs per gold ounce produced (ii) (v)
$
841

$
896

$
893

$
816

All-in sustaining co-product costs per gold ounce produced (ii) (v)
$
856

$
949

$
896

$
893

Production - Silver
 
 
 
 
Commercial silver ounces produced (v)
2,196,744

2,372,047

2,482,910

2,652,036

Cash costs per silver ounce produced (ii) (v)
$
7.37

$
6.59

$
7.10

$
5.86

Co-product cash costs per silver ounce produced (ii) (v)
$
8.46

$
8.29

$
7.71

$
7.88

All-in sustaining costs per silver ounce produced (ii) (v)
$
11.32

$
10.72

$
10.45

$
10.02

All-in sustaining co-product costs per silver ounce produced (ii) (v)
$
11.67

$
11.81

$
10.55

$
11.17

Production - Other
 
 
 
 
Chapada concentrate production (tonnes)
63,259

61,324

47,685

63,955

Chapada copper contained in concentrate (millions of pounds)
34.0

33.6

26.8

35.0

Chapada co-product cash costs per pound of copper produced
$
1.41

$
1.39

$
1.81

$
1.57

Sales Included in Revenue (excluding 12.5% interest in Alumbrera)
 
 
 
 
Gold (ounces)
317,859

292,181

296,167

346,588

Silver (millions of ounces)
2.2

2.3

2.4

2.8

Chapada concentrate (tonnes)
55,460

60,455

50,337

66,534

Chapada payable copper contained in concentrate (millions of pounds)
29.1

31.5

26.7

33.8

Average Realized Prices
 
 
 
 
Gold - per ounce (i)
$
1,122

$
1,195

$
1,217

$
1,199

Silver - per ounce (i)
$
14.88

$
16.28

$
16.74

$
16.39

Copper - per pound (i)
$
2.85

$
2.91

$
2.89

$
2.99



48


 
Sept. 30,

Jun. 30,

Mar. 31,

Dec. 31,

(In millions of United States Dollars, unless otherwise noted)
2014

2014

2014

2013

Financial results
 
 
 
 
Revenues (i)
$
494.4

$
443.8

$
353.9

$
420.7

Mine operating earnings
$
84.2

$
80.8

$
33.1

$
70.1

Net (loss)/earnings from continuing operations (iv)
$
(879.6
)
$
15.7

$
(31.4
)
$
(414.7
)
Adjusted (loss)/earnings (ii) from continuing operations (iv)
$
(1.3
)
$
49.9

$
9.9

$
36.8

Net (loss)/earnings (iv)
$
(1,023.3
)
$
5.1

$
(29.6
)
$
(583.9
)
Cash flows from operating activities from continuing operations
$
156.6

$
143.0

$
30.7

$
165.9

Cash flows from operating activities before changes
in non-cash working capital
(ii)
$
180.7

$
148.9

$
93.9

$
165.2

Cash flows to investing activities from continuing operations
$
(197.3
)
$
(653.7
)
$
(139.2
)
$
(241.2
)
Cash flows from/(to) financing activities operations
from continuing operations
$
34.1

$
419.3

$
97.2

$
66.7

Per share financial results
 
 
 
 
(Loss)/earnings per share from continuing operations attributable to Yamana equity holders
Basic and diluted
$
(1.00
)
$
0.02

$
(0.04
)
$
(0.55
)
Adjusted (loss)/earnings per share (ii) from continuing operations attributable to Yamana equity holders
Basic and diluted
$

$
0.06

$
0.01

$
0.05

 
 
 
 
 
Weighted average number of common shares outstanding - basic (in thousands)
877,551

772,565

753,356

752,995

Weighted average number of common shares outstanding - diluted (in thousands)
877,551

773,602

753,356

752,995

Financial position
 
 
 
 
Cash and cash equivalents
$
167.0

$
174.0

$
209.5

$
220.0

Total assets
$
12,784.7

$
13,473.7

$
11,375.5

$
11,410.7

Total long term liabilities
$
5,057.5

$
4,678.0

$
3,717.2

$
3,615.5

Production - Gold
 
 
 
 
Commercial gold ounces produced (v)
302,875

259,728

204,254

233,866

Commissioning gold ounces produced (iii) (v)
23,722

19,390

18,605

16,614

Discontinued operations - gold ounces
5,745

5,246

5,511

9,707

Total gold ounces produced
332,342

284,364

228,370

260,187

Cash costs per gold ounce produced (ii) (v)
$
528

$
540

$
474

$
429

Co-product cash costs per gold ounce produced (ii) (v)
$
695

$
646

$
687

$
674

All-in sustaining costs per gold ounce produced (ii) (v)
$
867

$
897

$
859

$
779

All-in sustaining co-product costs per gold ounce produced (ii) (v)
$
971

$
951

$
1,034

$
975

Production - Silver
 
 
 
 
Commercial silver ounces produced (v)
2,946,664

2,369,969

2,176,853

2,179,016

Cash costs per silver ounce produced (ii) (v)
$
4.80

$
6.57

$
6.76

$
7.10

Co-product cash costs per silver ounce produced (ii) (v)
$
6.84

$
8.01

$
8.32

$
10.05

All-in sustaining costs per silver ounce produced (ii) (v)
$
8.80

$
11.76

$
12.67

$
12.40

All-in sustaining co-product costs per silver ounce produced (ii) (v)
$
9.99

$
12.47

$
13.77

$
14.67

Production - Other
 
 
 
 
Chapada concentrate production (tonnes)
69,279

60,975

51,570

67,395

Chapada copper contained in concentrate production (millions of pounds)
38.0

33.0

27.6

36.0

Chapada co-product cash costs per pound of copper produced
$
1.59

$
1.75

$
1.84

$
1.53

Sales Included in Revenue (excluding 12.5% interest in Alumbrera)
 
 
 
 
Gold (ounces)
281,681

247,661

192,586

218,223

Silver (millions of ounces)
2.7

2.2

2.2

2.1

Chapada concentrate (tonnes)
70,288

56,010

48,747

67,616

Chapada payable copper contained in concentrate (millions of pounds)
35.7

28.7

25.4

34.5

Average Realized Prices
 
 
 
 
Gold - per ounce (i)
$
1,276

$
1,292

$
1,300

$
1,277

Silver - per ounce (i)
$
19.27

$
19.81

$
20.43

$
20.63

Copper - per pound (i)
$
3.14

$
3.11

$
3.25

$
3.37


(i)
Revenue consists of sales net of sales taxes. Revenue per ounce data is calculated based on gross sales. Realized prices reflect continuing operations.
(ii)
A cautionary note regarding non-GAAP measures is included in Section 13 of this Management’s Discussion and Analysis. Comparatives have been restated to conform to the change in presentation adopted in the current period.
(iii)
Including commissioning ounces from C1 Santa Luz and Pilar.

49


(iv)
Balances are attributable to Yamana Gold Inc. equity holders.
(v)
Balances are from continuing operations.


15.    DISCLOSURE CONTROLS AND PROCEDURES

Disclosure controls and procedures are designed to provide reasonable assurance that all relevant information is gathered and reported to senior management, including the Company’s Chairman and Chief Executive Officer and Executive Vice President, Finance and Chief Financial Officer, on a timely basis so that appropriate decisions can be made regarding public disclosure. The Company’s system of disclosure controls and procedures includes, but is not limited to, our Timely Disclosure and Confidentiality Policy, our Code of Conduct, our Insider Trading Policy, our Corporate Controls Policy, the effective functioning of our Audit Committee and procedures in place to systematically identify matters warranting consideration of disclosure by the Audit Committee.
 
As at the end of the period covered by this Management’s Discussion and Analysis, management of the Company, with the participation of the Chairman and Chief Executive Officer and the Executive Vice President, Finance and Chief Financial Officer, evaluated the effectiveness of the Company’s disclosure controls and procedures as required by applicable rules of the Canadian Securities Administrators (or Canadian securities regulatory authorities). The evaluation included documentation review, inquiries and other procedures considered by management to be appropriate in the circumstances. Based on that evaluation, the Chairman and Chief Executive Officer and the Executive Vice President, Finance and Chief Financial Officer have concluded that, as of the end of the period covered by this Management’s Discussion and Analysis, the disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934) were effective to provide reasonable assurance that information required to be disclosed in the Company’s annual filings and interim filings and other reports filed or submitted under applicable securities laws, is recorded, processed, summarized and reported within time periods specified by those laws and that material information is accumulated and communicated to management of the Company, including the Chairman and Chief Executive Officer and the Executive Vice President, Finance and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
 
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
 
Management of the Company is responsible for establishing and maintaining effective internal control over financial reporting as such term is defined in the rules of the United States Securities and Exchange Commission and the Canadian Securities Administrators. The Company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of the Company’s financial reporting for external purposes in accordance with IFRS.  The Company’s internal control over financial reporting includes:
 
maintaining records, that in reasonable detail, accurately and fairly reflect our transactions and dispositions of the assets of the Company;
providing reasonable assurance that transactions are recorded as necessary for preparation of our Consolidated Financial Statements in accordance with generally accepted accounting principles;
providing reasonable assurance that receipts and expenditures are made in accordance with authorizations of management and the directors of the Company; and
providing reasonable assurance that unauthorized acquisition, use or disposition of Company assets that could have a material effect on the Company’s Consolidated Financial Statements would be prevented or detected on a timely basis.

The Company’s internal control over financial reporting may not prevent or detect all misstatements because of inherent limitations.  Additionally, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because changes in conditions or deterioration in the degree of compliance with the Company’s policies and procedures.

CHANGES IN INTERNAL CONTROLS
 
During the period ended September 30, 2015, there has been no change in the Company’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
 
LIMITATIONS OF CONTROLS AND PROCEDURES
 
The Company’s management, including the Chairman and Chief Executive Officer and the Executive Vice President, Finance and Chief Financial Officer, believe that any disclosure controls and procedures or internal controls over financial reporting, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system

50


are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, they cannot provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been prevented or detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by unauthorized override of the control. The design of any systems of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Accordingly, because of the inherent limitations in a cost effective control system, misstatements due to error or fraud may occur and not be detected.
 
This report provides a discussion and analysis of the financial condition and results of operations (“Management’s Discussion and Analysis”) to enable a reader to assess material changes in financial condition between September 30, 2015 and December 31, 2014 and results of operations for the periods ended September 30, 2015 and September 30, 2014.
 
This Management’s Discussion and Analysis has been prepared as of October 29, 2015. The Condensed Consolidated Interim Financial Statements prepared in accordance with IFRS as issued by IASB follow this Management’s Discussion and Analysis. This Management’s Discussion and Analysis is intended to supplement and complement the annual audited consolidated financial statements and notes thereto as at and for the year ended December 31, 2014 (collectively the “Financial Statements”). You are encouraged to review the financial statements in conjunction with your review of this Management’s Discussion and Analysis. This Management’s Discussion and Analysis should be read in conjunction with both the annual audited consolidated financial statements for the year ended December 31, 2014 and the most recent Annual Information Form for the year ended December 31, 2014 on file with the Securities Commissions of all of the provinces in Canada, which are included in the 2014 Annual Report on Form 40-F on file with the United States Securities and Exchange Commission. Certain notes to the Financial Statements are specifically referred to in this Management’s Discussion and Analysis and such notes are incorporated by reference herein. All Dollar amounts in the Management’s Discussion and Analysis are in United States Dollars, unless otherwise specified.
 
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
 
This Management’s Discussion and Analysis contains or incorporates by reference “forward-looking statements” and “forward-looking information” under applicable Canadian securities legislation within the meaning of the United States Private Securities Litigation Reform Act of 1995. Forward-looking information includes, but is not limited to information with respect to the Company’s strategy, plans or future financial or operating performance. Forward-looking statements are characterized by words such as “plan,” “expect”, “budget”, “target”, “project”, “intend”, “believe”, “anticipate”, “estimate” and other similar words, or statements that certain events or conditions “may” or “will” occur. Forward-looking statements are based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made, and are inherently subject to a variety of risks and uncertainties and other known and unknown factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. These factors include the Company’s expectations in connection with the production and exploration, development and expansion plans at the Company's projects discussed herein being met, the impact of proposed optimizations at the Company's projects, the impact of the proposed new mining law in Brazil, the new tax reform bill in Mexico, the amended federal income tax statute in Argentina and the new Chilean tax reform package, and the impact of general business and economic conditions, global liquidity and credit availability on the timing of cash flows and the values of assets and liabilities based on projected future conditions, fluctuating metal prices (such as gold, copper, silver and zinc), currency exchange rates (such as the Brazilian real, the Chilean peso, the Argentine peso and the Mexican peso versus the United States dollar) possible variations in ore grade or recovery rates, changes in the Company’s hedging program, changes in accounting policies, changes in mineral resources and mineral reserves, risks related to non-core asset disposition, our expectations relating to the Osisko Acquisition (as defined herein), including with respect to anticipated benefits thereof and the magnitude of synergies therefrom, and the performance of the assets acquired from Osisko (as defined herein), and risks related to other acquisitions, changes in project parameters as plans continue to be refined, changes in project development, construction, production and commissioning time frames, the possibility of project cost overruns or unanticipated costs and expenses, higher prices for fuel, steel, power, labour and other consumables contributing to higher costs and general risks of the mining industry, including but not limited to, failure of plant, equipment or processes to operate as anticipated, unexpected changes in mine life, final pricing for concentrate sales, unanticipated results of future studies, seasonality and unanticipated weather changes, costs and timing of the development of new deposits, success of exploration activities, permitting timelines, government regulation and the risk of government expropriation or nationalization of mining operations, risks related to relying on local advisors and consultants in foreign jurisdictions, environmental risks, unanticipated reclamation expenses, risks relating to joint venture operations, title disputes or claims, limitations on insurance coverage and timing and possible outcome of pending and outstanding litigation and labour disputes, risks related to enforcing legal rights in foreign jurisdictions, as well as those risk factors discussed or referred to herein and in the Company's Annual Information Form filed with the securities regulatory authorities in all provinces of Canada

51


and available at www.sedar.com, and the Company’s Annual Report on Form 40-F filed with the United States Securities and Exchange Commission. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be anticipated, estimated or intended.  There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The Company undertakes no obligation to update forward-looking statements if circumstances or management’s estimates, assumptions or opinions should change, except as required by applicable law. The reader is cautioned not to place undue reliance on forward-looking statements. The forward-looking information contained herein is presented for the purpose of assisting investors in understanding the Company’s expected financial and operational performance and results as at and for the periods ended on the dates presented in the Company’s plans and objectives and may not be appropriate for other purposes.
 
CAUTIONARY STATEMENT REGARDING MINERAL RESERVES AND MINERAL RESOURCES
 
Readers should refer to the Annual Information Form of the Company for the year ended December 31, 2014 and other continuous disclosure documents filed by the Company since January 1, 2015 available at www.sedar.com, for further information on mineral reserves and mineral resources, which is subject to the qualifications and notes set forth therein.
 
CAUTIONARY STATEMENT TO UNITED STATES INVESTORS CONCERNING ESTIMATES OF MINERAL RESERVES AND MINERAL RESOURCES
 
This Management’s Discussion and Analysis has been prepared in accordance with the requirements of the securities laws in effect in Canada, which differ in certain material respects from the disclosure requirements of United States securities laws.  The terms “mineral reserve”, “proven mineral reserve” and “probable mineral reserve” are Canadian mining terms as defined in accordance with Canadian National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”) and the Canadian Institute of Mining, Metallurgy and Petroleum (the “CIM”) - CIM Definition Standards on Mineral Resources and Mineral Reserves, adopted by the CIM Council, as amended. These definitions differ from the definitions in the disclosure requirements promulgated by the Securities and Exchange Commission (the “Commission”) and contained in Industry Guide 7 (“Industry Guide 7”).  Under Industry Guide 7 standards, a “final” or “bankable” feasibility study is required to report mineral reserves, the three-year historical average price is used in any mineral reserve or cash flow analysis to designate mineral reserves and the primary environmental analysis or report must be filed with the appropriate governmental authority.
 
In addition, the terms “mineral resource”, “measured mineral resource”, “indicated mineral resource” and “inferred mineral resource” are defined in and required to be disclosed by NI 43-101.  However, these terms are not defined terms under Industry Guide 7 and are not permitted to be used in reports and registration statements of United States companies filed with the Commission.  Investors are cautioned not to assume that any part or all of the mineral deposits in these categories will ever be converted into mineral reserves.  “Inferred mineral resources” have a great amount of uncertainty as to their existence, and great uncertainty as to their economic and legal feasibility. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. Under Canadian rules, estimates of inferred mineral resources may not form the basis of feasibility or pre-feasibility studies, except in rare cases. Investors are cautioned not to assume that all or any part of an inferred mineral resource exists or is economically or legally mineable.  Disclosure of “contained ounces” in a mineral resource is permitted disclosure under Canadian regulations.  In contrast, the Commission only permits U.S. companies to report mineralization that does not constitute “mineral reserves” by Commission standards as in place tonnage and grade without reference to unit measures.
 
Accordingly, information contained in this Management’s Discussion and Analysis may not be comparable to similar information made public by U.S. companies subject to the reporting and disclosure requirements under the United States federal securities laws and the rules and regulations of the Commission thereunder.

*************


52


    


EXHIBIT 99.2









 

CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
 
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2015
(UNAUDITED)

                            



TABLE OF CONTENTS
 
 
 
 
 
Page
 
 
Condensed Interim Consolidated Statements of Operations
 
 
Condensed Interim Consolidated Statements of Comprehensive Income/(Loss)
 
 
Condensed Interim Consolidated Statements of Cash Flows
 
 
Condensed Interim Consolidated Balance Sheets
 
 
Condensed Interim Consolidated Statements of Changes in Equity
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS:
 
Note 1:
 
Basis of Preparation and Presentation
Note 2:
 
Critical Accounting Policies and Estimates
Note 3:
 
Recent Accounting Pronouncements
Note 4:
 
Acquisition and Disposition of Mineral Interests
Note 5:
 
Finance Income and Expense
Note 6:
 
Income Taxes
Note 7:
 
Earnings (Loss) Per Share
Note 8:
 
Accumulated Other Comprehensive Income
Note 9:
 
Fair Value Measurement
Note 10:
 
Inventories
Note 11:
 
Property, Plant and Equipment
Note 12:
 
Long-Term Debt
Note 13:
 
Selected Composition Notes
Note 14:
 
Share Capital
Note 15:
 
Share-Based Payments
Note 16:
 
Capital Management
Note 17:
 
Supplementary Cash Flow Information
Note 18:
 
Segmented Information
Note 19:
 
Contractual Commitments
Note 20:
 
Contingencies
Note 21:
 
Events After the Reporting Period

2


YAMANA GOLD INC.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS

 
For the three months ended September 30,
For the nine months ended September 30,
(In millions of United States Dollars except for shares and per share amounts, unaudited)
2015
2014
2015
2014
Revenue
$
448.9

$
494.4

$
1,361.9

$
1,292.2

Cost of sales excluding depletion, depreciation and amortization
(266.0
)
(275.0
)
(818.2
)
(727.2
)
Gross margin excluding depletion, depreciation and amortization
182.9

219.4

543.7

565.0

Depletion, depreciation and amortization
(133.2
)
(135.2
)
(395.4
)
(366.9
)
Mine operating earnings
49.7

84.2

148.3

198.1

 


 
 
 
Expenses


 
 
 
General and administrative
(28.5
)
(24.9
)
(89.9
)
(93.0
)
Exploration and evaluation
(6.6
)
(5.2
)
(16.1
)
(14.1
)
Equity loss from associate
(6.3
)
(12.1
)
(17.2
)
(10.7
)
Other expenses
(7.4
)
(39.3
)
(34.2
)
(90.2
)
Impairment of mineral properties

(539.9
)

(539.9
)
Operating earnings/(loss)
0.9

(537.2
)
(9.1
)
(549.8
)
Finance income (Note 5)
38.9

25.7

46.0

27.9

Finance expense (Note 5)
(37.5
)
(21.9
)
(100.3
)
(50.4
)
Net finance income/(expense)
1.4

3.8

(54.3
)
(22.5
)
Earnings/(loss) before taxes
2.3

(533.4
)
(63.4
)
(572.3
)
Current income tax expense (Note 6)
(38.1
)
(16.1
)
(68.5
)
(88.1
)
Deferred income tax expense (Note 6)
(79.2
)
(330.1
)
(125.3
)
(235.0
)
Income tax expense
(117.3
)
(346.2
)
(193.8
)
(323.1
)
Net loss from continuing operations
(115.0
)
(879.6
)
(257.2
)
(895.4
)
Net earnings/(loss) from discontinued operations (Note 4(b))
2.0

(143.7
)
(15.4
)
(152.4
)
Net loss attributable to Yamana Gold Inc. equity holders
$
(113.0
)
$
(1,023.3
)
$
(272.6
)
$
(1,047.8
)
 

 
 
 
Net loss per share attributable to Yamana Gold Inc. equity holders (Note 7)

 
 
 
Net loss per share from continuing operations - basic and diluted
$
(0.12
)
$
(1.00
)
$
(0.28
)
$
(1.12
)
Net loss per share from discontinued operations - basic and diluted
$

$
(0.17
)
$
(0.01
)
$
(0.19
)
Net loss per share - basic and diluted
$
(0.12
)
$
(1.17
)
$
(0.29
)
$
(1.31
)
 


 
 
 
Weighted average number of shares outstanding (in thousands) (Note 7)
 

 

 
 

Basic
946,563

877,551

933,180

801,613

Diluted
946,563

877,551

933,180

801,613


The accompanying notes are an integral part of the condensed interim consolidated financial statements.


CONDENSED INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS)
 
 
For the three months ended September 30,
For the nine months ended
September 30,
(In millions of United States Dollars, unaudited)
2015
2014
2015
2014
Net loss attributable to Yamana Gold Inc. equity holders
$
(113.0
)
$
(1,023.3
)
$
(272.6
)
$
(1,047.8
)
 
 
 
 
 
Other comprehensive (loss)/income, net of taxes (Note 8)
 
 
 
 
   Items that may be reclassified subsequently to profit or loss:
 
 
 
 
    - Net change in fair value of available-for-sale securities
(0.5
)
(1.8
)
(0.4
)

    - Net change in fair value of hedging instruments
(1.8
)
(9.1
)
8.9

40.6

Total other comprehensive (loss)/income
$
(2.3
)
$
(10.9
)
$
8.5

$
40.6

Total comprehensive loss attributable to Yamana Gold Inc. equity holders
$
(115.3
)
$
(1,034.2
)
$
(264.1
)
$
(1,007.2
)
The accompanying notes are an integral part of the condensed interim consolidated financial statements.

3



YAMANA GOLD INC.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

 
For the three months ended September 30,
For the nine months ended
September 30,
(In millions of United States Dollars, unaudited)
2015
2014
2015
2014
Operating activities
 
 
 
 
Income (loss) before taxes
$
2.3

(533.4
)
$
(63.4
)
$
(572.3
)
Adjustments to reconcile earnings before taxes to net operating cash flows:
 
 
 
 
Depletion, depreciation and amortization
133.2

135.2

395.4

366.9

Share-based payments (Note 15)
(1.5
)
(1.6
)
3.6

7.8

Equity loss from associate
6.3

12.1

17.2

10.7

Finance income (Note 5)
(38.9
)
(25.7
)
(46.0
)
(27.9
)
Finance expense (Note 5)
37.5

21.9

100.3

50.4

Mark-to-market on sales of concentrate and price adjustments on unsettled invoices
0.7

7.4

0.1

7.4

Impairment of mineral properties

534.9


529.1

(Gain)/loss on available-for-sale securities and other assets
(4.8
)
18.1

(7.8
)
31.8

Other non-cash expenses
9.4

14.7

46.2

33.8

Decommissioning, restoration and similar liabilities paid
(0.7
)
(1.4
)
(2.9
)
(2.9
)
Cash distributions from associate

12.4


40.5

Income taxes paid
(15.9
)
(13.9
)
(69.7
)
(55.9
)
Cash flows from operating activities before non-cash working capital
127.6

180.7

373.0

419.4

Net change in non-cash working capital (Note 17(b))
(50.0
)
(24.1
)
(169.9
)
(89.2
)
Cash flows from operating activities of continuing operations
$
77.6

$
156.6

$
203.1

$
330.2

Cash flows from/(used in) operating activities of discontinued operations
(Note 4(b))
$
0.2

$
2.3

$
(0.3
)
$
16.0

Investing activities
 

 

 
 

Acquisition of property, plant and equipment
$
(102.8
)
$
(196.0
)
$
(280.3
)
$
(521.9
)
Proceeds on settlement of copper contracts
14.0


14.0


Acquisition of Osisko Mining Corporation (Note 4(a))



(462.7
)
Cash acquired from acquisition of Osisko Mining Corporation (Note 4(a))



59.2

Proceeds from sale of bond
18.6


18.6


Acquisition of investments and other assets



(73.2
)
Proceeds on disposal of investments and other assets
4.9


8.3

68.2

Other investing activities
(0.4
)
(1.3
)
(0.9
)
(0.4
)
Cash flows used in investing activities of continuing operations
$
(65.7
)
$
(197.3
)
$
(240.3
)
$
(930.8
)
Cash flows used in investing activities of discontinued operations (Note 4(b))
$

$
(0.7
)
$

$
(14.2
)
Financing activities
 
 
 
 
Dividends paid
$
(13.9
)
$
(32.9
)
$
(41.1
)
$
(110.2
)
Interest and other finance expenses paid
(8.8
)
(3.7
)
(51.4
)
(45.6
)
Proceeds on common share offering


228.2


Repayment of term loan and assumed debt (Note 12)
(143.3
)
(4.3
)
(523.1
)
(518.4
)
Proceeds from term loan and notes payable (Note 12)
175.0

75.0

375.6

1,224.5

Other financing activities



0.3

Cash flows from/(used in) financing activities of continuing operations
$
9.0

$
34.1

$
(11.8
)
$
550.6

Effect of foreign exchange of non-United States Dollar denominated cash and cash equivalents
(2.2
)
(0.3
)
(4.1
)
(2.6
)
Increase/(decrease) in cash and cash equivalents of continuing operations
$
18.7

$
(6.9
)
$
(53.2
)
$
(52.6
)
Increase/(decrease) in cash and cash equivalents of discontinued operations
$
0.2

$
1.6

$
(0.3
)
$
1.8

Cash and cash equivalents of continuing operations, beginning of period
$
119.1

$
174.0

$
191.0

$
219.7

Cash and cash equivalents of discontinued operations, beginning of period
$
0.1

$
0.5

$
0.6

$
0.3

Cash and cash equivalents, end of period of continuing operations
$
137.8

$
167.1

$
137.8

$
167.1

Cash and cash equivalents, end of period of discontinued operations (Note 4(b))
$
0.3

$
2.1

$
0.3

$
2.1


Supplementary cash flow information (Note 17)
The accompanying notes are an integral part of the condensed interim consolidated financial statements.

4


YAMANA GOLD INC.
CONDENSED INTERIM CONSOLIDATED BALANCE SHEETS
 
As at September 30,
As at December 31, (Restated)
(In millions of United States Dollars, unaudited)
2015
2014
Assets
 

 

Current assets:
 

 

Cash and cash equivalents
$
137.8

$
191.0

Trade and other receivables
33.0

51.0

Inventories (Note 10)
309.4

299.5

Other financial assets
111.4

111.8

Other assets
110.3

103.7

Assets held for sale (Note 4(b))
18.2

19.5

 
720.1

776.5

Non-current assets:


 
Property, plant and equipment (Note 11)
10,810.5

10,927.6

Investment in associates
49.4

66.6

Other financial assets
12.3

43.3

Deferred tax assets
119.2

112.9

Goodwill and intangibles
408.6

411.0

Other assets
42.4

63.9

Total assets
$
12,162.5

$
12,401.8

 


 
Liabilities


 
Current liabilities:


 
Trade and other payables
$
351.8

$
407.9

Income taxes payable
21.6

24.7

Other financial liabilities (Note 13(a))
139.3

204.8

Other provisions and liabilities (Note 13(b))
4.4

69.4

Liabilities held for sale (Note 4(b))
17.1

27.1

 
534.2

733.9

Non-current liabilities:


 
Long-term debt (Note 12)
1,861.6

2,025.4

Decommissioning, restoration and similar liabilities
186.8

204.1

Deferred tax liabilities
2,656.5

2,513.2

Other financial liabilities (Note 13(a))
59.3

54.7

Other provisions and liabilities (Note 13(b))
165.7

137.7

Total liabilities
$
5,464.1

$
5,669.0

 


 
Equity


 
Share capital (Note 14)


 
Issued and outstanding 946,619,763 common shares (December 31, 2014 - 878,052,814 shares)
7,621.5

7,347.3

Reserves
4.4

(2.9
)
Deficit
(946.2
)
(630.3
)
Equity attributable to Yamana shareholders
$
6,679.7

$
6,714.1

Non-controlling interest
18.7

18.7

Total equity
6,698.4

6,732.8

Total liabilities and equity
$
12,162.5

$
12,401.8

Contractual commitments and contingencies (Notes 19 and 20).

The accompanying notes are an integral part of the condensed interim consolidated financial statements.

Approved by the Board

“Peter Marrone”
“Patrick Mars”
PETER MARRONE
PATRICK MARS
Director
Director

5


YAMANA GOLD INC.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(In millions of United States Dollars, unaudited)
Share
capital
Equity
reserve
Hedging
reserve
Available
-for-sale
reserve
Other reserve
Total
reserves
Retained
earnings/ (deficit)
Equity
attributable
to Yamana
shareholders
Non-
controlling
interest
Total
equity
Balance at January 1, 2014
$
6,320.1

$
24.7

$
(66.1
)
$
0.1

$

$
(41.3
)
$
860.5

$
7,139.3

$
18.7

$
7,158.0

Net loss






(1,047.8
)
(1,047.8
)

(1,047.8
)
Accumulated other comprehensive income, net of income tax (Note 8)


40.6



40.6


40.6


40.6

Transactions with owners
 
 

 

 
 





 

 
Issued on acquisition of mineral interest (Note 4)
1,011.8







1,011.8


1,011.8

Issued on vesting of restricted share units (Note 14)
9.9

(9.8
)



(9.8
)

0.1


0.1

Restricted share units (Note 14)

10.9




10.9


10.9


10.9

Share cancellation (Note 14)
(1.1
)
1.0




1.0


(0.1
)

(0.1
)
Dividends






(89.4
)
(89.4
)

(89.4
)
Balance as at September 30, 2014
$
7,340.7

$
26.8

$
(25.5
)
$
0.1

$

$
1.4

$
(276.7
)
$
7,065.4

$
18.7

$
7,084.1

 
 
 
 
 
 
 
 
 
 
 
Balance at January 1, 2015
$
7,347.3

$
23.2

$
(24.9
)
$

$
(1.2
)
$
(2.9
)
$
(630.3
)
$
6,714.1

$
18.7

$
6,732.8

Net loss






(272.6
)
(272.6
)

(272.6
)
Accumulated other comprehensive income, net of income tax (Note 8)


8.9

(0.4
)

8.6


8.6


8.6

Transactions with owners
 
 
 
 
 
 
 
 
 
 
Convertible debentures exercised (Note 12)
9.6







9.6


9.6

Issued on acquisition of mineral interests (Note 4)
26.8

0.2




0.2


27.0


27.0

Issued on vesting of restricted share units (Note 14)
10.0

(10.0
)



(10.0
)




Issued on public offering (net of issue costs)
227.9







227.9


227.9

Restricted share units (Note 14)

8.2




8.2


8.2


8.2

Share cancellation (Note 14)
(0.3
)
0.3




0.3





Dividend reinvestment plan
0.2










Dividends






(43.3
)
(43.3
)

(43.3
)
Balance as at September 30, 2015
$
7,621.5

$
21.9

$
(16.0
)
$
(0.4
)
$
(1.2
)
$
4.4

$
(946.2
)
$
6,679.7

$
18.7

$
6,698.4

 
The accompanying notes are an integral part of the condensed interim consolidated financial statements.



6


YAMANA GOLD INC.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the Three and Nine Months Ended September 30, 2015
(With Comparatives as at December 31, 2014 and for the Three and Nine Months Ended September 30, 2014)
(Tabular amounts in millions of United States Dollars unless otherwise noted, unaudited)


1.    BASIS OF PREPARATION AND PRESENTATION

These Condensed Interim Consolidated Financial Statements of Yamana Gold Inc. (the "Company" or "Yamana"), including comparative figures, have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting (IAS 34) using the accounting principles consistent with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). These Condensed Interim Consolidated Financial Statements do not include all disclosures required by IFRS for annual audited consolidated financial statements and accordingly should be read in conjunction with the Company’s Annual Audited Consolidated Financial Statements for the year ended December 31, 2014 prepared in accordance with IFRS as issued by the IASB.

These Condensed Interim Consolidated Financial Statements were authorized for issuance by the Board of Directors of the Company on October 29, 2015.


2.     CRITICAL ACCOUNTING POLICIES AND ESTIMATES

These Condensed Interim Consolidated Financial Statements have been prepared on the basis of and using the accounting policies, methods of computation and presentation consistent with those applied and disclosed in Notes 3 and 5 to the Company’s Annual Audited Consolidated Financial Statements for the year ended December 31, 2014.

In preparing the Consolidated Financial Statements in accordance with IFRS, management is required to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses for the period end. Critical accounting estimates represent estimates that are uncertain and for which changes in those estimates could materially impact the Company's Consolidated Financial Statements. Actual future outcomes may differ from present estimates. Management reviews its estimates and assumptions on an ongoing basis using the most current information available.

The critical judgments and key sources of estimation uncertainties in the application of accounting policies during the three and nine months ended September 30, 2015 are the same as those disclosed in Note 4 to the Company's Annual Audited Consolidated Financial Statements for the year ended December 31, 2014.


3.    RECENT ACCOUNTING PRONOUNCEMENTS

The IASB or the International Financial Reporting Interpretations Committee (“IFRIC”) issue pronouncements that are mandatory for the Company to implement. Pronouncements that are not applicable to the Company have been excluded from this note. The following pronouncements have been issued but are not yet effective:

(a)
IFRS 9 Financial Instruments - The standard is effective for annual reporting periods beginning January 1, 2018 for public entities. The Company is assessing the impact of this Standard.
(b)
IFRS 15 Revenue from Contracts with Customers - The final standard on revenue from contracts with customers was issued on May 28, 2014 and is effective for annual reporting periods beginning on or after January 1, 2017 with early adoption permitted. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt the guidance. On April 28, 2015 the IASB published an Exposure Draft proposing a one-year deferral of the effective date of IFRS 15 to January 1, 2018. The Company is assessing the impact of this Standard.



7


4.    ACQUISITION AND DISPOSITION OF MINERAL INTERESTS

a) Acquisition of 50% interest of Osisko Mining Corporation ("Osisko")

On June 16, 2014, the Company and Agnico Eagle Mines Limited ("Agnico") completed the joint acquisition of 100% of all issued and outstanding common shares of Osisko.  Osisko operated Canadian Malartic in the Abitibi Gold Belt, immediately south of the Town of Malartic located in the province of Quebec, Canada. Additionally, Osisko conducted advanced exploration activities at the Kirkland Lake and Hammond Reef properties in Northern Ontario, Canada and additional exploration projects located in the Americas. The acquisition supports the Company’s strategy, adding another high quality cornerstone asset that increases the sustainable production level and is expected to contribute to cash flow.

Total consideration paid by Yamana was $1.47 billion which consisted of $0.46 billion in cash and $1.01 billion in Yamana shares based on a Yamana share price of $8.18 (C$8.88) per share.

Under the terms of the Agreement, each outstanding common share of Osisko was exchanged for: (i) C$2.09 in cash; (ii) 0.26471 of a Yamana common share (a value of C$2.35 based on the closing price of C$8.88 for Yamana shares on the Toronto Stock Exchange as of June 16, 2014); (iii) 0.07264 of an Agnico common share (a value of C$2.64 based on the closing price of C$36.29 for Agnico shares on the Toronto Stock Exchange as of June 16, 2014); and (iv) one common share of a newly formed company, Osisko Gold Royalties Ltd. ("Osisko Gold") that commenced trading on the Toronto Stock Exchange.

Certain assets of Osisko were transferred to Osisko Gold, the shares of which were distributed to Osisko shareholders as part of the transaction. The following was transferred to Osisko Gold: (i) a 5% net smelter royalty (“NSR”) on Canadian Malartic; (ii) C$157 million cash; (iii) a 2% NSR on the Upper Beaver-Kirkland Lake assets, the Hammond Reef project, and certain other exploration properties; (iv) all assets and liabilities of Osisko in its Guerrero camp; and (v) other investments.

In summary, following the completion of the acquisition, the Company and Agnico each own (A) 50% of Osisko and its mining assets (excluding the Osisko Gold assets), including the Kirkland Lake Properties, the Hammond Reef Properties and other exploration properties, and (B) a 50% interest in the Canadian Malartic General Partnership ("CMGP") which holds Canadian Malartic.

The Company has recognized its interest in the assets, liabilities, revenues and expenses of Osisko in accordance with the Company’s rights and obligations prescribed by the transaction, as the joint arrangement was determined to be a joint operation under IFRS. In accordance with the Company’s accounting policy, the Company has recognized the identifiable assets and liabilities, subject to the exceptions in IFRS 3, at fair value at its proportionate 50% share, and the residual has been recognized as goodwill.

Total consideration paid by the Company was as follows:
Cash
$
462.7

Issue of Yamana common shares: 123,620,781 shares (at C$8.88 per share)
1,011.8

Purchase consideration
$
1,474.5


The following table summarizes the total fair values of assets and liabilities acquired as reported in the Company's Annual Consolidated Financial Statements for the year ended December 31, 2014 and the final fair values as reported during the first half of 2015:
 
Preliminary
Adjustments
Final
Cash
$
59.2

$

$
59.2

Net working capital acquired
29.7

(36.1
)
(6.4
)
Property, plant and equipment (including mineral interests)
1,662.9

(215.2
)
1,447.7

Long-term liabilities
(123.1
)
22.9

(100.2
)
Deferred income taxes
(414.1
)
142.8

(271.3
)
 
1,214.6

(85.6
)
1,129.0

Goodwill
259.9

85.6

345.5

Net identifiable assets
$
1,474.5

$

$
1,474.5

 

The following table summarizes the Company's restated and previously reported December 31, 2014 consolidated balance sheet:

8


 
December 31, 2014 (Restated)
December 31, 2014
Inventories
$
299.5

$
307.0

Property, plant and equipment (including mineral interests)
$
10,927.6

$
11,142.8

Goodwill and intangibles
$
411.0

$
325.4

Other financial liabilities
$
204.8

$
199.1

Deferred income taxes
$
2,513.2

$
2,656.0


Goodwill of $345.5 million was recognized primarily as a result of the deferred tax liability recognized on the excess of the fair value of the acquired assets over their corresponding tax bases. The total amount of goodwill that is expected to be deductible for tax purposes is $nil.

Acquisition related costs totaled $27.1 million and have been recognized as an expense and included in other expenses in the consolidated statement of operations.

Adjustments to the preliminary fair values previously reported include the fair value of net working capital acquired, property, plant and equipment, long-term liabilities and deferred income taxes of $36.1 million, $215.2 million, $22.9 million and $142.8 million, respectively. As a result of these adjustments, goodwill increased by $85.6 million. The adjustments are the result of changes in estimates and model assumptions from new information obtained about circumstances that existed as of the acquisition date and the related tax impact attributable to the related assets and liabilities adjusted.

On March 19, 2015, the Company and Agnico through CMGP jointly acquired the remaining 30% interest in the Malartic CHL prospect from Abitibi Royalties Inc. (“Abitibi”) for a total consideration of approximately C$57 million in shares and a 3.0% net smelter return royalty on the Malartic CHL prospect. The Company issued a total of 3,549,695 common shares at $3.63 (C$4.63) for its portion of the consideration.  Following the completion of the transaction, CMGP holds a 100% interest in the Malartic CHL prospect. In accordance with the terms of concurrent agreements, each of the parties released and discharged the others with respect to all proceedings previously commenced by Abitibi with respect to the Malartic CHL prospect, all without admission of any further liability by any party.

b) Disposition of Mineral Interests

During the fourth quarter of 2014, the Company formalized its decision to divest Ernesto Pau-a-Pique which is a non-core asset and has presented the assets and liabilities as held for sale and the operating results have been presented separately from continuing operations.  Total net earnings for the three and nine month periods ended September 30, 2015 was net earnings of $2.0 million and net loss of $15.4 million (2014 - net loss of $143.7 million and $152.4 million). As at September 30, 2015 assets held for sale totaled $18.2 million (December 31, 2014 - $19.5 million) and liabilities held for sale totaled $17.1 million (December 31, 2014 - $27.1 million).

c) Acquisition of Mega Precious Metals Inc.

On June 22, 2015, the Company acquired all of the issued and outstanding common shares of Mega Precious Metals Inc. ("Mega Precious"). Mega Precious was a Canadian-based exploration company with a high quality pipeline of projects located in the mining-friendly jurisdictions of Manitoba, Northwestern Ontario and Nunavut. The most significant and advanced project is the Monument Bay gold/tungsten project located in northeastern Manitoba.

The transaction is expected to advance the Company’s strategy to expand its presence in Canada as the significant existing mineral resource base at Monument Bay and North Madsen projects, in particular, provide an opportunity for further exploration to meaningfully increase the potential of these assets.

Total consideration paid for the acquisition of Mega Precious was $14.5 million (C$17.8 million) which consisted of approximately $0.2 million in cash, $14.0 million in Yamana common shares (4,366,675 shares) and transaction costs. Under the terms of the Agreement, each Mega Precious shareholder received $0.068 per share comprised of C$0.001 in cash and 0.02092 of a Yamana common share for each Mega common share held.


9


As part of the acquisition and included in the total consideration paid, the Company acquired the Pacific Road convertible notes totaling $2.4 million, and issued 744,187 Yamana common shares at $3.21 (C$3.94) per share, which concurrently terminated the Pacific Road Agreement.

The acquisition was accounted for as a purchase of assets and assumption of liabilities. The transaction did not qualify as a business combination under IFRS 3, Business Combinations, as significant inputs, processes, and outputs that together constitute a business were not identified. The fair value of the assets acquired and liabilities assumed were based upon their fair value as at the date of acquisition. Transaction costs were capitalized in accordance with the Company's policy.

Total consideration paid by the Company was as follows:
Cash
$
0.2

Issue of Yamana common shares: 4,366,675 shares at $3.21 (C$3.94) per share
14.0

Transaction costs
0.3

Purchase consideration
$
14.5


The following table summarizes the total fair value of assets acquired and liabilities assumed:
Cash
$
2.0

Exploration and evaluation assets
15.4

Other assets acquired
0.2

Liabilities acquired
(3.1
)
Net identifiable assets
$
14.5



5.    FINANCE INCOME AND EXPENSE

 
For the three months ended September 30,
For the nine months ended September 30,
 
2015
2014
2015
2014
Interest and other income
$
0.5

$
0.4

$
3.3

$
1.2

Net realized gain on convertible debt

7.1

4.6

7.1

Net foreign exchange gain
38.4

18.2

38.1

19.6

Finance income
$
38.9

$
25.7

$
46.0

$
27.9

 
 
 
 
 
Unwinding of discounts on provisions
$
(3.9
)
$
(3.4
)
$
(12.4
)
$
(10.0
)
Interest expense on long-term debt
(23.0
)
(15.5
)
(71.0
)
(30.1
)
Net loss on derivatives
(6.6
)

(8.6
)

Amortization of deferred financing, bank, financing fees and other
(4.0
)
(3.0
)
(8.3
)
(10.3
)
Finance expense
$
(37.5
)
$
(21.9
)
$
(100.3
)
$
(50.4
)
Net finance income/(expense)
$
1.4

$
3.8

$
(54.3
)
$
(22.5
)


6.    INCOME TAXES

Tax expense is recognized based on management's best estimate of the average annual income tax rate expected for the full financial year multiplied by the pre-tax income of the interim reporting period.

The following table reconciles income taxes calculated at statutory rates with the income tax expense in the Condensed Interim Consolidated Statements of Operations:


10


 
For the three months ended September 30,
For the nine months ended September 30,
 
2015
2014
2015
2014
Earnings/(loss) before income taxes
$
2.3

$
(533.4
)
$
(63.4
)
$
(572.3
)
Canadian statutory tax rate (%)
26.5
%
26.5
%
26.5
%
26.5
%
 
 
 
 
 
Expected income tax recovery
0.6

(141.4
)
(16.8
)
(151.6
)
Impact of (lower)/higher foreign tax rates (i)
56.6

(13.8
)
92.0

(37.7
)
Change in tax rates (ii)
(0.4
)
329.5

2.1

329.5

Permanent differences
19.9

30.4

(13.7
)
42.1

Unused tax losses and tax offsets not recognized in deferred tax assets
18.4

124.5

28.2

110.6

Unrealized foreign exchange losses in tax
132.7

(7.3
)
209.4

0.1

Tax effects of translation in foreign operations
(122.1
)
21.5

(133.3
)
26.5

True-up of tax provisions in respect of prior years
(0.6
)
(2.5
)
1.8

(10.4
)
Withholding taxes
4.1

3.2

7.4

8.2

Mining taxes on profit
7.7

0.3

19.3

3.9

Other
0.4

1.8

(2.6
)
1.9

Income tax expense
$
117.3

$
346.2

$
193.8

$
323.1

 
 
 
 
 
Income tax expense is represented by:
 
 
 
 
Current income tax expense
$
38.1

$
16.1

$
68.5

$
88.1

Deferred income tax expense
79.2

330.1

125.3

235.0

Net income tax expense
$
117.3

$
346.2

$
193.8

$
323.1


(i)    The Company operates in multiple foreign tax jurisdictions that have tax rates that differ from the Canadian statutory rate.
(ii)    In June 2015, the Ontario government eliminated the Ontario Resources Tax Credit that was available to mining companies. This change impacted the Company's deferred tax liability in the quarter.


7.    EARNINGS/(LOSS) PER SHARE
 
 
For the three months ended September 30,
For the nine months ended September 30,
 
2015
2014
2015
2014
Weighted average number of common shares - basic (000's)
946,563

877,551

933,180

801,613

Weighted average number of dilutive potential shares (i)




Weighted average number of common shares - diluted (000's)
946,563

877,551

933,180

801,613

 
 
 
 
 
Net (loss)/earnings from continuing operations attributable to Yamana equity holders
$
(115.0
)
$
(879.6
)
$
(257.2
)
$
(895.4
)
Net (loss)/earnings per share from continuing operations attributable to Yamana equity holders - basic and diluted
$
(0.12
)
$
(1.00
)
$
(0.28
)
$
(1.12
)
 
 


 
 
Net (loss)/earnings attributable to Yamana Gold Inc. equity holders
$
(113.0
)
$
(1,023.3
)
$
(272.6
)
(1,047.8
)
Net (loss)/earnings per share attributable to Yamana Inc. equity holders - basic and diluted
$
(0.12
)
$
(1.17
)
$
(0.29
)
(1.31
)

(i) Effect of dilutive securities - the potential shares attributable to stock options, restrictive share units, and convertible debt were anti-dilutive in the three-and nine-month periods ended September 30, 2015 and in the three-and nine-month period ended September 30, 2014.



11


8.    ACCUMULATED OTHER COMPREHENSIVE INCOME
 
 
For the three months ended September 30,
For the nine months ended September 30,
 
2015
2014
2015
2014
Net change in unrealized gains on available-for-sale securities:
 
 
 
 
Change in fair value
$
(0.5
)
$
(2.1
)
$
(0.4
)
$
(0.6
)
Reclassification of losses recorded in earnings

0.3


0.6

 
$
(0.5
)
$
(1.8
)
$
(0.4
)
$

Net change in fair value of hedging instruments:
 
 
 
 
Change in fair value
(2.4
)
(14.2
)
(0.6
)
29.5

Reclassification of losses recorded in earnings

3.1

12.7

3.1

Tax impact
0.6

2.0

(3.2
)
8.0

 
$
(1.8
)
$
(9.1
)
$
8.9

$
40.6

Accumulated other comprehensive income attributable to equity shareholders
$
(2.3
)
$
(10.9
)
$
8.5

$
40.6



9.    FAIR VALUE MEASUREMENT

The Company’s financial instruments include cash and cash equivalents, trade and other receivables, investments, trade and other payables, long-term debt and derivative assets (liabilities). The carrying values of cash and cash equivalents, trade and other receivables, trade and other payables approximate their fair values due to the relatively short-term nature of these instruments. Adjustments recognized in the balance sheet relating to concentrate sales are based on fair valued calculated using published and observable prices. Fair values of derivatives are based on published and observable market prices for similar instruments and on market closing prices at period end.

There are no material differences between the carrying value and fair value of non-current financial assets and financial liabilities. Fair value was calculated by discounting the future cash flows by a discount factor of 5% which includes the Company's own credit risk. Fair values of available-for-sale securities were calculated based on current and available market information. As at September 30, 2015, total debt has a carrying value of $1.9 billion (December 31, 2014 — $2.0 billion), which is comprised of a revolving facility, senior debt notes and a debt obligation held by Canadian Malartic with fair values of $295.1 million, $1.5 billion and $48.8 million, respectively (December 31, 2014 — $410.1 million, $1.5 billion and $105.2 million).

The Company assesses its financial instruments and non-financial contracts on a regular basis to determine the existence of any embedded derivatives which would be required to be accounted for separately at fair value and to ensure that any embedded derivatives are accounted for in accordance with the Company’s policy. As at September 30, 2015, there were no embedded derivatives requiring separate accounting other than concentrate sales.
The fair value hierarchy establishes three levels to classify the inputs to valuation techniques used to measure fair value. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices in markets that are not active, quoted prices for similar assets or liabilities in active markets, inputs other than quoted prices that are observable for the asset or liability (for example, interest rate and yield curves observable at commonly quoted intervals, forward pricing curves used to value currency and commodity contracts and volatility measurements used to value option contracts), or inputs that are derived principally from or corroborated by observable market data or other means. Level 3 inputs are unobservable (supported by little or no market activity). The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs.
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In assessing the fair value of a particular contract, the market participant would consider the credit risk of the counterparty to the contract. Consequently, when it is appropriate to do so, the Company adjusts its valuation models to incorporate a measure of credit risk.
The following table summarizes the classification and fair value of certain financial assets and liabilities which are subject to fair value measurement:

12


Fair Value Measurements at September 30, 2015
Level 1
 Input
Level 2
 Input
Level 3
 Input
Aggregate
Fair Value
Assets:
 
 
 
 
 
Available-for-sale securities
$
3.4

$

$

$
3.4

 
Derivative related assets (forward contracts) (i)




 
 
$
3.4

$

$

$
3.4

Liabilities:
 
 
 
 
 
Derivative related liabilities (forward contracts) (i)

25.7


25.7

 
 
$

$
25.7

$

$
25.7


(i) Forward contracts are recorded as current assets and current liabilities.
The following table summarizes the classification and fair value of certain financial assets and liabilities which are subject to fair value measurement:
Fair Value Measurements at December 31, 2014
Level 1
 Input
Level 2
 Input
Level 3
 Input
Aggregate
Fair Value
Assets:
 
 
 
 
 
Available-for-sale securities
$
3.4

$

$

$
3.4

 
Derivative related assets (forward contracts) (i)

10.8


10.8

 
 
$
3.4

$
10.8

$

$
14.2

Liabilities:
 
 
 
 
 
Convertible debentures
$
23.7

$

$

$
23.7

 
Derivative related liabilities (forward contracts) (i)

36.6


36.6

 
 
$
23.7

$
36.6

$

$
60.3


(i) Forward contracts are recorded as current assets and current liabilities.

The following table summarizes unrealized derivative gains (losses):
 
For the three months ended September 30,
For the nine months ended September 30,
 
2015
2014
2015
2014
Non-hedge derivatives
 
 
 
 
Commodity contracts - non-hedge derivatives
$
(14.0
)
$
0.2

$
(10.8
)
$
0.2

 
$
(14.0
)
$
0.2

$
(10.8
)
$
0.2

Hedge instruments
 
 
 
 
Currency contracts
$
3.3

$
(11.2
)
$
9.3

$
32.6

 
$
3.3

$
(11.0
)
$
9.3

$
32.8


The following table summarizes realized derivative gains (losses):
 
For the three months ended September 30,
For the nine months ended September 30,
 
2015
2014
2015
2014
Commodity contracts
$
25.6

$

$
37.6

$

Currency contracts
(17.8
)
(3.8
)
(43.9
)
(13.2
)
 
$
7.8

$
(3.8
)
$
(6.3
)
$
(13.2
)

Included in cost of sales excluding depletion, depreciation and amortization, are realized losses in the amount of $9.5 million and $26.3 million for the three and nine month periods ended September 30, 2015, respectively (2014 — $4.3 million and $13.5 million realized losses) with respect to currency derivative contracts.


13


The hedging reserve net balance as at September 30, 2015 is negative $16.0 million (December 31, 2014negative $24.9 million), of which the Company estimates that approximately $16.0 million of net losses will be reclassified to earnings over the next twelve months. The cash flow currency hedge gain or loss in OCI (Note 8) for the three-month and nine-month periods ended September 30, 2015 were losses of $1.8 million and gains of $8.9 million, respectively (2014 — losses of $9.1 million and gains of $40.6 million, respectively).

The Company’s sales are predominantly denominated in United States Dollars. The Company is primarily exposed to currency fluctuations relative to the United States Dollar as a portion of the Company’s operating costs and capital expenditures are denominated in foreign currencies; predominately the Brazilian Real, the Argentine Peso, the Chilean Peso, the Mexican Peso and the Canadian Dollar. Monetary assets denominated in foreign currencies are also exposed to foreign currency fluctuations. These potential currency fluctuations could have a significant impact on production costs and thereby the profitability of the Company.

The following table summarizes the details of the remaining currency derivatives as at September 30, 2015:
 
(Amount in millions)
Brazilian Real to USD
Year of 
Settlement
Brazilian
Real
Notional
Amount (i)
Weighted
Average
Contract
Rate
Market rate as at
Sept 30, 2015
2015
129.8
2.2828
4.1172

(i) As at September 30, 2015, 78.4 million of the 129.8 million Reais of the notional amount are designated as hedging instruments in the currency hedging program.


10.    INVENTORIES

As at,
September 30,
2015
December 31,
2014
Product inventories
$
63.2

$
56.6

Metal in circuit and gold in process
79.8

71.2

Ore stockpiles
55.7

63.1

Materials and supplies
110.7

108.6

 
$
309.4

$
299.5


The amount of inventories recognized as an expense during the three month and nine month periods ended September 30, 2015 were $266.0 million and $818.2 million, respectively (2014 - $275.0 million and $727.2 million) and is included in cost of sales. For the nine months period ended September 30, 2015, a total charge of $1.3 million was recorded to adjust inventory to net realizable value (2014 - $2.4 million) which is included in cost of sales.



14


11.    PROPERTY, PLANT AND EQUIPMENT

 
Mining property costs subject
to depletion
(i)
Mining property costs not subject to depletion
(ii)
Land, building,
plant & equipment 

Total

Cost, January 1, 2014
$
3,761.2

$
7,105.1

$
1,999.7

$
12,866.0

Adjustment of opening balance for assets held for sale
(13.3
)
(306.1
)

(319.4
)
Additions
1,189.3

576.4

536.0

2,301.7

Reclassification, transfers and other non-cash movements
486.0

(449.2
)
(29.0
)
7.8

Change in decommissioning, restoration & similar liabilities
3.3

0.8

(0.1
)
4.0

Disposals
(5.9
)
(22.9
)
(23.5
)
(52.3
)
Cost, December 31, 2014
$
5,420.6

$
6,904.1

$
2,483.1

$
14,807.8

Adjustment of purchase price allocation during measurement period
(352.6
)
(89.2
)
226.6

(215.2
)
Additions
70.2

194.8

15.3

280.3

Reclassification, transfers and other non-cash movements
345.9

(443.2
)
97.3


Change in decommissioning, restoration & similar liabilities
(3.5
)


(3.5
)
Disposals
0.1

(0.5
)
(12.1
)
(12.5
)
Cost, September 30, 2015
$
5,480.7

$
6,566.0

$
2,810.2

$
14,856.9

 
 
 
 
 
Accumulated depreciation,
January 1, 2014
$
1,267.8

$
557.3

$
780.1

$
2,605.2

Adjustment of opening balance for assets held for sale

(175.0
)

(175.0
)
Depreciation for the year
307.4


191.3

498.7

Impairment
166.4

586.5


752.9

Reclassification, transfers and other non-cash movements


7.8

7.8

Disposal
(0.6
)

(24.0
)
(24.6
)
Accumulated depreciation,
December 31, 2014
$
1,741.0

$
968.8

$
955.2

$
3,665.00

Adjustment of purchase price allocation during measurement period
(48.8
)

48.8


Depreciation for the period
242.0


150.9

392.90

Reclassification, transfers and other non-cash movements
(0.1
)
(32.5
)
32.6


Disposal


(11.5
)
(11.50
)
Accumulated depreciation,
September 30, 2015
$
1,934.1

$
936.3

$
1,176.0

$
4,046.4

 
 
 
 
 
Carrying value, December 31, 2014
$
3,679.6

$
5,935.3

$
1,527.9

$
11,142.8

Carrying value, December 31, 2014 (Restated)
$
3,278.2

$
5,846.1

$
1,803.3

$
10,927.6

Carrying value, September 30, 2015
$
3,546.6

$
5,629.7

$
1,634.2

$
10,810.5


(i)
The following table shows the reconciliation of capitalized stripping costs incurred in the production phase:
As at,
September 30,
2015
December 31, 2014
Balance, beginning of period
$
252.3

$
181.3

Additions
43.8

94.7

Amortization
(14.8
)
(23.7
)
Balance, end of period
$
281.3

$
252.3


(ii)
Mining property costs not subject to depletion include: capitalized mineral reserves and exploration potential acquisition costs, capitalized exploration & evaluation costs, capitalized development costs, assets under construction, capital projects and acquired mineral resources at operating mine sites. The composition for the comparative period has been revised to conform to the refined composition categories adopted in the current period. Mining property costs not subject to depletion are composed of the following:


15


As at,
September 30,
2015
December 31,
2014
Projects with mineral reserves
$
2,098.0

$
2,125.5

Exploration potential
3,512.2

3,720.6

Assets under construction
19.5


Total
$
5,629.7

$
5,846.1



12.    LONG-TERM DEBT

As at,
September 30,
2015
December 31,
2014
$500 million senior debt notes, issued on June 25, 2014
$
494.9

$
494.6

$300 million senior debt notes, issued on June 10, 2013
298.4

298.3

$500 million senior debt notes, issued on March 23, 2012
497.6

497.2

$270 million senior debt notes, issued on December 18, 2009
254.6

254.6

$1 billion revolving facility (ii)
295.1

410.1

Long-term debt from 50% interest of Canadian Malartic (Note 4(a))
48.8

105.2

Total debt
$
1,889.4

$
2,060.0

Less: current portion of long-term debt
$
(27.8
)
$
(34.6
)
Long-term debt (i)
$
1,861.6

$
2,025.4


(i)
Balances are net of transaction costs of $14.5 million, net of amortization (December 31, 2014 - $15.1 million). No changes have been made to any of the terms disclosed in the Annual Consolidated Financial Statements for the year ended December 31, 2014.
(ii) During the nine months ended September 30, 2015, the Company repaid $490.0 million and drew $375.0 million on its revolving facility.


The following is a schedule of long-term debt principal repayments which includes corporate debt, the revolving facility, and debt from the 50% interest in Canadian Malartic which is neither corporate nor guaranteed by the Company: 
 
Long-term Debt
2015
4.8

2016
97.4

2017
17.5

2018
111.5

2019
183.5

2020
385.0

2021

2022
200.0

2023
265.0

2024
640.0

 
$
1,904.7


The Company will, from time to time, repay balances outstanding on its revolving credit and intends to renew the credit facility upon maturity in 2020.


13.    SELECTED COMPOSITION NOTES

a) Other Financial Liabilities


16


As at,
September 30, 2015

December 31, 2014

Due to Alumbrera (i)
$
11.4

$
22.5

Derivative related liabilities
25.7

36.6

Other taxes payable
13.7

18.6

Royalty payable (ii)
22.4

15.6

Severance accrual
26.5

27.0

Deferred Share Units liability
10.1

14.8

Export credit facility (iii)
40.2

69.5

Current portion of long-term debt (Note 12)
27.8

34.6

Other
20.8

14.6

Other Financial Liabilities
$
198.6

$
253.8

 
 
 
Current
$
139.3

$
199.1

Non-current
59.3

54.7

Other Financial Liabilities
$
198.6

$
253.8

(i)
The Company repaid principal payments of $11.4 million in the third quarter of 2015. The maturity on the loan is December 15, 2015.
(ii)
Included in Royalty payable is an agreement with Miramar Mining Corporation (“Miramar” acquired by Newmont Mining Corporation) for a Proceeds Interest of $11.2 million. The agreement entitles Miramar to receive payment of this interest over time calculated as the economic equivalent of a 2.5% net smelter return royalty on all production from the Company’s mining properties held at the time of Northern Orion entering into the agreement, or 50% of the net proceeds of disposition of any interest in the Agua Rica property until the Proceeds Interest of Cdn$15.4 million is paid. Royalty payable also includes $8.9 million based on a 5% net smelter royalty (“NSR”) agreement on Canadian Malartic.
(iii)
Accounts receivable financing credit is payable within 30 days from the proceeds on concentrate sales.


b) Other Provisions and Liabilities

As at,
September 30,
2015

December 31, 2014

Provision for repatriation taxes payable
$
66.3

$
72.8

Provision for taxes
8.7

19.8

Other provisions and liabilities (i)
95.1

114.5

Other provisions and liabilities
$
170.1

$
207.1

 
 
 
Current
$
4.4

$
69.4

Non-current
165.7

137.7

Other provisions and liabilities
$
170.1

$
207.1


(i)
Other provisions and liabilities include provisions relating to legal proceedings, silicosis and other matters. In 2004, a former director of Northern Orion (now named 0805346 B.C. Ltd.) commenced proceedings in Argentina against Northern Orion claiming damages in the amount of $177.0 million for alleged breaches of agreements to participate in half of the acquisition of Alumbrera entered into with the plaintiff. On August 22, 2008, the courts issued a first-instance judgment rejecting the claim.  The plaintiff appealed and on May 22, 2013, the appellate court overturned the first-instance decision although weighted the chance of the plaintiff’s ability to participate in 50% of Alumbrera at 15%.  The matter was remanded to the first-instance court to determine the value following a series of appeals. In December 2014 the court appointed valuator delivered an assessment order of the value of lost opportunity to the plaintiff at $244 million. On February 27, 2015 0805346 B.C. Ltd. was awarded an annulment of the $244 million valuation order. On March 18, 2015 the plaintiff filed an appeal of the annulment decision award which will be heard by the National Commercial Appeals Court. In the opinion of 0805346 B.C. Ltd. advisors, the appeal was incorrectly allowed and the plaintiff’s chances of success are remote. In addition, on January 7, 2015, 0805346 B.C. Ltd. initiated a criminal complaint against the court-appointed valuator, based on the egregious errors contained in his valuation. Once all appeal procedures are exhausted, a new valuator will be appointed to determine the award.



17


14.    SHARE CAPITAL
 
The Company is authorized to issue an unlimited number of common shares at no par value and a maximum of eight million first preference shares. There were no first preference shares issued or outstanding as at September 30, 2015 (2014: nil).
For the nine months ended September 30,
2015
2014
 
Number of
 
Number of
 
Issued and outstanding - 946,619,763 common shares
common shares
Amount
common shares
Amount
(December 31, 2014 - 878,052,814 common shares):
(000’s)
(in millions)
(000’s)
(in millions)
Balance, as at January 1,
878,053

$
7,347.3

753,303

$
6,320.1

Public offering (net of issue costs)(i)
56,465

227.9



Issued on acquisition of mineral interests
7,916

26.8

123,620

1,011.8

Convertible debentures exercised
3,177

9.6



Exercise of options and share appreciation rights


5

0.1

Issued on vesting of restricted share units
968

10.0

760

9.8

Dividend reinvestment plan (ii)
81

0.2



Share cancellation (iii)
(40
)
(0.3
)
(96
)
(1.1
)
Balance, end of period
946,620

$
7,621.5

877,592

$
7,340.7


(i)
During the nine months ended September 30, 2015, the Company closed on a bought deal offering of 49.1 million common shares at a share price of C$5.30 per share for gross proceeds of approximately C$260.2 million (the "Offering"). The shares were offered by way of a short-form prospectus in all of the provinces of Canada. In addition, the Company granted to the underwriters an option (the “Over-Allotment Option”) to purchase from the Company up to an additional 7.4 million common shares at a price of C$5.30 per share for a total of 56.5 million common shares, on the same terms and conditions as the Offering, exercisable any time, in whole or in part, until the date that was 30 days after and including the closing date (February 3, 2015) of the Offering. The Over-Allotment Option was exercised in full, bringing the total gross proceeds to the Company of C$299.3 million.
(ii)
The Company has a dividend reinvestment plan to provide holders of common shares a simple and convenient method to purchase additional common shares by electing to automatically reinvest all or any portion of cash dividends paid on common shares held by the plan participant without paying any brokerage commissions, administrative costs or other service charges. As at September 30, 2015, a total of 14,546,717 shares have subscribed to the plan.
(iii)
During the nine months ended September 30, 2015, the Company cancelled 40,249 common shares relating to entitlement from un-exchanged predecessor shares following the expiry of the period of surrender for a previous acquisition.


15.    SHARE-BASED PAYMENTS

The total compensation relating to share-based payments for the three and nine-month periods ended September 30, 2015 were a recovery of $1.5 million and expense of $3.6 million, respectively (2014 - recovery of $1.6 million and expense of $7.8 million) and is comprised of the following: 
 
For the three months ended September 30,
For the nine months ended September 30,
 
2015
2014
2015
2014
Equity-settled plans
$
1.7

$
3.6

$
8.2

$
10.9

Cash-settled plans
(3.2
)
(5.2
)
(4.6
)
(3.1
)
Total (recovery)/expense recognized as share-based compensation
$
(1.5
)
$
(1.6
)
$
3.6

$
7.8

 
As at,
September 30, 2015
December 31, 2014
Total carrying amount of liabilities for cash-settled arrangements
10.8

$
14.8



18


The following table summarizes the equity instruments outstanding related to share-based payments as at:
As at (In thousands)
September 30, 2015
December 31, 2014
Options (i)(ii)
2,881

1,570

Restricted Share Units ("RSU") (i)
1,323

1,972

Deferred Share Units ("DSU")
3,383

3,074

Performance Share Units ("PSU") (iii)
1,265

1,347


(i)
For the three and nine months ending September 30, 2015, these items have not been included in the weighted average number of shares (refer to Note 7) as they are anti-dilutive.
(ii)
During the nine months ended September 30, 2015, 1,360,804 options were granted at a weighted average exercise price of C$5.30 per share. The options granted had a fair value of C$1.71 at grant date which has been estimated using the Black-Scholes pricing model based on the following assumptions:

Dividend yield
1.34
%
Expected volatility (based on the historical volatility of the Company's shares)
50.74
%
Risk-free interest rate
0.95% to 0.99%

Expected life
1 to 3 years

Expected forfeiture rate
10
%

(iii)
The PSU plan with a June 30, 2017 expiry was amended during the nine-month period ended September 30, 2015 for a revised total of 578,494 PSU at a fair value of $0.24 per unit. During the nine months ended September 30, 2015, the Company granted 686,942 PSU at a fair value of $3.53 per unit with a performance period ending December 31, 2017. The fair value of PSU granted was determined using a probability weighted analysis using a Monte Carlo simulation.


16.    CAPITAL MANAGEMENT

The Company’s objectives in managing capital are to ensure sufficient liquidity to pursue its strategy of organic growth combined with strategic acquisitions, to ensure the externally imposed capital requirements relating to its long-term debt are being met, and to provide returns to its shareholders. The Company defines capital that it manages as net worth, which is comprised of total shareholders’ equity and debt obligations (net of cash and cash equivalents). Refer to Long-term Debt Note 12 and Share Capital Note 14 for a quantitative summary of these items.

The Company has the following externally imposed financial covenants on certain of its debt arrangements:
(a)
Tangible net worth of at least $2.3 billion.
(b)
Maximum net total debt (debt less cash) to tangible net worth of 0.75.
(c)
Leverage ratio (net total debt/EBITDA) to be less than or equal to 3.5:1.

Not meeting these capital requirements could result in a condition of default by the Company. As at September 30, 2015, the Company has met all of the externally imposed financial covenants.



19


17.    SUPPLEMENTARY CASH FLOW INFORMATION

(a)
Non-Cash Investing and Financing Transactions
 
For the three months ended September 30,
For the nine months ended September 30,
 
2015
2014
2015
2014
Interest capitalized to assets under construction
$
1.7

$
8.7

$
4.5

$
27.2

Issue of common shares on vesting of RSU
$
1.2

$
0.9

$
10.0

$
9.8

Issue of common shares on acquisition of mineral interests
$
9.7

$

$
26.8

$
1,011.8

Issue of common shares on convertible debentures exercised
$

$

$
9.6

$

 
(b)
Net Change in Non-Cash Operating Working Capital
 
For the three months ended September 30,
For the nine months ended September 30,
 
2015
2014
2015
2014
Net decrease/(increase) in:
 
 
 
 
Trade and other receivables
$
(14.2
)
$
5.2

$
14.6

$
(11.0
)
Inventories
(3.3
)
(21.3
)
(12.6
)
(43.0
)
Other assets
11.9

(11.0
)
(9.8
)
24.9

Net increase/(decrease) in:
 
 
 
 
Trade payable and other payables
(19.7
)
3.9

(93.0
)
38.7

Other liabilities
(23.6
)
9.2

(57.2
)
(100.8
)
Movement in above related to foreign exchange
(1.1
)
(10.1
)
(11.9
)
2.0

Net change in non-cash working capital
$
(50.0
)
$
(24.1
)
$
(169.9
)
$
(89.2
)

(i) Change in non-cash working capital items are net of items related to Property, Plant and Equipment.


(c)
Cash and cash equivalents are comprised of the following:
 
For the nine months ended September 30,
 
2015
2014
Cash at bank
$
137.6

$
166.5

Bank short-term deposits
0.2

0.6

Total cash and cash equivalents of continuing operations
$
137.8

$
167.1



18.    SEGMENTED INFORMATION
 
The Company which produces primarily gold, and to a lesser extent silver and copper, bases its operating segments on the way information is reported and used by the Chief Operating Decision Makers ("CODM"). The Company has five core reportable operating segments as follows

Chapada mine in Brazil,
El Peñón mine in Chile,
Canadian Malartic mine in Canada (50% interest),
Gualcamayo mine in Argentina, and
Mercedes mine in Mexico.

The Company aggregates and discloses the financial results of non-reportable operating segments having similar economic characteristics as reviewed by the CODM and include, but are not limited to: Brio Gold Inc., Jacobina and Ernesto/Pau-a-Pique

20


(discontinued operations) mines in Brazil, the Minera Florida mine in Chile, the Alumbrera mine (12.5% interest) in Argentina, other exploration properties and corporate entities as these operating segments do not qualify as reportable operating segments and nor do any individually, based on their materiality, assist in more informed judgments about the entity as a whole, its performance or prospects for future net cash flows.

(a)
Information about assets and liabilities

Property, plant and equipment referred to below consist of land, buildings, equipment, mining properties subject to depletion and mining properties not subject to depletion which include assets under construction and exploration and evaluation costs.

As at September 30, 2015
Chapada
El Peñón
Canadian Malartic
Gualcamayo
Mercedes
Corporate and other (iv)
Total
Property, plant and equipment
$
598.7

$
1,658.3

$
1,426.3

$
1,221.8

$
733.5

$
5,171.9

$
10,810.5

Goodwill and intangibles
$

$
8.9

$
345.5

$
1.5

$

$
52.7

$
408.6

Investment in associate
$

$

$

$

$

$
49.4

$
49.4

Non-current assets
$
608.0

$
1,690.9

$
1,778.3

$
1,223.4

$
733.5

$
5,408.3

$
11,442.4

Total assets
$
721.0

$
1,767.9

$
1,869.7

$
1,384.0

$
781.0

$
5,638.9

$
12,162.5

Total liabilities
$
233.7

$
530.5

$
383.0

$
459.1

$
203.4

$
3,654.4

$
5,464.1


As at December 31, 2014
Chapada
El Peñón
Canadian Malartic
Gualcamayo
Mercedes
Corporate and other
Total
Property, plant and equipment
$
621.5

$
2,004.1

$
1,447.7

$
1,099.0

$
745.7

$
5,009.6

$
10,927.6

Goodwill and intangibles
$

$
10.2

$
345.5

$
1.5

$

$
53.8

$
411.0

Investment in associate
$

$

$

$

$

$
66.6

$
66.6

Non-current assets
$
636.7

$
2,053.7

$
1,816.7

$
1,100.6

$
745.7

$
5,271.9

$
11,625.3

Total assets
$
731.7

$
2,122.9

$
1,885.4

$
1,242.0

$
791.1

$
5,628.7

$
12,401.8

Total liabilities
$
232.5

$
556.2

$
425.7

$
471.8

$
206.4

$
3,776.4

$
5,669.0


(b)    Information about profit and loss
For the three months ended
September 30, 2015
Chapada
El Peñón
Canadian Malartic
Gualcamayo
Mercedes
Corporate and other (iv)
Total
Revenues (iii)
$
99.7

$
88.3

$
85.8

$
43.6

$
24.5

$
107.0

$
448.9

Cost of sales excluding
depletion, depreciation and amortization
(46.6
)
(53.4
)
(41.5
)
(39.0
)
(19.5
)
(66.0
)
(266.0
)
Gross margin excluding depletion, depreciation and amortization
53.1

34.9

44.3

4.6

5.0

41.0

182.9

Depletion, depreciation and amortization
(7.7
)
(31.2
)
(27.7
)
(16.9
)
(8.9
)
(40.8
)
(133.2
)
Segment income/(loss)
$
45.4

$
3.7

$
16.6

$
(12.3
)
$
(3.9
)
$
0.2

$
49.7

Equity loss from associate
 
$
(6.3
)
Other expenses (i)
 
$
(41.1
)
Loss before taxes
 
$
2.3

Income tax expense
 
(117.3
)
Loss from continuing operations
 
$
(115.0
)
Loss from discontinued operations
 
$
2.0

Net loss
 
$
(113.0
)


21


For the three months ended
September 30, 2014
Chapada
El Peñón
Canadian Malartic (ii)
Gualcamayo
Mercedes
Corporate and other
Total
Revenues (iii)
$
127.4

$
128.4

$
79.8

$
46.2

$
33.7

$
78.9

$
494.4

Cost of sales excluding depletion, depreciation and amortization
(69.5
)
(55.2
)
(44.5
)
(33.5
)
(19.1
)
(53.2
)
(275.0
)
Gross margin excluding depletion, depreciation and amortization
57.9

73.2

35.3

12.7

14.6

25.7

219.4

Depletion, depreciation and amortization
(12.1
)
(36.0
)
(24.6
)
(17.4
)
(10.4
)
(34.7
)
(135.2
)
Segment income/(loss)
$
45.8

$
37.2

$
10.7

$
(4.7
)
$
4.2

$
(9.0
)
$
84.2

Equity earnings from associate
 
$
(12.1
)
Other expenses (i)
 
$
(605.5
)
Loss before taxes
 
$
(533.4
)
Income tax expense
 
(346.2
)
Loss from continuing operations
 
$
(879.6
)
Loss from discontinued operations
 
$
(143.7
)
Net loss
 
$
(1,023.3
)

(i)
Other expenses is comprised of general and administrative expense of $28.5 million (2014 -$24.9 million), exploration and evaluation expense of $6.6 million (2014 - $5.2 million), net finance gain of $1.4 million (2014 - gain $3.8 million), other operating expenses of $7.4 million (2014 - $39.3 million) and charges related to impairment of mineral properties of $nil (2014 - $539.9 million).
(ii)
Canadian Malartic acquisition closed June 16, 2014.
(iii)
Gross revenues are derived from sales of gold of $356.6 million (2014 - $359.4 million) and to a lesser extent silver of $33.4 million (2014 - $51.8 million) and copper of $83.0 million (2014 - $112.1 million).
(iv)
Included in the aggregated other non-reporting operating segments are the exploration properties acquired in the Mega Precious transaction (Note 4(c)).

For the nine months ended
September 30, 2015
Chapada
El Peñón
Canadian Malartic
Gualcamayo
Mercedes
Corporate and other (iv)
Total
Revenues (iii)
$
295.2

$
295.5

$
248.0

$
137.1

$
80.5

$
305.6

$
1,361.9

Cost of sales excluding
depletion, depreciation and amortization
(160.3
)
(159.6
)
(125.0
)
(107.9
)
(60.3
)
(205.1
)
(818.2
)
Gross margin excluding depletion, depreciation and amortization
134.9

135.9

123.0

29.2

20.2

100.5

543.7

Depletion, depreciation and amortization
(29.6
)
(101.8
)
(80.3
)
(40.6
)
(28.9
)
(114.2
)
(395.4
)
Segment income/(loss)
$
105.3

$
34.1

$
42.7

$
(11.4
)
$
(8.7
)
$
(13.7
)
$
148.3

Equity loss from associate
 
$
(17.2
)
Other income/(expenses) (i)
 
$
(194.5
)
Loss before taxes
 
$
(63.4
)
Income tax expense
 
(193.8
)
Loss from continuing operations
 
$
(257.2
)
Loss from discontinued operation
 
$
(15.4
)
Net loss
 
$
(272.6
)


22


For the nine months ended
September 30, 2014
Chapada
El Peñón
Canadian Malartic (ii)
Gualcamayo
Mercedes
Corporate and other
Total
Revenues (iii)
$
331.0

$
376.3

$
101.6

$
155.7

$
98.0

$
229.6

$
1,292.2

Cost of sales excluding depletion, depreciation and amortization
(189.5
)
(156.7
)
(61.2
)
(106.5
)
(54.4
)
(158.9
)
(727.2
)
Gross margin excluding depletion, depreciation and amortization
141.5

219.6

40.4

49.2

43.6

70.7

565.0

Depletion, depreciation and amortization
(33.8
)
(107.6
)
(29.8
)
(59.7
)
(31.6
)
(104.4
)
(366.9
)
Segment income/(loss)
$
107.7

$
112.0

$
10.6

$
(10.5
)
$
12.0

$
(33.7
)
$
198.1

Equity earnings from associate
 
$
(10.7
)
Other expenses (i)
 
$
(759.7
)
Loss before taxes
 
$
(572.3
)
Income tax recovery
 
(323.1
)
Loss from continuing operations
 
$
(895.4
)
Loss from discontinued operations
 
$
(152.4
)
Net Loss
 
$
(1,047.8
)

(i)
Other expenses is comprised of general and administrative expense of $89.9 million (2014 -$93.0 million), exploration and evaluation expense of $16.1 million (2014 - $14.1 million), net finance expense of $54.3 million (2014 - $22.5 million), other operating expenses of $34.2 million (2014 - $90.2 million) and charges related to impairment of mineral properties of $nil (2014 - $539.9 million)
(ii)
Canadian Malartic acquisition closed June 16, 2014.
(iii)
Gross revenues are derived from sales of gold of $1,066.0 million (2014 - $928.6 million) and to a lesser extent silver of $112.2 million (2014 - $141.0 million) and copper of $252.0 million (2014 - $283.7 million).
(iv)
Included in the aggregated other non-reporting operating segments are the exploration properties acquired in the Mega Precious transaction (Note 4(c)).

Capital expenditures
Chapada
El Peñón
Canadian Malartic (i)
Gualcamayo
Mercedes
Corporate and other
Total
For the three months ended
September 30, 2015
$
15.5

$
19.2

$
19.4

$
5.2

$
5.8

$
37.7

$
102.8

For the three months ended
September 30, 2014
$
41.9

$
25.8

$
22.1

$
8.1

$
10.5

$
87.6

$
196.0

For the nine months ended
September 30, 2015
$
42.5

$
60.0

$
43.2

$
12.7

$
17.9

$
104.0

$
280.3

For the nine months ended
September 30, 2014
$
83.3

$
90.6

$
25.0

$
33.1

$
31.5

$
258.4

$
521.9


(i)
Excluding capital expenditures related to the acquisition of Canadian Malartic in 2014.


19.    CONTRACTUAL COMMITMENTS
 
Construction and Service Contracts
As at,
September 30,
2015
December 31,
2014
Within 1 year
$
414.5

$
470.5

Between 1 to 3 years
292.4

385.2

Between 3 to 5 years
55.2

68.9

After 5 years

1.8

 
$
762.1

$
926.4


Operating Leases
 
The aggregate amount of minimum lease payments under non-cancellable operating leases are as follows:
As at,
September 30,
2015
December 31,
2014
Within 1 year
$
6.6

$
6.2

Between 1 to 3 years
9.1

7.6

Between 3 to 5 years
0.1

1.8

After 5 years


 
$
15.8

$
15.6



20.    CONTINGENCIES
 
Due to the size, complexity and nature of the Company’s operations, various legal and tax matters arise in the ordinary course of business. The Company accrues for such items when a liability is both probable and the amount can be reasonably estimated.  In the opinion of management, these matters will not have a material effect on the Consolidated Financial Statements of the Company.
 
In December 2012, the Company received assessments from the Brazilian federal tax authorities disallowing certain deductions relating to debentures for the years 2007 to 2010. The Company believes that these debentures were issued on commercial terms permitted under applicable laws and is challenging these assessments. As such, the Company does not believe it is probable that any amounts will be paid with respect to these assessments with the Brazilian authorities and the amount and timing of any assessments cannot be reasonably estimated.

21.    EVENTS AFTER THE REPORTING PERIOD
 
On October 27, 2015, the Company entered into three metal purchase agreements with Sandstorm Gold Ltd. (“Sandstorm”), for which Sandstorm paid the Company total cash payments of $148 million and issued the Company 15 million common share purchase warrants with a five year term and strike price of $3.50 (the “Transaction”). The warrants are exercisable when the Company has incurred an additional $40 million in capital expenditures in respect of the development and construction of the

23


Cerro Moro Mine. Sandstorm will also pay the Company an additional cash payment of $4 million in six months. The metal purchase agreements include a silver purchase contract related to production from Cerro Moro, Minera Florida and Chapada, a copper purchase transaction related to production from Chapada, and a gold purchase transaction related to production from Agua Rica. All amounts received will be used by the Company to reduce the balance outstanding on its revolving credit facility.

Under the terms of the Transaction the Company will sell silver and copper as follows:
In consideration of a $70 million payment and an additional payment of 30% of the spot price of silver at the time each ounce is delivered in the future, the Company has agreed to deliver silver to Sandstorm as follows:
a.
From 2016 to 2018, the lesser of (i) 38% of payable silver from Minera Florida, and (ii) 200,000 ounces of payable silver per year and the lesser of (i) 52% of payable silver from Chapada, and (ii) 100,000 ounces of payable silver per year;
b.
from the later of (i) the commencement of production of Cerro Moro, and (ii) from 2019 to the date on which Yamana has sold to Sandstorm 7,000,000 ounces of payable silver (the “Silver Reduction Date”), the lesser of (1) 20% of payable silver from Cerro Moro , and (2) 1,200,000 ounces of payable silver per year;
c.
from the Silver Reduction Date, 9% of payable silver from Cerro Moro; and
d.
if the commencement of production of Cerro Moro has not occurred by 2019, from 2019 until the earlier of (i) the commencement of production of Cerro Moro , and (ii) December 31, 2020, the lesser of (1) 16% of payable silver from El Peñón, and (2) 1,200,000 ounces of payable silver per year.
In consideration of a $70 million payment and an additional payment of 30% of the spot price of copper at the time each pound of copper is delivered in the future, the Company has agreed to deliver copper to Sandstorm as follows:
a.
From 2016, the lesser of (i) 4.2% of payable copper from Chapada, and (ii) 3.9 million pounds of payable copper, until Yamana has delivered to Sandstorm, on a cumulative basis, 39 million pounds of payable copper (the “First Chapada Delivery Threshold”);
b.
after Yamana has delivered to Sandstorm the First Chapada Delivery Threshold, 3% of payable copper from Chapada, until Yamana has delivered to Sandstorm, on a cumulative basis, 50 million pounds of payable copper (the “Second Chapada Delivery Threshold”); and
c.
after Yamana has delivered to Sandstorm the Second Chapada Delivery Threshold, 1.5% of payable copper from Chapada; and
d.
if Yamana is unable to deliver silver from Cerro Moro, the First Chapada Delivery Threshold and the Second Chapada Delivery Threshold will cease to be in effect and until such time that Cerro Moro is in commercial production Chapada will continue to deliver the lesser of (i) 4.2% of payable copper, and (ii) 3.9 million pounds of payable copper per year.

Gold Purchase Transaction

In consideration of a $12 million in payment, additional advance construction payments of between $135 million to $225 million, and an additional payment of 30% of the spot price of gold at the time each ounce of gold is delivered, the Company has agreed to deliver to Sandstorm 20% of payable gold from Agua Rica. The additional advance construction payments will be owed to the Company at the time the Company completes 25% of the construction of Agua Rica. The amount owed will be based on a sliding scale basis with a minimum payment of $135 million if gold is below $900 per ounce and a maximum payment of $225 million if gold is above $1,400 per ounce. If Sandstorm elects not to make further advanced payments to the Company at the time of the completion of 25% of the construction of Agua Rica, Sandstorm may elect to convert into a 0.25% net smelter royalty on Agua Rica.

The advanced payments are anticipated to be accounted for as deferred revenue. The Company will record a portion of the deferred revenue as sales, when substantial risks and rewards of the metals have been transferred to Sandstorm. The Transaction is unsecured and is subject to customary guarantees by the entities involved.
 
*************

24
Yamana Gold (NYSE:AUY)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Yamana Gold Charts.
Yamana Gold (NYSE:AUY)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Yamana Gold Charts.