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EX-10.22 - EX-10.22 - STILLWATER MINING CO /DE/ | d79856exv10w22.htm |
EXCEL - IDEA: XBRL DOCUMENT - STILLWATER MINING CO /DE/ | Financial_Report.xls |
EX-31.1 - EX-31.1 - STILLWATER MINING CO /DE/ | d79856exv31w1.htm |
EX-23.1 - EX-23.1 - STILLWATER MINING CO /DE/ | d79856exv23w1.htm |
EX-32.1 - EX-32.1 - STILLWATER MINING CO /DE/ | d79856exv32w1.htm |
EX-23.2 - EX-23.2 - STILLWATER MINING CO /DE/ | d79856exv23w2.htm |
EX-32.2 - EX-32.2 - STILLWATER MINING CO /DE/ | d79856exv32w2.htm |
EX-31.2 - EX-31.2 - STILLWATER MINING CO /DE/ | d79856exv31w2.htm |
EX-10.53 - EX-10.53 - STILLWATER MINING CO /DE/ | d79856exv10w53.htm |
EX-10.52 - EX-10.52 - STILLWATER MINING CO /DE/ | d79856exv10w52.htm |
EX-10.55 - EX-10.55 - STILLWATER MINING CO /DE/ | d79856exv10w55.htm |
EX-10.54 - EX-10.54 - STILLWATER MINING CO /DE/ | d79856exv10w54.htm |
EX-10.56 - EX-10.56 - STILLWATER MINING CO /DE/ | d79856exv10w56.htm |
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
þ | Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 | |
for the fiscal year ended December 31, 2010. |
OR
o | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 | |
for the transition period from ___________ to ___________ |
Commission File Number 1-13053
STILLWATER MINING COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE | 81-0480654 | |
(State or other jurisdiction | (I.R.S. Employer | |
of incorporation or organization) | Identification No.) |
1321 DISCOVERY DRIVE, BILLINGS, MONTANA 59102
(Address of principal executive offices and zip code)
(Address of principal executive offices and zip code)
(406) 373-8700
(Registrants telephone number, including area code)
(Registrants telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
NAME OF EACH EXCHANGE | ||
TITLE OF EACH CLASS | ON WHICH REGISTERED | |
Common Stock, $0.01 par value | The New York Stock Exchange |
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer (as defined in Rule 405 of
the Securities Act). þ YES o NO
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or
Section 15(d) of the Act. o YES þ NO
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. þ YES o NO
Indicate by check mark whether the registrant has submitted electronically and posted on its
corporate Web site, if any, every Interactive Date File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months
(or for such shorter period that the registrant was required to submit and post such files). YES o
NO o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is
not contained herein, and will not be contained, to the best of registrants knowledge, in
definitive proxy or information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. þ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated
filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
(Check one):
Large accelerated filer þ | Accelerated filer o | Non-accelerated filer o | Smaller reporting company o | |||
(Do not check if a smaller reporting company) |
Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule
12b-2). o YES þ NO
As of June 30, 2010, assuming a price of $11.62 per share, the closing sale price on the New York
Stock Exchange, the aggregate market value of shares of voting and non-voting common equity held by
non-affiliates was approximately $515.0 million.
As of February 9, 2011, the Company had outstanding 102,170,164 shares of common stock, par value
$0.01 per share.
DOCUMENTS INCORPORATED BY REFERENCE
Certain information required in Part III of this Annual Report on Form 10-K is incorporated
herein by reference to the registrants Proxy Statement for its 2011 Annual Meeting of
Stockholders.
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EX-101 INSTANCE DOCUMENT | ||||||||
EX-101 SCHEMA DOCUMENT | ||||||||
EX-101 CALCULATION LINKBASE DOCUMENT | ||||||||
EX-101 LABELS LINKBASE DOCUMENT | ||||||||
EX-101 PRESENTATION LINKBASE DOCUMENT | ||||||||
EX-101 DEFINITION LINKBASE DOCUMENT |
Table of Contents
GLOSSARY OF SELECTED MINING TERMS
The following is a glossary of selected mining terms used in the United States and Canada and
referenced in the Form 10-K that may be technical in nature:
Adit
|
A horizontal tunnel or drive, open to the surface at one end, which is used as an entrance to a mine. | |
Anorthosite
|
Igneous rock composed almost wholly of the mineral plagioclase feldspar. | |
Assay
|
The analysis of the proportions of metals in ore, or the testing of an ore or mineral for composition, purity, weight, or other properties of commercial interest. | |
Base metal refinery
|
A processing facility designed to extract base metals such as copper and nickel from the product stream. The Companys base metal refinery receives PGM-rich matte material from the smelter, chemically extracts copper, nickel, residual iron and small amounts of other minerals as by-products from the matte, and then ships the remaining filtercake material to third-party precious metal refiners for final processing. | |
Catalysts
|
Catalysts are materials that facilitate one or more chemical reactions without being consumed in the reaction themselves. As referenced in this report, platinum group metals serve as catalysts within the catalytic converters used in automotive exhaust and pollution control systems and, where so indicated, within similar applications in petroleum refining or other chemical processes. | |
Close-spaced drilling
|
The drilling of holes designed to extract representative samples (cores) of rock and assess the mineralization in a target area. | |
Concentrate
|
A mineral processing product that generally describes the material that is produced after crushing and grinding ore, effecting significant separation of gangue (waste) minerals from the metal and/or metal minerals, and discarding the waste and minor amounts of metal and/or metal minerals. The resulting concentrate of metal and/or metal minerals typically has an order of magnitude higher content of metal and/or metal minerals than the beginning ore material. | |
Crystallize
|
Process by which matter becomes crystalline (solid) from a gaseous, fluid or dispersed state. The separation, usually from a liquid phase on cooling, of a solid crystalline phase. | |
Cut-off grade
|
The lowest grade of mineralized material that qualifies as ore in a given deposit. The grade above which minerals are considered economically mineable considering the following parameters: estimates over the relevant period of mining costs, ore treatment costs, smelting and refining costs, process and refining recovery rates, royalty expenses, by-product credits, general and administrative costs, and PGM prices. | |
Decline
|
A gently sloped underground excavation constructed for purposes of moving mobile equipment, materials, supplies or personnel from surface openings to deeper mine workings or as an alternative to hoisting in a shaft for mobilization of equipment and materials between mine levels. | |
Dilution
|
An estimate of the amount of waste or low-grade mineralized rock which will be mined with the ore as part of normal mining practices in extracting an ore body. | |
Diamond Drilling
|
Diamond Drilling is a specialized form of boring holes typical during mineral exploration ventures which allows for the recovery of core for support of geologic characterization, grade determination and metallurgical testing. | |
Drift
|
A major horizontal access tunnel used for the transportation of ore or waste. | |
Ductility
|
Property of a solid material that undergoes more or less plastic deformation before it ruptures. The ability of a material to stretch without fracturing. | |
Fault
|
A geologic fracture or a zone of fractures along which there has been displacement of the sides relative to one another parallel to the fracture. |
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Table of Contents
Filter cake
|
The PGM-bearing product that is shipped from the Companys base metal refinery to a third-party toll refinery for the final extractive stages in the refining process. | |
Footwall
|
The underlying side of a fault, ore body, or mine working; especially the wall rock beneath an inclined vein, fault, or reef. | |
Gabbro rocks
(See
Mafic/Ultramafic)
|
A group of dark-colored igneous rocks composed primarily of the minerals plagioclase feldspar and clinopyroxene, with minor orthopyroxene. | |
Gangue material
|
The non-metalliferous or waste metalliferous mineral in the ore. | |
Grade
|
The average metal content, as determined by assay of a volume of ore. For precious metals, grade is normally expressed as troy ounces per ton of ore or as grams per metric tonne of ore. | |
Gram
|
A metric unit measure used in the mining industry. Grades of precious metals for palladium, platinum, gold and silver for the Marathon Project are reported in grams/tonne. A gram is equal to about 0.032 troy ounces. | |
Hanging wall
|
The overlying side of a fault, ore body, or mine working; especially the wall rock above an inclined vein, fault, or reef. (Compare footwall.) | |
Hectare
|
A metric unit measure used in the mining industry. One hectare is equivalent to about 2.47 acres. | |
Hoist
|
See shaft. | |
Jackleg drill
|
A manually operated rock drill, generally powered by compressed air, used to drill holes for blasting rock and to install ground support hardware. | |
Kilometer
|
A metric unit measure used in the mining industry. One kilometer is equivalent to about 0.62 miles. | |
Lenticular-shaped
|
Resembling in shape the cross section of a double-convex lens. | |
Load-haul-dump
|
A vehicle used underground to scoop up mined material and move it to a central collection or discharge point. Generally called an LHD by miners. | |
Lode claims
|
Claims to the mineral rights along a lode (vein) structure of mineralized material on Federal land; typically in the U.S. lode claims are 1,500 feet in length and 600 feet wide along the trend of the mineralized material. | |
Mafic rocks
|
Igneous rocks composed chiefly of dark, ferromagnesian minerals in addition to lighter-colored feldspars. | |
Matte
|
See PGM-rich matte. | |
Matrix
|
The finer-grained material between the larger particles of a rock or the material surrounding mineral particles. | |
Meter
|
A metric unit measure used in the mining industry. One meter is equivalent to about 3.28 feet. | |
Mill
|
A processing plant that produces a concentrate of the valuable minerals or metals contained in an ore. The concentrate must then be treated in some other type of plant, such as a smelter, to effect recovery of the pure metal. Term used interchangeably with concentrator. | |
Mill site claims
|
Claiming of Federal land for mill site purposes or other operations connected with mining lode claims. Used for nonmineralized land not necessarily contiguous with the vein or lode. | |
Mineral beneficiation
|
A treatment process separating the valuable minerals from the host material. |
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Table of Contents
Mineralization
|
The concentration of metals and their compounds in rocks, and the processes involved therein. | |
Mineralized material
|
A mineralized body which has been delineated by appropriately spaced drilling and/or underground sampling to support a general estimate of available tonnage and average grade of metals. Such a deposit does not qualify as a reserve until a comprehensive evaluation based upon unit cost, grade, recoveries, and other material factors conclude legal and economic feasibility. | |
Mouat Agreement
|
Mining and Processing Agreement dated March 16, 1984 regarding the Mouat family. The Mouat royalty stems back to the formation of Stillwater Mining Company at which time claims staked by the Mouats forebears in 1876 were leased to Stillwater Mining Company. | |
Net smelter royalty
|
A share of revenue paid by the Company to the owner of a royalty interest generally calculated based on the imputed value of the PGM concentrate delivered to the smelter. At Stillwater Mining Company, royalties are calculated on the mineral production subject to each royalty as a percentage of the revenue received by the Company after deducting treatment, refining and transportation charges paid to third parties, and certain other costs incurred in connection with processing the concentrate at the Columbus smelter. | |
Norite
|
Coarse-grained igneous rock composed of the minerals plagioclase feldspar and orthopyroxene. | |
Ore
|
That part of a mineral deposit which could be economically and legally extracted or produced at the time of reserve determination. | |
Outcrop
|
The part of a rock formation that appears at the earths surface often protruding above the surrounding ground. | |
PGM
|
The platinum group metals collectively and in any combination of palladium, platinum, rhodium, ruthenium, osmium, and iridium. Reference to PGM grades for the Companys mine operations include measured quantities of palladium and platinum only. References to PGM grades associated with recycle materials typically include palladium, platinum and rhodium. | |
PGM-rich matte
|
Matte is an intermediate product of smelting; an impure metallic sulfide mixture made by melting sulfide ore concentrates. PGM rich matte is a matte with an elevated level of platinum group metals. | |
Probable
(indicated)
reserves
|
Reserves for which quantity and grade and/or quality are computed from information similar to that used for proven (measured) reserves, but the sites for inspection, sampling, and measurement are farther apart or are otherwise less adequately spaced. The degree of assurance, although lower than that for proven (measured) reserves, is high enough to assume continuity between points of observation. | |
Proven (measured)
reserves
|
Reserves for which (a) quantity is computed from dimensions revealed in outcrops, trenches, workings or drill holes; grade and/or quality are computed from the results of detailed sampling; and (b) the sites for inspection, sampling and measurement are spaced so closely and the geologic character is so well defined that size, shape, depth and mineral content of reserves are well established. | |
Recovery
|
The percentage of contained metal actually extracted from ore in the course of processing such ore. | |
Reef
|
A layer precipitated within the Stillwater Layered Igneous Complex enriched in platinum group metal-bearing minerals, chalcopyrite, pyrrhotite, pentlandite, and other sulfide materials. The J-M Reef, which the Company mines, occurs at a regular stratigraphic position within the Stillwater Complex. Note: this use of reef is uncommon and originated in South Africa where it is used to describe the PGM-bearing Merensky, UG2, and other similar layers in the Bushveld Complex. | |
Refining
|
The final stage of metal production in which residual impurities are removed from the metal. |
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Table of Contents
Reserves
|
That part of a mineral deposit which could be economically and legally extracted or produced at the time of the reserve determination. | |
Recycling materials
|
Spent PGM-bearing materials collected for reprocessing from automotive, petroleum, chemical, medical, food and other catalysts. Additionally, PGMs for recycling may be sourced from scrap electronics and thermocouples, old jewelry and materials used in manufacturing glass. | |
Scrubber
|
A treatment system for industrial waste gases that extracts environmentally deleterious components prior to venting to the atmosphere. The Companys scrubber system at the smelter and base metal refinery primarily removes sulfur dioxide which is converted in the scrubber into environmentally benign gypsum (calcium sulfate) and captures any particulates in the stack gas. | |
Shaft
|
A vertical or steeply inclined excavation for the purposes of opening and servicing an underground mine. It is usually equipped with a hoist at the top which lowers and raises a conveyance for handling personnel and materials. | |
Slag
|
Slag is a nonmetallic product resulting from the mutual dissolution of flux and nonmetallic impurities during smelting. A silica rich slag is a smelting slag that contains a relatively high level of silica. | |
Sill
|
(1) With respect to a mine opening, the base or floor of the excavated area (stope); (2) With respect to intrusive rock, a tabular intrusive unit that is conformable with surrounding rock layers. | |
Slusher
|
(1) An electric double-drum winch with two steel ropes attached to an open-bottomed scoop that transports (drags) ore from the rock face to a loading point, where the ore is discharged. (2) A very selective mining method in which small ore stopes are mined using a slusher. | |
Smelting
|
Heating ore or concentrate material with suitable flux materials at high temperatures creating a fusion of these materials to produce a melt consisting of two layers with a slag of the flux and gangue (waste) minerals on top and molten impure metals below. This generally produces an unfinished product (matte) requiring refining. | |
Sponge
|
A granular (shot) form of PGM. Commonly, the form required for manufacture of many PGM-based chemicals and catalysts. | |
Stope
|
A localized area of underground excavation from which ore is extracted. | |
Strike
|
The course, direction or bearing of a vein or a layer of rock. | |
Tailings
|
That portion of the mined material that remains after the valuable minerals have been extracted. | |
TBRC
|
A top-blown rotary converter, a rotating furnace vessel which processes PGM-rich matte received from the smelter furnace, removing iron from the molten material by injecting a stream of oxygen. This process converts iron sulfides into an iron oxide slag which floats to the surface for separation. | |
Tonne
|
A metric unit measure used in the mining industry. One tonne is equal to about 1.1 short tons or 2204.6 pounds. Tonnages for the Marathon Project are reported in tonne. | |
Tolling
|
Processing of material owned by others for a fee without taking title to the material. | |
Troy ounce
|
A unit measure used in the precious metals industry. A troy ounce is equal to about 31.10 grams. The amounts of palladium and platinum produced and/or sold by the Company are reported in troy ounces. There are 12 troy ounces to a troy pound. | |
Ultramafic rocks
|
Igneous rocks composed chiefly of dark, ferromagnesian minerals in the absence of significant lighter-colored feldspars. |
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Table of Contents
Vein
|
A mineralized zone having regular development in length, width and depth that clearly separates it from neighboring rock. | |
Wall rock
|
The rock adjacent to, enclosing, or including a vein, layer, or dissemination of ore minerals. See Hanging wall and Footwall above. |
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Table of Contents
INTRODUCTION AND CURRENT OPERATIONS
Stillwater Mining Company (the Company) is engaged in the development, extraction, processing,
refining and marketing of palladium, platinum and associated metals (platinum group metals or PGMs)
from a geological formation in south central Montana known as the J-M Reef and from the recycling
of spent catalytic converters. The J-M Reef is the only known significant primary source of
platinum group metals inside the United States and one of the significant resources outside South
Africa and Russia. Associated by-product metals at the Companys operations include significant
amounts of nickel and copper and minor amounts of gold, silver and rhodium. The J-M Reef is a
narrow but extensive mineralized zone containing PGMs, which has been traced over a strike length
of approximately 28 miles.
The Company conducts mining operations at the Stillwater Mine near Nye, Montana and at the
East Boulder Mine near Big Timber, Montana. Ore extraction at both mines takes place within the
J-M Reef. The Company operates concentrating plants at each mining operation to upgrade the mined
production into a concentrate form. The Company operates a smelter and base metal refinery at
Columbus, Montana which further upgrades the mined concentrates into a PGM-rich filter cake. The
filter cake is shipped to third-party custom refiners for final refining before the contained PGMs
are sold to third parties.
In the fourth quarter of 2010, the Company announced two new expansion projects along the J-M
Reef. The first of these, known as the Blitz project, will develop new underground drifts on two
levels from the current Stillwater Mine toward the eastern extremity of the reef. The other
project, known as Graham Creek, will develop about 8,200 feet toward the west from the existing
East Boulder Mine infrastructure, using a tunnel.
Besides processing mine concentrates, the Company also recycles spent catalyst material at the
smelter and base metal refinery to recover the contained PGMs palladium, platinum and rhodium.
The Company currently has catalyst sourcing arrangements with various suppliers who ship spent
catalysts to the Company for processing to recover the PGMs. The Company smelts and refines the
spent catalysts within the same process stream as the mined production.
PGMs are rare precious metals with unique physical properties that are used in diverse
industrial applications and in jewelry. The largest use for PGMs currently is in the automotive
industry for the production of catalysts that reduce harmful automobile emissions. Besides being
used in catalytic converters, palladium is used in jewelry, in the production of electronic
components for personal computers, cellular telephones and facsimile machines, as well as in dental
applications and in petroleum and industrial catalysts. Platinums largest use after catalytic
converters is for jewelry. Industrial uses for platinum, in addition to automobile and industrial
catalysts, include the manufacturing of data storage disks, fiberglass, paints, nitric acid,
anti-cancer drugs, fiber optic cables, fertilizers, unleaded and high-octane gasoline and fuel
cells. Rhodium, produced in the Companys recycling operations and to a limited extent as a
by-product from mining, also is used in automotive catalytic converters to reduce nitrogen oxides
and in jewelry as a plating agent to provide brightness.
Through the end of 2010, the Company was party to a ten-year sales agreement with Ford Motor
Company (Ford) that in recent years committed 80% of the Companys mined palladium and 70% of its
mined platinum for delivery to Ford. This agreement expired at the end of 2010. The expired Ford
supply agreement included certain price floors and caps designed to limit the parties exposure to
fluctuations in PGM market prices. Except for ounces priced at the floor or cap, the contract
provided that metal deliveries were to be priced at a small discount to the trailing months
average London price for PGMs.
Until July of 2009, the Company also had a supply agreement with General Motors Corporation
(GM) that committed the Company to deliver 20% of its mined palladium each month to GM. The GM
agreement also included a floor price and provided for a small discount to market on deliveries not
affected by the floor price. On July 22, 2009, as part of the GM bankruptcy proceedings, the
bankruptcy court approved a GM petition to reject its obligations under the supply agreement,
thereby nullifying the agreement with retroactive effect from July 7, 2009.
Effective January 1, 2011, the Company has entered into a new three-year supply agreement with
GM that provides for fixed quantities of palladium to be delivered to GM each month. The new
agreement does not include price floors or caps, but provides for pricing at a small discount to a
trailing market price. The specific commercial provisions of the
7
Table of Contents
agreement are contractually confidential. The Company is continuing to negotiate potential
supply arrangements with other large PGM consumers and in the meantime is selling its remaining
mine production under month-to-month and spot sales agreements.
At December 31, 2010, the Company had proven and probable ore reserves at its Montana
operations, of approximately 41.0 million tons with an average in-situ grade of 0.49 ounces of
palladium and platinum per ore ton, containing approximately 19.9 million ounces of palladium and
platinum at an in-situ ratio of about 3.57 parts palladium to one part platinum. At December 31,
2010, the Company had proven and probable ore reserves at its recently acquired Marathon
Development Project in Ontario, Canada, of approximately 91.4 million tonnes with an average
in-situ grade of 1.068 grams of palladium and platinum per ore tonne and 0.247% copper, containing
approximately 3.1 million ounces of palladium and platinum at an in-situ ratio of about 3.53 parts
palladium to one platinum and 498 million pounds of copper. See Business, Risk Factors, and
Properties Proven and Probable Ore Reserves.
2010 In Review:
| The Company reported net income of $50.4 million, or $0.51 per diluted share, for the year ended December 31, 2010, compared to a net loss of $8.7 million, or $0.09 per diluted share, in 2009. Contributing to the net income in 2010 were higher PGM prices and recycling sales volumes, along with continued attention to controlling costs. See Managements Discussion and Analysis of Financial Condition and Results of Operations Year Ended December 31, 2010 Compared to Year Ended December 31, 2009. | |
| In 2010, the Companys mining operations produced a total of 485,100 ounces of palladium and platinum, 8.5% less than the 529,900 ounces produced in 2009. The lower ounce production was primarily attributable to lower realized ore grades than planned in the off-shaft portion of the Stillwater Mine. Total consolidated cash cost per ounce (a non-GAAP measure of extraction efficiency) averaged $397 in 2010, compared with $360 in 2009, due in part to the lower ore grades and ounces produced. Mine production for 2011 is projected at about 500,000 combined ounces of palladium and platinum. Total consolidated cash costs per ounce (a non-GAAP measure) for 2011 currently are projected to be slightly higher than 2010 at around $430 per ounce. See Part II, Item 6 Selected Financial Data for further discussion of non-GAAP measures. | |
| The Companys revenues, in terms of dollars and ounces sold, for 2010, 2009 and 2008 were: |
Year ended December 31, | Sales Revenues | Troy Ounces Sold | ||||||||||||||||||||||||||||||||||||||
(in thousands) | Palladium | Platinum | Rhodium | Other(1) | Total | Palladium | Platinum | Rhodium | Other(3) | Total | ||||||||||||||||||||||||||||||
2010 |
||||||||||||||||||||||||||||||||||||||||
Mine production |
$ | 186,749 | $ | 166,313 | $ | 3,880 | $ | 24,102 | $ | 381,044 | 377 | 112 | 2 | 14 | 505 | |||||||||||||||||||||||||
PGM recycling |
36,893 | 95,911 | 30,470 | 5,338 | 168,612 | 81 | 62 | 13 | | 156 | ||||||||||||||||||||||||||||||
Other (2) |
6,222 | | | | 6,222 | 13 | | | | 13 | ||||||||||||||||||||||||||||||
Total |
$ | 229,864 | $ | 262,224 | $ | 34,350 | $ | 29,440 | $ | 555,878 | 471 | 174 | 15 | 14 | 674 | |||||||||||||||||||||||||
2009 |
||||||||||||||||||||||||||||||||||||||||
Mine production |
$ | 143,514 | $ | 139,733 | $ | 6,453 | $ | 17,192 | $ | 306,892 | 393 | 123 | 4 | 15 | 535 | |||||||||||||||||||||||||
PGM recycling |
14,947 | 45,736 | 18,666 | 2,439 | 81,788 | 53 | 40 | 9 | | 102 | ||||||||||||||||||||||||||||||
Other (2) |
2,679 | 3,028 | 45 | | 5,752 | 12 | 3 | | | 15 | ||||||||||||||||||||||||||||||
Total |
$ | 161,140 | $ | 188,497 | $ | 25,164 | $ | 19,631 | $ | 394,432 | 458 | 166 | 13 | 15 | 652 | |||||||||||||||||||||||||
2008 |
||||||||||||||||||||||||||||||||||||||||
Mine production |
$ | 163,433 | $ | 160,171 | $ | 16,474 | $ | 20,286 | $ | 360,364 | 399 | 115 | 2 | 19 | 535 | |||||||||||||||||||||||||
PGM recycling |
47,760 | 227,358 | 197,469 | 2,801 | 475,388 | 119 | 131 | 25 | | 275 | ||||||||||||||||||||||||||||||
Other (2) |
19,980 | | | | 19,980 | 49 | | | | 49 | ||||||||||||||||||||||||||||||
Total |
$ | 231,173 | $ | 387,529 | $ | 213,943 | $ | 23,087 | $ | 855,732 | 567 | 246 | 27 | 19 | 859 | |||||||||||||||||||||||||
(1) | Other column includes gold, silver, nickel and copper by-product sales from mine production and revenue from processing recycling materials on a toll basis. | |
(2) | Other row includes sales of metal purchased in the open market. | |
(3) | Other column includes gold and silver by-product ounces sold. Not reflected in the other ounce column in the table above are approximately 1.2 million pounds of nickel and 0.8 million pounds of copper sold in 2010. Comparative sales in 2009 were approximately 0.9 million pounds and 0.8 million pounds of nickel and copper, respectively. Sales in 2008 included approximately 0.9 million pounds of nickel and approximately 0.9 million pounds of copper. |
| Revenues from PGM recycling grew 106% during 2010, increasing to $168.6 million in 2010, from $81.8 million in 2009, a direct result of higher PGM prices and an increase in volumes processed. Recycled ounces sold in 2010 totaled 156,100 ounces, an increase of 53.0% compared to the 102,000 ounces sold in 2009. The Companys combined average realization on recycling sales (which include palladium, platinum and rhodium) increased to |
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$1,046 per ounce in 2010 from $779 per ounce in 2009, reflecting higher PGM prices. In addition to purchased material, the Company processed 235,900 ounces of PGMs on a tolling basis in 2010, up from 128,000 tolled ounces in 2009. Recycled volumes fed to the smelter totaled 399,400 ounces of PGMs in 2010, up 59.1% from 251,000 ounces in 2009; the result of higher availability of recycling materials in the market in 2010. Recycling volumes gradually strengthened as 2010 progressed. Working capital associated with recycling activities in the form of inventories and advances was $41.5 million and $29.0 million at December 31, 2010 and 2009, respectively. Total outstanding procurement advances to recycling suppliers totaled $6.1 million at December 31, 2010. The year-end advance balance reflects the write-down of $0.6 million and $0.5 million against advances on inventory purchases during 2010 and 2009, respectively. | ||
| On November 30, 2010, the Company acquired the PGM assets of Marathon PGM Corporation, a Canadian exploration company, using $63.6 million in cash and 3.88 million Stillwater common shares. The transaction was valued at US$173.4 million (which included $36.0 million of deferred income tax liability assumed). In conjunction with this acquisition, on November 17, 2010, the Company established Stillwater Canada Inc., a wholly-owned Canadian subsidiary. The principal property acquired is a large PGM and copper deposit located near the town of Marathon, Ontario, Canada. The Marathon deposit is currently in the permitting stage and will not be in production for several years. Cost to develop the Marathon property is currently expected to be between $400 million and $450 million. | |
| On December 13, 2010, MMC Norilsk Nickel, the Companys majority shareholder, announced that it had completed the sale through an underwritten offering to the public of all its equity interest in the Company. As a result, the Companys public float of common shares more than doubled to about 101.9 million shares, sharply increasing the Companys trading liquidity without any dilution of the existing shareholders. MMC Norilsk Nickel continues to hold $80 million of the Companys 1.875% Senior Convertible Debentures due in 2028. |
The Companys 2010 capital expenditures for its existing operations totaled $50.3 million, an
increase from $39.5 million in 2009. Capital spending in 2010 reflected an increase in development
spending at the mines, purchases of equipment and completion of some critical infrastructure
projects. Capitalized development expenditures for the operating mines totaled $32.2 million in
2010, up from $25.9 million in 2009. Major infrastructure projects during 2010 included completing
a new recycling crushing and sampling facility in Columbus and work on the Kiruna electric truck
system at the Stillwater Mine. In addition, the Company spent $137.1 million in cash and shares
during 2010 to acquire the PGM assets (including a well defined project in Canada) of Marathon PGM
Corporation, a Canadian exploration company. Capital spending in 2011 is budgeted at about $120
million, which reflects much higher spending on equipment replacement and mine development, plus
substantial spending for improvements at the smelter in Columbus, development spending for the new
Blitz and Graham Creek projects in the J-M reef, and continuing work at the Companys Marathon PGM
property in Canada. For a discussion of certain risks associated with the Companys business, see
Business, Risk Factors and Properties Introduction and Current Operations, and Risk
Factors and Managements Discussion and Analysis of Financial Condition and Results of
Operations.
SAFETY
Mining operations are conducted at the Stillwater Mine and at the East Boulder Mine and
involve the use of heavy machinery and drilling and blasting in confined spaces. The pursuit of
safety excellence at the Company continues with the utilization since 2001 of the Companys G.E.T.
(Guide, Educate and Train) Safe safety and health management systems. Efforts are focused on
accident prevention, seeking safer methods of mining and increased employee awareness and training.
Areas of specific focus include enhanced work place examinations, safety standards implementation
and compliance, accident/incident investigations, near miss reporting and use of loss control
representatives who are part of the mining workforce. Employee-led focus teams have been
successful in proactively solving many safety related challenges. The Company continues to use
focus teams to address specific safety and health related issues. One of these areas in particular
has been in the area of compliance with the Mine Safety and Health Administration (MSHA) diesel
particulate matter (DPM) standards. At year end, the Company believes all underground operations
are in compliance with these stringent standards through the use of blended bio-diesel fuels, post
exhaust treatments, power train advances and high secondary ventilation standards.
During 2010, the overall Company reportable accident incidence rate improved to 3.65 versus
4.14 (measured as reportable incidents per 200,000 man-hours worked) at the end of 2009 while the
severity rate remained essentially unchanged. The 2010 results equate to a 70% reduction in
incidence rates for Company employees and contractors since the inception of the G.E.T. Safe
safety management systems in 2001. The Stillwater Mine Concentrator
was awarded the Large Metal/NonMetal Mill Group Sentinels of Safety
Award for the State of Montana in 2010. This award was presented for
completing all of 2009 (133,586 manhours) without a lost time
accident. The Sentinels of Safety program is administered by MSHA and
recognizes outstanding safety performance throughout the nation. The metallurgical complex in Columbus,
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Montana, continued to maintain a low incidence rate while being recognized by the Montana
Department of Labor and Occupational Safety and Health Administration (OSHA) as a leader in
workplace safety.
The smelter, base metal refinery and analytical laboratory continue to participate in and
support the Montana Department of Labors Safety and Health Achievement Recognition Program
(SHARP). They have all received SHARP recognition numerous times. The smelter received a three
year SHARP recognition in June of 2010. The base metal refinery and laboratory received SHARP
recognition in 2009 and have completed the application process for a 2010 award and are awaiting
the results.
The SHARP program recognizes employers who have demonstrated exemplary achievements in
workplace safety and health. By meeting the SHARP inspection requirements, these facilities may be
exempt from general OSHA inspections for one year. During 2010, employee participation and
involvement was further enhanced through the continued implementation of internal safety auditing
processes.
2011 Looking Forward
The gradual recovery from the economic recession of 2008 and 2009 has seen demand for the
Companys principal metals, palladium and platinum, increase steadily from their recent lows. The
price of palladium, which traded as low as $164 per ounce in December 2008, was quoted in London on
the last trading day of 2010 at $797 per ounce. Similarly, platinum has recovered from an October
2008 low of $763 per ounce to $1,755 per ounce at year end 2010. The Companys combined sales
realization on mined palladium and platinum increased from an average of $498 per ounce for the
fourth quarter of 2008 to $844 per ounce in the fourth quarter of 2010, a 69% increase. Even more
to the point, at the quoted yearend prices, and absent the ceiling prices of the then expiring
automobile contract, the Companys combined sales realization price was at $1,015 per ounce. The
stronger PGM prices appear to be the result of recovery in automotive demand in the Western
economies, coupled with continued strong growth in automotive production in China and certain other
emerging economies. Broadened investor interest in these metals following the introduction of
palladium and platinum exchange-traded funds (ETFs) to U.S. investors in January 2010 may have also
benefited prices.
From an operating perspective, the Companys opportunity to increase production rapidly in
response to higher prices is very limited as it is throughout the PGM industry. Production is
constrained primarily by the developed state of the mines (i.e., the number and quality of working
faces available for mining) and by limits on the availability of skilled manpower and equipment.
The Companys mine plans for 2011 contemplate production out of existing operations of about
500,000 ounces of palladium and platinum, slightly higher than actual production in 2010 but about
in line with last years original mine plan. Total cash costs per ounce (a non-GAAP measure of
mining efficiency) are projected to average about $430 per ounce in 2011, a little higher than the
$397 experienced in 2010, reflecting anticipated cost inflation in materials and potential
increases in labor costs. Prices for several key commodities (steel, fuel and explosives) used in
mine production appear to be experiencing continued upward pressure. The Companys labor agreement
with the represented workforce at the Stillwater Mine and Columbus processing facilities will
expire at the end of June 2011.
Recognizing the robust outlook for PGM pricing and the constraints on increasing production
from the existing mines, in the fourth quarter of 2010 the Company announced two new development
and potential expansion projects along the J-M reef. The first of these, known as the Blitz
project, will develop new underground drifts on two levels from the current Stillwater Mine toward
the eastern extremity of the reef, ultimately involving about 20,000 feet of new development on
each level. As now contemplated, this development project will take about five years to complete
and will cost about $68 million. The other project, known as Graham Creek, will develop about
8,200 feet toward the west from the existing East Boulder Mine infrastructure, using a tunnel
boring machine that is already in place underground. This also is about a five-year project but,
in view of the single drift and shorter distance, is only expected to cost about $8 million.
Definition drilling as these new drifts progress should provide valuable information about the J-M
reef in these largely unexplored regions. However, future ore production from these new areas will
be contingent on developing new ventilation raises to surface adequate to support mining activities
there.
During 2011, considerable effort also will be devoted to developing the recently acquired
Marathon assets in Canada. Work on the principal Marathon resource will include putting a team in
place to advance permitting and direct a detailed engineering study and ultimately to manage
construction of the mine. A key focus during 2011 will be to advance the mine permitting process,
working closely with Canadian federal and provincial agencies and the local communities to develop
a plan that addresses environmental concerns and ensures that the development there will be of
continuing benefit to the region over the long term.
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With the expiration of the Companys supply agreement with Ford at the end of 2010, the
Company is in discussions with various potential PGM customers for replacement supply agreements.
As announced previously, a new three-year palladium sales agreement with GM was signed in December
2010, taking effect in January 2011. The new agreement does not include price floors or caps, but
is based on fixed monthly delivery volumes and is priced based on the trailing months average
market price less a small discount. Pending entering into other term agreements, the Company
currently is selling its uncommitted mine production either on a spot basis or under month-to-month
arrangements.
During 2011, the Company plans to strengthen its palladium marketing program, more than
doubling its annual marketing budget and seeking to coordinate with others in promoting palladium
for jewelry applications. Spending in this area had been reduced during the economic downturn but
will now be expanded both in scale and in scope. While palladium is already well established as a
jewelry metal in many Asian markets, it is not as widely recognized among European and North
American consumers. Marketing programs in 2011 will reach out to these markets to broaden
familiarity and strengthen palladiums image in the retail arena.
Efforts at longer-term diversification will also continue during 2011. In addition to the
acquisition of the Marathon PGM assets in 2010, on December 16, 2010,
the Company announced that it had entered into a definitive agreement
pursuant to which the Company will acquire some adjacent
properties in the Coldwell Complex from Benton Resources Corp., another Canadian exploration
company in 2011. During 2010, the Company also exercised an option to purchase a 15% interest in
Marathon Gold Corporation, successor to the non-PGM assets that Marathon PGM held prior to the
acquisition which includes a gold discovery in Newfoundland that they have announced. Exploration
efforts on the Marathon PGM properties will continue in 2011 in order to determine if the extent of
the currently defined ore body can be extended, either at depth or to the west, and to further
evaluate other property interests as a result of the Marathon and Benton transactions. The
Company is focused on PGM opportunities but given the rarity of PGMs has also considered gold,
silver, copper and nickel projects, or projects with a combination thereof, in its quest for growth
and diversification.
HISTORY OF THE COMPANY
Mineral exploration in the Stillwater Complex dates from at least the late nineteenth century,
with early mining activities primarily for chromium beginning in the 1920s. Palladium and
platinum were discovered within the Stillwater Complex, by geologists from Johns Manville
Corporation (Manville) in the early 1970s, in what then became known as the J-M Reef. In 1979, a
Manville subsidiary entered into a partnership agreement with Chevron U.S.A. Inc. (Chevron) to
develop PGMs discovered in the J-M Reef. Manville and Chevron explored and developed the
Stillwater property and commenced commercial underground mining in 1986.
Stillwater Mining Company was incorporated in 1992 and on October 1, 1993, Chevron and
Manville transferred substantially all assets, liabilities and operations at the Stillwater
property into the Company, with Chevron and Manville each receiving a 50% ownership interest in the
Companys stock. In September 1994, the Company redeemed Chevrons entire 50% ownership. The
Company subsequently completed an initial public offering in December 1994 and Manville sold a
portion of its shares through the offering, reducing its ownership percentage to approximately 27%.
In August 1995, Manville sold its remaining ownership interest in the Company to a group of
institutional investors. The Companys common stock is publicly traded on the New York Stock
Exchange (NYSE) under the symbol SWC.
On June 23, 2003, the Company completed a stock transaction with MMC Norilsk Nickel (Norilsk
Nickel), whereby a subsidiary of Norilsk Nickel became a majority stockholder of the Company. On
that date, the parties entered into a Stockholders Agreement governing the terms of Norilsk
Nickels investment in the Company. As of December 31, 2009, Norilsk Nickel controlled
approximately 51.5% of the Companys outstanding common shares and held $80 million of the
Companys $166.5 million outstanding 1.875% convertible debentures maturing in 2028. As noted
above, in December 2010, Norilsk Nickel announced that it had disposed of its entire equity
interest in the Company through an underwritten offering to the public of the Stillwater shares.
In November 2010, the Company announced that it had completed the acquisition of the PGM
assets of Marathon PGM Corporation, a Canadian exploration company. The principal asset acquired
in the transaction is a significant PGM-copper resource position in Ontario near the north shore of
Lake Superior. In December 2010, the Company announced its intent to further consolidate its position in this district by
signing a definitive agreement to purchase some adjacent mineral properties held by Benton Resources Corp., another Canadian
exploration company.
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STILLWATER AND EAST BOULDER MINES
Project Location
The Stillwater Complex, which hosts the J-M Reef ore deposit, is located in the Beartooth
Mountains in south central Montana. It is situated along the northern edge of the Beartooth Uplift
and Plateau, which rise to elevations in excess of 10,000 feet above sea level. The plateau and
Stillwater Complex have been deeply incised by the major drainages and tributaries of the
Stillwater and Boulder Rivers down to elevations at the valley floor of approximately 5,000 feet.
Geology of the JM Reef
Geologically, the Stillwater Layered Igneous Complex is composed of a succession of ultramafic
to mafic rocks derived from a large complex magma body emplaced deep in the Earths crust an
estimated 2.7 billion years ago. The molten mass was sufficiently large and fluid at the time of
emplacement to allow its chemical constituents to crystallize slowly and sequentially, with the
heavier mafic minerals settling more rapidly toward the base of the cooling complex. The lighter,
more siliceous suites crystallized more slowly and also settled into layered successions of norite,
gabbroic and anorthosite suites. This systematic process resulted in mineral segregations being
deposited into extensive and relatively uniform layers of varied mineral concentrations.
The uniquely PGM-enriched J-M Reef and its characteristic host rock package represent one such
layered sequence. The geosciences community believes that the PGM-enriched suite and other
minerals characterizing the J-M Reef accumulated at the same time and by the same mechanisms of
formation as the rocks enclosing them. Over time, the orientation of a portion of the original
horizontal reef and layered igneous complex was faulted an estimated 20,000 feet to the northeast
and was tilted upward at angles of 50 to 90 degrees to the north by the Beartooth Uplift.
Localized faulting and intrusive mafic dikes are also evident along the 28-mile strike length of
exposed Stillwater Complex. The impact of these structural events is localized along the J-M Reef
and affects the percent mineable tonnage in an area, create additional dilution, or result in below
cut-off grade and barren zones within the reef. The impacts on ore reserves of these events are
quantified in the percent mineable discussion under Proven and Probable Ore Reserves. The upper
portion and exposed edge of the uplifted reef complex were eroded forming the lenticular-shaped
surface exposure of the Stillwater Complex and J-M Reef package evident today.
The J-M Reef package has been traced at its predictable geologic position and with unusual
overall uniformity over considerable distances within the uplifted portion of the Stillwater
Complex. The surface outcrops of the reef have been examined, mapped and sampled for approximately
28 miles along its east-southeasterly course and over a known expression of over 8,200 feet
vertically. The predictability of the J-M Reef has been further confirmed in subsurface mine
workings of the Stillwater and East Boulder Mines and by over 37,000 drill hole penetrations.
The PGMs in the J-M Reef consist primarily of palladium, platinum and a minor amount of
rhodium. The reef also contains significant amounts of nickel and copper and trace amounts of gold
and silver. Five-year production figures from the Companys mining operations on the J-M Reef are
summarized in Part II, Item 6, Selected Financial Data.
Ore Reserve Determination
As of December 31, 2010, the Companys total proven palladium and platinum ore reserves were
4.6 million tons at an average grade of 0.54 ounces per ton, containing 2.5 million ounces of
palladium and platinum. This represented a net decrease of 3.2% in proven contained ounces
compared to the proven ore reserves reported as of December 31, 2009. The Companys total probable
palladium and platinum ore reserves at December 31, 2010, were 36.2 million tons at an average
grade of 0.49 ounces per ton, containing 17.4 million ounces of palladium and platinum. Probable
reserve contained ounces declined by 3.7% from those reported at December 31, 2009. Combined, the
Companys total proven and probable palladium and platinum ore reserves as of December 31, 2010,
were 40.8 million tons at an average grade of 0.49 ounces per ton, containing 19.9 million ounces
of palladium plus platinum a net decrease of 3.6% in total proven and probable contained ounces
from the 20.6 million ounces reported as of December 31, 2009.
Methodology
The Company utilizes statistical methodologies to calculate ore reserves based on
interpolation between and projection beyond sample points. Interpolation and projection are
limited by certain modifying factors including geologic boundaries, economic considerations and
constraints imposed by safe mining practices. Sample points consist of variably
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spaced drill core intervals through the J-M Reef obtained from drill sites located on the
surface and in underground development workings. Results from all sample points within the ore
reserve area are evaluated and applied in determining the ore reserve.
For proven ore reserves, distances between samples range from 25 to 100 feet but are typically
spaced at 50-foot intervals both horizontally and vertically. The sample data for proven ore
reserves consists of survey data, lithologic data and assay results. Quality Assurance/Quality
Control (QA/QC) protocols are in place at both mine sites to test the sampling and analysis
procedures. To test assay accuracy and reproducibility, pulps from core samples are resubmitted
and compared. To test for sample label errors or cross-contamination, blank core (waste core)
samples are submitted with the mineralized sample lots and compared. The QA/QC protocols are
practiced on both resource development and production samples. The resulting data is entered into
a 3-dimensional modeling software package and is analyzed to produce a 3-dimensional solid block
model of the resource. The assay values are further analyzed by a geostatistical modeling
technique (kriging) to establish a grade distribution within the 3-dimensional block model.
Dilution is then applied to the model and a diluted tonnage and grade are calculated for each
block. Ore and waste tons, contained ounces and grade are then calculated and summed for all
blocks. A percent mineable factor based on historic geologic unit values is applied and the final
proven reserve tons and grade are calculated.
Two types of cut-off grades are recognized for the J-M Reef, a geologic cut-off boundary and
an economic cut-off grade. The geologic cut-off boundary of 0.3 and 0.2 troy ounces of palladium
plus platinum per ton at the Stillwater Mine and the East Boulder Mine, respectively, is an
inherent characteristic of the formation of the J-M Reef and is used for calculation of the proven
and probable reserves. The economic cut-off grade is lower than the geologic cut-off and can vary
between the mines based on cost and efficiency factors. The determination of the economic cut-off
grade is completed on a round by round basis and is driven primarily by excess mill capacity and
geologic character encountered at the face. See Proven and Probable Ore Reserves Discussion
for reserve sensitivity to metal pricing.
Probable ore reserves are based on longer projections, up to a maximum radius of 1,000 feet
beyond the limit of existing drill hole sample intercepts of the J-M Reef obtained from surface and
underground drilling. Statistical modeling and the established continuity of the J-M Reef as
determined from results of 25 years of mining activity to date support the Companys technical
confidence in estimates of tonnage and grade over this projection distance. Where appropriate,
projections for the probable ore reserve determination are constrained by any known or anticipated
restrictive geologic features. The probable reserve estimate of tons and grade is based on the
projection of factors calculated from adjacent proven reserve blocks or from diamond drilling data
where available. The factors consist of a probable area, proven yield in tons per foot of footwall
lateral, average grade and percent mineable. The area is calculated based on projections up to a
maximum of 1,000-feet; the proven yield in tons per foot of footwall lateral and grade are
calculated based on long-term proven ore reserve results in adjacent areas; and the percent
mineable is calculated based on long-term experience from actual mining in adjacent areas.
Contained ounces are calculated based on area divided by 300 (square feet) times proven yield in
tons per foot of footwall lateral times grade (ounces per ton) times percent mineable (%).
The Company reviews its methodology for calculating ore reserves on an annual basis.
Conversion, an indicator of the success in upgrading probable ore reserves to proven ore reserves,
is evaluated annually as part of the reserve process. The annual review examines the effect of new
geologic information, changes implemented or planned in mining practices and mine economics on
factors used for the estimation of probable ore reserves. The review includes an evaluation of the
Companys rate of conversion of probable reserves to proven reserves.
The proven and probable ore reserves are then modeled as a long-term mine plan and additional
factors including process recoveries, mining methods, metal prices, mine operating productivities
and costs and capital estimates are applied to determine the overall economics of the ore reserves.
SEC Guidelines
The United States Securities and Exchange Commission (SEC) have established guidelines
contained in Industry Guide No. 7 to assist registered companies as they estimate ore reserves.
These guidelines set forth technical, legal and economic criteria for determining whether the
Companys ore reserves can be classified as proven and probable.
The SECs economic guidelines have not historically constrained the Companys ore reserves,
and did not constrain the ore reserves at December 31, 2010. Under these guidelines, ore may be
classified as proven or probable if extraction and sale result in positive cumulative undiscounted
cash flow. The Company utilizes both the historical trailing twelve-quarter average combined PGM
market price and the current PGM market price in ascertaining these cumulative
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undiscounted cash flows. In testing ore reserves at December 31, 2010, the Company applied
the trailing twelve-quarter combined average PGM market price of about $624 per ounce, based upon
the twelve-quarter average palladium price of about $381 per ounce and the twelve-quarter average
platinum price of about $1,464 per ounce.
The Company believes that it is appropriate to use a long-term average price for measuring ore
reserves, as such a price better matches the period over which the reserves will ultimately be
mined. However, should metal prices decline substantially from their present level for an extended
period, the twelve-quarter trailing average price might also decline and could result in a
reduction of the Companys reported ore reserves.
The Companys board of directors has established an Ore Reserve Committee, which met three
times during 2010 with management who also met with outside experts to review ore reserve
methodology, to identify best practices in the industry and to receive reports on the progress and
results of the Companys mine development efforts. The Committee has reviewed the Companys ore
reserves as reported at December 31, 2010, having met with management and with the Companys
independent consultant on ore reserves.
Results
The December 31, 2010, ore reserves were reviewed by Behre Dolbear & Company, Inc. (Behre
Dolbear), third party independent consultants, who are experts in mining, geology and ore reserve
determination. The Company has utilized Behre Dolbear to carry out independent reviews and
inventories of the Companys ore reserves since 1990. Behre Dolbear has consented to be a named
expert herein. See Business, Risk Factors and Properties Risk Factors Ore Reserves Are Very
Difficult to Estimate and Ore Reserve Estimates May Require Adjustment in the Future; Changes in
Ore Grades, Mining Practices and Economic Factors Could Materially Affect the Companys Production
and Reported Results.
The Stillwater Mine proven and probable ore reserves at year-end 2010 decreased by 4.1% in
terms of ore tons from those reported at year-end 2009. The East Boulder Mine proven and probable
ore reserves at year-end 2010 decreased by 1.9% in ore tons from those reported at year-end 2009.
Overall, the Companys estimated proven and probable ore reserves based on ore tons decreased by
0.5% in 2010. The Companys ore reserve determination for 2010, calculated at December 31, 2010,
was limited by geologic certainty and not by economic constraints.
PROVEN AND PROBABLE ORE RESERVES
The Companys proven ore reserves are generally expected to be extracted utilizing existing
mine infrastructure. However, additional infrastructure development will be required to extract
the Companys probable ore reserves. Based on the 2011 mining plans at each mine, the year-end
2010 proven ore reserves of 2.6 million tons at the Stillwater Mine and 2.1 million tons at the
East Boulder Mine represent an adequate level of proven ore reserves to support planned mining
activities.
The grade of the Companys ore reserves, measured in combined platinum and palladium ounces
per ton, is a composite average of samples in all reserve areas. As is common in underground
mines, the grade mined and the recovery rate achieved varies depending on the area being mined. In
particular, mill head grade varies significantly between the Stillwater and East Boulder mines, as
well as within different areas of each mine. During 2010, 2009 and 2008, the average mill head
grade for all tons processed from the Stillwater Mine was 0.50, 0.56 and 0.51 PGM ounces per ton of
ore, respectively. During 2010, the average mill head grade for all tons processed from the East
Boulder Mine was about 0.39 PGM ounces per ton of ore compared to an average mill head grade of
0.38 PGM ounces per ton of ore in 2009 and 2008. Concentrator feeds at both mines typically
include, along with the ore, some PGM-bearing material that is below the cut-off grade for reserves
(reef waste) but that is economic to process so long as there is capacity available in the
concentrator.
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As of December 31, 2010, 2009 and 2008 the Companys proven and probable ore reserves were as
follows:
2010 | 2009 | 2008 | ||||||||||||||||||||||||||||||||||
AVERAGE | CONTAINED | AVERAGE | CONTAINED | AVERAGE | CONTAINED | |||||||||||||||||||||||||||||||
TONS | GRADE | OUNCES | TONS | GRADE | OUNCES | TONS | GRADE | OUNCES | ||||||||||||||||||||||||||||
(000s) | (OUNCE/TON) | (000S) | (000s) | (OUNCE/TON) | (000S) | (000s) | (OUNCE/TON) | (000S) | ||||||||||||||||||||||||||||
Stillwater Mine(2) |
||||||||||||||||||||||||||||||||||||
Proven Reserves |
2,559 | 0.64 | 1,648 | 2,606 | 0.66 | 1,712 | 2,911 | 0.65 | 1,898 | |||||||||||||||||||||||||||
Probable Reserves |
13,116 | 0.62 | 8,176 | 13,748 | 0.63 | 8,688 | 14,030 | 0.64 | 8,911 | |||||||||||||||||||||||||||
Total Proven and Probable
Reserves(1) |
15,675 | 0.63 | 9,824 | 16,354 | 0.64 | 10,400 | 16,941 | 0.64 | 10,809 | |||||||||||||||||||||||||||
East Boulder Mine(2) |
||||||||||||||||||||||||||||||||||||
Proven Reserves |
2,059 | 0.41 | 848 | 2,036 | 0.43 | 867 | 2,066 | 0.45 | 935 | |||||||||||||||||||||||||||
Probable Reserves |
23,064 | 0.40 | 9,199 | 22,607 | 0.41 | 9,347 | 19,202 | 0.45 | 8,717 | |||||||||||||||||||||||||||
Total Proven and Probable
Reserves(1) |
25,123 | 0.40 | 10,047 | 24,643 | 0.41 | 10,214 | 21,268 | 0.45 | 9,652 | |||||||||||||||||||||||||||
Total Company Reserves(2) |
||||||||||||||||||||||||||||||||||||
Proven Reserves |
4,618 | 0.54 | 2,496 | 4,642 | 0.56 | 2,579 | 4,977 | 0.57 | 2,833 | |||||||||||||||||||||||||||
Probable Reserves |
36,180 | 0.49 | 17,375 | 36,355 | 0.50 | 18,035 | 33,232 | 0.53 | 17,628 | |||||||||||||||||||||||||||
Total Proven and Probable
Reserves(1) |
40,798 | 0.49 | 19,871 | (3) | 40,997 | 0.50 | 20,614 | 38,209 | 0.54 | 20,461 | ||||||||||||||||||||||||||
(1) | Reserves are defined as that part of a mineral deposit that could be economically and legally extracted or produced at the time of the reserve determination. Proven ore reserves are defined as ore reserves for which (a) quantity is computed from dimensions revealed in outcrops, trenches, workings or drill holes; grade and/or quality are computed from the results of detailed sampling and (b) the sites for inspection, sampling and measurement are spaced so closely and the geologic character is so well defined that size, shape, depth and mineral content of ore reserves are well-established. Probable ore reserves are defined as ore reserves for which quantity and grade and/or quality are computed from information similar to that used for proven ore reserves, but the sites for inspection, sampling, and measurement are farther apart or are otherwise less adequately spaced. The degree of assurance, although lower than that for proven ore reserves, is high enough to assume continuity between points of observation. The proven and probable ore reserves reflect variations in the PGM content and structural impacts on the J-M Reef. These variations are the result of localized depositional and structural influences on the distributions of economic PGM mineralization. Geologic domains within the reserve boundaries of the two mines include areas where as little as 0% and up to 100% of the J-M Reef is economically mineable. The ore reserve estimate gives effect to these assumptions. See Business, Risk Factors and Properties Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Operations Factors That May Affect Future Results and Financial Condition. | |
(2) | Expressed as palladium plus platinum in-situ ounces at a ratio of approximately 3.57 parts palladium to 1 part platinum. The Stillwater Mine is at a 3.54 to 1 ratio and the East Boulder Mine is 3.60 to 1. | |
(3) | Average mining and processing losses of approximately 16.9% must be deducted from the reported contained ounces estimated to arrive at the estimated saleable ounces. |
Discussion
The Companys total proven and probable ore reserve tonnage at December 31, 2010, increased by
about 6.8% or 2.6 million tons over the past two years. However, total contained ounces in proven
reserves decreased by about 11.9% from those reported December 31, 2008. In 2010, proven and
probable tons decreased 0.5% and contained ounces decreased by 3.6% from those reported December
31, 2009. In 2009, proven and probable tons increased 7.3% while contained ounces slightly
increased by 0.7% from those reported December 31, 2008. The Companys mine development efforts
over the past several years have focused on converting probable reserves to proven reserves, rather
than on adding new probable reserves.
Changes in proven and probable ore reserves are due to the net effect of:
| Additions to proven ore reserves from new definition drilling, | ||
| Deletions as proven reserves are mined, | ||
| Deletions from probable ore reserves as areas are converted by new drilling from probable to proven ore reserves, | ||
| Additions from development activity to convert mineralized inventory to probable ore reserves, | ||
| Additions and deletions from adjustments to ore reserve estimation factors and mine planning criteria. The cut-off grade used in mine planning is 0.3 ounces of platinum and palladium per ton for the Stillwater Mine and is 0.2 ounces of platinum and palladium per ton for the East Boulder Mine. The economic value of this cut-off grade varies with platinum and palladium prices and with the different mining methods employed, their costs and their efficiency. |
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The Companys production levels for palladium and platinum are driven by the number of ore
tons mined, the mill head grade of the ore and the metallurgical recovery percentages. The Company
measures its net mine production in terms of the number of ounces contained in the mill
concentrate, adjusted for subsequent processing losses expected to be incurred in smelting and
refining. The Company defines an ounce of metal as produced at the time it is transferred from
the mine and received at the concentrator. Depletion, depreciation and amortization costs are
inventoried at each stage of production.

The graph above provides a general indication of the sensitivity of the Companys ore
reserves to the long-term weighted average price of platinum and palladium, assuming the relative
proportions of the two metals realized at the Companys mines. It is based on the mine plan and
model the Company uses to measure reserve economics, and reflects some reductions in capital
spending at lower price levels where reserves are economically constrained. It does not provide
for any adjustments to the planned mining sequence or to the mix of mining methods at lower prices,
but instead is derived from a single planning scenario. As such, it should be regarded as
indicative rather than definitive.
The economic analysis of proven and probable reserves at the end of 2010 identified that at a
palladium and platinum combined price of about $530 per ounce the stated level of reserves would
begin to be reduced by economic constraints. This combined price at which ore reserves become
constrained by economics has increased from $400 per ounce in the analysis performed in 2009 and
$517 per ounce shown in 2008. The variation in these threshold prices reflects year-on-year
changes in mining costs, current development and production method assumptions, adjustments to ore
grade and mine plans, and economic performance due to changing market prices during those periods.
The Company has not tested the ore reserves beyond the level shown above because of the expense of
accessing and drilling to establish ore reserves and because of the extensive life of a 19.9
million ounce reserve.
MARATHON DEVELOPMENT PROJECT
Location
The Marathon PGM-Cu project (the project) is located 10 kilometers (km) north of the town of
Marathon, Ontario. The project site is in an area characterized by typical boreal vegetation,
moderate to steep hilly terrain and numerous streams, ponds and shallow lakes. The project area is
bounded to the east by the Pic River and Lake Superior to the south-west. The climate of this area
is typical of northern areas within the Canadian Shield, with long winters and short, warm summers.
The project area is conveniently situated in close proximity to population centers, the
Trans-Canada Highway, electrical transmission corridor, rail lines, Great Lake port facilities and
a regional airport.
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Project Description
The Marathon PGM-Cu project is an advanced stage development project undergoing preparations
for the construction and commercial commissioning of a conventional open pit mining and processing
operation. The planned operations will be owner-operated employing its own equipment and
workforce.
Near term project activities include detailed engineering, design and construction of the
mine, processing facilities and support infrastructure. The present mine plan includes development
of a substantial main pit and the sequential mining of several smaller satellite pits. Mineral
resources and ore reserves were determined in an independent study performed by a third party and
documented in a January 8, 2010 report: Technical Report on the Updated Feasibility Study for the
Marathon PGM-Cu Project, Marathon, Ontario, Canada. Proven and probable reserves total 91 million
tonnes grading 0.246% copper and 1.07 g/t Pd+Pt. Planned operations include mining and processing
at a nominal rate of 22,000 tonnes per day for a mining life of approximately 11.5 years.
The project will require an estimated 300 workers during the construction phase and 130 to 250
permanent full time positions during the life of mine operations. Approximately three spin-off
jobs (suppliers, contractors) will result in the region for each full time position.
The PGM-copper ores will be processed (crushed, ground and concentrated) at on-site processing
facilities to produce a marketable concentrate product containing copper, palladium, platinum,
rhodium, silver and gold. The concentrate will be transported off-site via road and rail to a
commercial smelter and refinery for subsequent metal extraction and separation. The residual
material or process solids resulting from the milling process will be deposited in the Process
Solids Management Facility (PSMF). Multiple sites within the project area have been evaluated as
potential locations for the PSMF of which two preferred sites are undergoing final consideration
and environmental assessment. The non-ore bearing mine rock produced, will be permanently stored
in purposefully built Mine Rock Storage Areas (MRSAs) located west and east of the main pit.
Incremental reclamation activities are planned throughout the operations life. At final
closure, and upon the completion of an end of life closure plan, the Company will have secured and
remediated the project site to a condition facilitating sustainable future or traditional use by
the local and First Nations communities.
Stillwater Canada Inc. is continuing with baseline environmental and socio-economic studies
and is engaged with federal, provincial regulatory ministries and First Nation communities to
secure the required permits and approvals for mine construction and operation. In December 2008,
the project was accepted under the Major Projects Management Office (MPMO) initiative. A formal
project description was submitted to the Canadian Environmental Assessment Agency (CEAA) in March
2010, which triggered the Federal Environmental Assessment (FEA) process. On October 7, 2010, the
project was referred to an independent review panel. All federal and provincial approvals are
anticipated in 2013 allowing commencement of commercial production in 2014.
Geology of the Marathon Deposit
The Marathon PGM-Cu deposit is hosted by the Eastern Gabbro Series of the Proterozoic Coldwell
Complex, a large intrusive body that intrudes and bisects the Archean aged Schreiber-Hemlo
Greenstone Belt. The Coldwell is a composite magmatic intrusion and the largest alkaline intrusive
complex in North America. It is approximately 25 km in diameter with a surface area of 580 square
kilometers. The Coldwell Complex was emplaced in three nested intrusive cycles introduced
sequentially during cauldron subsidence near where the northern end of a regional-scale fault
system intersected Archean rocks, near the north shore of Lake Superior.
Mineralization at the Marathon PGM-Cu deposit is related to a large magmatic system consisting
of three or more cross-cutting intrusive olivine gabbro units that comprise the Eastern Gabbro
Series of the Coldwell Complex. In order of intrusion, the three gabbroic units consist of Layered
Gabbro Series, Layered Magnetite Olivine Cumulate (LMOC) and Two Duck Gabbro (TD Gabbro). Late
quartz syenite and augite syenite dikes cut all of the gabbros but form a minor component of the
intrusive assemblage. The TD Gabbro is the dominant host rock for copper-PGM mineralization and is
a principal focus of exploration in the district. The mineralized zones occur as shallow dipping
sub parallel lenses that follow the basal gabbro contact and form distinct mineral horizons
designated as Footwall, Main, Hanging Wall and W-Horizon. The Main Zone is the thickest and most
continuous zone. Additional accumulations of copper-PGM mineralization are associated with LMOC
and occur in the hanging wall of the deposit.
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Mineral Resource & Reserve Estimate
Resource and reserve estimates were determined by an independent study performed by a third
party effective November 2009. The mineral resource model used to estimate the mineral resources
applied the same pit optimization, pit design, production scheduling and diluted block model used
for the January 2010 updated technical report and feasibility studies. Only material in the block
model with the resource classification of measured or indicated were
considered as potential mill feed. In addition to the estimated grade values for Cu, Pd, Pt, Au,
Ag, and Rh contained within the diluted block model, other variables were calculated or input into
the diluted block model. These included the net smelter return, geotechnical parameters, block
economic net value, haulage simulation results, block material type, and whittle rock types. In
order to complete an open pit design on the Marathon PGM-Cu deposit, the following data, criteria
and procedures were used:
| The available geotechnical data describing the inter ramp slope angle, slope sectors, and berm widths that are required to develop a geotechnically stable pit design; | ||
| Economic and metallurgical criteria such as estimated metal pricing, metal recoveries, downstream operating costs (smelting, refining, and shipping), currency conversion rates, and projected annual mill feed requirements; and | ||
| Pit optimization based on the economic, metallurgical, geotechnical and production requirements for the project. Pit optimization was completed using a Lerchs-Grossmann algorithm (LG) on the block model. GEMCOMs LG software, the Whittle optimizer was selected. Once a pit optimization was completed, the selected pit shell was used as a design basis for the open pit. |
Proven & Probable Reserve Estimate
For the Marathon PGM-Cu deposit, three major mining areas are present; the North pit, the
South pit and the Malachite pit. Once the three pit areas were designed, a production schedule was
then prepared, followed by equipment selection and estimation of operating costs, capital costs and
personnel requirements. Mineral reserves have been estimated for the North, South and Malachite
pits from the diluted block model, pit optimization and pit design. The mineral reserves are
summarized in the table below:
Pd | Pt | Au | Cu | Ag | Cu | Pd | Pt | Au | Ag | |||||||||||||||||||||||||||||||||||
Classification | Tonnes | (g/t) | (g/t) | (g/t) | (%) | (g/t) | (Mlb) | (oz 000) | (oz 000) | (oz 000) | (oz 000) | |||||||||||||||||||||||||||||||||
Proven |
76,461,000 | 0.910 | 0.254 | 0.090 | 0.268 | 1.464 | 452 | 2,237 | 625 | 222 | 3,600 | |||||||||||||||||||||||||||||||||
Probable |
14,986,000 | 0.435 | 0.147 | 0.060 | 0.138 | 1.318 | 46 | 209 | 71 | 29 | 635 | |||||||||||||||||||||||||||||||||
Total |
91,447,000 | 0.832 | 0.237 | 0.085 | 0.247 | 1.440 | 497 | 2,447 | 696 | 251 | 4,235 |
The mineral reserve estimate presented in the table above is effective as of November 24,
2009. The estimated ounces of proven and probable reserves include
mining losses but do not include processing losses. Table tonnages are reported in metric tonnes.
IMPAIRMENT OF LONG-LIVED ASSETS
The Company reviews and evaluates its long-lived assets for impairment when events or changes
in circumstances indicate that the related carrying amounts may not be recoverable. Impairment is
considered to exist if total estimated future cash flows on an undiscounted basis are less than the
carrying amount of the asset. The estimation of future cash flows takes into account estimates of
recoverable ounces, PGM prices (long-term sales contract prices and historical pricing trends or
third party projections of future prices rather than prices at a point in time as an indicator of
longer-term future prices), production levels, and capital and reclamation expenditures, all based
on life-of-mine plans and projections. If the assets are impaired, a calculation of fair market
value is performed, and if fair market value is lower than the carrying value of the assets, the
assets are reduced to their fair market value.
The Company determined that there was no material event or change in circumstances requiring
the Company to test its long-lived assets for impairment at December 31, 2010, or December 31,
2009. However, during the latter part of 2008, in view of a steep decline in metals prices during
that year, the Company concluded that the economic circumstances in which the Company operates had
changed significantly. Therefore, at the end of 2008, the Company assessed whether total estimated
undiscounted future cash flows at the Stillwater and the East Boulder Mines would be sufficient to
recoup the carrying amount of each asset. Based on the mine plans as of December 31, 2008, and an
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assessment of long-term pricing, the Company determined that undiscounted future cash flows at the
Stillwater Mine were sufficient to return the carrying value, but the undiscounted future cash
flows projected at the East Boulder Mine were not sufficient to cover the carrying value there.
Consequently, with the assistance of Behre Dolbear, the Company assessed the fair value of the East
Boulder Mine assets at December 31, 2008, and concluded that a valuation adjustment was needed at
East Boulder. Accordingly, the Company recorded a $67.3 million charge against earnings at
December 31, 2008, reducing the carrying value of the East Boulder Mine assets to $161.4 million at
that date.
Assumptions underlying future cash flows are subject to certain risks and uncertainties. Any
differences between projections and actual outcomes for key factors such as PGM prices, recoverable
ounces, and/or the Companys operating performance could have a material effect on the Companys
ability to recover the carrying amounts of its long-lived assets
and so could potentially lead to impairment charges in the future.
CURRENT OPERATIONS
The Companys operations are located in south central Montana. The Company conducts mining
and milling operations at the Stillwater Mine near Nye, Montana and at the East Boulder Mine south
of Big Timber, Montana. Both mines are located on mine claims that follow the apex of the J-M
Reef. The Company operates a smelter and base metal refinery, and recycling facilities at
Columbus, Montana.
Montana Properties and Facilities February 2011

The Companys original long-term development strategy and certain elements of its current
planning and mining practices on the J-M Reef ore deposit were founded upon initial feasibility and
engineering studies conducted in the 1980s. Initial mine designs and practices were established
in response to available technologies and the particular characteristics and challenges of the J-M
Reef ore deposit. The Companys current development plans, mining methods and ore extraction
schedules are designed to provide systematic access to, and development of, the ore deposit within
the framework of current and forecast economic, regulatory and technological considerations as well
as the specific characteristics of the J-M Reef ore deposit. Some of the challenges inherent in
the development of the J-M Reef include:
| Surface access limitations (property ownership and environmental sensitivity); | |
| Topographic and climatic extremes involving rugged mountainous terrain and substantial elevation differences; | |
| Specific configuration of the mineralized zone (narrow average width 5 feet, depth up to 1.5 miles of vertical extent, and long approximately 28 miles in length), dipping downward at an angle varying from near vertical to 38 degrees; | |
| A deposit which extends both laterally and to depth from available mine openings, with travel distances underground from portal to working face of up to six miles; and | |
| Proven and probable ore reserves extending for a lateral distance of approximately 32,000 feet at the Stillwater Mine and approximately 12,500 feet at the East Boulder Mine a combined extent underground of approximately 8.4 miles, with active underground travelways and ramps on multiple levels totaling more than 85 miles in extent that must be maintained and supported logistically. |
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2010 Safety Performance
Safety performance at the Companys mining operations falls under the regulatory jurisdiction
of the U.S. Mine Safety and Health Administration (MSHA). MSHA performs detailed quarterly
inspections at each of the Companys mine sites and separately investigates any occurrences deemed
to pose a significant hazard to employee health and safety. The Company cooperates fully with MSHA
in its compliance responsibilities and maintains its own safety management system to ensure that no
employee is put at risk in carrying out his or her job responsibilities and unsafe conditions are
identified and remediated immediately.
MSHA enforcement powers include a broad range of alternatives, including issuing citations for
violations of mandatory health or safety standards under the Federal Mine Safety and Health Act of
1977 (the Mine Act), elevated citations for violations that could significantly and substantially
contribute to a safety or health hazard, 104(b) withdrawal orders for failure to abate a violation,
104(d) orders for unwarrantable failure of a mine operator to comply with mandatory health or
safety standards, 110(b)(2) citations for flagrant violations of the Mine Act, and 107(a) imminent
danger withdrawal orders. In addition, MSHA has authority to put on notice or close mining
operations that demonstrate a continuing pattern of violations of the Mine Act and to impose
criminal penalties on mine operators who fail to address violations of mine health and safety
standards.
In legislation signed into law on July 21, 2010, publicly traded mining companies are required
to disclose certain statistics pertaining to their compliance with the Mine Act. The table below
includes these statistics for the full year 2010. For each mine site, the numbers listed below are
numbers of actual issuances of citations/orders except for proposed assessment dollar values.
Section | Section | Section | Section | Assessment | Legal | |||||||||||||||||||
104 (S&S) | 104 (b) | 104 (d) | 107 (a) | (in 000s) | Actions | |||||||||||||||||||
Stillwater Mine |
58 | | 1 | 2 | (1) | $ | 187 | 10 | ||||||||||||||||
East Boulder Mine |
26 | | | | $ | 34 | 2 |
(1) | The 107(a) imminent dangers orders have been vacated and dismissed pursuant to settlement motions filed with the Federal Mine Safety and Health Review Commission on November 18, 2010, and January 24, 2011, and Administrative Law Judges Decisions Approving Settlement dated January 5, 2011, and January 25, 2011. |
For the year ended December 31, 2010, none of the Companys mines received
written notice from MSHA of (i) a flagrant violation under section 110(b)(2) of the Mine Act; (ii)
a pattern of violations of mandatory health or safety standards that are of such nature as could
have significantly and substantially contributed to the cause and effect of other mine health or
safety hazards under section 104(e) of the Mine Act; or (iii) the potential to have such a
pattern. During the year ended December 31, 2010, the Company experienced no fatalities at any of
its mines.
As of December 31, 2010, the Company had a total of 12 matters pending before the Federal Mine
Safety and Health Review Commission. This includes legal actions that were initiated prior to the
three months ended December 31, 2010, and which do not necessarily relate to the citations, orders
or proposed assessments issued by MSHA during such twelve-month period.
The Company believes that the ultimate disposition of these alleged Mine Act violations and
the pending legal dockets before the Commission will not have a material adverse effect on the
Companys business, financial condition, results of operations or liquidity.
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EMPLOYEES
The following table indicates the number of Company employees (excluding contractors) in the
respective areas:
Number of Employees | ||||||||||||
SITE | at December 31, | |||||||||||
2010 | 2009 | 2008 | ||||||||||
Stillwater Mine |
850 | 797 | 869 | |||||||||
East Boulder Mine |
280 | 265 | 261 | |||||||||
Smelter and Refinery Complex |
169 | 158 | 169 | |||||||||
Administrative Support |
55 | 53 | 65 | |||||||||
Total |
1,354 | 1,273 | 1,364 | |||||||||
All of the Companys hourly employees at the Stillwater Mine, the East Boulder
Mine, the smelter and the base metal refinery are represented by the United Steelworkers of America
(USW). The Company is party to a four-year labor
agreement expiring on July 1, 2011, that covers substantially all hourly workers at the Stillwater
Mine, the smelter and the base metal refinery and provides for annual wage increases of
approximately 3.5% per annum. Separately, the labor contract covering all hourly workers at the
East Boulder Mine is due to expire on July 1, 2012. See Business, Risk Factors and Properties
Risk Factors Limited Availability of Additional Mining Personnel and Uncertainty of Labor
Relations May Affect the Companys Ability to Achieve Its Production Targets.
STILLWATER MINE
The Company conducts underground mining operations at its wholly-owned Stillwater Mine, near
Nye, Montana. The Stillwater Mine facility accesses, extracts and processes PGM ores from the
eastern portion of the J-M Reef using mine openings located in the Stillwater Valley. In addition,
the Company owns and maintains ancillary buildings that contain the concentrator, shop and
warehouse, changing facilities, headframe, hoist house, paste plant, water treatment, storage
facilities and office. All surface structures and tailings management facilities are located
within the 2,475 acre Stillwater Mine Operating Permit area. Ore reserves developed at the
Stillwater Mine are controlled by patented mining claims either leased or owned outright by the
Company. The mine is located approximately 85 miles southwest of Billings, Montana, and is
accessed by a paved road. The mine has adequate water and power from established sources. See
Business, Risk Factors and Properties Risk Factors Uncertainty of Title to Properties The
Validity of Unpatented Mining Claims is Subject to Title Risk.
The Stillwater Mine accesses and has developed a 5.9-mile-long underground segment of the J-M
Reef, between the elevations of 2,000 and 7,300 feet above sea level. Access to the ore at the
Stillwater Mine is accomplished by means of a 1,950-foot vertical shaft and by a system of
horizontal adits and drifts driven parallel to the strike of the J-M Reef at vertical intervals of
between 150 feet and 300 feet. Seven main adits have been driven from surface portals on the west
and east slopes of the Stillwater Valley at various elevations between 5,000 and 5,900 feet above
sea level. Several additional principal levels have been developed below the 5,000-foot level down
to the 3,200-foot elevation, accessed from the vertical shaft and the associated shaft ramp system.
Ore from this region of the mine is hauled by truck and/or rail to the shaft, where it is crushed
and hoisted out of the mine. The Company is continuing to develop a decline system below the
3,200-foot elevation to access and develop deeper areas in the central part of the mine below those
currently serviced by the existing shaft. At the end of 2010, this decline system extended down to
the 2,000 foot level.
The 1,950-foot vertical shaft was constructed between 1994 and 1997 as part of the Companys
plan to increase output from 1,000 to 2,000 tons of ore per day and was sunk adjacent to the
concentrator (starting at the 5,000-foot elevation) to increase efficiency of the operation. Ore
and any waste rock to be transported to the surface from the off-shaft and deeper areas of the mine
are crushed prior to being hoisted up the shaft. The production shaft and underground crushing
station reduce haulage times and costs, facilitate the handling of ore and waste and improve the
grinding capabilities of the concentrator. Ore from above the 5,000-foot west elevation is hauled
to the surface by rail. Waste material not used for backfilling in underground excavations is
transported to the surface and placed in permitted waste rock disposal sites.
The Stillwater Mine currently uses its 30 footwall lateral drifts and 6 primary ramps and
vertical excavations to provide personnel and equipment access, supply haulage and drainage, intake
and exhaust ventilation systems, muck haulage, backfill plant access, powder storage and/or
emergency egress. The footwall lateral and primary ramp systems
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will continue to provide support
for production and ongoing development activities. In addition, certain mine levels are required
as an integral component of the ventilation system and serve as required intake and/or exhaust
levels, or as parallel splits to maintain electrical ventilation horsepower balance and to meet
MSHA requirements. MSHA regulations require the Company to designate alternate (secondary)
escapeways from mine workings. These levels, in addition to comprising critical functional
components of the ventilation and escapeway system, serve as permanent mine service and utility
infrastructure for road and rail transportation, dewatering and backfill pumping facilities. They
have been designed and are intended to be used for the life of the mine.
During 2007, the Company began construction of a second major decline ramp from the 3,500
level of the existing shaft with eventual development down to about the 1,900-foot elevation. The
first-phase installation of the Kiruna electric trucks at Stillwater Mine that will provide more
efficient ramp haulage from the deeper portions of the off shaft area a long-term project is
now nearly complete and should open up more mining alternatives in that part of the mine. In the
future, the Company expects to install a horizontal rail haulage system on the 2,000 foot level to
transport ore and waste material from the deeper mining faces to the electric truck ramps.
Prior to 1994, almost all of the Companys mining activities utilized captive cut-and-fill
stoping methods. This is a
manpower-intensive mining method that extracts the ore body in eight to ten foot high
horizontal cuts within the reef, accessed from vertical raises and mined with conventional jackleg
drills and slushers. The open space created by the extraction of each cut is backfilled with waste
rock and coarse concentrator tailings and becomes the floor for the next level of mining as the
process moves upward. Commencing in 1994, the Company introduced two mechanized mining methods:
ramp-and-fill and sub-level stoping. Ramp-and-fill is a mining method in which a series of
horizontal cuts are extracted from the ore body using mobile equipment. Access to the ore body is
from ramps driven within or adjacent to the ore body allowing the use of hydraulic drills and
load-haul-dump equipment. Sub-level stoping is a mining method in which blocks of the reef
approximately 50 feet high and up to 75 feet in length are extracted in 30-foot intervals utilizing
mobile long-hole drills and remote control rubber tired load-haul-dump equipment. The reef is
mined in a retreat sequence and mined out areas are filled with development waste or sand backfill
as appropriate. Traditionally, captive cut-and-fill has been viewed as being more selective in
nature than either ramp-and-fill or sub-level stoping, but it also requires miners with special
skills and is generally less productive. Other factors considered in determining the most
appropriate mining method for each area include the amount of ancillary development required as
well as the ore grade and ground conditions expected. The Company determines the appropriate
mining method to be used on a stope-by-stope basis utilizing an engineering and economic analysis.
The Company processes ore from the Stillwater Mine through a surface concentrator facility
(mill) adjacent to the Stillwater Mine shaft. The mill has a permitted design capacity of 3,000
tons per day. During 2010, an average of 1,951 tons of ore and 187 tons of sub-grade material were
processed through the mill per calendar day. In addition, on average the mill processed 108 tons
per calendar day of smelter slag. Crushed ore is fed into the concentrator, mixed with water and
ground to slurry in the concentrators mill circuits to liberate the PGM-bearing sulfide minerals
from the rock matrix. Various reagents are added to the slurry, which then is agitated in a froth
flotation circuit to separate the valuable sulfides from the waste rock. In this circuit, the
sulfide minerals are successively floated, recycled, reground and refloated to produce a
concentrate suitable for further processing. The flotation concentrate, which represents
approximately 1.5% of the original ore weight, is filtered, placed in large bins and then
transported by truck 46 miles to the Companys metallurgical complex in Columbus, Montana. In
2010, 51% of the tailings material from the mill was returned to the mine and used as fill material
to provide support for additional mining activities. The balance was placed in tailings
containment areas on the surface. No additional steps are necessary to treat any tailings placed
back into the mine or into the impoundments, as they are environmentally inert. Tailings are
disposed of into the impoundment areas pursuant to the Companys operating permits. Mill recovery
of PGMs is historically about 92%. During 2008, failure of a critical drive gear on part of the
fine grinding circuit caused recoveries to temporarily drop down to the 91% range.
In 1998, the Company received an amendment to its existing operating permit providing for the
construction of a lined surface tailings impoundment that would serve the Stillwater Mine for
approximately the next 30 years. This facility, located about eight miles from the mine and
generally referred to as the Hertzler impoundment, was placed into operation in late 2000. See
Business, Risk Factors and Properties Current Operations Regulatory and Environmental
Matters Permitting and Reclamation.
During 2010, the Stillwater Mine produced 351,700 ounces of palladium and platinum, 10.7%
below the 393,800 ounces produced in 2009. This lower 2010 production was attributable to several
factors, including a safety initiative that diverted miners for a time into remedial ground control
efforts, an unplanned loss of a power center that took several key stopes off line for about a
month, and generally lower than anticipated realized ore grades in the off-shaft portion of the
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mine. The Stillwater Mines total cash costs (a non-GAAP measure) averaged $380 per ounce in 2010
compared to $344 per ounce in 2009. These total cash costs are net of recycling and by-product
sales credits without the benefit of these credits, Stillwater Mines total cash costs would
have averaged $458 per ounce in 2010 and $397 per ounce in 2009. Analysis of this 10.4% increase
in average costs (net of credits) indicates the higher 2010 cost per ounce was almost entirely
attributable to the lower ounces produced in 2010 at the Stillwater Mine. See Part II, Item 6,
Selected Financial Data for further discussion of non-GAAP measures.
EAST BOULDER MINE
The East Boulder Mine is located in Sweet Grass County, Montana, approximately 32 miles
southeast of the town of Big Timber and is accessed by a public road. The East Boulder Mine is
fully permitted independently of the Stillwater Mine and comprises a second distinct mining
operation accessing the western portion of the J-M Reef. The mine consists of underground mine
development and surface support facilities, including a concentrator, shop and warehouse, changing
facilities, storage facilities, office and tailings management facility. All mine facilities are
wholly owned and operated by the Company. Surface facilities for the East Boulder Mine are
situated on unpatented mill site claims maintained on federal lands located within the Gallatin
National Forest and administered by the U.S. Forest Service. All surface
facilities, including the tailings management complex, are located within a 980 acre operating
permit area. Proven and probable ore reserves for the mine are controlled by patented mining
claims owned by the Company. Development of the East Boulder Mine began in 1998, and it commenced
commercial production effective January 1, 2002.
From the surface facilities at East Boulder, the J-M reef is accessed by two 18,500-foot long,
15-foot diameter horizontal adits driven into the mountain. These adits are equipped with rail
haulage and intersect the ore body at an elevation 6,450 feet above sea level. Within the mine,
the ore body currently is developed from seven levels of horizontal footwall lateral drifts driven
parallel to the J-M Reef totaling approximately 37,500 feet in length, and from four primary ramps
totaling approximately 16,815 feet of development. The ore body is accessed vertically by ramp
systems tying together the footwall laterals and driven approximately every 2,500 feet along the
length of the deposit. During 2010, active mining areas were consolidated into seven production
zones including two areas below the primary 6,450 haulage level.
The mined ore is transported horizontally out of the East Boulder Mine by rail haulage to the
mine portal, where it is processed through the East Boulder concentrator facility, which has a
permitted mill capacity of 2,000 tons per day. Concentrates produced in the mill are transported
approximately 75 miles to the Companys metallurgical complex in Columbus, Montana.
In 2010, approximately 50% of the East Boulder mine tailings material was returned to the mine
and used for backfill in mined out voids to provide a foundation upon which additional mining
activities can occur. The balance was placed in surface tailings containment areas. In 2009,
approximately 44% of the mine tailings were returned to the mine; sandfill activity was reduced
significantly in the 2009 mine plan. No additional steps are necessary to treat any tailings
placed back into the mine or into the impoundments, as they are environmentally inert, and tailings
placed into the impoundment areas are disposed of pursuant to the Companys operating permits. The
current impoundment area has an estimated staged life of approximately 20 years at the original
planned production and processing rate of 2,000 tons per day. Mill recovery of the PGMs contained
in the ore was about 89% in 2010 and 2009 and 90% in 2008.
The East Boulder Mines total cash costs (a non-GAAP measure) were $442 per ounce in 2010
compared to $407 per ounce in 2009. These total cash costs include the benefit in each period of
recycling and by-product credits if these credits are excluded, the resulting cash costs would
have been $539 per ounce in 2010 and $471 per ounce in 2009. The higher average cash costs per
ounce in 2010 were driven mostly by higher labor and materials costs, coupled with the effect of
lower ounces produced at the mine. See Part II, Item 6 Selected Financial Data for further
discussion of non-GAAP measures.
EXPLORATION AND DEVELOPMENT
The J-M Reef has been explored from the surface along its entire 28-mile strike length by
surface sampling and drilling which consists of an array of over 900 drill holes. Exploration
activities historically also included driving and then drilling from two exploratory underground
adits not currently in active use, the West Fork Adit and the Frog Pond Adit. Comprehensive
evaluation of PGM mineralization encountered in the J-M Reef has allowed delineation of indicated
ore reserves adjacent to the Stillwater and East Boulder Mines and confirmation of the existence of
mineralized material over much of the remaining strike length. Exploration to date has defined
sufficient probable ore reserves to
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sustain mining for a number of years in the future. It is the Companys practice to
systematically convert its established probable ore reserves to the proven ore category as mine
development progresses by performing definition drilling and evaluation coincident with planned
advances of underground development.
A key element of the Companys development activities in the Stillwater Complex consists of
ongoing efforts to convert its established probable ore reserves into proven ore reserves by
extending the lateral and vertical development of the Stillwater and East Boulder Mines. These
ongoing activities involve constructing and extending mine development workings to access
established ore reserves and continuously advancing definition drilling, engineering and mine plans
to replace depleted ore reserves. During 2010, 2009 and 2008, $32.2 million, $25.9 million and
$55.9 million, respectively, were incurred in connection with capitalized mine development and are
included in total capital expenditures. Development spending in 2011 is planned to be about $60.3
million, which should offset the effect of reduced development spending in 2009 and 2010 as well as
providing for reserve replacement.
The following table outlines measures that are used by the Company to gauge progress on resource
development activities:
Location and Development Activity | 2010 | 2009 | 2008 | |||||||||
Stillwater Mine |
||||||||||||
New Primary Development (equivalent feet)(1) |
19,666 | 12,323 | 25,047 | |||||||||
New Footwall Lateral (equivalent feet)(1) |
9,983 | 8,430 | 10,836 | |||||||||
New Definition drilling (feet) |
291,173 | 292,701 | 358,761 | |||||||||
East Boulder Mine |
||||||||||||
New Primary Development (equivalent feet)(1) |
3,539 | 3,602 | 9,963 | |||||||||
New Footwall Lateral (equivalent feet)(1) |
2,362 | 1,522 | 4,254 | |||||||||
New Definition drilling (feet) |
81,474 | 64,448 | 140,944 |
(1) | Based on one linear foot of excavation, 11 feet wide by 12 feet high (cross-section of 132 ft.2). |
In addition to the development spending planned at the existing mines, about $10 million
of spending is planned in 2011 for the two separate development projects along the J-M reef the
Blitz project adjacent to the Stillwater Mine and the Graham Creek project to the west of the East
Boulder Mine. These projects are intended to provide access to two promising but largely
unexplored segments of the reef and may ultimately allow the Company to expand or extend its mine
production. The Company has also planned about $10 million of capital spending in 2011 for
detailed engineering and other projects on the recently acquired Marathon PGM properties in Canada
(see the COLDWELL COMPLEX below).
The Company has established an exploration team that will coordinate drilling and evaluation
efforts on the Marathon properties. This team of experienced geologists may also pursue other
exploration opportunities in the future, with particular emphasis on Canada.
COLDWELL COMPLEX

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In November 2010, the Company announced that it had completed the acquisition of the PGM
assets of Marathon PGM Corporation, a Canadian exploration company. The principal asset acquired
in the transaction is a significant PGM-copper resource position in Ontario near the north shore of
Lake Superior. In December 2010, the Company announced its
intent to further consolidate its position in this district by
signing a definitive agreement to purchase some adjacent mineral properties held by Benton Resources Corp., another Canadian
exploration company.
The Marathon PGM-copper project is located 10 km north of the town of Marathon, Ontario
located on the eastern margin of the Coldwell Complex, a Proterozoic layered intrusion. The
palladium, platinum and copper mineralization occurs in the Two Duck Lake gabbro. The known zones
of significant mineralization have a total north-south strike length of about 3 km and dip 30° to
40° toward the west. The mineralization has a true thickness ranging from 4 meters (m) to 100m.
The town of Marathon is situated adjacent to the Trans-Canada Highway on the northeast shore
of Lake Superior, approximately 300 km east of the city of Thunder Bay. The Marathon project
benefits from excellent location and access to well-developed transportation infrastructure. The
project site is in an area characterized by dense vegetation, moderate to steep hilly terrain with
a series of streams, ponds and small lakes. The project area is bounded to the east by the Pic
River and Lake Superior to the southwest. The climate of this area is typical of northern areas
within the Canadian Shield, with long winters and short, warm summers.
Anaconda Canada originally explored in the project area for copper during the 1960s and
drilled over 36,000 meters in exploring and defining the copper mineralization. In 1985, Fleck
Resources acquired the property and focused on re-assaying Anacondas drill core for PGMs and
completed another 3,615 meters of drilling. Geomaque Exploration (now Rio Narcea Gold Mines, Ltd.)
held an option to purchase this project in 2001. Geomaque spent over $1 million on the project and
completed a preliminary assessment of the project in April 2001.
Successive drilling campaigns have progressively added to the Marathon resource on a year over
year basis, continually expanding the resource in a systematic approach to exploration. In January
2010, an optimized in-pit resource estimate was released, which is part of the optimized definitive
feasibility study for the project. The project consists of the development of an open pit mining
and milling operation. The study anticipates that one primary pit and several smaller satellite
pits will be mined. During the operating phase of the project, production is expected to be
approximately 22,000 tonnes per day. Based upon current reserve estimates and available
information the operating life of the mine will be approximately 11.5 years.
Once development proceeds, the project is expected to create an estimated 300 construction
jobs, approximately 130 to 250 permanent full-time life of mine positions and roughly three
spin-off jobs (suppliers, contractors) in the region for each full-time position.
The ore will be processed (crushed, ground, concentrated) at on-site processing facilities.
The final products from the mill will be a concentrate product containing copper, palladium,
platinum and gold and a by-product of non-mineralized rock called process solids. The
concentrate will be transported off-site via road and rail to a smelter and refinery for subsequent
metal extraction and separation. The process solids resulting from the milling process will be
disposed of in a permitted PSMF. Multiple options for process solids disposal have been assessed,
which has resulted in two options for final consideration and environmental assessment. The
non-ore bearing mine rock produced will be permanently stored in purposefully built MRSAs located
west and east of the main pit.
At closure, or the end of the operational phase of the mine, the project footprint will be
reclaimed to permit future use as desired by the local communities and for traditional use by First
Nations communities.
The Company has started the federal and provincial environmental permitting and approvals
process for the project. In December 2008, the project was accepted into the MPMO initiative. A
project description was submitted to the CEAA in March 2010, which triggered the FEA process. On
October 7, 2010 the project was referred to an independent review panel. While there can be no
certainty as to the project timeline at this point, the Companys current planning estimates that
all federal and provincial approvals would be received in 2013, which based upon approximately a
one-year construction schedule would result in an estimated start of commercial production in 2014
or 2015.
Stillwater Mining Company has a history of outstanding environmental performance and is
committed to construct and operate the Marathon facilities in a safe and environmentally sound
manner, in full compliance with relevant federal
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and provincial laws and with best environmental practices. The Company prides itself on its
ability to work with communities and regulatory agencies, focusing on the design, construction and
operation of facilities in a manner that ensures they are managed proactively to protect the
environment. The Company strives to be respectful of nature and considerate of all local
stakeholders and affected First Nations. The project will bring value to the Companys
shareholders and will improve the social and economic well-being of the nearby communities.
METALLURGICAL COMPLEX
Smelter
The Company owns a smelter facility and associated real estate located in Columbus, Montana.
The smelter facility consists of two electric furnaces, two top blown rotary converters (TBRCs), a
matte granulator and gas handling and solution regeneration systems.
During 2009, the Company completed construction of the second smelter furnace at the Columbus
facility. The new furnace is intended to accommodate forecasted levels of future processing,
mitigate any potential operational risk (virtually all of the Companys metal production is
dependent on the availability of the smelter facility), and allow the Company to continue
processing during periodic scheduled maintenance shutdowns. After stripping out the old refractory
material from the original furnace during 2010, the furnace will be rebricked during 2011 and
reconfigured as a slag cleaning furnace. In this configuration, slag tapped from the second
furnace would be laundered into the original furnace, providing additional residence time for the
matte to separate from the slag material with the intent of increasing metal recoveries.
Reconfigured as such, the slag cleaning furnace also serves as a backup production furnace if
needed.
Concentrates from the mine sites are transported to the smelter, dried, and fed into the
electric furnace. In the furnace, the concentrates are commingled with spent catalyst materials
collected by the Companys recycling business segment. The combined feed is melted in the furnace,
where the lighter silica-rich slag separates out into a distinct layer that floats on the heavier
nickel-copper PGM-rich matte. The matte is tapped from the furnace periodically and granulated.
This granulated furnace matte is then re-melted and processed in a TBRC, which extracts iron from
the converter matte. The converter matte is poured from the TBRC, granulated and transferred to
the base metals refinery for further processing. The granulated converter matte, approximately 6%
of the original smelter feed by weight, consists principally of copper and nickel sulfides
containing about 1.5% to 2.0% PGMs. The slag is separately tapped from the furnace, cooled and
returned to the mine for reprocessing.
The gases released from the smelting operations are routed through a gas/liquid scrubbing
system, which removes approximately 99.8% of the contained sulfur dioxide. Spent scrubbing
solution is treated in a process that converts the sulfur dioxide into gypsum, or calcium sulfate,
and regenerates clean scrubbing solution. The gypsum is sold for use as a soil amendment by
farmers and as a water treatment additive in the coal bed methane industry.
Base Metal Refinery
The Companys base metal refinery is located on property the Company owns adjacent to the
smelter in Columbus, Montana.
The base metal refinery utilizes the patented Sherritt Process, whereby a sulfuric acid
solution dissolves the nickel, copper, cobalt and residual iron in the converter matte. These
metals are separated chemically from the PGM-bearing converter matte and the copper and nickel
ultimately are marketed as by-products. Iron is precipitated from an iron-copper-nickel-cobalt
solution and is returned to the smelter to be processed and removed in the slag. A nickel
crystallizer circuit produces a crystalline nickel sulfate by-product containing minor amounts of
cobalt, which is marketed under sales contracts with various companies. A copper electrowinning
circuit removes copper from solution as cathode copper that is marketed to copper refiners for
upgrading to commercial grade material. The removal of these metals upgrades the PGM fraction of
the converter matte product substantially from about 1.5% PGMs to approximately 37% PGMs.
The base metal refinery produces a palladium, platinum and rhodium-rich filter cake, which
also contains minor amounts of gold and silver. This filter cake is shipped to third-party
precious metal refineries in New Jersey and California under tolling agreements that provide the
Company with returns of finished metal. The palladium and platinum metals are returned to the
Companys account as 99.95% purity sponge; rhodium, gold and silver are also returned to the
Companys account. The refined metal is then available for delivery to the Companys customers.
The Company pays its refiners a per-ounce refining charge for the toll processing of the refined
filter cake, and they also retain a small percentage of the contained metals.
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PGM RECYCLING
The Company regularly sources spent catalytic converter materials containing PGM metals from
third-party suppliers and processes them through its metallurgical complex. Such materials may
either be purchased outright or may be processed and returned to the supplier for a tolling fee.
The spent catalytic material is collected by the third party suppliers, primarily from automobile
repair shops and automobile yards that disassemble old cars for the recycling of their parts. The
Company also processes spent PGM catalysts from petroleum refineries and other sources, normally on
a tolling basis.
Upon receipt of the PGM materials for recycling, they are weighed, crushed and sampled prior
to being commingled with mine concentrates for smelting in the electric furnace. Nickel and copper
sulfides which occur naturally in the mine concentrates act as a metallurgical collector to
facilitate the chemical extraction of the PGMs from the recycled material.
In acquiring recycled automotive catalysts, the Company sometimes advances funds to its
suppliers in order to facilitate procurement efforts. During 2009, the Company modified its
recycling business model to narrow the amount of advances outstanding to such suppliers while at
the same time continuing to support and grow the recycling segment. Total outstanding procurement
advances to recycling suppliers totaled $6.1 million and $3.6 million at December 31, 2010 and
2009, respectively. In the current business environment, the Company has generally limited working
capital advances to new suppliers for material that has been procured and awaiting transit or
physically in transit to the Companys processing facilities.
Recycled ounces sold in 2010 increased to 156,100 ounces compared to 102,000 ounces in 2009.
In addition to purchased material, the Company processed 235,900 ounces of PGMs on a tolling basis
in 2010, up from 128,000 tolled ounces in 2009. In total, recycled volumes fed to the smelter
increased to 399,400 ounces of PGMs in 2010, up 59.1% from 251,000 ounces in 2009. The stronger
volumes in 2010 were mostly the result of more material available in the market in response to
higher PGM market prices.
The Company records revenue and costs of metals sold for the processing of these recycled
materials. Revenues from recycling increased substantially to $168.6 million in 2010, from $81.8
million in 2009, but were $475.4 million in 2008. Costs of metals sold were $157.3 million, $75.9
million and $448.4 million for 2010, 2009 and 2008, respectively most of these costs are
associated with purchasing the recycled material for processing. Earnings from the processing of
recycled catalysts in 2010, 2009 and 2008, including financing
charges to customers, were $11.5
million, $6.5 million and $7.8 million, respectively. Following the steep drop in PGM prices and
doubts as to collectability under various commitments with suppliers, the 2010, 2009 and 2008
recycling results included write-downs of $0.6 million, $0.5 million and $26.0 million,
respectively, of advances to suppliers in its recycling business.
Because of the significant quantities of recycling material typically processed through its
smelter and base metal refinery and the substantial time required for processing, the Company
usually carries large inventories of recycling material in process. Working capital associated
with these recycling activities as inventories and advances was $41.5 million and $29.0 million at
December 31, 2010 and 2009, respectively.
OTHER PROPERTIES
The Company owns a warehouse facility in Columbus, Montana and leases office space in Columbus
and Billings, Montana. The Companys corporate office is located in the office space leased in
Billings, Montana. The annual expense for office leases totals $0.3 million per year. The Company
also owns parcels of rural land in Stillwater and Sweet Grass Counties, Montana, near its mine and
metallurgical complex sites totaling approximately 4,549 acres and additional properties in the
communities of Columbus and Big Timber, Montana, Marathon, Ontario and Lac du Bonnet, Manitoba
which are used as support facilities.
LONG-TERM FINANCING
Convertible Debentures
On March 12, 2008, the Company issued and sold $181.5 million aggregate principal amount of
senior convertible debentures due in 2028 (debentures). The debentures pay interest at 1.875% per
annum, payable semi-annually on March
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15 and September 15 of each year. The debentures will mature on March 15, 2028, subject to
earlier repurchase or conversion. Each $1,000 principal amount of debentures is initially
convertible, at the option of the holders, into approximately 42.5351 shares of the Companys
common stock, at any time prior to the maturity date. The conversion rate is subject to certain
adjustments, but will not be adjusted for accrued interest or any unpaid interest. The conversion
rate initially represents a conversion price of $23.51 per share. Holders of the debentures may
require the Company to repurchase all or a portion of their debentures on March 15, 2013, March 15,
2018 and March 15, 2023, or upon the occurrence of certain events including a change in control.
The Company may redeem the debentures for cash beginning on or after March 22, 2013.
The debentures were sold to an accredited investor within the meaning of Rule 501 under the
Securities Act of 1933, as amended (the Securities Act), in reliance upon the private placement
exemption afforded by Section 4(2) of the Securities Act. The initial investor offered and resold
the debentures to qualified institutional buyers under Rule 144A of the Securities Act. An
affiliate of MMC Norilsk Nickel, with the approval of the Companys public directors, purchased and
as of December 31, 2010, currently holds $80 million of the debentures.
In connection with the issuance of the debentures, the Company incurred $5.1 million of
issuance costs, which primarily consisted of investment banking fees, legal and other professional
fees. These costs are classified within other noncurrent assets and are being amortized as
interest expense over the term from issuance through the first date that the holders can require
repurchase of the debentures, which is March 15, 2013. Amortization expense related to the
issuance costs of the debentures was $0.9 million, $1.0 million and $0.8 million in 2010, 2009 and
2008, respectively, and the interest expense on the debentures was $3.1 million, $3.3 million and
$2.7 million in 2010, 2009 and 2008, respectively. The Company made cash payments of $3.1 million,
$3.4 million and $1.7 million for interest on the debentures during 2010, 2009 and 2008,
respectively.
In October 2009, the Company undertook the exchange of $15 million face amount of the
convertible debentures for 1.84 million shares of the Companys common stock. The debentures so
acquired have been retired, leaving $166.5 million face value of the debentures outstanding at
December 31, 2009. Because the number of shares issued in this transaction exceeded the 42.5351
shares per $1,000 of face value specified in the bond indenture, accounting principles required
that the Company expense the value of the excess shares as an inducement loss. Consequently, the
Company recorded a loss on the exchange transaction of $8.1 million during the fourth quarter of
2009.
During the fourth quarter of 2009, the Company filed a $450 million shelf registration
statement. The registration statement became effective on December 8, 2009, and permits the
Company to issue any of various public debt or equity instruments for financing purposes so long as
the registration statement remains effective. The Company is generating significant cash flow at
the current time and will also consider its financing needs as its plans develop and opportunities
warrant. In this connection, the development of the Marathon property will require significant
capital and the debentures may require cash payments, whether upon maturity or earlier redemption.
Management believes that the shelf may facilitate access to additional liquidity in the future.
However, there is no assurance that debt or equity capital would be available to the Company in the
public markets should the Company determine to issue securities under the shelf registration.
PGM SALES AND HEDGING
Mine Production
Palladium, platinum, rhodium, gold and silver are sold to a number of consumers and dealers
with whom the Company has established trading relationships. Refined platinum group metals (PGMs)
of 99.95% purity (rhodium of 99.9%) in sponge-form are transferred upon sale from the Companys
account at third-party refineries to the account of the purchaser. After final refining,
by-product gold, silver and rhodium are normally sold at market prices to customers, brokers or
outside refiners. Copper and nickel by-products from the Companys base metal refinery, however,
are produced at less than commercial grade, so prices for these metals typically reflect a quality
discount. By-product sales are included in revenues from mine production. During 2010, 2009 and
2008, total by-product (copper, nickel, gold, silver and mined rhodium) sales were $28.0 million,
$23.6 million and $36.8 million, respectively.
The Companys ten-year sales agreement with Ford Motor Company expired at the end of 2010.
Under this sales agreement, Ford purchased 80% of the Companys mined palladium production and 70%
of its mined platinum production each month. The Ford contract included certain guaranteed pricing
floors and caps for metal delivered, partly protecting the parties from extreme fluctuations in PGM
prices. Metal sales under the agreement, when not affected by
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the guaranteed floor or ceiling prices, were priced at a slight discount to market. Going forward,
the absence of the price protection in the Ford agreement will increase the Companys financial
exposure to low PGM prices. Nevertheless, the Company has recently signed a new three-year
palladium supply agreement with General Motors Corporation, a one-year palladium agreement with
BASF Corporation (BASF), and is engaged in discussions with other potential customers for the
remainder of its mined palladium and platinum.
The Company has historically entered into derivative contracts and hedging arrangements from
time to time to manage the effect on the Companys cash flow of fluctuation in the price of
palladium and platinum from mine production. Hedging activities consist of fixed forwards for
future delivery of specific quantities of PGMs at specific prices, and financially settled forwards
that provide for net cash settlement of forward sales. Gains or losses can occur as a result of
hedging strategies if the derivative contracts ultimately settle at prices above or below market.
See Note 6 Derivative Instruments to the Companys 2010 audited consolidated financial statements
for further information.
PGM Recycling
The Company has capacity available in its smelter and base metal refinery and purchases
catalyst materials from third parties for recycling in those facilities to recover PGMs. The
Company has entered into sourcing arrangements for catalyst material with several suppliers. Under
these sourcing arrangements, the Company advances cash to suppliers for purchase and collection of
these spent catalyst materials. These advances are reflected as advances on inventory purchases
and included in Other current assets on the Companys consolidated balance sheet until such time as
the material has been physically received and title has transferred to the Company. Following the
steep drop in PGM prices and doubts as to collectability under various commitments with suppliers,
the 2010, 2009 and 2008 recycling results included write-downs of $0.6 million, $0.5 million and
$26.0 million, respectively, of advances to suppliers in its recycling business. Since 2008, the
Company has restructured its recycling business model somewhat to further restrict the conditions
under which funds are advanced and thereby limit its financial exposure to its suppliers. See
Business, Risk Factors and Properties Risk Factors Reliance on a Few Third Parties for
Sourcing of Recycling Materials and Advances for Recycling Materials Creates the Potential for
Losses. The Company regularly enters into fixed forward sales related to recycling of catalysts.
These fixed forward sales transactions in the recycling business have not been accounted for as
derivatives because they qualify as normal purchases/normal sales under generally accepted
accounting principles. Metals from processing recycled materials are generally sold forward at the
time the material is purchased and then are delivered against the forward sales contracts when the
ounces are recovered.
At various times during the latter period of the agreement with General Motors, the Company
elected to fulfill a portion of its palladium delivery commitments utilizing recycled metal.
Consequently, a portion of the Companys palladium from recycling from time to time was priced
using financially settled forward sales, which allowed the Company to price the metal forward.
Because these financially settled forward sales inherently settled net, they were not eligible for
the normal sales exemption. The Company elected not to designate these financially settled forward
sales as hedges. Changes in fair value of these financially settled forwards at the end of each
accounting period were reflected in recycling revenue. The corresponding net realized loss on
these derivatives in 2009 and 2008 was $0.2 million in each year. There were no financially
settled forward contracts outstanding at December 31, 2010.
All of the Companys recycling forward sales transactions open at December 31, 2010, will
settle at various periods through June 2011. See Note 6 Derivative Instruments to the Companys
2010 audited consolidated financial statements for more information. The Company has credit
agreements with its major trading partners that provide for it to make margin deposits in the event
that forward prices for metals exceed the Companys hedged prices by a predetermined margin limit.
No margin deposits were required or outstanding as of December 31, 2010 or 2009.
Other
The Company makes other open market purchases of PGMs from time to time for resale to third
parties. The Company recognized revenue of $6.2 million, $5.8 million and $20.0 million on ounces
purchased in the open market and re-sold for the years ended December 31, 2010, 2009 and 2008,
respectively. These purchases for resale were essentially breakeven transactions undertaken for
the convenience of certain customers.
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TITLE AND ROYALTIES
Montana, USA
The Company holds 1,006 patented and unpatented lode or mill site claims in Montana covering
approximately 16,200 acres along the apex of the J-M Reef mineral zone and on adjacent federal
lands utilized for the Companys operations facilities. The Company believes that approximately
130 of these claims cover 100% of the known apex of the J-M Reef. The Companys remaining
unpatented claims either adjoin the apex of the J-M Reef or secure sites for surface operations.
Prior to the federal moratorium on processing new applications for mining claim patents, the
Company had leasehold control on one patented claim under the Mouat Agreement, had been granted
patents on 34 of its own claims (a combined total of 735 acres), and had 33 patent applications
pending on 135 additional mining claims covering an area of 2,249 acres. The applications included
claims owned directly by the Company or held by the Company in leasehold. During the fourth
quarter of 2001, 31 new patents were issued to the Company for 126 mining claims covering 2,126
acres. At year-end 2001, patents had been issued for all submitted applications involving the
claims owned directly by the Company. In a decision dated April 30, 2002, the Montana State Office
of the Bureau of Land Management (BLM) rejected two mineral patent applications submitted prior to
July 13, 1993 covering 123 acres in nine mining claims held by the Company in leasehold under the
Mouat Agreement. The Company joined with the Mouat interests in appealing the BLM decision to the
U.S. Department of the Interior Board of Land Appeals (IBLA). On April 25, 2005, Administrative
Judges for the IBLA ruled in favor of the Mouat Interests and Companys appeal and remanded the
cases to the BLM with instruction to issue the pending patents. As of the date of this filing, the
Certificates of Patent had not yet been issued; however, the Company considers the matter resolved
and expects the patents to be granted in due course. The Company presently maintains 836 active
unpatented mining and mill site claims. Unpatented mining claims may be located on lands open to
mineral appropriation and are generally considered to be subject to greater title risk than other
real property interests because the validity of unpatented mining claims is often uncertain and
such claims are more commonly subject to challenges of third parties, regulatory or statutory
changes, or contests by the federal government. The validity of an unpatented mining claim or mill
site claim, in terms of establishing and maintaining possessory rights, depends on strict
compliance with a complex body of federal and state statutory and decision law regarding the
location, qualifying discovery of valuable minerals, occupancy and beneficial use by the claimant.
Of the Companys 1,006 controlled claims, 868 are subject to royalties, including 840 subject
to a 5% net smelter royalty payable to Franco Nevada U.S. Corporation (formerly Newmont Capital
Limited), 143 subject to a 0.35% net smelter royalty payable to the Mouat family, and 115 subject
to both royalties. During 2010, 2009 and 2008, the Company incurred royalty expenses of $13.7
million, $10.6 million and $14.6 million, respectively. At December 31, 2010, 100% of the
Companys proven and probable ore reserves were secured by either its control of 161 patented
mining claims or the nine current first-half certified claims pending final action under the April
2005 appeal ruling by the IBLA. Processing facilities at the East Boulder Mine are situated on 127
validated unpatented mill site claims.
Ontario, Canada
In the fourth quarter of 2010, the Company acquired Marathon PGM
Corporation and its PGM-copper assets and, pursuant to a definitive
agreement in December 2010, announced its intent to acquire certain
exploration properties and royalty interests of Benton Resources
Corp. situated in northwest Ontario, Canada, in 2011. Upon completion
of the transaction with Benton Resources Corp., the Company will own
mining claims and crown leases totaling approximately
15,239 hectares (37,878 acres) covering the more
prospective portions of the Port Coldwell Intrusive Complex. The
Coldwell Complex hosts the Marathon PGM-Copper deposit and is located
near the northern shore of Lake Superior adjacent to the town of
Marathon, Ontario.
After
completion of the Benton Resources Corp. transaction in 2011, the Companys aggregate property holdings in the Coldwell Complex
will include 42 crown leases on 2,849 hectares (7,040 acres) and 77 mining claims comprised of 780 claim
units totaling 12,480 hectares (30,838 acres). Thirty-seven of the leases (1,365 hectares) grant
both surface and mineral rights while five of the leases (1,484 hectares) presently grant mineral
rights only. Applications have been submitted for surface leases on the 5 mineral leases as well
as for both mineral and surface crown leases on certain additional property currently held by the
Company under valid mining claims. In Canada, paramount title to minerals typically vests in the
Crown subject only to the burden of aboriginal title, while the various Ministries of the Provinces
enjoy legislative powers to administer the disposition of minerals within their jurisdiction. In
Ontario, mining claims grant the claimant conditional rights of access for exploration of hard rock
minerals conducted in compliance with regulations regarding surface disturbance, environmental
stewardship and annual expenditures to maintain the validity of the claims. Mining claims in
Ontario do not authorize removal of minerals for other than test work and analyses. To
commercially extract minerals, a mining lease is necessary. Crown mining leases provide the
claimant with a preference right to develop and extract minerals for a (renewable) 21-
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year term, under more specific conditions of aboriginal consultation, environmental
protection, approved closure/reclamation plans and financial assurances provided to the Crown over
the life of the project. The Company believes that its mining claims and crown leases provide
adequate security of mineral and surface tenure to advance its planned mine development and mineral
exploration activities in the Marathon-Coldwell region of Ontario.
The Companys Ontario properties in the Coldwell Complex remain subject to certain underlying
provisions and production royalty interests. Production royalty interests include: a 2% NSR
royalty payable to Teck Cominco Ltd. in respect to the Bamoos leases (217 hectares), a 1% NSR
royalty payable to Stephen Stares in respect to the Bermuda claim (94 hectares); a 2% NSR royalty
payable to Franco Nevada (as successors in interest to Newmont and Redstone Resources) in respect
to the Par Lake, et.al. leases (1,315 hectares); a conditional 2% NSR royalty payable to Benton
Resources Corp. in respect to the Bermuda Properties (7,317 hectares); a 1% NSR royalty payable
to Stephen Stares in respect to certain of the Bermuda Properties (approximately 7,300 hectares);
a conditional 2% NSR royalty payable to Rudy Wahl in respect to the Coubran Lake claims (752
hectares); and a conditional 2.5% NSR royalty payable to Superior Prospects Inc. in respect to the
Geordie Lake claims (1,520 hectares). At the date of filing, approximately 4% of the Companys
stated proven and probable ore reserves at the Marathon PGM-copper deposit are subject to the 2%
NSR royalty payable to Teck Cominco Ltd. The Companys other royalty obligations affect only
exploration-stage properties in the Marathon/Coldwell region.
At the Companys Geordie Lake exploration property located approximately 8 km west of the
Marathon PGM-Copper deposit, Gryphon Metals, Inc. retains a back-in option to a 12.5% working
interest on the Geordie Lake claims (1,520 hectares). The option can be exercised upon
completion and delivery of a feasibility study by the Company and Gryphon making a cash payment to
the Company equal to 31.25% of all costs incurred on the property through completion of the
feasibility study.
REGULATORY AND ENVIRONMENTAL MATTERS
Montana, USA
General
The Companys business is subject to extensive federal, state and local government controls
and regulations, including regulation of mining and exploration which could involve the discharge
of materials and contaminants into the environment, disturbance of land, reclamation of disturbed
lands, associated potential impacts to threatened or endangered species and other environmental
concerns. In particular, statutes including, but not limited to, the Clean Air Act, the Clean
Water Act, the Solid Waste Disposal Act, the Emergency Planning and Community Right-to-Know Act,
the Endangered Species Act and the National Environmental Policy Act, impose permit requirements,
effluent standards, air emission standards, waste handling and disposal restrictions and other
design and operational requirements, as well as record keeping and reporting requirements, upon
various aspects of mineral exploration, extraction and processing. In addition, the Companys
existing mining operations may become subject to additional environmental control and mitigation
requirements if applicable federal, state and local laws and regulations governing environmental
protection, land use and species protection are amended or become more stringent in the future.
The Company is aware that federal regulation under the Solid Waste Disposal Act governing the
manner in which secondary materials and by-products of mineral extraction and beneficiation are
handled, stored and reclaimed or reused are subject to frequency review by the agencies which could
affect the Companys facility design, operations, and permitting requirements. See Business, Risk
Factors and Properties Risk Factors Changes to Regulations and Compliance with Regulations
Could Affect Production, Increase Costs and Cause Delays.
The Stillwater Mine and the East Boulder Mine are located on the northern edge of the
Absaroka-Beartooth Wilderness Area, about 30 miles north of Yellowstone National Park. Due to the
proximity of the Companys operations to Yellowstone National Park and a wilderness area, the
Companys operations are subject to stringent environmental controls that may adversely impact the
Companys operations. For example, increasingly stringent requirements may be adopted under the
Clean Water Act, Clean Air Act or Endangered Species Act which could require installation of
environmental controls not required of competitors located overseas. See Business, Risk Factors
and Properties Risk Factors Changes to Regulations and Compliance with Regulations Could
Affect Production, Increase Costs and Cause Delays.
The Companys past and future activities may also cause it to be subject to liabilities under
provisions of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as
amended (CERCLA), and
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analogous state law. Such laws impose strict liability on certain categories of potentially
responsible parties including current property owners for releases or threatened releases of
hazardous or deleterious substances into the environment that result in cleanup and other
remediation costs.
Generally compliance with the above statutes requires the Company to obtain permits issued by
federal, state and local regulatory agencies and to file various and numerous reports that track
operational monitoring, compliance, performance and records keeping activities of its operational
effect on the environment. Certain permits require periodic renewal or review of their conditions.
The Company cannot predict whether it will be able to renew such permits or whether material
changes in permit conditions will be imposed. Non-renewal of permits or the imposition of
additional conditions could have a material adverse effect on the Companys financial condition and
results of operations. See Business, Risk Factors and Properties Risk Factors If the Company
is Unable to Obtain Surety Coverage to Collateralize Its Reclamation Liabilities, Operating Permits
May Be Affected.
For the past several years, the Company has employed various measures in an effort to protect
the health of the Companys workforce and to comply with much stricter MSHA limits on DPM exposure
for the underground miners. These measures have included using catalytic converters, filters,
enhanced ventilation regimens, modifying certain mining practices underground, and the utilization
of various bio-diesel blends. The new DPM limits were delayed for a time, but ultimately went into
effect on May 20, 2008. Compliance with the revised MSHA DPM standards continues to be a challenge
within the mining industry. However, as a result of its internal efforts to reduce DPM exposure,
recent sampling indicates that the Company has achieved compliance with the new standards at both
the Stillwater Mine and the East Boulder Mine. No assurance can be given that any lack of
compliance in the future will not impact the Company.
Nitrogen concentrates in groundwater have been elevated above background levels at both the
Stillwater Mine and the East Boulder Mine as a result of operational activities and discharges
currently authorized under permit. Noncompliance with standards have occurred in some instances
and are being addressed by the Company through action plans approved by the appropriate federal
and state regulatory agencies. In view of its good-faith efforts to comply and progress to date in
implementing remedial and advanced treatment technologies, the Company does not believe that
failure to be in strict compliance will have a material adverse effect on the Company. The Company
further anticipates that the implementation of remedial measures will be effective in mitigating
impacts to a level that meets permit and statutory water quality standards.
The Company believes that its operations and facilities comply in all material respects with
current federal, state and local permits and regulations, and that it holds all necessary permits
for its operations at the Stillwater and East Boulder Mines and to complete all of its planned
expansion projects. However, compliance with existing and future laws and regulations may require
additional control measures and expenditures, which cannot be estimated at this time. Compliance
requirements for new mines and mills may require substantial additional control measures that could
materially affect permitting and proposed construction schedules for such facilities. Under
certain circumstances, facility construction may be delayed pending regulatory approval. The cost
of complying with future laws and regulations may render currently operating or future properties
less profitable and could adversely affect the level of the Companys ore reserves and, in the
worst case, render its mining operations uneconomic.
Permitting and Reclamation
Operating Permits 00118 and 00149 issued by the Montana Department of State Lands encompass
approximately 2,475 acres at the Stillwater Mine located in Stillwater County, Montana and 980
acres at the East Boulder Mine located in Sweet Grass County, Montana. The permits delineate lands
that may be subject to surface disturbance. At present, approximately 453 acres have been
disturbed at the Stillwater Mine, and 200 acres have been disturbed at the East Boulder Mine. The
Company employs concurrent reclamation wherever feasible.
Reclamation regulations affecting the Companys operations are promulgated and enforced by the
Hard Rock Bureau of the Montana Department of Environmental Quality (DEQ). The United States
Forest Service (USFS) may impose additional reclamation requirements during the permitting process.
For regulatory purposes, reclamation does not mean restoring the land to its pre-mining state.
Rather, it means returning the post-mining land to a state which has stability and utility
comparable to pre-mining conditions. Major reclamation requirements include stabilization and
re-vegetation of disturbed lands, controlling storm water and drainage from portals and waste rock
dumps, removal of roads and structures, treating and the elimination of process solutions,
treatment and the elimination of mine water prior to discharge in compliance with standards and
visual mitigation.
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Permits governing air and water quality are issued to the Company by the Montana DEQ, which
has been delegated such authority by the federal government. Operating permits issued to the
Company by the Montana DEQ and the USFS do not have an expiration date but are subject to periodic
reviews. The reviews evaluate bonding levels, monitor reclamation progress, and assess compliance
with all applicable permit requirements and mitigation measures. Closure and reclamation
obligations are reviewed and reassessed by the agencies and the Company on a five year rotating
schedule. Bonding and financial guarantees are posted with the agencies to cover final reclamation
costs at the end of the reconciliation and reassessment process. See Managements Discussion and
Analysis of Financial Condition and Results of Operations.
In mid-2000, the Company signed an agreement with local environmental groups known as the
Good Neighbor Agreement (GNA). By way of the agreement, the group and its affiliates the
Councils agreed not to challenge permit renewals or submittals in exchange for the Company
participation in programs that reduce traffic flows to both the Stillwater Mine and the East
Boulder Mine. Additionally, the Company is funding expanded monitoring programs and has funded the
development of a watershed partnership for the Boulder River basin to assist residents in improving
the quality of surface and ground water. In August of 2005, this agreement was mutually amended to
acknowledge the progress made in implementing the agreement and completing and finalizing many of
the agreement requirements. Additionally, future commitments were reviewed and amended as
appropriate in an effort to bring the agreement current with existing environmental conditions,
updated technical data and changes to schedules and monitoring plans resulting from information
gathered during the previous 5-year period. In 2010, the Agreement celebrated ten years of
successful implementation which has made it the recognized model within the natural resources
industry for successful collaboration and dispute resolution. The Company estimates the total cost
of all the environmental programs associated with the implementation of the agreement to be between
$0.2 million and $0.3 million annually.
The Companys environmental expenses for Montana operations were $3.3 million, $2.7 million,
and $3.6 million in 2010, 2009 and 2008, respectively. The Company had capital expenditures for
environmental facilities during 2010, 2009 and 2008 of $0.2 million, $1.2 million and $1.0 million,
respectively. The Companys ongoing operating expenditures for environmental compliance are
expected to total at least $4.1 million per year and will be expensed as incurred.
Ontario, Canada
On November 30, 2010 Stillwater Mining Company completed the acquisition of the Canadian
company Marathon PGM Corporation. The acquisition consisted of the PGM assets of Marathon PGM
Corporation, including the Marathon PGM-Copper project.
The transaction was valued at US$173.4 million (including $36.0 million of
deferred income tax liability assumed).
The project is the most advanced property in the acquisition. The total mineral reserve is
estimated to be about 91 million tonnes with 0.247% copper and 1.07 g/t Pd+Pt and an estimated mine
life of 11.5 years. The Company is continuing with baseline environmental and socio-economic
studies and is engaged with federal, provincial regulatory ministries and First Nation communities
to secure the required permits and approvals for mine construction and operation. In December
2008, the project was accepted under the Major Projects Management Office (MPMO) initiative. A
formal project description was submitted to the Canadian Environmental Assessment Agency (CEAA) in
March 2010, which triggered the Federal Environmental Assessment (FEA) process. Authorizations are
required for the project from the following federal agencies; the Department of Fisheries and
Oceans, Transport Canada and Natural Resources Canada. These federal agencies sent letters of
recommendation to the Minister of Environment and subsequently on October 7, 2010, the project was
referred to an independent review panel. The Company cannot predict when or whether operating
permits will be obtained or whether material changes in permit requirements, conditions or the
regulatory process will be imposed. Any delay in the permit approval process could have a material
adverse effect on the Companys financial condition and results of operations. See Business, Risk
Factors and Properties Risk Factors If the Company is Unable to Obtain Surety Coverage to
Collateralize Its Reclamation Liabilities, Operating Permits May Be Affected.
COMPETITION: PALLADIUM AND PLATINUM MARKET
General
Palladium and platinum are rare precious metals with unique physical qualities that are used
in diverse industrial applications and in the jewelry industry. The development of a less
expensive alternative alloy or synthetic material with the same characteristics as PGMs for
industrial purposes could reduce demand for the Companys products and drive down PGM prices.
Although the Company is unaware of any such alloy or material, there can be no assurance that none
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will be developed. Jewelry demand is influenced by a variety of external factors, including
fashion trends, metal prices and the general state of the economy. Adverse changes in any of these
factors could negatively affect the Companys financial performance.
Significant quantities of platinum and palladium are held in inventory by investors, trading
houses and government entities. The number of ounces in each of these inventories is not always
disclosed publicly, nor is it clear under what circumstances these holdings might be brought to
market. For example, in the past, the Russian Federation has held large inventories of palladium
as strategic inventory, selling substantial volumes from time to time without warning into the
market. There is no official disclosure of the size of the Russian inventories or clarity as to
plans for future sales and some have suggested that the Russian government inventories now are
nearly depleted. Also, new exchange-traded funds, or ETFs, have been introduced recently that may
enable more investors to participate in the PGM markets, potentially resulting in more metal being
held in inventory. The overhang from these significant investment holdings of platinum and
palladium makes it more difficult to predict accurately future supply and demand for these metals
and may contribute to added PGM price volatility.
The Company competes with other suppliers of PGMs, some of which are significantly larger than
the Company and have access to greater mineral reserves and financial and commercial resources.
Some significant suppliers produce platinum in greater quantities than palladium and thus currently
enjoy average per ounce revenue greater than the Company. Some significant suppliers of PGMs
produce palladium and platinum as by-products of other production and consequently, on a relative
basis, are not as directly impacted by changes in the price of palladium as the Company is. See
Global Supply below. New mines may be developed over the next several years, potentially
increasing supply. Furthermore, the volume of PGMs recovered through recycling scrap sources,
mostly spent automotive and industrial catalysts, is increasing. There can be no assurance that
the Company will be successful in competing with these existing and emerging PGM producers. See
Business, Risk Factors and Properties Risk Factors and Managements Discussion and Analysis
of Financial Condition and Results of Operations.
Global Demand
The unique physical qualities of PGMs include: (1) a high melting point; (2) excellent
conductivity and ductility; (3) a high level of resistance to corrosion; (4) strength and
durability; and (5) strong catalytic properties.
Johnson Matthey estimates that demand for palladium (net of recycling volumes) likely
increased by approximately 12% to 7.1 million ounces during 2010. Their Platinum 2010 Interim
Review Report published in November 2010 (Johnson Matthey or the Johnson Matthey report), projected
that 2010 palladium demand increased from 2009 primarily as a result of recovering demand in the
automotive catalyst and electronics markets. They also estimate that palladium recycling volumes
increased in 2010 by 29% over 2009.
The largest application for palladium is in automotive catalytic converters. In 2010, this
industry consumed approximately 3.8 million ounces (net of recycling), or about 54% of net
worldwide palladium demand. (Johnson Matthey estimates that an additional 1.3 million palladium
ounces generated from recycling also were consumed in catalytic converters during 2010, up from
about 965,000 ounces in 2009.) Overall, net consumption of palladium in catalytic converters has
increased by about 24% from 2009. Industrial demand for palladium includes applications in
electronics and the chemical industry; Johnson Matthey indicates net year-on-year demand for
industrial palladium increased by 12.5% to about 1.35 million ounces. Johnson Matthey estimates
that approximately 1.0 million ounces (net of recycling), or about 13.6% of 2010 palladium demand,
was consumed in the production of electronic components for personal computers, cellular
telephones, facsimile machines and other devices. Net palladium jewelry demand worldwide for 2010
is estimated by Johnson Matthey to have decreased by about 22.7% from the previous year to about
545,000 ounces, mostly in response to sharply rising palladium prices. Johnson Matthey also
reported that dentistry continues to be a major user of palladium for gold-based dental alloys, and
that dental demand remained about flat at approximately 620,000 ounces, or 8.7% of total palladium
demand for 2010. According to Johnson Matthey, investment demand probably grew modestly in 2010 to
an estimated 670,000 ounces, about 9.4% of total 2010 palladium demand; that compares to investment
demand of about 625,000 ounces in 2009, representing about 9.9% of total 2009 palladium demand.
Investment demand was stimulated in part by the January 2010 introduction of palladium and platinum
ETFs as retail investment vehicles in the U.S.
According to Johnson Matthey, the outlook for palladium over the next year is largely
positive, driven primarily by recovery in the automotive sector, growth in Chinese industrial
demand for the metal and increasing use of palladium in the aftertreatment systems of diesel
catalytic converters. Over the past several years, the pricing disparity between
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platinum and palladium has driven research into substituting palladium for platinum in diesel
catalytic converters, whereby the technical limit on palladium content reportedly has now risen to
as much as 50% of the total PGMs in diesel catalytic converters. Jewelry consumption of palladium
reportedly has been declining in China, partially due to higher prices, but interest in palladium
continues to grow in other markets, particularly with the introduction of a compulsory palladium
hallmark January 1, 2010 in the United Kingdom. The effect of the introduction in early 2010 of
new exchange-traded funds in New York for platinum and palladium drew strong investor interest
early on but has slowed since then. Johnson Matthey comments that, in their view, the two critical
factors in the palladium market for 2011 are the availability of export sales from the Russian
government stockpiles and the relative strength of Chinese industrial and economic growth.
Johnson Matthey estimates that for 2010 palladium was in surplus by about 45,000 ounces
essentially in balance. Prices for palladium in 2010, based on London Bullion Market Association
afternoon postings, ranged from a low of $395 per ounce on February 5, 2010 to end 2010 at a high
of $797 per ounce.
![]() |
![]() |
Charts reproduced from the Johnson Matthey Platinum 2010 Interim Review.
Permission to reproduce was neither sought nor obtained.
Johnson Matthey reports that 2010 demand for platinum (net of recycling volumes) probably
increased by 6.1% to about 5.7 million ounces in 2010 from 5.4 million ounces in 2009. (Johnson
Matthey estimates that platinum supplied from recycling totaled 1.84 million ounces in 2010, up
from about 1.4 million ounces in 2009.) Platinum purchases by the auto catalyst sector (net of
recycling volumes) grew during 2010 by 39.5% to 1.9 million ounces, driven principally by recovery
during 2010 in the market for diesel-powered automobiles in Europe. Johnson Matthey anticipates
that diesel demand will strengthen further in the future as the European economy improves.
Jewelry demand for platinum (net of recycling) declined in 2010 by 24.9% to about 1.7 million
ounces. This decline reflects the effect of higher metal prices in 2010.
Industrial uses of platinum include the production of data storage disks, fiberglass, paints,
nitric acid, anti-cancer drugs, fiber optic cables, fertilizers, unleaded and high-octane gasoline
and fuel cells. Johnson Matthey projects that gross industrial consumption of platinum during 2010
increased by about 51%, reflecting the impact of the economic recovery on industrial activity in
2010.
In Johnson Mattheys view, the outlook for platinum demand for the next year or so is
dependent on the strength of the economic recovery, which as it progresses should gradually restore
diesel demand in Europe and continue to support industrial demand for the metal. Jewelry demand is
sensitive to metal prices and will be slow to recover while prices remain strong and consumer
demand is lukewarm. Overall, they conclude, platinum is likely to remain in modest surplus over
the next year.
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Johnson Matthey estimates that platinum supplied to the market in 2010 exceeded demand by
about 290,000 ounces. The price of platinum during 2010, based on London Bullion Market Association afternoon postings,
ranged from a high of $1,786 per ounce, reached on November 9, 2010, compared to a low of $1,475
per ounce on February 5, 2010, and closed the year trading at $1,755 per ounce. See Business,
Risk Factors and Properties Risk Factors Users of PGMs May Reduce Their Consumption and
Substitute Other Materials for Palladium and Platinum.
Global Supply
On the supply side, Johnson Matthey noted that their tally of 2010 PGM supply includes about
one million ounces of palladium transferred out of Russian state inventories during the year and
then subsequently sold. Johnson Matthey acknowledges that, going forward, these Russian inventory
sales constitute a significant uncertainty in projecting annual palladium supply. Including these
state transfers, Johnson Matthey reports that palladium supplied to market in 2010 of 7.14 million
ounces was just 0.6% higher than 2009 levels.
The leading global sources of palladium and platinum production are mines located in the
Republic of South Africa and the Russian Federation. The Johnson Matthey report estimates that
South Africa provided approximately 34.8% of the palladium and 76.3% of the platinum sold worldwide
during 2010. The same report also estimates that the Russian Federation, both as a by-product of
nickel production from Norilsk Nickel and from transfers out of government inventories, provided
approximately 52.0% of the palladium and approximately 13.5% of the platinum sold worldwide in 2010
(see charts below). (In preparing these estimates, Johnson Matthey treats PGM recycling volumes as
a net offset against demand, rather than as new supply.)
![]() |
![]() |
Charts reproduced from the Johnson Matthey Platinum 2010 Interim Review.
Permission to reproduce was neither sought nor obtained.
Supply numbers provided by Johnson Matthey are for metals entering the market and do not
necessarily represent metals produced during the years shown. For palladium this may constitute a
significant year-to-year difference because of unpredictable releases out of the strategic
inventories held by the Russian Federation, as well as those held by the auto companies and
investors. For platinum this inventory effect is less significant, as inventories held by
governments or private institutions have not been as material recently. According to Johnson
Matthey, annual worldwide mine production of palladium for 2010 is estimated at 6.13 million
ounces, essentially even with the 6.14 million ounces produced in 2009. Annual worldwide
production of platinum for 2010 is estimated at 6.01 million ounces, down very slightly from about
6.025 million ounces in 2009.
Johnson Matthey comments that the outlook for palladium in the future is sensitive to activity
from the Russian state inventories. Their outlook assumes that there were additional Russian
inventory sales during 2010, although they did not result in any significant market surplus for
palladium. However, they also note that investors seem to be aware of the imbalance between
palladium mine production and demand, and some appear to anticipate supply imbalances over the
longer term if the Russian inventory sales end.
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In addition to mine sources, PGMs are recovered from automotive catalytic converters
acquired from scrap dealers. A growing industry has developed in the collection and recovery of
PGMs from scrap sources, including automotive catalytic converters, electronic and communications
equipment and petroleum catalysts. Volumes were affected by the lower PGM prices during the first
half of 2010 but strengthened fairly steadily throughout the year as prices improved. Johnson
Matthey estimates 2010 worldwide recoveries from recycling provided 1.85 million ounces of
palladium and 1.84 million ounces of platinum, up from 1.43 million ounces of palladium and 1.405
million ounces of platinum in 2009, driven in 2010 by the economic incentive to recycle when metal
prices are high.
Prices
Stillwater Mining Companys revenue and earnings depend significantly on world palladium and
platinum market prices. The Company has no direct control over these prices, but is working to
foster PGM demand growth by encouraging new uses for these metals. PGM prices can fluctuate
widely. The Company does have the ability to hedge prices and until the Ford sales agreement
expired on December 31, 2010, benefited from contractual floor prices that tended to mitigate some
of the Companys price exposure. See Managements Discussion and Analysis of Financial Condition
and Results of Operations Revenue and Factors That May Affect Future Results and Financial
Condition. The volatility of palladium and platinum prices is illustrated in the following table
of the London Bullion Market Association afternoon postings of annual high, low and average prices
per ounce since 2001. The accompanying charts also demonstrate this volatility. See Business,
Risk Factors and Properties Risk Factors Vulnerability to Metals Price Volatility Changes
in Supply and Demand Could Reduce Market Prices.
PALLADIUM | PLATINUM | |||||||||||||||||||||||
YEAR | HIGH | LOW | AVERAGE | HIGH | LOW | AVERAGE | ||||||||||||||||||
2001 |
$ | 1,090 | $ | 315 | $ | 604 | $ | 640 | $ | 415 | $ | 529 | ||||||||||||
2002 |
$ | 435 | $ | 222 | $ | 338 | $ | 607 | $ | 453 | $ | 539 | ||||||||||||
2003 |
$ | 269 | $ | 148 | $ | 201 | $ | 840 | $ | 603 | $ | 691 | ||||||||||||
2004 |
$ | 333 | $ | 178 | $ | 230 | $ | 936 | $ | 767 | $ | 846 | ||||||||||||
2005 |
$ | 295 | $ | 172 | $ | 201 | $ | 1,012 | $ | 844 | $ | 897 | ||||||||||||
2006 |
$ | 404 | $ | 261 | $ | 320 | $ | 1,355 | $ | 982 | $ | 1,143 | ||||||||||||
2007 |
$ | 382 | $ | 320 | $ | 355 | $ | 1,544 | $ | 1,118 | $ | 1,303 | ||||||||||||
2008 |
$ | 582 | $ | 164 | $ | 352 | $ | 2,273 | $ | 763 | $ | 1,576 | ||||||||||||
2009 |
$ | 393 | $ | 179 | $ | 264 | $ | 1,494 | $ | 918 | $ | 1,204 | ||||||||||||
2010 |
$ | 797 | $ | 395 | $ | 526 | $ | 1,786 | $ | 1,475 | $ | 1,610 | ||||||||||||
2011 |
$ | 824 | $ | 753 | $ | 793 | $ | 1,845 | $ | 1,722 | $ | 1,787 |
* | (Through February 9, 2011) |
AVAILABLE INFORMATION
The Companys Internet Website is http://www.stillwatermining.com. The Company makes
available, free of charge, through its Internet Website, its annual reports on Form 10-K, quarterly
reports on Form 10-Q, current reports on Form 8-K, corporate proxy statements, and any amendments
to those reports, as soon as reasonably practicable after the Company electronically files such
materials with, or furnishes them to, the Securities & Exchange Commission. These documents will
also be provided free of charge in print, upon request.
RISK FACTORS
Set forth below are certain risks faced by the Company.
VULNERABILITY TO METALS PRICE VOLATILITY-CHANGES IN SUPPLY AND DEMAND COULD REDUCE MARKET PRICES
Because essentially the Companys primary source of revenue is the sale of platinum group
metals, changes in the market price of platinum group metals may significantly affect
profitability. Many factors beyond the Companys control influence the market prices of these
metals. These factors include global supply and demand, speculative activities, international
political and economic conditions, currency exchange rates, and production levels and costs in
other PGM-producing countries, principally Russia and South Africa.
Over the past several years, the market price of palladium has been extremely volatile. After
reaching a record high price level of $1,090 per ounce in January 2001, the price of palladium
declined over a 27-month period until hitting a
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low of $148 per ounce in April 2003. Thereafter, the price gradually recovered, posting a
high of $582 per ounce in April 2008 and then declining sharply to a low of $164 per ounce in
December 2008. Palladium prices recovered significantly during 2009 and 2010, ending the year 2010
at $797 per ounce. As of February 9, 2011, the market price of palladium (based on the London
Bullion Market Association afternoon fixing) was $835 per ounce.

The market price of platinum trended generally upward from $440 per ounce at the end of 2001
to $1,530 at the end of 2007. In late January 2008, following the announcement of electrical power
shortages in South Africa, the price rose sharply, peaking in March 2008 at $2,273 per ounce in
London. Beginning in June 2008, however, the price declined steeply as the economy deteriorated in
the second half of 2008, hitting a low of $756 per ounce before ending 2008 at $898 per ounce.
During 2009 and 2010, prices generally recovered, and platinum ended 2010 quoted in London at
$1,755 per ounce. On February 9, 2011, the London Bullion Market Association afternoon fixing for
platinum was $1,858 per ounce.

A prolonged or significant economic contraction in the United States or worldwide could put
further downward pressure on market prices of PGMs, particularly if demand for PGMs declines in
connection with reduced automobile demand and more restricted availability of investment credit.
If other producers or investors release substantial volumes of platinum group metals from
stockpiles or otherwise, the increased supply could reduce the prices of palladium and platinum.
Changes in currency exchange rates, and particularly a significant weakening of the South African
rand, could
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reduce relative costs of production and improve the competitive cost position of South African
PGM producers. This in turn could make additional PGM investment attractive in South Africa and
reduce the worldwide competitiveness of the Companys North American operations.
Reductions in PGM prices would adversely affect the Companys revenues, profits and cash
flows. Protracted periods of low metal prices could significantly reduce revenues and the
availability of required development funds to levels that could cause portions of the Companys ore
reserves and production plan to become uneconomic. This could cause substantial reductions to PGM
production or suspension of mining operations, impair asset values, and reduce the Companys proven
and probable ore reserves. See Business, Risk Factors and Properties Competition: Palladium
and Platinum Market for further explanation of these factors.
Extended periods of high commodity prices may create economic dislocations that may be
destabilizing to PGM supply and demand and ultimately to the broader markets. Periods of high PGM
market prices generally are beneficial to the Companys current financial performance. However,
strong PGM prices also create economic pressure to identify or create alternate technologies that
ultimately could depress future long-term demand for PGMs, and at the same time may incentivize
development of otherwise marginal mining properties. Similarly, markets for PGM jewelry are
primarily driven by discretionary spending that tends to decline during periods of high prices and
may drive the industry toward developing new, more affordable jewelry materials. See Risk Factors
Users of PGMs May Reduce Their Consumption and Substitute Other Materials for Palladium and
Platinum for additional discussion of these risks.
THE COMPANY NO LONGER HAS CONTRACTUAL FLOOR PRICES AND NOW HAS FIXED DELIVERY COMMITMENTS IN ITS
SUPPLY AGREEMENTS
The Companys revenues for the year ended December 31, 2010, included 68.5% from mine
production. The Company no longer is party to sales agreements that contain pricing floors which
in the past provided financial protection against significant declines in the price of palladium.
As a result, the Company is now fully exposed to any extended downturn in PGM prices. While the
Company has sought to mitigate this exposure by improving its relative cost profile and by
maintaining substantial balance sheet liquidity, there can be no assurance that these measures
would be sufficient in the event of an extended period of low PGM prices.
The Companys prior major sales agreements largely were based on delivery commitments tied to
percentages of mine production volumes in each month. As a result, the Company had only limited
exposure to shortfalls in mine production. The Company now is entering into agreements with fixed
delivery commitments each month, and should there be an operating shortfall in any month that
leaves the Company short of its delivery commitments, the Company could be required to purchase
metal in the open market to make up the delivery shortfall. Such purchases could entail
substantial losses if the market price moved adversely during the shortfall month.
Effective January 1, 2011, the Company has entered into a new three-year supply agreement with
GM that provides for fixed quantities of palladium to be delivered to GM each month. The new
agreement does not include price floors or caps, but provides for pricing at a small discount to a
trailing market price. (The specific commercial provisions of the agreement are contractually
confidential.) The Company has also entered into an agreement with BASF Corporation under similar
terms. The Company is attempting to negotiate potential supply arrangements with other large PGM
consumers but does not believe these agreements are likely to include pricing floors. Such
agreements are likely to require delivery of specified quantities of PGMs in each delivery period.
Pending execution of any further sales agreements, the Company is selling most of its remaining
mine production under month-to-month and spot sales arrangements.
For more information about the Companys sales agreements, see Business, Risk Factors and
Properties Current Operations PGM Sales and Hedging. For additional discussion of hedging
risks, see Risk Factors Hedging and Sales Agreements Could Limit the Realization of Higher
Metal Prices.
In its recycling business, the Company regularly enters into fixed forward sales and from time
to time into financially settled forward contracts for metal produced from catalyst recycling,
normally at the time the catalyst material is purchased. For the Companys fixed forward sales
related to recycling of catalysts, the Company is subject to the customers compliance with the
terms of the agreements, their ability to terminate or suspend the agreements and their willingness
and ability to pay. The loss of any of these agreements or failure of a counterparty to perform
could require the Company to sell or purchase the contracted metal in the open market, potentially
at a significant loss. The Companys revenues for the year ended December 31, 2010, included 30.3%
from recycling sales and 1.1% from other sales.
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FAILURE TO SECURE SALES AGREEMENTS FOR OUNCES PRODUCED FROM MINE PRODUCTION LEAVES THE COMPANY
EXPOSED TO SPOT MARKET TRADING
Based on its trading experience, the Company believes it could readily sell all of its current
mine production on a spot basis into terminal markets with virtually no detrimental effect on
market prices. Nevertheless, such markets are not entirely predictable, and the absence of firm
sales commitments leaves the Company exposed to the vagaries of market demand. If demand for PGMs
were to fall sufficiently, the Company could be compelled to sell its uncommitted production at a
loss, perhaps putting further downward pressure on prices at the same time. The Company intends to
enter into additional supply agreements to cover a substantial portion of its mined PGM production,
but there can be no assurance at this time that the Company will be able to do so. If the selling
price of PGMs proves insufficient over an extended period to cover the Companys operating and
capital costs of production, the Companys operations might have to be curtailed, suspended or
closed.
RELIANCE ON A FEW THIRD PARTIES FOR SOURCING OF RECYCLING MATERIALS AND ADVANCES FOR RECYCLING
MATERIALS CREATES THE POTENTIAL FOR LOSSES
The Company has available smelter and base metal refinery capacity and purchases catalyst
materials from third parties for recycling activities to recover PGMs. The Company has entered
into sourcing arrangements for catalyst material with several suppliers, one of which both brokers
and supplies directly a large share of the Companys catalyst for recycling. The Company is
subject to the suppliers compliance with the terms of these arrangements and their ability to
terminate or suspend the agreement. Should one of these sourcing arrangements be terminated, the
Company could suffer a loss of profitability as a result of the termination. This loss could
negatively affect the Companys business and results of operations. Similarly, these suppliers
source material from various third parties in a competitive market, and there can be no assurance
of the suppliers continuing ability to source material on behalf of the Company at current volumes
and prices. Any continuing issue associated with the suppliers ability to source material could
reduce the Companys profitability.
Under these sourcing arrangements, the Company advances cash to support the purchase and
collection of these spent catalyst materials. These advances are reflected as advances on
inventory purchases and included in Other current assets on the Companys balance sheet until such
time as the material has been received and title has transferred to the Company. In some cases,
the Company has a security interest in the materials that the suppliers have procured but the
Company has not yet received. However, a portion of the advances are unsecured and the unsecured
portion of these advances is fully at risk.
The Company regularly advances money to its established recycling suppliers for catalyst
material that the Company has received and carries in its processing inventories. These advances
typically represent some portion of the estimated total value of each shipment until assays are
completed determining the actual PGM content of the shipment. Upon completion of the shipment
assays, a final settlement takes place based on the actual value of the shipment. However, pending
completion of the assays the payments are based on the estimated PGM content of each shipment,
which may vary significantly from the actual PGM content upon assay. Should the estimated PGM
content upon assay significantly exceed the actual PGM content, the Company may be at risk for a
portion of the amount advanced. This risk normally is mitigated by the established nature of the
business relationship with the supplier, but should the supplier be unable to settle such an
overpayment, the Company could incur a loss to the extent of any overpayment.
Following the sharp decline in PGM prices during the second half of 2008, the volume of spent
catalyst material received from the Companys recycling suppliers diminished significantly. This
was an industry-wide trend in which some of the suppliers incurred significant inventory losses,
and a few even exited the business. Following the decline in PGM prices and doubts as to
collectability under various commitments with suppliers, the 2010, 2009 and 2008 recycling results
included write-downs of $0.6 million, $0.5 million and $26.0 million, respectively, of advances to
suppliers in its recycling business. Subsequently, the Company has restructured its recycling
business model in an effort to reduce the need for unsecured advances. However, there can be no
assurance that the Company will not incur additional recycling losses in the future.
Over the past two or three years, the Company has installed new recycling facilities that are
intended to facilitate growing the volumes of recycled material that the Company can effectively
sample, assay and process. The Company believes that a business model that allows much faster
turnaround of assay results than is typical in the industry now will provide some competitive
advantage in growing the volumes of recycling material coming to the Company. However, there is no
assurance that this assumption is correct or that the Companys revised business model will be
widely accepted
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within the industry, particularly in view of the practice of some of the Companys competitors of
offering significant cash working capital advances to their suppliers well ahead of receiving
material from those suppliers.
AN EXTENDED PERIOD OF LOW RECYCLING VOLUMES AND WEAK PGM PRICES COULD PUT THE COMPANYS OPERATIONS
AT ADDITIONAL RISK
The Companys recycling segment generates supplemental earnings and cash flow to help support
the economics of the mining business when PGM prices are low. The recycling segment in turn
depends upon the copper and nickel produced in mine concentrates to extract the PGMs in recycled
material within the Companys processing facilities. The economics of the recycling segment to a
large extent have been regarded as incremental within the processing operations, with the result
that the recycling business is allocated only an incremental share of the total cost of the
processing facilities.
Volumes of recycling materials available in the marketplace diminished substantially in
response to the drop in PGM prices in late 2008 and early 2009. These lower recycling volumes
resulted in less earnings and cash flow from the recycling segment, and therefore less economic
support for the mining operations. Should it become necessary at any point to reduce or suspend
operations at the mines, the proportion of processing costs allocated to the recycling segment
would increase substantially, making the recycling segment less profitable. Further, the ability
to operate the smelter and refinery without significant volumes of mine concentrates has never been
demonstrated and would likely require modification to the processing facilities. There is no
assurance that the recycling facilities can operate profitably in the absence of significant mine
concentrates, or that capital would be available to complete necessary modifications to the
processing facilities.
THE COMPANY MAY BE COMPETITIVELY DISADVANTAGED AS A PRIMARY PGM PRODUCER WITH A PREPONDERANCE OF
PALLADIUM
The Companys products compete in a global market place with the products of other primary
producers of PGMs and with companies that produce PGMs as a by-product. In many cases, the other
primary producers mine ore reserves with a higher ratio of platinum to palladium than the Company
and as a result enjoy higher average realizations per ounce than Stillwater Mining Company. The
Company also competes with mining companies that produce PGMs as a by-product of their primary
commodity, principally nickel.
Because the Companys U.S. based cost structure is denominated in dollars, in periods when the
U.S. dollar is relatively strong, the Companys competitors may still operate profitably, while the
Company may not. Furthermore, non-primary producers of PGMs who regard PGMs as a by-product will
generally continue to produce and sell PGMs when prices are low, as PGMs are not their principal
commodity.
The high correlation between the Companys share price and the market price of palladium
suggests that the Company is widely viewed by investors as a surrogate for investing directly in
palladium. The Company has focused considerable attention on identifying attractive opportunities
to acquire additional PGM assets, with the intent hopefully of providing shareholders with
accretive growth and so increasing shareholder value. However, the availability of attractive
acquisition opportunities in PGMs is quite limited, particularly on a scale that the Company can
reasonably manage. Consequently, the opportunity for growth may be limited without stepping
outside PGMs. The Company has advised its shareholders on various occasions that it may need to
pursue investments in non-PGM assets, such as gold, silver, copper and nickel or combinations
thereof, where in managements view they may make strategic sense and not materially detract from
the Companys basic PGM profile. Of course, there is no assurance that the Company will succeed in
acquiring additional attractive properties, whether or not PGM based, or that it will necessarily
have the resources in the future to do so.
ACHIEVEMENT OF THE COMPANYS PRODUCTION GOALS IS SUBJECT TO UNCERTAINTIES
Based on the complexity and uncertainty involved in operating underground mines, it is
challenging to provide accurate production and cost forecasts. The Company cannot be certain that
either the Stillwater Mine or the East Boulder Mine will achieve the production levels forecasted
or that the expected operating cost levels will be achieved or that funding will be available from
internal and external sources in requisite amounts or on acceptable terms to sustain the necessary
ongoing development work. Failure to achieve the Companys production forecast negatively affects
the Companys revenues, profits and cash flows. As the extent of underground operations continues
to expand at depth and horizontally, it is likely that operating costs will increase unless
productivity is increased commensurately. Also, as
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additional underground infrastructure is constructed, amortization expense may increase unless
additional ore reserves are identified. Such increased costs could adversely affect the Companys
profitability.
The East Boulder Mine commenced commercial operations in 2002 and has never reached its
original planned 2,000 ton-per-day operating rate on a sustained basis. Ore grades at the East
Boulder Mine also are typically lower than comparable grades at the Stillwater Mine. Partially as
a result, production costs per ounce at the East Boulder Mine have generally been significantly
higher than at the Stillwater Mine. The Company has put in place various operating plans and
programs that are intended to reduce production costs at both the East Boulder Mine and the
Stillwater Mine; however, there can be no assurance that these plans and programs will be
implemented effectively. Actual production, cash operating costs and economic returns achieved in
the future may differ significantly from those currently estimated or those established in future
studies and estimates.
During 2007 and 2008, attrition rates at the Stillwater and East Boulder Mines exceeded
already high historical experience, resulting in shortages of skilled miners and disruptions to
mining efficiency. With the more difficult economic conditions during 2009, the Company saw these
attrition rates decline to levels well below the historical trend, with accompanying improvements
in productivity. Employee attrition rates during 2010 were essentially comparable to those in
2009. While the Company believes that the improvements in productivity realized during 2009 were
attributable to more than just a more stable workforce, if the economy recovers significantly in
the future, the competition for skilled miners may resume and the Company may see its employee
attrition rates climb. This in turn could prove disruptive to the Companys workforce and result
in lower productivity. See Risk Factors Limited Availability of Additional Mining Personnel
and Uncertainty of Labor Relations May Affect the Companys Ability to Achieve Its Production
Targets below for further discussion of this and related issues.
ORE RESERVES ARE VERY DIFFICULT TO ESTIMATE AND ORE RESERVE ESTIMATES MAY REQUIRE ADJUSTMENT IN THE
FUTURE; CHANGES IN ORE GRADES, MINING PRACTICES AND ECONOMIC FACTORS COULD MATERIALLY AFFECT THE
COMPANYS PRODUCTION AND REPORTED RESULTS
Ore reserve estimates are necessarily imprecise and depend to some extent on statistical
inferences drawn from limited drilling, which may prove unreliable. Reported ore reserves are
comprised of a proven component and a probable component. (See Glossary for definitions.) For
proven ore reserves, distances between samples can range from 25 to 100 feet, but are typically
spaced at 50-foot intervals both horizontally and vertically. The sample data for proven ore
reserves consists of survey data, lithologic data and assay results. The Company enters this data
into a 3-dimensional modeling software package, where it is analyzed to produce a 3-dimensional
solid block model of the resource. The assay values are further analyzed by a geostatistical
modeling technique (kriging) to establish a grade distribution within the 3-dimensional block
model. Dilution is then applied to the model and a diluted tonnage and grade is calculated for
each block.
Probable ore reserves are based on longer projections, up to a maximum radius of 1,000 feet
beyond the limit of existing drill-hole sample intercepts of the J-M Reef obtained from surface and
underground drilling. Statistical modeling and established continuity of the J-M Reef as
determined from results of mining activity to date support the Companys technical confidence in
estimates of tonnage and grade over this projection distance. Where appropriate, projections for
the probable ore reserve determination are constrained by any known or anticipated restrictive
geologic features. The probable ore reserve estimate of tons and grade is based on the projection
of factors calculated from adjacent proven ore reserve blocks or from diamond drilling data where
available. The factors consist of a probable area, proven yield in tons per foot of footwall
lateral, average grade and percent mineable. The area is calculated based on projections up to a
maximum of 1,000-feet from known drill contacts; the proven yield (in tons per foot of footwall
lateral) and grade are calculated based on long-term proven ore reserve results in adjacent areas;
and the percent mineable is calculated based on long-term experience from actual mining in adjacent
areas. Contained ounces are calculated based on area divided by 300 (square feet) times proven
yield in tons per foot of footwall lateral times grade (ounces per ton) times percent mineable (%).
As a result, probable ore reserve estimates are less reliable than estimates of proven ore
reserves. Both proven and probable ore reserve projections are also limited where appropriate by
certain modifying factors, including geologic evidence, economic criteria and mining constraints.
Conversion of probable ore reserves to proven ore reserves is calculated by dividing the
actual proven tons converted for a given area by the expected tonnage based on a probable yield
expectation for that given area. Actual period-to-period conversion of probable ore reserves to
proven ore reserves may result in increases or decreases to the total reported amount of ore
reserves. Conversion, an indicator of the success in upgrading probable ore reserves to proven ore
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reserves, is evaluated annually as described under Business, Risk Factors, and Properties -
Proven and Probable Ore Reserves. Conversion rates are affected by a number of factors, including
geological variability, quantity of tonnage represented by the period drilling, applicable mining
methods and changes in safe mining practices, economic considerations and new regulatory
requirements.
The following table illustrates, for each years development program, the actual percent
conversion rates of probable ore reserve into tons experienced by year from 2001 through 2010:
Historic | ||||||||||||||||||||||||||||||||||||||||||||
Year ended | Weighted | |||||||||||||||||||||||||||||||||||||||||||
December 31, | Average (2) | 2010 | 2009 | 2008 | 2007 | 2006 | 2005 | 2004 | 2003 | 2002 | 2001 | |||||||||||||||||||||||||||||||||
(in percent) | ||||||||||||||||||||||||||||||||||||||||||||
Stillwater Mine |
88 | 70 | 83 | 74 | 68 | 94 | 101 | 62 | 52 | 71 | 104 | |||||||||||||||||||||||||||||||||
East Boulder Mine (1) |
95 | 97 | 24 | 71 | 107 | 91 | 110 | 125 | 86 | 91 | 88 |
(1) | The East Boulder Mine commenced full-time commercial production on January 1, 2002. | |
(2) | Historic Weighted Average period is 1997 to 2010. |
Ore reserve estimates are expressions of professional judgment based on knowledge,
experience and industry practice. The Company cannot be certain that its estimated ore reserves
are accurate, and future conversion and production experience could differ materially from such
estimates. Should the Company encounter mineralization or formations at any of its mines or
projects different from those predicted by drilling, sampling and similar examinations, reserve
estimates may have to be adjusted and mining plans may have to be altered in a way that might
adversely affect the Companys operations. Declines in the market prices of platinum group metals
may render the mining of some or all of the Companys ore reserves uneconomic. The grade of ore
may vary significantly from time to time and between the Stillwater Mine and the East Boulder Mine,
as with any mining operation. The Company cannot provide assurance that any particular quantity of
metal may be recovered from the ore reserves. Moreover, short-term factors relating to the ore
reserves, such as the availability of production workplaces, the need for additional development of
the ore body or the processing of new or different ore types or grades, may impair the Companys
profitability in any particular accounting period.
AN EXTENDED PERIOD OF LOW PGM PRICES COULD RESULT IN A REDUCTION OF ORE RESERVES AND POTENTIAL
FURTHER ASSET IMPAIRMENT CHARGE
The Company reviews and evaluates its long-lived assets for impairment when events or changes
in circumstances indicate that the related carrying amounts of its assets may not be recoverable.
Impairment is considered to exist if the total estimated future cash flows on an undiscounted basis
are less than the carrying amount of the asset. Estimations of future cash flows take into account
estimates of recoverable ounces, PGM prices (considering current and historical prices, long-term
sales contracts prices, price trends and related factors), production levels and capital and
reclamation expenditures, all based on life-of-mine plans and projections.
If the Company determines that the carrying value of a long-lived asset is not recoverable and
the asset is impaired, then the Company must determine the fair value of the impaired asset. If
fair value is lower than the carrying value of the assets, then the carrying value must be adjusted
down to the fair value. If the fair value of the impaired asset is not readily determinable
through equivalent or comparable market price information, the Company normally engages the
services of third-party valuation experts to develop or corroborate fair value assessments.
Were the Company to experience a prolonged period of low PGM prices adversely affecting the
determination of ore reserves, the Company could face one or more impairment adjustments.
Assumptions underlying future cash flows are subject to risks and uncertainties. Any differences
between projections and actual outcomes for key factors such as PGM prices, recoverable ounces,
and/or the Companys operating performance could have a material effect on the Companys ability to
recover the carrying amounts of its long-lived assets, potentially resulting in impairment charges
in the future. The Company has estimated that as of December 31, 2010, the combined long-term PGM
market price level below which ore reserves start to be constrained economically is about $530 per
ounce. See Business, Risk Factors and Properties Proven and Probable Ore Reserves for a chart
illustration.
Lower prices also can affect the economic justification of ore reserves. The Company reviews
its ore reserves annually and has reviewed them as of December 31, 2010. As in past years, the
Company also engaged Behre Dolbear as
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third-party independent geological experts to review and express their opinion on the
Companys reserve calculations. The Company performs its ore reserve economic assessment using a
twelve-quarter trailing price in order to level out short-term volatility in metals prices, viewing
the twelve-quarter trailing average as a reasonable surrogate for long-term future PGM prices over
the period when the reserves will be mined. The Companys combined twelve-quarter trailing
weighted average price for platinum and palladium at December 31, 2010, was about $624 per ounce.
At this price, the Companys geologic ore reserves at each mine can be shown to generate
(undiscounted) positive cash flow over the life of the reserve. Consequently, the Companys ore
reserves were not constrained economically at December 31, 2010.
It is important to note that if PGM prices were to fall for an extended period, the trailing
twelve-quarter price will gradually decline. Following the Companys methodology, there can be no
assurance that the Companys reported proven and probable ore reserves will not be constrained
economically in the future.
USERS OF PGMS MAY REDUCE THEIR CONSUMPTION AND SUBSTITUTE OTHER MATERIALS FOR PALLADIUM AND
PLATINUM
High PGM prices may lead users of PGMs to substitute other materials for palladium and
platinum or to reduce the amounts they consume. The automobile, jewelry, electronics and dental
industries are the largest consumers of palladium. All of these applications are sensitive to
prices. In response to supply concerns and high market prices for palladium, some automobile
manufacturers in the past have sought alternatives to palladium, although no practical alternatives
to palladium, platinum and rhodium in automotive catalytic converters have been identified to date.
There has been some substitution in the past of other metals for palladium in electronics and
dental applications. High platinum prices likewise tend to reduce demand by driving users toward
alternative metals. The principal demand for platinum is in the automobile and chemical industries
and for jewelry. Substitution in these industries may increase significantly if PGM market prices
rise or if supply becomes unreliable. Significant substitution for any reason, in the absence of
alternative uses for PGMs being identified, could result in a material and sustained PGM price
decrease, which would negatively affect the Companys revenues and profitability.
High PGM prices also drive users toward ever more efficient utilization of PGMs. In the past,
the development of new flow geometries and substrate configurations have resulted in thrifting
down the amount of PGMs in catalytic converters required to meet emission standards. Recently,
apparently in response to high PGM prices, certain PGM consumers have announced new nanotechnology
applications that may allow further significant reductions in the volume of PGMs required in each
catalytic converter. These emerging applications could tend to drive down PGM demand in the future
and result in lower PGM prices.
To the extent existing and future environmental regulations tend to create disincentives for
the use of internal combustion engines, demand for platinum and palladium in automotive catalytic
converters could be reduced. This in turn could drive down PGM prices and could impair the
Companys financial performance.
IF THE COMPANY IS UNABLE TO OBTAIN SURETY COVERAGE TO COLLATERALIZE ITS RECLAMATION LIABILITIES,
OPERATING PERMITS MAY BE AFFECTED
The Company is required to post surety bonds, letters of credit, cash or other acceptable
financial instruments to guarantee the future performance of reclamation activities at its
operating mines. The total availability of bonding capacity from the U.S. insurance industry is
limited. During 2008, the State of Montana increased the required bonding levels at the Companys
mining operations and is expected to require an additional increase in the future. The aggregate
surety amount in place at the East Boulder Mine was $13.7 million at the end of 2010, comprised of
$6.2 million of surety bonds and a $7.5 million letter of credit. At December 31, 2010, the
Stillwater Mine carried reclamation bonds totaling $19.6 million, including an increase of $10.0
million voluntarily put in place during the fourth quarter of 2008, pending the outcome of the
current EIS being completed by the State of Montana. Should increased bonding requirements be
imposed in the future and the Company find itself unable to obtain the required bonds or otherwise
provide acceptable surety, the ability to operate under existing operating permits would likely be
curtailed, which could have a significant adverse affect on the Companys operations.
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MINING RISKS AND POTENTIAL INADEQUACY OF INSURANCE COVERAGE THE COMPANYS BUSINESS IS SUBJECT TO
SIGNIFICANT RISKS THAT MAY NOT BE COVERED BY INSURANCE
Underground mining and milling, smelting and refining operations involve a number of risks and
hazards, including:
| unusual and unexpected rock formations affecting ore or wall rock characteristics; | |
| ground or slope failures; | |
| cave-ins, ground water influx, rock bursts and other mining or ground-related problems; | |
| environmental hazards; | |
| industrial accidents; | |
| organized labor disputes or work slow-downs; | |
| metallurgical and other processing, smelting or refining problems; | |
| wild fires, flooding and periodic interruptions due to inclement or hazardous weather conditions or other acts of God; | |
| mechanical equipment failure and facility performance problems, and | |
| availability and cost of critical materials, equipment and skilled manpower. |
Such risks could result in damage to, or destruction of, mineral properties or production
facilities, personal injury or death, environmental damage, delays in mining or processing,
monetary losses and possible legal liability. Some fatal accidents and other non-fatal serious
injuries have occurred at the Companys mines since operations began in 1986. Future industrial
accidents or occupational disease occurrences could have a material adverse effect on the Companys
business and operations. The Company cannot be certain that its insurance will cover certain risks
associated with mining or that it will be able to maintain insurance to cover these risks at
economically feasible premiums. The Company might also become subject to liability for
environmental damage or other hazards which may be uninsurable or for which it may elect not to
insure because of premium costs or commercial impracticality. Such events could result in a
prolonged interruption in operations that would have a negative effect on the Companys ability to
generate revenues, profits, and cash flow.
HEDGING AND SALES AGREEMENTS COULD LIMIT THE REALIZATION OF HIGHER METAL PRICES
The Company enters into derivative contracts and other hedging arrangements from time to time
in an effort to reduce the negative effect of price changes on its cash flow. These arrangements
typically consist of contracts that require the Company to deliver specific quantities of metal, or
to financially settle the obligation in the future, at specific prices. The Company may also hedge
pricing through the sale of call options and the purchase of put options. See Business, Risk
Factors and Properties Current Operations PGM Sales and Hedging for a discussion of the
Companys hedge positions. While hedging transactions are intended to reduce the negative effects
of price decreases, they have also prevented the Company at times from benefiting fully from price
increases. If PGM prices are above the price at which future production has been hedged, the
Company will experience an opportunity loss upon settlement.
CHANGES TO REGULATIONS AND COMPLIANCE WITH REGULATIONS COULD AFFECT PRODUCTION, INCREASE COSTS AND
CAUSE DELAYS
The Companys business is subject to extensive federal, state and local environmental controls
and regulations, including regulations associated with the implementation of the Clean Air Act,
Clean Water Act, Resource Conservation and Recovery Act, Metals Mines Reclamation Act and numerous
permit stipulations as documented in the Record of Decision for each operating entity. Properties
controlled by the Company in Canada are subject to analogous Canadian federal and provincial
controls and regulations. The body of environmental laws is continually changing and, as a general
matter, is becoming more restrictive. Compliance with these regulations requires the Company to
obtain permits issued by federal, state, provincial and local regulatory agencies. Certain permits
require periodic renewal and/or review of the Companys performance. The Company cannot predict
whether it will be able to secure or renew such permits or whether material changes in permit
conditions will be imposed. Nonrenewal of permits, the inability to secure new permits, or the
imposition of additional conditions could eliminate or severely restrict the Companys ability to
conduct its operations. See Business, Risk Factors and Properties Current Operations
Regulatory and Environmental Matters.
Compliance with existing and future environmental laws and regulations may require additional
control measures and expenditures, which the Company cannot reasonably predict. Environmental
compliance requirements for new or expanded mining operations may require substantial additional
control measures that could materially affect permitting and proposed construction schedules for
such facilities. Under certain circumstances, facility construction may be
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delayed pending regulatory approval. Expansion plans or new mining and processing facilities
may require new environmental permitting. Private parties may pursue successive legal challenges
to the Companys existing or proposed permits. See Business, Risk Factors and Properties
Current Operations Regulatory and Environmental Matters.
The Companys activities are also subject to extensive federal, state, provincial and local
laws and regulations governing matters relating to mine safety, occupational health, labor
standards, prospecting, exploration, production, exports, smelting and refining operations and
taxes. Compliance with these and other laws and regulations, including requirements implemented
under guidance from of the U.S. Department of Homeland Security, could require additional capital
outlays, which could negatively affect the Companys cash flow.
The Companys mining operations are located adjacent to the Absaroka-Beartooth Wilderness Area
and are situated approximately 30 miles from the northern boundary of Yellowstone National Park.
While the Company works closely and cooperatively with local environmental organizations, the
Montana Department of Environmental Quality and the United States Forest Service, there can be no
assurance that future political or regulatory efforts will not further restrict or seek to
terminate the Companys operations in this sensitive area.
For the past several years, the Company has employed various measures in an effort to protect
the health of the Companys workforce and to comply with much stricter MSHA limits on DPM exposure
for the underground miners. These measures have included using catalytic converters, filters,
enhanced ventilation regimens, modifying certain mining practices underground, and the utilization
of various bio-diesel blends. The new DPM limits were delayed for a time, but ultimately went into
effect on May 20, 2008. Compliance with the revised MSHA DPM standards continues to be a challenge
within the mining industry. However, as a result of its internal efforts to reduce DPM exposure,
recent sampling indicates that the Company has achieved compliance with the new standards at both
the Stillwater Mine and the East Boulder Mine. No assurance can be given that any lack of
compliance in the future will not impact the Company.
Various legislative initiatives have been introduced and, in some cases, enacted mandating
additional safety and health measures for mining employees and providing stronger penalties for
failure to comply. The Company believes it has a highly effective safety program in place for its
employees, but there can be no assurance that the Company will be in compliance with future
legislated initiatives or that the Company will not incur significant penalties under these
initiatives.
THE COMPANYS CREDIT RATING IS BELOW INVESTMENT GRADE AND FUTURE INTEREST RATES ARE UNCERTAIN,
POTENTIALLY LIMITING FUTURE CREDIT AVAILABILITY AND/OR INCREASING POTENTIAL BORROWING COSTS; AND
OTHER FACTORS THAT MAY AFFECT THE COMPANY
Stillwater Mining Companys credit rating currently is below investment grade and is not
expected to achieve investment grade in the immediate future. The rating agencies at various times
have expressed concern regarding the Companys lack of operating diversity, the recent termination
of its sales agreements, its relatively narrow cash operating margins and volatile pricing
environment. The Companys low credit rating will likely make it difficult and more costly to
obtain some forms of third-party financing in the future. Although the Company believes it has
adequate liquidity available at the current time, should the Company need to access the credit
markets in the future, the Companys lower credit rating would likely be an impediment to obtaining
additional debt or lines of credit at reasonable rates. The Company does not have a revolving
credit facility in place at this time. Should the Company require additional credit capacity in
the future and be unable to obtain it, the Company might not be able to meet its obligations as
they come due and so could be compelled to restructure or seek protection from creditors.
Interest rates at present are near historic lows, and borrowing costs appear likely to rise in
the future in step with any improvement in economic conditions. While there appears to be ample
liquidity available at this time, as the economy strengthens and the government takes steps in the
future to rein in liquidity, the availability of credit may tighten and the Company may experience
limits on its ability to secure external financing. This in turn could constrain the Companys
ability financially to develop new operations or, in the extreme, to maintain its existing
operations.
A related risk is that the underlying rate of general inflation, or the specific cost of
certain materials necessary for the Companys operations, may increase in the future. This in turn
could squeeze the Companys operating margins and sharply increase the cost of developing new
operations. While the commodity nature of the Companys products may serve as a partial hedge
against underlying inflation, there can be no assurance that the Companys costs would not rise
faster than the value of its products in such an environment.
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Table of Contents
On December 13, 2010, Norimet Ltd., a wholly-owned subsidiary of MMC Norilsk Nickel (Norilsk)
and the Companys majority shareholder, completed a $971 million secondary offering of Stillwater
shares in the public market and so disposed of its entire equity interest in the Company. Prior to
completion of the offering it was determined that Norimet was unable to locate its original share
certificates and the Company, the Companys transfer agent and affiliates of Norilsk, entered into
certain indemnification and ancillary arrangements to protect the Company and its transfer agent
from possible claims relating to the issuance of replacement certificates. For additional
information about these arrangements, see Note 19 to the Companys consolidated financial
statements for a discussion of potential exposure to losses that the Company could suffer.
LIMITED AVAILABILITY OF ADDITIONAL MINING PERSONNEL AND UNCERTAINTY OF LABOR RELATIONS MAY AFFECT
THE COMPANYS ABILITY TO ACHIEVE ITS PRODUCTION TARGETS
The Companys operations depend significantly on the availability of qualified miners.
Historically, the Company has experienced periods of high turnover with respect to its miners,
particularly during the strong metal markets of 2007 and early 2008. In addition, the Company must
compete for individuals skilled in the operation and development of underground mining properties.
The number of such persons is limited, and significant competition exists to obtain their skills.
The Company cannot be certain that it will be able to maintain an adequate supply of miners and
other personnel or that its labor expenses will not increase as a result of a shortage in supply of
such workers. Failure to maintain an adequate supply of miners could result in lower mine
production and impair the Companys financial performance.
The Company had 1,354 employees at December 31, 2010. About 834 employees located at the
Stillwater Mine and the Columbus processing facilities are covered by a collective bargaining
agreement with USW Local 11-0001, expiring July 1, 2011. As of December 31, 2010, about 225
employees at the East Boulder Mine were covered by a separate collective bargaining agreement with
USW Local 11-0001, which will expire on July 1, 2012. There is no assurance that the Company can
achieve a timely or satisfactory renewal of either of these agreements as they expire. A strike or
other work stoppage by the Companys represented employees could result in a significant disruption
of the Companys operations and higher ongoing labor costs.
In response to the limited availability of skilled underground miners, beginning in 2005 the
Company initiated a new miner training program whereby it has from time to time hired individuals
largely inexperienced in mining and provided intensive, supervised training in skills critical to
underground mining in the Companys operations. This training program requires dedicating
significant time and personnel to the training effort, and consequently was scaled back
significantly during 2009. These new and less experienced miners, even after training, generally
will require several years of experience to achieve the productivity level of the Companys regular
mining workforce. There is no assurance that these new miners will achieve the assumed level of
productivity as they gain experience, nor that the Company will be able to retain these new workers
in the face of other employment opportunities. Because the Company has now cut back on these
training programs, the Company is unable to utilize this training pool as a significant source of
replacement mining skills.
UNCERTAINTY OF TITLE TO PROPERTIES THE VALIDITY OF UNPATENTED MINING CLAIMS IS SUBJECT TO TITLE
RISK
The Company has a number of unpatented mining and mill site claims. See Business, Risk
Factors and Properties Current Operations Title and Royalties. The validity of unpatented
mining claims on public lands is often uncertain and possessory rights of claimants may be subject
to challenge. Unpatented mining claims may be located on lands open to appropriation of mineral
rights and are generally considered to be subject to greater title risk than other real property
interests because the validity of unpatented mining claims is often uncertain and vulnerable to
challenges by third parties or the federal government. The validity of an unpatented mining claim
or mill site, in terms of its location and its maintenance, depends on strict compliance with a
complex body of federal and state statutory and decisional law and, for unpatented mining claims,
the existence of a discovery of valuable minerals. In addition, few public records exist to
definitively control the issues of validity and ownership of unpatented mining claims or mill
sites. While the Company pays annual maintenance fees and has obtained mineral title reports and
legal opinions for some of the unpatented mining claims or mill sites in accordance with the mining
laws and what the Company believes is standard industry practice, the Company cannot be certain
that the mining laws will not be changed nor that the Companys possessory rights to any of its
unpatented claims may not be deemed defective and challenged. Any change in the mining law could
include the imposition of a federal royalty provision on unpatented claims, which could have an
adverse effect on the Companys economic performance.
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Table of Contents
THE COMPLEXITY OF PROCESSING PLATINUM GROUP METALS POSES OPERATIONAL AND ENVIRONMENTAL RISKS IN
ADDITION TO TYPICAL MINING RISKS
The Companys processing facilities include concentrators at each mine site that grind the ore
and extract the contained metal sulfides, and a smelter and base metal refinery located in
Columbus, Montana. These processes ultimately produce a PGM filter cake that is shipped for final
refining to third party refiners. The Columbus operations involve pyrometallurgical and
hydrometallurgical processes that utilize high temperatures, pressures, caustic chemicals and acids
to extract PGMs and other metals from the concentrates. These processes also generate waste gases
that are scrubbed to eliminate sulfur dioxide emissions. While the environmental and safety
performance of these facilities to date has been outstanding, there can be no assurance that
incidents such as solution spills, sulfur dioxide discharges, explosions or accidents involving hot
metals and product spills in transportation will not occur in the future. Such incidents
potentially could result in more stringent environmental or operating restrictions on these
facilities and additional expenses to the Company, which could have a negative impact on its
results of operations and cash flows. Further, the Company processes virtually all of its metals
through these processing facilities, and any incident interrupting processing operations for an
extended period would have a material adverse effect on the Companys performance.
THE ACQUISITION OF THE MARATHON PROPERTIES IN CANADA INTRODUCES SIGNIFICANT NEW UNCERTAINTIES AS TO
THE COMPANYS FUTURE PERFORMANCE AND COMMITMENTS
The Companys recent acquisition of the PGM assets of Marathon PGM Corporation, although
perceived by the Company as an attractive opportunity, also introduces a number of significant
risks, all of which must be managed and all or any combination of which could create difficulties
for the Company in the future. Among these risks, many of which are not yet fully defined, are the
following:
| Some remaining uncertainty as to the ultimate extent, quality, final grade and mineability of the Marathon resource; | ||
| Lack of a final engineering study to lock down the capital cost of installing the mine, the equipment required and its availability, the timing of the construction, and access to local infrastructure in support of a future operation; | ||
| Uncertainty as to future PGM and copper prices, which could significantly affect the financial viability of the proposed Marathon development; | ||
| Need for employees to manage the project and to staff the mining operations, their numbers, required skill sets and availability; | ||
| Negotiation of terms for a processing agreement with a third-party copper smelter to take the concentrates produced by the Marathon operations; | ||
| Ability to complete project permitting in coordination with the various responsible agencies and affected groups within an acceptable time frame; | ||
| Ability to source or acquire the required mine and mill equipment on a timely basis due to long lead times resulting from widespread worldwide mine development; | ||
| Availability of required financing for the Marathon project, internally and/or externally, potentially during a period when the Companys outstanding convertible debentures may need to be refinanced or repaid; | ||
| Future significant exposure to exchange rate risk between the Canadian dollar and the U.S. dollar; and | ||
| Other factors involving the integration of Marathon into the Company, including various legal, accounting, tax and human resource matters. |
While the Company believes to the extent possible it is addressing each of these areas of
risk, there can be no assurance that unforeseen matters may not arise that would adversely affect
the Companys ability to effectively manage and develop its Canadian prospects.
ITEM 3
LEGAL PROCEEDINGS
The Company is involved in various claims and legal actions arising in the ordinary course of
business, primarily employee lawsuits and employee injury claims. In the opinion of management,
the ultimate disposition of these types of matters is not expected to have a material adverse
effect on the Companys consolidated financial position, results of operations or liquidity.
48
Table of Contents
PART II
ITEM 5
MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY
SECURITIES
PERFORMANCE GRAPH
The following chart compares the yearly percentage change in the Companys cumulative
total stockholder return on Common Stock, with the cumulative total return on the following
indices, assuming an initial investment of $100 on December 31, 2005 and the reinvestment of all
dividends: (i) the Russell 2000 and (ii) the Peer Group. The performance shown is not necessarily
indicative of future performance.
COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN*
Among Stillwater Mining Company, the Russell 2000
Index and a Peer Group
Among Stillwater Mining Company, the Russell 2000
Index and a Peer Group

Cumulative Total Return
12/31/06 | 12/31/07 | 12/31/08 | 12/31/09 | 12/31/10 | ||||||||||||||||
Stillwater Mining Company |
$ | 107.95 | $ | 83.49 | $ | 42.70 | $ | 81.94 | $ | 184.53 | ||||||||||
Russell 2000 |
118.37 | 116.51 | 77.15 | 98.11 | 124.46 | |||||||||||||||
Peer Group |
169.07 | 217.23 | 86.47 | 165.26 | 189.12 |
Notwithstanding anything to the contrary set forth in any of the Companys previous or future
filings made under the Securities Act of 1933, as amended, or the Exchange Act that might
incorporate this report or future filings made by the Company under those statutes, the preceding
stock performance graph is not to be incorporated by reference into any such prior filings, nor
shall such graph or report be incorporated by reference into any future filings made by the Company
under those statutes. The Peer Group referenced above includes Stillwater Mining Company, Anglo
Platinum Limited, Impala Platinum Holdings Limited, Lonmin PLC, and North American Palladium
Limited.
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Table of Contents
ITEM 6
SELECTED FINANCIAL DATA
(in thousands, except per share and current ratio data) | 2010 | 2009 | 2008 | 2007 | 2006 | |||||||||||||||
INCOME STATEMENT DATA |
||||||||||||||||||||
Revenues |
||||||||||||||||||||
Mine production |
$ | 381,044 | $ | 306,892 | $ | 360,364 | $ | 331,277 | $ | 334,834 | ||||||||||
PGM recycling |
168,612 | 81,788 | 475,388 | 326,394 | 269,941 | |||||||||||||||
Sales of palladium received in Norilsk Nickel transaction |
| | | | 17,637 | |||||||||||||||
Other |
6,222 | 5,752 | 19,980 | 15,365 | 33,366 | |||||||||||||||
Total revenues |
$ | 555,878 | $ | 394,432 | $ | 855,732 | $ | 673,036 | $ | 655,778 | ||||||||||
Costs and Expenses |
||||||||||||||||||||
Costs of metals sold: |
||||||||||||||||||||
Mine production |
229,986 | 209,140 | 283,793 | 256,942 | 242,612 | |||||||||||||||
PGM recycling (1) |
157,310 | 75,920 | 448,351 | 308,567 | 249,689 | |||||||||||||||
Costs of palladium received in Norilsk Nickel transaction |
| | | | 10,785 | |||||||||||||||
Other |
6,379 | 5,741 | 19,892 | 14,289 | 32,300 | |||||||||||||||
Total costs of metals sold |
393,675 | 290,801 | 752,036 | 579,798 | 535,386 | |||||||||||||||
Depreciation and amortization |
||||||||||||||||||||
Mine production |
71,121 | 70,239 | 82,792 | 82,396 | 83,583 | |||||||||||||||
PGM recycling |
472 | 178 | 192 | 142 | 100 | |||||||||||||||
Total depreciation and amortization |
71,593 | 70,417 | 82,984 | 82,538 | 83,683 | |||||||||||||||
General and administrative |
35,898 | 28,926 | 70,816 | 28,285 | 28,018 | |||||||||||||||
Impairment of property, plant and equipment |
| | 67,254 | | | |||||||||||||||
Operating income (loss) |
$ | 54,712 | $ | 4,288 | $ | (117,358 | ) | $ | (17,585 | ) | $ | 8,691 | ||||||||
Induced conversion loss |
$ | | $ | (8,097 | ) | $ | | $ | | $ | | |||||||||
Total income tax benefit (provision) |
$ | | $ | 30 | $ | 32 | $ | | $ | (10 | ) | |||||||||
Net income (loss) |
$ | 50,365 | $ | (8,655 | ) | $ | (115,797 | ) | $ | (16,913 | ) | $ | 8,684 | |||||||
Other comprehensive income (loss), net of tax |
$ | (762 | ) | $ | 70 | $ | 5,865 | $ | 9,578 | $ | 1,799 | |||||||||
Comprehensive income (loss) |
$ | 49,603 | $ | (8,585 | ) | $ | (109,932 | ) | $ | (7,335 | ) | $ | 10,483 | |||||||
Weighted average common shares outstanding |
||||||||||||||||||||
Basic |
97,967 | 94,852 | 93,025 | 92,016 | 91,260 | |||||||||||||||
Diluted |
99,209 | 94,852 | 93,025 | 92,016 | 91,580 | |||||||||||||||
Basic earnings (loss) per share |
$ | 0.51 | $ | (0.09 | ) | $ | (1.24 | ) | $ | (0.18 | ) | $ | 0.10 | |||||||
Diluted earnings (loss) per share |
$ | 0.51 | $ | (0.09 | ) | $ | (1.24 | ) | $ | (0.18 | ) | $ | 0.09 | |||||||
CASH FLOW DATA |
||||||||||||||||||||
Net cash provided by operating activities |
$ | 123,897 | $ | 59,672 | $ | 114,243 | $ | 56,422 | $ | 96,963 | ||||||||||
Net cash used in investing activities |
$ | (272,034 | ) | $ | (54,723 | ) | $ | (74,567 | ) | $ | (80,967 | ) | $ | (78,909 | ) | |||||
Net cash provided by (used in) financing activities |
$ | 844 | $ | (88 | ) | $ | 60,683 | $ | (2,379 | ) | $ | (9,954 | ) |
(1) | Costs from PGM recycling have been revised to include additional recycling costs for the years 2008, 2007, 2006 and 2005. See Note 3 Correction of Immaterial Error to the Companys 2009 and 2008 audited financial statements for further information. |
50
Table of Contents
ITEM 6
SELECTED FINANCIAL DATA
(Continued) | ||||||||||||||||||||
(in thousands, except per share and current ratio data) | 2010 | 2009 | 2008 | 2007 | 2006 | |||||||||||||||
BALANCE SHEET DATA |
||||||||||||||||||||
Cash and cash equivalents |
$ | 19,363 | $ | 166,656 | $ | 161,795 | $ | 61,436 | $ | 88,360 | ||||||||||
Investments |
$ | 188,988 | $ | 34,515 | $ | 18,994 | $ | 27,603 | $ | 35,497 | ||||||||||
Inventories |
$ | 101,806 | $ | 88,967 | $ | 72,038 | $ | 118,300 | $ | 109,188 | ||||||||||
Total current assets |
$ | 349,367 | $ | 319,021 | $ | 282,395 | $ | 258,568 | $ | 286,632 | ||||||||||
Property, plant and equipment, net |
$ | 509,787 | $ | 358,866 | $ | 393,412 | $ | 465,054 | $ | 460,328 | ||||||||||
Total assets |
$ | 909,470 | $ | 725,195 | $ | 722,889 | $ | 742,044 | $ | 758,316 | ||||||||||
Current portion of long-term debt and capital lease obligations |
$ | | $ | | $ | 97 | $ | 1,209 | $ | 1,674 | ||||||||||
Total current liabilities |
$ | 58,202 | $ | 49,476 | $ | 55,108 | $ | 68,974 | $ | 85,590 | ||||||||||
Long-term debt and capital lease obligations |
$ | 196,010 | $ | 195,977 | $ | 210,947 | $ | 126,841 | $ | 129,007 | ||||||||||
Total liabilities |
$ | 326,398 | $ | 278,384 | $ | 301,735 | $ | 225,003 | $ | 243,467 | ||||||||||
Stockholders equity |
$ | 583,072 | $ | 446,811 | $ | 421,154 | $ | 517,041 | $ | 514,849 | ||||||||||
Working capital |
$ | 291,165 | $ | 269,545 | $ | 227,287 | $ | 189,594 | $ | 201,042 | ||||||||||
Current ratio |
6.0 | 6.4 | 5.1 | 3.7 | 3.3 |
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Table of Contents
OPERATING AND COST DATA | ||||||||||||||||||||
(in thousands, except per ounce and per ton costs) | 2010 | 2009 | 2008 | 2007 | 2006 | |||||||||||||||
Consolidated: |
||||||||||||||||||||
Ounces produced: |
||||||||||||||||||||
Palladium |
374 | 407 | 384 | 413 | 463 | |||||||||||||||
Platinum |
111 | 123 | 115 | 124 | 138 | |||||||||||||||
Total |
485 | 530 | 499 | 537 | 601 | |||||||||||||||
Tons milled |
1,095 | 1,086 | 1,060 | 1,169 | 1,289 | |||||||||||||||
Mill head grade (ounce per ton) |
0.48 | 0.52 | 0.50 | 0.50 | 0.51 | |||||||||||||||
Sub-grade tons milled (1) |
86 | 98 | 146 | 75 | 62 | |||||||||||||||
Sub-grade mill head grade (ounce per ton) |
0.17 | 0.20 | 0.17 | 0.12 | 0.13 | |||||||||||||||
Total tons milled (1) |
1,181 | 1,184 | 1,206 | 1,244 | 1,351 | |||||||||||||||
Combined mill head grade (ounce per ton) |
0.46 | 0.50 | 0.46 | 0.48 | 0.49 | |||||||||||||||
Total mill recovery (%) |
91 | 91 | 91 | 91 | 91 | |||||||||||||||
Total operating costs per ounce (Non-GAAP) (2) |
$ | 331 | $ | 310 | $ | 336 | $ | 268 | $ | 239 | ||||||||||
Total cash costs per ounce (Non-GAAP) (2) |
$ | 397 | $ | 360 | $ | 405 | $ | 330 | $ | 294 | ||||||||||
Total production costs per ounce (Non-GAAP)
(2) |
$ | 546 | $ | 495 | $ | 569 | $ | 487 | $ | 431 | ||||||||||
Total operating costs per ton milled (Non-GAAP)
(2) |
$ | 136 | $ | 139 | $ | 139 | $ | 116 | $ | 106 | ||||||||||
Total cash costs per ton milled (Non-GAAP)
(2) |
$ | 163 | $ | 161 | $ | 167 | $ | 143 | $ | 131 | ||||||||||
Total production costs per ton milled (Non-GAAP)
(2) |
$ | 224 | $ | 222 | $ | 236 | $ | 210 | $ | 192 | ||||||||||
Stillwater Mine: |
||||||||||||||||||||
Ounces produced: |
||||||||||||||||||||
Palladium |
271 | 302 | 268 | 274 | 314 | |||||||||||||||
Platinum |
81 | 92 | 81 | 85 | 95 | |||||||||||||||
Total |
352 | 394 | 349 | 359 | 409 | |||||||||||||||
Tons milled |
713 | 727 | 690 | 640 | 739 | |||||||||||||||
Mill head grade (ounce per ton) |
0.53 | 0.58 | 0.54 | 0.60 | 0.60 | |||||||||||||||
Sub-grade tons milled(1) |
68 | 50 | 78 | 75 | 62 | |||||||||||||||
Sub-grade mill head grade (ounce per ton) |
0.18 | 0.20 | 0.16 | 0.12 | 0.13 | |||||||||||||||
Total tons milled(1) |
781 | 777 | 768 | 715 | 801 | |||||||||||||||
Combined mill head grade (ounce per ton) |
0.50 | 0.56 | 0.51 | 0.55 | 0.56 | |||||||||||||||
Total mill recovery (%) |
92 | 92 | 91 | 92 | 92 | |||||||||||||||
Total operating costs per ounce (Non-GAAP)
(2) |
$ | 317 | $ | 297 | $ | 318 | $ | 233 | $ | 227 | ||||||||||
Total cash costs per ounce (Non-GAAP) (2) |
$ | 380 | $ | 344 | $ | 383 | $ | 294 | $ | 280 | ||||||||||
Total production costs per ounce (Non-GAAP)
(2) |
$ | 524 | $ | 469 | $ | 521 | $ | 425 | $ | 400 | ||||||||||
Total operating costs per ton milled (Non-GAAP)
(2) |
$ | 143 | $ | 150 | $ | 144 | $ | 117 | $ | 116 | ||||||||||
Total cash costs per ton milled (Non-GAAP) (2) |
$ | 171 | $ | 174 | $ | 174 | $ | 147 | $ | 143 | ||||||||||
Total production costs per ton milled (Non-GAAP) (2)
|
$ | 236 | $ | 238 | $ | 237 | $ | 214 | $ | 204 | ||||||||||
East Boulder Mine: |
||||||||||||||||||||
Ounces produced: |
||||||||||||||||||||
Palladium |
103 | 105 | 116 | 139 | 149 | |||||||||||||||
Platinum |
30 | 31 | 34 | 39 | 43 | |||||||||||||||
Total |
133 | 136 | 150 | 178 | 192 | |||||||||||||||
Tons milled |
382 | 359 | 370 | 529 | 550 | |||||||||||||||
Mill head grade (ounce per ton) |
0.39 | 0.40 | 0.42 | 0.38 | 0.39 | |||||||||||||||
Sub-grade tons milled (1) |
18 | 48 | 68 | | | |||||||||||||||
Sub-grade mill head grade (ounce per ton) |
0.15 | 0.20 | 0.19 | | | |||||||||||||||
Total tons milled (1) |
400 | 407 | 438 | 529 | 550 | |||||||||||||||
Combined mill head grade (ounce per ton) |
0.37 | 0.38 | 0.38 | 0.38 | 0.39 | |||||||||||||||
Total mill recovery (%) |
89 | 89 | 90 | 90 | 89 | |||||||||||||||
Total operating costs per ounce (Non-GAAP)
(2) |
$ | 368 | $ | 347 | $ | 378 | $ | 338 | $ | 264 | ||||||||||
Total cash costs per ounce (Non-GAAP) (2) |
$ | 442 | $ | 407 | $ | 456 | $ | 404 | $ | 324 | ||||||||||
Total production costs per ounce (Non-GAAP)
(2) |
$ | 604 | $ | 572 | $ | 682 | $ | 613 | $ | 498 | ||||||||||
Total operating costs per ton milled (Non-GAAP)
(2) |
$ | 123 | $ | 116 | $ | 130 | $ | 114 | $ | 92 | ||||||||||
Total cash costs per ton milled (Non-GAAP) (2) |
$ | 147 | $ | 136 | $ | 156 | $ | 136 | $ | 113 | ||||||||||
Total production costs per ton milled (Non-GAAP)
(2) |
$ | 201 | $ | 191 | $ | 234 | $ | 206 | $ | 174 |
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Table of Contents
(in thousands, where noted) | 2010 | 2009 | 2008 | 2007 | 2006 | |||||||||||||||
SALES AND PRICE DATA |
||||||||||||||||||||
Ounces sold (000) |
||||||||||||||||||||
Mine production: |
||||||||||||||||||||
Palladium (oz.) |
377 | 393 | 399 | 425 | 466 | |||||||||||||||
Platinum (oz.) |
112 | 123 | 115 | 120 | 138 | |||||||||||||||
Total |
489 | 516 | 514 | 545 | 604 | |||||||||||||||
PGM recycling: (5) |
||||||||||||||||||||
Palladium (oz.) |
81 | 53 | 119 | 102 | 100 | |||||||||||||||
Platinum (oz.) |
62 | 40 | 131 | 119 | 127 | |||||||||||||||
Rhodium (oz.) |
13 | 9 | 25 | 24 | 22 | |||||||||||||||
Total |
156 | 102 | 275 | 245 | 249 | |||||||||||||||
Other: (6) |
||||||||||||||||||||
Palladium (oz.) |
13 | 12 | 49 | 44 | 96 | |||||||||||||||
Platinum (oz.) |
| 3 | | | 3 | |||||||||||||||
Rhodium (oz.) |
| | | | 6 | |||||||||||||||
Total |
13 | 15 | 49 | 44 | 105 | |||||||||||||||
By-products from mining: (7) |
||||||||||||||||||||
Rhodium (oz.) |
2 | 4 | 2 | 4 | 4 | |||||||||||||||
Gold (oz.) |
9 | 9 | 9 | 11 | 11 | |||||||||||||||
Silver (oz.) |
5 | 6 | 10 | 9 | 6 | |||||||||||||||
Copper (lb.) |
824 | 776 | 940 | 942 | 892 | |||||||||||||||
Nickel (lb.) |
1,157 | 856 | 932 | 1,171 | 1,585 | |||||||||||||||
Average realized price per ounce(3) |
||||||||||||||||||||
Mine production: |
||||||||||||||||||||
Palladium ($/oz.) |
$ | 495 | $ | 365 | $ | 410 | $ | 384 | $ | 370 | ||||||||||
Platinum ($/oz.) |
$ | 1,488 | $ | 1,137 | $ | 1,387 | $ | 953 | $ | 868 | ||||||||||
Combined ($/oz.) (4) |
$ | 721 | $ | 549 | $ | 630 | $ | 509 | $ | 484 | ||||||||||
PGM recycling: (5) |
||||||||||||||||||||
Palladium ($/oz.) |
$ | 456 | $ | 282 | $ | 401 | $ | 353 | $ | 319 | ||||||||||
Platinum ($/oz.) |
$ | 1,539 | $ | 1,143 | $ | 1,735 | $ | 1,247 | $ | 1,124 | ||||||||||
Rhodium ($/oz.) |
$ | 2,354 | $ | 2,088 | $ | 7,807 | $ | 5,732 | $ | 4,374 | ||||||||||
Other: (6) |
||||||||||||||||||||
Palladium ($/oz.) |
$ | 479 | $ | 213 | $ | 409 | $ | 351 | $ | 292 | ||||||||||
Platinum ($/oz.) |
$ | | $ | 1,041 | $ | | $ | | $ | 1,028 | ||||||||||
Rhodium ($/oz.) |
$ | | $ | | $ | | $ | | $ | 3,222 | ||||||||||
By-products from mining: (7) |
||||||||||||||||||||
Rhodium ($/oz.) |
$ | 2,503 | $ | 1,543 | $ | 7,939 | $ | 6,217 | $ | 4,516 | ||||||||||
Gold ($/oz.) |
$ | 1,223 | $ | 983 | $ | 877 | $ | 699 | $ | 603 | ||||||||||
Silver ($/oz.) |
$ | 19 | $ | 15 | $ | 14 | $ | 13 | $ | 12 | ||||||||||
Copper ($/lb.) |
$ | 3.24 | $ | 2.14 | $ | 2.94 | $ | 3.34 | $ | 2.91 | ||||||||||
Nickel ($/lb.) |
$ | 8.74 | $ | 7.48 | $ | 9.72 | $ | 16.91 | $ | 10.04 | ||||||||||
Average market price per ounce(4) |
||||||||||||||||||||
Palladium ($/oz.) |
$ | 525 | $ | 263 | $ | 352 | $ | 355 | $ | 320 | ||||||||||
Platinum ($/oz.) |
$ | 1,609 | $ | 1,204 | $ | 1,578 | $ | 1,303 | $ | 1,143 | ||||||||||
Combined ($/oz.) (4) |
$ | 773 | $ | 487 | $ | 628 | $ | 564 | $ | 508 |
(1) | Sub-grade tons milled includes reef waste material only. Total tons milled includes ore tons and sub-grade tons only. | |
(2) | Total operating costs include costs of mining, processing and administrative expenses at the mine site (including mine site overhead and credits for metals produced other than palladium and platinum from mine production). Total cash costs include total operating costs plus royalties, insurance and taxes other than income taxes. Total production costs include total cash costs plus asset retirement costs and depletion, depreciation and amortization. Income taxes, corporate general and administrative expenses, asset impairment write-downs, gain or loss on disposal of property, |
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plant and equipment, restructuring costs, interest income and expense are not included in total operating costs, total cash costs or total production costs. Operating costs per ton, operating costs per ounce, cash costs per ton, cash costs per ounce, production costs per ton and production costs per ounce are non-GAAP measurements that management uses to monitor and evaluate the efficiency of its mining operations. These measures of cost are not defined under U.S. Generally Accepted Accounting Principles (GAAP). Please see Reconciliation of Non-GAAP Measures to Costs of Revenues and the accompanying discussion for additional detail. | ||
(3) | The Companys average realized price represents revenues, which include the effect of any applicable agreement floor and ceiling prices, hedging gains and losses realized on commodity instruments and agreement discounts, divided by ounces sold. The average market price represents the average London Bullion Market Association afternoon postings for the actual months of the period. | |
(4) | The Company reports a combined average realized and market price of palladium and platinum at the same ratio as ounces that are produced from the base metal refinery. | |
(5) | Ounces sold and average realized price per ounce from PGM recycling relate to ounces produced from processing of catalyst materials. | |
(6) | Ounces sold and average realized price per ounce from other relate to ounces purchased in the open market for resale. Ounces in the year 2006 also included palladium ounces received in the Norilsk Nickel transaction. | |
(7) | By-product metals sold reflect contained metal. Realized prices reflect net values (discounted due to product form and transportation and marketing charges) per unit received. |
RECONCILIATION OF NON-GAAP MEASURES TO COSTS OF REVENUES
The Company utilizes certain non-GAAP measures as indicators in assessing the performance of
its mining and processing operations during any period. Because of the processing time required to
complete the extraction of finished PGM products, there are typically lags from one to three months
between ore production and sale of the finished product. Sales in any period include some portion
of material mined and processed from prior periods as the revenue recognition process is completed.
Consequently, while costs of revenues (a GAAP measure included in the Companys Consolidated
Statement of Operations and Comprehensive Income/ (Loss)) appropriately reflects the expense
associated with the materials sold in any period, the Company has developed certain non-GAAP
measures to assess the costs associated with its producing and processing activities in a
particular period and to compare those costs between periods.
While the Company believes that these non-GAAP measures may also be of value to outside
readers, both as general indicators of the Companys mining efficiency from period to period and as
insight into how the Company internally measures its operating performance, these non-GAAP measures
are not standardized across the mining industry and in most cases will not be directly comparable
to similar measures that may be provided by other companies. These non-GAAP measures are only
useful as indicators of relative operational performance in any period, and because they do not
take into account the inventory timing differences that are included in costs of revenues,
they cannot meaningfully be used to develop measures of profitability. A reconciliation of these
measures to costs of revenues for each period shown is provided as part of the following tables,
and a description of each non-GAAP measure is provided below.
Total Costs of Revenues: For the Company on a consolidated basis, this measure is equal to
consolidated costs of revenues, as reported in the Consolidated Statement of Operations and
Comprehensive Income/ (Loss). For the Stillwater Mine, East Boulder Mine, and PGM recycling and
other, the Company segregates the expenses within costs of revenues that are directly associated
with each of these activities and then allocates the remaining facility costs included in
consolidated costs of revenues in proportion to the monthly volumes from each activity. The
resulting total costs of revenues measures for the Stillwater Mine, East Boulder Mine and PGM
recycling and other are equal in total to consolidated costs of revenues as reported in the
Companys Consolidated Statement of Operations and Comprehensive Income/(Loss).
Total Production Costs (Non-GAAP): Calculated as total costs of revenues (for each mine or
consolidated) adjusted to exclude gains or losses on asset dispositions, costs and profit from PGM
recycling, and changes in product inventories. This non-GAAP measure provides an indication of the
total costs incurred in association with production and processing in a period, before taking into
account the timing differences resulting from inventory changes and before any effect of asset
dispositions or recycling activities. The Company uses it as a comparative measure of the level of
total production and processing activities in a period, and may be compared to prior periods or
between the Companys mines. As noted above, because this measure does not take into account the
inventory timing differences that are included in costs of revenues, it cannot be used to develop
meaningful measures of earnings or profitability.
When divided by the total tons milled in the respective period, Total Production Cost per Ton
Milled (Non-GAAP) measured for each mine or consolidated provides an indication of the cost
per ton milled in that period. Because of variability of ore grade in the Companys mining
operations, production efficiency underground is frequently
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measured against ore tons produced rather than contained PGM ounces. And because ore tons are
first actually weighed as they are fed into the mill, mill feed is the first point at which
production tons are measured precisely. Consequently, Total Production Cost per Ton Milled
(Non-GAAP) is a general measure of production efficiency, and is affected both by the level of
Total Production Costs (Non-GAAP) and by the volume of tons produced and fed to the mill.
When divided by the total recoverable PGM ounces from production in the respective period,
Total Production Cost per Ounce (Non-GAAP) measured for each mine or consolidated provides an
indication of the cost per ounce produced in that period. Recoverable PGM ounces from production
are an indication of the amount of PGM product extracted through mining in any period. Because
extracting PGM material is ultimately the objective of mining, the cost per ounce of extracting and
processing PGM ounces in a period is a useful measure for comparing extraction efficiency between
periods and between the Companys mines. Consequently, Total Production Cost per Ounce (Non-GAAP)
in any period is a general measure of extraction efficiency, and is affected by the level of Total
Production Costs (Non-GAAP), by the grade of the ore produced and by the volume of ore produced in
the period.
Total Cash Costs (Non-GAAP): This non-GAAP measure is calculated (for each mine or
consolidated) as total costs of revenues adjusted to exclude gains or losses on asset dispositions,
costs and profit from PGM recycling, depletion, depreciation and amortization and asset retirement
costs and changes in product inventories. The Company uses this measure as a comparative
indication of the cash costs related to production and processing in any period. As noted above,
because this measure does not take into account the inventory timing differences that are included
in costs of revenues, it cannot be used to develop meaningful measures of earnings or
profitability.
When divided by the total tons milled in the respective period, Total Cash Cost per Ton Milled
(Non-GAAP) measured for each mine or consolidated provides an indication of the level of cash
costs incurred per ton milled in that period. Because of variability of ore grade in the Companys
mining operations, production efficiency underground is frequently measured against ore tons
produced rather than contained PGM ounces. And because ore tons are first weighed as they are fed
into the mill, mill feed is the first point at which production tons are measured precisely.
Consequently, Total Cash Cost per Ton Milled (Non-GAAP) is a general measure of production
efficiency, and is affected both by the level of Total Cash Costs (Non-GAAP) and by the volume of
tons produced and fed to the mill.
When divided by the total recoverable PGM ounces from production in the respective period,
Total Cash Cost per Ounce (Non-GAAP) measured for each mine or consolidated provides an
indication of the level of cash costs incurred per PGM ounce produced in that period. Recoverable
PGM ounces from production are an indication of the amount of PGM product extracted through mining
in any period. Because ultimately extracting PGM material is the objective of mining, the cost per
ounce of extracting and processing PGM ounces in a period is a useful measure for comparing
extraction efficiency between periods and between the Companys mines. Consequently, Total Cash
Cost per Ounce (Non-GAAP) in any period is a general measure of extraction efficiency, and is
affected by the level of Total Cash Costs (Non-GAAP), by the grade of the ore produced and by the
volume of ore produced in the period.
Total Operating Costs (Non-GAAP): This non-GAAP measure is derived from Total Cash Costs
(Non-GAAP) for each mine or consolidated by excluding royalty, tax and insurance expenses from
Total Cash Costs (Non-GAAP). Royalties, taxes and insurance costs are contractual or governmental
obligations outside of the control of the Companys mining operations, and in the case of royalties
and most taxes, are driven more by the level of sales realizations rather than by operating
efficiency. Consequently, Total Operating Costs (Non-GAAP) is a useful indicator of the level of
production and processing costs incurred in a period that are under the control of mining
operations. As noted above, because this measure does not take into account the inventory timing
differences that are included in costs of revenues, it cannot be used to develop meaningful
measures of earnings or profitability.
When divided by the total tons milled in the respective period, Total Operating Cost per Ton
Milled (Non-GAAP) measured for each mine or consolidated provides an indication of the level
of controllable cash costs incurred per ton milled in that period. Because of variability of ore
grade in the Companys mining operations, production efficiency underground is frequently measured
against ore tons produced rather than contained PGM ounces. And because ore tons are first
actually weighed as they are fed into the mill, mill feed is the first point at which production
tons are measured precisely. Consequently, Total Operating Cost per Ton Milled (Non-GAAP) is a
general measure of production efficiency, and is affected both by the level of Total Operating
Costs (Non-GAAP) and by the volume of tons produced and fed to the mill.
When divided by the total recoverable PGM ounces from production in the respective period,
Total Operating Cost per Ounce (Non-GAAP) measured for each mine or consolidated provides an
indication of the level of controllable
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Table of Contents
cash costs incurred per PGM ounce produced in that period. Recoverable PGM ounces from
production are an indication of the amount of PGM product extracted through mining in any period.
Because ultimately extracting PGM material is the objective of mining, the cost per ounce of
extracting and processing PGM ounces in a period is a useful measure for comparing extraction
efficiency between periods and between the Companys mines. Consequently, Total Operating Cost per
Ounce (Non-GAAP) in any period is a general measure of extraction efficiency, and is affected by
the level of Total Operating Costs (Non-GAAP), by the grade of the ore produced and by the volume
of ore produced in the period.
(in thousands, except per ounce and per ton data) | 2010 | 2009 | 2008 | 2007 | 2006 | |||||||||||||||
Consolidated: |
||||||||||||||||||||
Total operating costs (Non-GAAP) |
$ | 160,738 | $ | 164,142 | $ | 167,660 | $ | 143,988 | $ | 143,561 | ||||||||||
Total cash costs (Non-GAAP) |
$ | 192,785 | $ | 190,757 | $ | 201,915 | $ | 177,384 | $ | 176,462 | ||||||||||
Total production costs (Non-GAAP) |
$ | 264,809 | $ | 262,364 | $ | 284,130 | $ | 261,778 | $ | 259,036 | ||||||||||
Divided by total ounces |
485 | 530 | 499 | 537 | 601 | |||||||||||||||
Divided by total tons milled |
1,181 | 1,184 | 1,206 | 1,244 | 1,351 | |||||||||||||||
Total operating cost per ounce (Non-GAAP) |
$ | 331 | $ | 310 | $ | 336 | $ | 268 | $ | 239 | ||||||||||
Total cash cost per ounce (Non-GAAP) |
$ | 397 | $ | 360 | $ | 405 | $ | 330 | $ | 294 | ||||||||||
Total production cost per ounce (Non-GAAP) |
$ | 546 | $ | 495 | $ | 569 | $ | 487 | $ | 431 | ||||||||||
Total operating cost per ton milled (Non-GAAP) |
$ | 136 | $ | 139 | $ | 139 | $ | 116 | $ | 106 | ||||||||||
Total cash cost per ton milled (Non-GAAP) |
$ | 163 | $ | 161 | $ | 167 | $ | 143 | $ | 131 | ||||||||||
Total production cost per ton milled (Non-GAAP) |
$ | 224 | $ | 222 | $ | 236 | $ | 210 | $ | 192 | ||||||||||
Reconciliation to consolidated costs of revenues: |
||||||||||||||||||||
Total operating costs (Non-GAAP) |
$ | 160,738 | $ | 164,142 | $ | 167,660 | $ | 143,988 | $ | 143,561 | ||||||||||
Royalties, taxes and other |
32,047 | 26,615 | 34,255 | 33,396 | 32,901 | |||||||||||||||
Total cash costs (Non-GAAP) |
$ | 192,785 | $ | 190,757 | $ | 201,915 | $ | 177,384 | $ | 176,462 | ||||||||||
Asset retirement costs |
538 | 606 | 885 | 734 | 650 | |||||||||||||||
Depreciation and amortization |
71,121 | 70,239 | 82,792 | 82,396 | 83,583 | |||||||||||||||
Depreciation and amortization (in inventory) |
365 | 762 | (1,462 | ) | 1,264 | (1,659 | ) | |||||||||||||
Total production costs (Non-GAAP) |
$ | 264,809 | $ | 262,364 | $ | 284,130 | $ | 261,778 | $ | 259,036 | ||||||||||
Change in product inventories |
2,627 | (6,797 | ) | 32,916 | 11,848 | 41,642 | ||||||||||||||
Cost of PGM recycling |
157,310 | 75,920 | 448,351 | 308,567 | 249,689 | |||||||||||||||
PGM recycling depreciation |
472 | 178 | 192 | 142 | 100 | |||||||||||||||
Add: Profit from PGM recycling |
12,070 | 5,908 | 32,671 | 26,180 | 25,972 | |||||||||||||||
Total consolidated costs of revenues (2) |
$ | 437,288 | $ | 337,573 | $ | 798,260 | $ | 608,515 | $ | 576,439 | ||||||||||
Stillwater Mine: |
||||||||||||||||||||
Total operating costs (Non-GAAP) |
$ | 111,659 | $ | 116,913 | $ | 110,931 | $ | 83,758 | $ | 92,827 | ||||||||||
Total cash costs (Non-GAAP) |
$ | 133,790 | $ | 135,353 | $ | 133,571 | $ | 105,391 | $ | 114,323 | ||||||||||
Total production costs (Non-GAAP) |
$ | 184,226 | $ | 184,614 | $ | 181,812 | $ | 152,679 | $ | 163,420 | ||||||||||
Divided by total ounces |
352 | 394 | 349 | 359 | 409 | |||||||||||||||
Divided by total tons milled |
781 | 777 | 768 | 715 | 801 | |||||||||||||||
Total operating cost per ounce (Non-GAAP) |
$ | 317 | $ | 297 | $ | 318 | $ | 233 | $ | 227 | ||||||||||
Total cash cost per ounce (Non-GAAP) |
$ | 380 | $ | 344 | $ | 383 | $ | 294 | $ | 280 | ||||||||||
Total production cost per ounce (Non-GAAP) |
$ | 524 | $ | 469 | $ | 521 | $ | 425 | $ | 400 | ||||||||||
Total operating cost per ton milled (Non-GAAP) |
$ | 143 | $ | 150 | $ | 144 | $ | 117 | $ | 116 | ||||||||||
Total cash cost per ton milled (Non-GAAP) |
$ | 171 | $ | 174 | $ | 174 | $ | 147 | $ | 143 | ||||||||||
Total production cost per ton milled (Non-GAAP) |
$ | 236 | $ | 238 | $ | 237 | $ | 214 | $ | 204 |
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(in thousands, per ounce and per ton data) | 2010 | 2009 | 2008 | 2007 | 2006 | |||||||||||||||
Stillwater Mine continued: |
||||||||||||||||||||
Reconciliation to costs of revenues: |
||||||||||||||||||||
Total operating costs (Non-GAAP) |
$ | 111,659 | $ | 116,913 | $ | 110,931 | $ | 83,758 | $ | 92,827 | ||||||||||
Royalties, taxes and other |
22,131 | 18,440 | 22,640 | 21,633 | 21,496 | |||||||||||||||
Total cash costs (Non-GAAP) |
$ | 133,790 | $ | 135,353 | $ | 133,571 | $ | 105,391 | $ | 114,323 | ||||||||||
Asset retirement costs |
498 | 507 | 645 | 512 | 470 | |||||||||||||||
Depreciation and amortization |
49,309 | 47,527 | 47,748 | 46,521 | 49,620 | |||||||||||||||
Depreciation and amortization (in inventory) |
629 | 1,227 | (152 | ) | 255 | (993 | ) | |||||||||||||
Total production costs (Non-GAAP) |
$ | 184,226 | $ | 184,614 | $ | 181,812 | $ | 152,679 | $ | 163,420 | ||||||||||
Change in product inventories |
(2,887 | ) | (7,393 | ) | 7,524 | (2,872 | ) | 1,882 | ||||||||||||
Add: Profit from PGM recycling |
8,733 | 4,395 | 21,889 | 17,299 | 18,015 | |||||||||||||||
Total costs of revenues (2) |
$ | 190,072 | $ | 181,616 | $ | 211,225 | $ | 167,106 | $ | 183,317 | ||||||||||
East Boulder Mine: |
||||||||||||||||||||
Total operating costs (Non-GAAP) |
$ | 49,079 | $ | 47,229 | $ | 56,729 | $ | 60,230 | $ | 50,734 | ||||||||||
Total cash costs (Non-GAAP) |
$ | 58,995 | $ | 55,404 | $ | 68,344 | $ | 71,993 | $ | 62,139 | ||||||||||
Total production costs (Non-GAAP) |
$ | 80,583 | $ | 77,750 | $ | 102,318 | $ | 109,099 | $ | 95,616 | ||||||||||
Divided by total ounces |
133 | 136 | 150 | 178 | 192 | |||||||||||||||
Divided by total tons milled |
400 | 407 | 438 | 529 | 550 | |||||||||||||||
Total operating cost per ounce (Non-GAAP) |
$ | 368 | $ | 347 | $ | 378 | $ | 338 | $ | 264 | ||||||||||
Total cash cost per ounce (Non-GAAP) |
$ | 442 | $ | 407 | $ | 456 | $ | 404 | $ | 324 | ||||||||||
Total production cost per ounce (Non-GAAP) |
$ | 604 | $ | 572 | $ | 682 | $ | 613 | $ | 498 | ||||||||||
Total operating cost per ton milled (Non-GAAP) |
$ | 123 | $ | 116 | $ | 130 | $ | 114 | $ | 92 | ||||||||||
Total cash cost per ton milled (Non-GAAP) |
$ | 147 | $ | 136 | $ | 156 | $ | 136 | $ | 113 | ||||||||||
Total production cost per ton milled (Non-GAAP) |
$ | 201 | $ | 191 | $ | 234 | $ | 206 | $ | 174 | ||||||||||
Reconciliation to costs of revenues: |
||||||||||||||||||||
Total operating costs (Non-GAAP) |
$ | 49,079 | $ | 47,229 | $ | 56,729 | $ | 60,230 | $ | 50,734 | ||||||||||
Royalties, taxes and other |
9,916 | 8,175 | 11,615 | 11,763 | 11,405 | |||||||||||||||
Total cash costs (Non-GAAP) |
$ | 58,995 | $ | 55,404 | $ | 68,344 | $ | 71,993 | $ | 62,139 | ||||||||||
Asset retirement costs |
40 | 99 | 240 | 222 | 180 | |||||||||||||||
Depreciation and amortization |
21,812 | 22,712 | 35,044 | 35,877 | 33,963 | |||||||||||||||
Depreciation and amortization (in inventory) |
(264 | ) | (465 | ) | (1,310 | ) | 1,007 | (666 | ) | |||||||||||
Total production costs (Non-GAAP) |
$ | 80,583 | $ | 77,750 | $ | 102,318 | $ | 109,099 | $ | 95,616 | ||||||||||
Change in product inventories |
(865 | ) | (5,145 | ) | 5,500 | 432 | (439 | ) | ||||||||||||
Add: Profit from PGM recycling |
3,337 | 1,513 | 10,782 | 8,881 | 7,957 | |||||||||||||||
Total costs of revenues (2) |
$ | 83,055 | $ | 74,118 | $ | 118,600 | $ | 118,412 | $ | 103,134 | ||||||||||
PGM recycling and Other: (1) |
||||||||||||||||||||
Reconciliation to costs of revenues: |
||||||||||||||||||||
Cost of open market purchases and palladium
received in Norilsk Nickel transaction |
$ | 6,379 | $ | 5,741 | $ | 19,892 | $ | 14,288 | $ | 40,199 | ||||||||||
PGM recycling depreciation |
472 | 178 | 192 | 142 | 100 | |||||||||||||||
Cost of PGM recycling |
157,310 | 75,920 | 448,351 | 308,567 | 249,689 | |||||||||||||||
Total costs of revenues |
$ | 164,161 | $ | 81,839 | $ | 468,435 | $ | 322,997 | $ | 289,988 | ||||||||||
(1) | PGM recycling and Other (2006) include PGM recycling, sales of palladium received in the Norilsk Nickel transaction and metal purchased on the open market for re-sale. | |
(2) | Revenue from the sale of mined by-products is credited against gross production costs for Non-GAAP presentation. Revenue from the sale of mined by-products is reported on the Companys financial statements as mined revenue and is included in consolidated costs of revenues. Total costs of revenues in the above table have been reduced by approximately $28.0 million, $23.6 million, $36.8 million, $53.8 million and $42.6 million in the years 2010, 2009, 2008, 2007 and 2006, respectively. |
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ITEM 7
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion should be read in conjunction with the Companys Consolidated
Financial Statements and Notes, included elsewhere in this report, and the information contained in
Part II, Item 6 Selected Financial Data.
Overview of Transformational Year
Stillwater Mining Company (the Company) is a Delaware corporation, headquartered in
Billings, Montana and listed on the New York Stock Exchange under the symbol SWC. The Company
mines, processes, refines and markets palladium and platinum ores from two underground mines
situated within the J-M Reef, an extensive trend of PGM mineralization located in Stillwater and
Sweet Grass Counties in south central Montana. Ore produced from each of the mines is crushed and
concentrated in mills located at each mine site. The resulting concentrates are then trucked to
the Companys smelting and refining complex in Columbus, Montana which processes the mine
concentrates along with recycled spent catalyst materials received from third parties. A portion
of the recycling material is purchased for the Companys own account and the balance is toll
processed for a fee on behalf of others. The finished product of the Companys base metal refinery
is a PGM-rich filter cake which is shipped to third parties for final refining into finished metal.
The Company regards 2010 as a transformational year for several reasons:
1. Increased Metal Prices. Commodity markets in general received worldwide attention
throughout 2010. In the case of palladium, the price increased from $407 per ounce at the
beginning of 2010 to $797 per ounce at year end, a 96% increase. Among the factors contributing
to this increase were the robust economy in China, the gradual return of the automotive sector
after its steep decline in 2008 and 2009, growing acceptance worldwide of palladium as a jewelry
metal, the introduction of palladium and platinum exchange-traded funds into the U.S. market in
early 2010, and speculation that the Russian government has nearly depleted its Soviet-era
stockpile of palladium, all of which accounted for strong demand and a limited worldwide supply of
the metal.
2. Diversification. In November 2010, the Company acquired the PGM assets of
Marathon PGM Corporation, a Canadian exploration company. The
transaction was valued at US$173.4
million (which included $36.0 million of deferred income tax liability assumed) utilizing a
combination of cash and newly issued shares of the Companys common stock. The principal property
acquired is a large PGM and copper deposit located near the town of Marathon, Ontario, Canada.
While the Marathon deposit is currently in the permitting stage and will not be in production for
several years, the acquisition represents a significant decision to diversify beyond the Companys
operations in the J-M Reef. The Marathon acquisition follows several years of evaluating possible
acquisitions in an effort to reduce the Companys exposure to a single mining property. The
Company expects to devote significant cost and attention to the development of the Marathon
property and will continue to review other diversification opportunities in the future.
3. Sale by Majority Owner. In December 2010, MMC Norilsk Nickel, the Companys
majority shareholder, announced that it had completed an underwritten secondary offering of all
its holdings of Stillwater common stock, thereby eliminating its entire voting interest in the
Company. Norilsk Nickels two non-independent nominees on the Board of Directors subsequently
resigned and the 2003 Shareholders Agreement between the Company and Norilsk Nickel terminated.
Norilsk Nickels investment in the Company provided valuable liquidity and signaled a commitment
to the palladium market when they entered into it in June of 2003. With Norilsk Nickels exit at
the end of 2010, the Company believes that it is now well-positioned to move forward as an
independent entity. The sale by Norilsk Nickel had the effect of virtually doubling the public
float of the Companys common stock, without diluting any existing shareholders.
4. Strong Recycling Business. Revenues from the Companys PGM recycling business
more than doubled in 2010 and the Company expects to continue to grow and expand this business.
The recycling business is highly complementary to the Companys basic mining business and has
shown that it can be nicely profitable. The Company in recent years has updated its recycling
business model, strengthening its controls over this business and reducing its exposure to credit
and pricing risk.
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Principal Factors Affecting Stillwater Mining Company:
The surface expression of the J-M Reef which the Company controls is about 28 miles long and
was originally part of a much larger reef structure located several miles deep in the earth. When
the Beartooth Mountains were formed as part of the Rocky Mountain uplift about 65 million years
ago, this portion of the reef was broken off from the larger structure as it was uplifted in the
mountain. The resource the Company is now mining is about a mile in vertical extent, generally
about five feet thick, and is typically found tilted up at an angle of about 55% although this
angle varies considerably depending on location.
PGM ore grades in the J-M Reef are some of the highest in the world with comparatively low
mining cost per ounce, but they are palladium rich and, because of the uplifted configuration of
the reef, complex to mine. The mines compete primarily with the platinum rich PGM ore reserves
within South Africas Bushveld Complex, which are less steeply dipping but today tend to be deep
underground which generally results in comparatively higher mining costs per ounce, and with the
nickel mines in the Russian Federation which produce palladium rich PGMs as a major by-product and
so at a very low marginal cost. Consequently, the Companys financial performance relative to its
peers depends not only on the level of PGM prices, but also on the differential between the price
of platinum and the price of palladium. In periods of low PGM prices, and in particular when
palladium prices also are low relative to platinum prices, the Companys palladium-rich production
may put it at a disadvantage to comparable mines in South Africa. See Business, Risk Factors and
Properties Risk Factors The Company May Be Competitively Disadvantaged As A Primary PGM
Producer With A Preponderance Of Palladium for further discussion.
The first of the Companys two Montana mining operations, the Stillwater Mine, is situated
near the town of Nye toward the eastern end of the J-M Reef. The mines primary portals are
located at 5,000 feet above sea level, with access through horizontal adits on both sides of the
Stillwater Valley and via a shaft and hoist from the 5,000 foot level down to about the 3,200 foot
elevation. Stillwater Mine first opened in 1986 and currently has developed portions of the reef
along about six horizontal miles underground on various levels ranging from about 2,000 feet at the
deepest up to 7,500 feet above sea level. Typically, the lower portion of the Stillwater Mine
accessed from the shaft appropriately known as the off-shaft area has contained relatively
high ore grades, but the ore in this area is found in pods and tends to be inconsistent with
respect to continuity, grade and thickness along the reef. By contrast, the western portion of the
mine above the 5,000 level the upper west area generally has somewhat lower ore grades but
the ore in this area is relatively consistent as to continuity, grade and thickness along the reef.
Overall ounce production at the Stillwater Mine, then, is sensitive not only to the ore tons
produced from each of these areas, but also, in view of the grade difference, to the relative
proportion of total ore produced from each area. In 2010, the mine produced 351,700 ounces of
palladium and platinum off from 393,800 ounces in 2009 and generated sales revenues of $261.3
million. At December 31, 2010, the mine had 850 employees, including 306 miners.
The Companys other Montana mine, the East Boulder Mine, is located southeast of Big Timber
and McLeod in the Gallatin National Forest, on the western portion of the J-M Reef. It is accessed
by two parallel 18,000-foot horizontal rail adits that intersect the reef perpendicularly at the
6,500 foot elevation deep within the mountain. The mine first opened in 2002, and has developed
along about 2.5 horizontal miles of the J-M Reef underground, with operations on different levels
ranging from about 6,500 to 7,900 feet above sea level. During 2010, East Boulder Mine produced
133,400 ounces of palladium and platinum compared to 136,100 ounces in 2009 with sales
revenue of $91.8 million. At the end of 2010, the mine had 280 employees, including 101 miners.
The Company recycles spent catalyst materials through its processing facilities in Columbus,
Montana, recovering palladium, platinum and rhodium from these materials. The recycling segment
has proven to be a profitable ancillary business. However, the recycling business has also proven
to be very sensitive to PGM prices, and volumes of recycling material available in the market have
dropped very sharply when PGM prices have declined, as has the profitability of the business.
The Company believes it enjoys certain competitive advantages in the recycling business. The
smelting and refining complex in Columbus Montana already processes mined PGM concentrates, which
contain not only PGMs, but also significant quantities of nickel and copper as by-products. Copper
and nickel bind with the PGMs from recycling in the smelter and so aid in collecting the PGMs.
Consequently, the Company is able to recycle catalyst material within its system at an incremental
cost lower than other processors. Moreover, the Company also believes the physical location of
its processing facilities provides a logistical advantage over smelters in Europe and South Africa.
And as described below, the Company is incorporating certain technological innovations that may
contribute further benefit.
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Since the Companys recycling activities are substantially dependent on the availability in
the smelter of the copper and nickel contained in the mine concentrates, should it become necessary
at some point to reduce or suspend operations at the mines, the proportion of operating costs
allocated to the recycling segment could increase, making the recycling segment less competitive.
Further, in order to operate the smelter and refinery without significant volumes of mine
concentrates, modifications to the processing facilities would probably be required. There is no
assurance that the recycling facilities can operate profitably in the absence of significant
concentrates from the mines, or that capital would be available under those circumstances to
complete any necessary modifications to the processing facilities.
The Company has taken steps over the past year or so to reposition itself in the recycling
business. In May 2009, the Company commissioned a new electric furnace in the Columbus smelter,
increasing throughput capacity and creating backup furnace capacity in the event of planned or
unforeseen outages. During the third quarter 2010, the Company commissioned a dedicated catalyst
processing and sampling plant that allows for the segregation and handling of multiple batches of
recycling material simultaneously. In early 2011, the Company will commission a state-of-the-art
assay laboratory constructed and equipped in 2010 which utilizes an automated x-ray facility that
will provide accurate results with faster turnaround times than conventional fire assay methods.
New laboratory software will support this automated x-ray system, as well as, other laboratory
processes.
In acquiring recycled automotive catalysts, the Company advances funds to its suppliers ahead
of actually receiving material in order to facilitate procurement efforts. In past years these
working capital advances often were very substantial and represented significant financial exposure
for the Company. However, following the steep drop in PGM prices during the second half of 2008,
which resulted in large inventory losses for many of the Companys suppliers and led to the Company
writing off $26 million of such advances as uncollectible, the Company revisited its recycling
business model. In general, the Company now only advances funds to suppliers when the associated
material for recycling is awaiting transit or is already in transit to the Columbus processing
facilities. The new recycling sampling and assay facilities will allow the Company to accelerate
final settlements with suppliers, thereby reducing the amount of working capital they require and
partially offsetting the competitive disadvantage of curtailing advances. Outstanding procurement
advances that were not backed up by inventory physically in the Companys possession at December
31, 2010 and 2009, totaled $6.1 million and $3.6 million, respectively.

Following the collapse in most metal prices during the second half of 2008, platinum and
palladium market prices generally trended up during most of 2009 and 2010, with both metals closing
on or near their highs in London of $1,786 and $797 per ounce, respectively, at the end of 2010.
In New York, the palladium price closed at $800 per ounce. PGM prices have been closely correlated
with the ratio of the U.S. dollar to the euro in recent years, and they declined somewhat during
May and June of 2010 in response to European economic uncertainty and associated strengthening of
the U.S. dollar. Prices then recovered as the European monetary crisis subsided and the dollar
weakened in anticipation of further quantitative easing.
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An additional factor supporting PGM prices in 2010 was the introduction of PGM exchange-traded
funds (ETFs) into the U.S. in January of 2010. The ETFs have proven to be a popular investment
vehicle, and it was estimated that by the end of 2010, ETFs worldwide held about two million ounces
of palladium and a million ounces of platinum. The Company expects that if the world economic
recovery continues on track, there will likely be continued strong demand from Asia for raw
materials, including PGMs, and specifically accelerated growth in automotive demand around the
world. On the supply side, it appears there has been a significant reduction in palladium exports
from the Russian governments stockpiles over the past year and a half, and various commentators
inside and outside of Russia have suggested recently that those stockpiles are approaching
exhaustion. The diminution of those exports, coupled with very limited ability to ramp up
production at existing PGM operations, suggests that markets for these metals may continue to be
fairly tight for the foreseeable future.
However, this market view also encompasses certain risks. PGM trading volumes are relatively
thin and their markets have limited liquidity, particularly in comparison to markets for other
precious metals and the major industrial metals. Consequently, PGM prices historically have been
volatile and difficult to forecast. PGM prices may be affected favorably or unfavorably by
numerous factors, including the level of industrial demand, particularly from the automotive
sector; supply factors that include changes in mine production and inventory activity; and by
shifts in investor sentiment. In particular, although exports from the Russian government
inventories appear to have slowed, the Russian Federation does not officially disclose its
inventory holdings and there is no assurance that those inventories are actually approaching
depletion. Recent PGM prices are comparatively high by historical standards, and to some extent
these price levels are likely driven by investor sentiment that could shift away from precious
metals if other markets become more attractive. The Company attempts to manage this market
volatility in several ways, including by entering into long-term supply agreements, in some cases
through metal hedging, by investing in the developed state of the mines, giving attention to cost
controls and by monitoring the Companys liquidity closely to provide capacity to bridge periods
when PGM prices are low.
Automotive demand generally continued to strengthen worldwide during 2010 after its steep
decline during late 2008 and 2009. Light vehicle sales in North America are estimated at 13.9
million units during 2010, up 10.3% from 12.6 million units in 2009. Chinese light vehicle sales
in 2010 are estimated at 17.2 million units, up from about 12.9 million units in 2009.
Worldwide mine production of palladium and platinum, which had declined in every year since
peaking in 2006, appears to have strengthened slightly during 2010. North American Palladiums Lac
des Iles Mine in Canada, which was shut down due to the economic recession and weak metal prices
for about 18 months, reopened during the 2010 second quarter and is currently reported to be
producing palladium and platinum at an annual rate of between 150,000 and 200,000 ounces. Norilsk
Nickel, which produces about 50% of the worlds annual palladium output as a by-product of its
nickel operations, had indicated that its 2010 production was likely to be equal to or slightly
ahead of its 2009 production. And the South African producers collectively, while projecting
slight production increases each year, consistently have encountered operational or other issues
that have limited their output growth. Overall, the Companys assessment is that PGM supplies
remain constrained, with little opportunity for significant growth in worldwide output over the
next few years. This is true despite the current strong market prices for PGMs that normally would
incentivize production growth.
Of some concern in the PGM industry is the lack of an adequate level of reinvestment in the
business in recent years. While a few smaller companies, principally in South Africa, have
invested in developing new mines, the amount of new production they are generating is not
sufficient over the longer term to sustain current production levels. Putting in a large new
underground mine on the Bushveld in South Africa requires an investment of a billion dollars or so
in a new shaft and takes four or five years to develop. Although current PGM prices seem
comparatively robust in U.S. dollars, an adverse exchange rate for the South African rand has
limited the benefit of higher metal prices to South African producers. As a result, they do not
see price levels that can justify the kinds of new mining investments that need to be made. When
coupled with other challenges in South Africa, including power shortages, rapidly escalating wage
structures, political uncertainty on several fronts, and declining availability of experienced
professionals, the outlook for adequate future reinvestment there seems fairly bleak.
In response to the steep deterioration in PGM prices during the second half of 2008, the
Company restructured its operations, focusing its business plans for 2009 and 2010 on conserving
cash and maintaining the Companys financial viability. As a result, the Company transferred
miners and laid off about 23% of its total employee workforce, terminated most contractors,
adjusted the Companys mining processes, relocated the Companys corporate offices, and severely
restricted operating and capital expenditures. In total, the Company reduced its employee
workforce by 320 between September 2008 and March 2009 and by another 63 positions during the
remainder of 2009. By March of 2009, the miner
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workforce at the East Boulder Mine had been reduced
to 111 from 170, while transfers to the Stillwater Mine had increased the number of miners there to
312 from 241. At the same time, the Company eliminated 45 contractor positions, mostly at the
Stillwater Mine. The Company also sharply reduced support staffing at all locations. Several
corporate programs, including market development, recruiting, exploration and investor relations,
were eliminated or sharply curtailed in 2009 and remained restricted during 2010. Capital
spending, which had totaled about $82.3 million in 2008, was reduced to $39.5 million in 2009 and
$50.3 million in 2010 in an effort to conserve cash.
As the fundamentals of the PGM markets strengthened during 2010, the Company assembled a
special planning team to review and prioritize additional PGM development opportunities within the
Companys holdings along the J-M Reef. These opportunities were grouped into nine different
potential projects, each of which was evaluated based on several criteria, including grade
potential, likely capital and operating costs, time and complexity to implement, and ease of
access. Two of these opportunities emerged as clear favorites the Blitz and Graham Creek
projects. Both projects are expected to begin in 2011.
The Blitz project envisions developing two 20,000-foot parallel drifts in the footwall on the
5,000 and 5,200 levels eastward from the existing infrastructure in the Stillwater Mine and
ultimately driving a ventilation shaft to surface from the end of these drifts. Definition
drilling from these drifts could provide a wealth of information about the J-M Reef and perhaps
identify attractive future areas for mining. Depending on the project outcome, Blitz production
could either serve to extend the ultimate life of the Stillwater Mine or to increase the production
rate from the mine. The Blitz development is projected to take about five years to complete at a
total cost of about $68.0 million.
The Graham Creek project is similar, but would develop westward in the footwall from the
existing infrastructure at the East Boulder Mine, utilizing an existing tunnel boring machine to
extend out about 8,200 feet from the current western extremity of the mine. Again, the plan would
include adding a new ventilation raise to surface at the end of the drift. This project also is
projected to take about five years to complete, but its total cost is estimated at only about $8
million. The lower cost relative to the Blitz project is attributable to the shorter length of the
drift, initially developing only a single drift compared to two in the Blitz development, and the
lower cost of developing with an in-place tunnel boring machine. The benefits of the Graham Creek
project are analogous to those at the Blitz, including potential to extend mine life or possibly to
increase production rates, and the opportunity to expand the Companys knowledge of an undeveloped
section of the J-M Reef.
The recovery of the PGM markets during 2009 and 2010 also allowed the Company to proceed with
an attractive Canadian acquisition, the PGM assets of Marathon PGM Corporation in late 2010. The
principal asset acquired is a PGM development project near the town of Marathon, Ontario on the
north shore of Lake Superior. The project will require several years to complete permitting and
mine construction, but the Company believes it could be in production by 2014 or 2015. The project
feasibility study indicates potential annual production from the completed mine of about 200,000
ounces of PGMs and 37 million pounds of copper. At recent metal prices, the Marathon development
could contribute substantially to the Companys future financial performance.
In light of the Environmental Protection Agencys recent determination to regulate carbon
dioxide (CO2) emissions as hazardous to health, the Company has assessed its exposure to likely
restrictions on such emissions. The Companys principal sources of CO2 emissions are limited to a
comparatively few internal combustion engines in vehicles and mining equipment, and to stationary
sources such as process heaters, dryers and converters that consume natural gas. The Company
already utilizes buses to transport its workforce to and from the mines and utilizes a 70% blend of
biodiesel fuels in its operations which reduces workplace diesel particulate matter emissions and
its carbon footprint. Consequently, any taxes or added restrictions on emissions are unlikely to
have any direct material effect on the Companys operations. The Companys physical exposure to
climate change is minimal. The Companys operations are not materially dependent upon weather
patterns or seasonal availability of water. The relatively remote location of the mines presents
some exposure to severe weather, particularly winter snowfall that can restrict access to the mine
sites, but the Company already regularly addresses this issue during the winter months in Montana.
Similarly, summer wildfires can temporarily restrict access to the mines, but their duration tends
to be relatively short. Probably the Companys most significant exposure to greenhouse gas
regulation is the potential consequence of a substantial longer-term movement away from internal
combustion engines on the demand for PGMs in catalytic converters. Such a major shift in
automotive demand could depress PGM prices and impair the Companys financial performance.
Regulatory constraints on other industries also could affect the price or availability of
electricity and other materials, driving up the Companys operating costs.
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2010 Results and Commentary
For the full year 2010, the Company reported net income of $50.4 million, or $0.51 per fully
diluted share, a substantial improvement over the loss of $8.7 million, or $0.09 per diluted share,
reported for 2009 and the loss of $115.8 million, or $1.24 per diluted share in 2008. The 2008
results included a property, plant and equipment impairment charge of $67.3 million and a loss on
advances on inventory purchases of $26.0 million. Steadily strengthening realized prices over the
course of 2010 for the Companys primary products, palladium and platinum, more than offset the
effect of lower ounce production relative to 2009. The Companys average realized price on sales
of mined palladium and platinum was $721 per ounce in 2010, substantially higher than the $549 per
ounce average realized in 2009. Had these same sales taken place at market prices, the Companys
2010 average would have been $773 per ounce and the 2009 average $487 per ounce. The Companys
combined average realized price for each metal differed from equivalent average market prices as
the result of various contractual provisions, which included ceiling prices that applied to a
portion of the Companys mined platinum, floor prices that during most of 2009 benefited the
Companys mined palladium, small contractual discounts on those volumes not subject to floors or
ceilings, and selling prices based on monthly averages which generally have lagged the market price
by one month.
The Companys mine production of palladium and platinum totaled 485,100 ounces in 2010, down
8.5% compared to 529,900 ounces in 2009. The lower mine production in 2010 was primarily
attributable to operational and grade issues in the off-shaft area of the Stillwater Mine.
Revenues from mining in 2010 totaled $353.1 million, up from $283.2 million in 2009, on stronger
realized prices in 2010 for the Companys primary products, palladium and platinum.
Stillwater Mines total cash costs averaged $380 per ounce for the full year 2010, higher than
originally planned and above the $344 per ounce actually realized in 2009. Interestingly, looking
at tons mined instead of ounces produced, the average cash cost per ore ton mined in 2010 at
Stillwater Mine was $171, less than the $174 per ton reported in 2009. This result suggests that
the higher cost per ounce in 2010 was mostly driven by the lower ore grade at Stillwater, rather
than by rising costs or lower mining productivity. A higher than usual proportion of mining stopes
in the off-shaft area of the mine are currently either early or late in their production life and
are somewhat smaller than has been typical in the past both factors that might tend to result
in more volatility in realized ore grades. Also, a higher proportion of Stillwater Mine production
came out of the upper west area of the mine in 2010 than was originally planned, and ore grades in
the upper west tend to be lower than in the off-shaft area.
Capital expenditures at the Stillwater Mine totaled $34.1 million in 2010, exceeding plan and
well ahead of the $26.7 million spent during 2009. Primary development at the Stillwater Mine
advanced about 19,700 feet during 2010, about 13% ahead of plan, but to some extent this was at the
expense of secondary development, which at about 14,500 feet was 18% behind plan. Diamond drilling
footages in 2010 at the Stillwater Mine totaled about 291,000 feet, about 8% better than planned.
Total cash costs per ounce at the East Boulder Mine in 2010 averaged $442 per ounce, a little
higher than plan and substantially higher than the $407 per ounce averaged in 2009. In East
Boulders case, total cash costs per ore ton mined averaged $147, exactly on plan but higher than
the $136 reported in 2009. The year-on-year difference is mostly attributable to the quality of
areas available to mine, an issue recognized and reflected in the original 2010 mine plan at East
Boulder. Capital expenditures at the mine totaled $6.5 million in 2010 compared to $4.4 million in
2009. Actual primary development at the East Boulder Mine advanced about 3,500 feet during 2010,
lagging the plan, while secondary development advanced 12,500 feet in 2010, slightly above plan.
In total, development footage at the East Boulder Mine was about 3.5% behind plan, reflecting
delays in getting a new development crew in place and operating. Diamond drilling footage totaled
about 81,500 feet at East Boulder in 2010, about 17% behind plan, in part driven by the lower
primary development.
The Companys sales agreement with Ford Motor Company, which committed 80% of the Companys
palladium production and 70% of its platinum production from mining, expired at the end of 2010.
This agreement contained certain guaranteed floor and ceiling prices for metal delivered, as well
as a small discount to market. The Company believes it could readily sell all of its mine
production on a spot basis into terminal markets with virtually no detrimental effect on market
prices. Nevertheless, the Company has recently signed a new three-year palladium supply agreement
with General Motors Corporation, a one-year palladium agreement with
BASF, a one-year platinum supply agreement with Tiffany and is engaged in
discussions with other potential customers for the remainder of its mined palladium and platinum.
The Company expects ultimately to enter into new supply agreements for most of its metal
production, but likely without the pricing floors and caps as in past contracts.
The absence of floor prices in any successor contracts will increase the Companys financial
exposure to low PGM prices,
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while the absence of the ceiling prices in any successor contracts will
increase the Companys opportunity to realize fully on higher prices.
The Companys smelter and base metal refinery in Columbus, Montana process the PGM ore
concentrates from the two mines and also recycles spent PGM catalysts from automotive catalytic
converters and from other industrial applications, ultimately recovering palladium, platinum and
rhodium from these materials. During 2010, the Company fed about 399,400 combined ounces of
recycled platinum, palladium and rhodium into the smelter, of which roughly half was from material
purchased by the Company and the remainder was toll processed on behalf of others for a fee. Total
ounces fed were up 59% compared to the 251,000 recycling ounces fed in 2009, a year when the auto
market was severely depressed and so fewer vehicles were scrapped. Recycling revenues in 2010 were
$168.6 million on 156,100 combined ounces sold, benefitting from both higher volumes and stronger
PGM prices; 2009 recycling revenues totaled $81.8 million on sales of 102,000 combined ounces.
In
2010, the Company earned $11.5 million from recycling operations on revenues of $168.6
million, reflecting a combined average realization (including rhodium) of $1,046 per sold ounce.
By comparison, in 2009 the Company earned $5.9 million from recycling operations on revenues of
$81.8 million, with a combined average realization of $779 per sold ounce. Total tons of recycling
material processed during 2010, including tolled material, averaged 16.2 tons per day, up from 10.0
tons per day in 2009. Strengthening PGM prices in 2010 have created a greater incentive for
suppliers to collect recycling material, and during 2010, the Company was able to enter into new
sourcing arrangements for catalyst material with several suppliers.
The Companys total available liquidity, expressed as cash plus short-term investments, ended
2010 at $208.4 million, comprised of $19.4 million of cash and cash equivalents and $189.0 million
of available-for-sale investments. In total this represented a small increase over the
corresponding year-end 2009 balance of $201.2 million, including $166.7 million of cash and $34.5
million of liquid investments. However, 2010 also included the expenditure of $63.6 million of
cash as part of the acquisition of Marathon PGM Corporation, so cash generation in 2010 was
stronger than the change in the year-end balance might indicate. In fact, cash generated from
operations during 2010 totaled $123.9 million, up from $59.7 million in 2009, driven by the higher
PGM prices in 2010.
At the end of 2009, the Companys workforce totaled 1,273 employees, down from 1,656 in
September 2008. As the year 2010 progressed and PGM prices continued to strengthen, the Company
concluded to increase its mine development efforts by reactivating the tunnel boring machine at the
East Boulder Mine and by resuming mining on the higher-cost east side of the Stillwater Mine. This
decision entailed hiring additional development crews to accommodate these efforts. Consequently,
by the end of 2010, the Companys total workforce had been increased to 1,354.
On December 13, 2010, Norimet Ltd., a wholly-owned subsidiary of MMC Norilsk Nickel (Norilsk)
and the Companys majority shareholder, completed a $971 million secondary offering of Stillwater
shares in the public market and so disposed of its entire equity interest in the Company. Prior to
completion of the offering it was determined that Norimet was unable to locate its original share
certificates and the Company, the Companys transfer agent and affiliates of Norilsk, entered into
certain indemnification and ancillary arrangements to protect the Company and its transfer agent
from possible claims relating to the issuance of replacement certificates. For additional
information about these arrangements, see Note 19 to the Companys consolidated financial
statements for a discussion of potential exposure to losses that the Company could suffer.
The Companys environmental performance continued its excellent track record during 2010.
Environmental compliance is a very high priority in view of the pristine area in which the Company
operates. The Company has a record of open communication and cooperative, proactive involvement
with its neighbors and with local and regional environmental groups. The Companys ground-breaking
2000 Good Neighbor Agreement with these groups provides a vehicle for facilitating such
communication and addressing issues cooperatively. The Company and its neighbors celebrated the
tenth anniversary of the agreement during 2010.
Outlook
The Companys operating guidance for 2011 currently includes targeted mine production of about
500,000 combined ounces of palladium and platinum at a total consolidated cash cost per ounce of
$430, and capital expenditures of about $120 million. (Total cash cost per ounce is a non-GAAP
measure of extraction efficiency please see Reconciliation of non-GAAP measures to Costs of
Revenues for a discussion of how this measure is derived).
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The plan to produce 500,000 ounces in 2011 takes into account the lower grades realized in the
off-shaft area of the Stillwater Mine in 2010 and compensates for the shortfall by assuming that
some production resumes from the east side of the mine in 2011. Managements assessment of mining
conditions for 2011 suggest that ore grades at Stillwater are likely to remain a little lower on
average than in the past, reflecting the same higher variability in the lower off-shaft area as was
experienced during 2010. These lower realized ore grades centered in the lower off-shaft area seem
to be mostly the result of having smaller, more variable stopes to mine there than in prior years.
In planning for 2011, the Company has taken these lower grades into account and to offset this has
planned to resume a limited amount of production on the east side of the mine, which in the past
has had higher ore grades but also more difficult mining conditions. The Companys 2011 mine plan,
taking all this into account, calls for mine production from the combined mining operations of
500,000 ounces of palladium and platinum during 2011.
Prominent risks to accomplishing the 2011 mine plans include continuing variability of mined
ore grades, the pending expiration of the labor agreement with the United Steel workers at the end
of June, the ability to retain or attract skilled miners as the year progresses, and from a cost
perspective, greater than planned cost inflation for key materials.
The targeted 2011 combined average total cash cost per ounce of $430 per ounce for the mines
compares to the combined average total cash cost per ounce for the year 2010 of $397. The increase
in 2011 reflects a rising cost trend during 2010 fourth quarter 2010 total cash costs were $432
per ounce plus general inflation for wages and materials, and the effect of higher average sales
realizations on royalties and taxes, all partially offset by slightly higher mine production in
2011. Projected capital expenditures for 2011 of $120 million represent an increase of 139% over
the $50.3 million spent during 2010. Capital spending in 2009 and 2010 was restricted in order to
conserve cash, so the 2011 budget includes operational spending of $90 million to compensate for
the shortfall in those prior years, spending at a higher rate to replace 2011 anticipated
production, spending to advance the developed state and significant equipment replacement. The
2011 capital budget also includes developmental spending of $21 million for initial modest capital
needs on the newly acquired Marathon properties (about $10 million) and the two long-term resource
delineation projects along the J-M Reef, Blitz and Graham Creek, announced during 2010.
The Companys mining permits require that, in conjunction with its mining and processing
activities, it must provide adequate financial surety in support of its permit obligations to
complete final reclamation and remediation once mining operations cease. As of December 31, 2010,
the Company had outstanding approximately $33.3 million of surety bonds and letters of credit in
favor of state and federal agencies to guarantee its final reclamation commitments. Regulatory
authorities are currently in the midst of updating an EIS, which when finalized will determine
whether or not the existing surety amounts are sufficient. In the interim, however, as the economy
weakened late in 2008, the Company agreed to increase its surety bonding by an additional $10
million as an interim measure to alleviate concerns aired by the agencies involved and to allow
time for the EIS to be completed. Upon completion of the EIS process, probably during 2011, it is
likely that the Company will be required to provide additional surety bond coverage.
Marathon PGM Corporation Acquisition
On November 30, 2010, the Company completed its acquisition of Marathon PGM Corporation
(Marathon), a Canadian exploration company with a number of attractive PGM-copper assets. Marathon
is a Canadian exploration company with promising PGM assets located near the town of Marathon at
the north end of Lake Superior in Ontario and another PGM exploration position known as Bird River
in Manitoba. Aside from its PGM assets, Marathon also held certain prospective gold properties
that were spun out into a separate public company just prior to the acquisition. Stillwater has
since exercised its option to acquire a 15% equity interest in the new gold company, thereby
maintaining a relationship with this talented exploration team.
The Marathon PGM assets acquired include two potential resource blocks situated on the larger
Coldwell Complex, a geologic formation that appears to be rich in copper-PGM opportunity. Of
particular interest to the Company is a well-defined resource known as the Marathon project located
near the town of Marathon, Ontario, Canada at the northern extremity of Lake Superior. The
Marathon deposit boasts a completed definitive feasibility study (Canadian NI 43-101 compliant)
that indicates the potential for PGM production of about 200,000 ounces per year (at a ratio of
about 4 to 1 palladium to platinum) and annual copper production on the order of 37 million pounds,
from an open-pit operation. Cost of constructing the mine is currently estimated to be about $450
million to full completion, subject to a final detailed engineering study. The Company intends to
fund the project out of internally generated cash flow, possibly with supplemental external
financing. The Company is in the process of establishing a project team to focus on development of
the Marathon PGM reserves.
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The feasibility study anticipates an active mine life of approximately 11.5 years for this
property, although there is resource potential that is expected to extend the mine life. In
conjunction with the acquisition of these properties, certain non-PGM exploration properties held
by Marathon were spun out to the previous Marathon shareholders; Stillwater has subsequently
exercised an option to acquire a 15% equity interest in Marathon Gold Corporation, a non-PGM
entity.
The Marathon project is currently in the permitting stage and if it remains on schedule could
reasonably be in production during 2014 or 2015. Capital spending for Marathon during 2011 is
estimated at about $10 million.
Along with the Marathon project comes another attractive exploration property on the same
Coldwell Complex, known as Geordie Lake. The Geordie Lake property is situated about 8 kilometers
to the west of the Marathon property and appears to be on a parallel structure within the larger
complex. Subsequent to the Marathon acquisition, the Company
announced its intent to acquire properties and exploration
rights to additional properties connecting Marathon and Geordie Lake from Benton Resources Corp.
which, in essence, will consolidate ownership of the Coldwell Complex. And along with these
property acquisitions, the Company also retained a competent exploration team with a full understanding of
the geology of the Coldwell Complex to develop the additional resource potential of these
properties.
The Marathon transaction fits well into the Companys long-term strategy of expanding and
diversifying its mining activities. The size of this transaction is manageable financially, and
the location is politically stable and logistically accessible. The Marathon area is well
developed with extensive public infrastructure already established, and there is other active
mining in the general vicinity of the project. The new mine is projected to create a significant
number of jobs in an area with relatively high unemployment. The Companys strong focus on
environmental stewardship should serve it well in this region.
Strategic Areas of Emphasis
For several years now the Companys management has focused on three broad areas of strategic
emphasis. While specific initiatives in each area have varied as markets have shifted and the
Company has progressed, these fundamental strategic directions continue to provide a basic
framework for managements efforts to strengthen performance and build value for shareholders.
1. Be a Safe, Low-Cost Operator
The Company maintains that companies with safe operations also tend to be well managed and
efficient in other important areas. The Company measures safety performance using several
criteria, including the frequency and severity of medical reportable incidents and lost-time
accidents in comparison to the Companys own historical performance and relative to other mining
operations in the industry. Safety is also assessed in terms of the number and severity of
citations issued by MSHA inspectors during their regular visits to the mine sites. Both measures
accident frequency and regulatory compliance are critical elements of the Companys safety
efforts. Various internal programs support these safety efforts, including annual refresher
training and other training programs, pre-shift employee inspections of each work area, regular
workgroup discussions of current safety issues and incidents, detailed accident investigations to
identify core causes, reporting of near misses that had the potential of resulting in injuries, and
more rarely so-called safety stand-downs to re-emphasize safety principles as necessary. The
Company also responds promptly to correct any safety issues, whether identified internally or by
MSHA inspectors, and to eliminate unsafe work practices.
Safety performance at the Companys mining operations falls under the regulatory jurisdiction
of MSHA. MSHA performs detailed quarterly inspections at each of the Companys mine sites and
separately investigates any occurrences deemed to pose a significant hazard to employee health and
safety. The Company cooperates fully with MSHA in its compliance responsibilities and maintains
its own program of safety training and incident tracking in an effort to ensure that no employee is
ever put at risk in carrying out his or her job responsibilities and that all unsafe situations are
identified and remediated immediately. The Companys overall safety performance (including
contractors on site), measured in terms of reportable incidents per 200,000 hours worked, averaged
a rate of 3.65 during 2010, a modest improvement over the 4.14 rate reported for 2009.
Legislation signed into law on July 21, 2010, requires publicly traded mining companies to
disclose certain statistics pertaining to their compliance with the Mine Act. Please see
Business, Risk Factors and Properties-Introduction and Current Operations 2010 Safety
Performance for a table containing this required safety reporting.
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The significance of aiming to be a low-cost operator deserves some elaboration.
Ore grades at the Companys operations are some of the best in the world, and consequently total
cash costs per ounce for the Companys mining operations also rank among the lowest of any primary
PGM producer in the industry. However, because the Companys ore contains about 3.4 times as much
palladium as platinum and South African ores typically have about twice as much platinum as
palladium, the Companys average revenues per ounce are lower and therefore operating margins have
tended to be historically tighter than for South African producers. Other significant PGM
producers, including Norilsk Nickel and the Canadian nickel operations, produce PGMs as
by-products, and PGMs at such operations attract almost no allocated cost. Consequently, the
Company measures its performance as a low-cost operator in competitive terms, both relative to its
own historical cost performance and relative to historical market prices for its products.
The importance of low-cost operations is amplified now that the palladium floor prices in the
Companys long-term supply agreements have all expired. In todays market, any new supply
agreements that the Company may enter into will mostly likely be market-based and are unlikely to
include pricing floors and ceilings. Without the floor prices, of course, the Company will not
enjoy the downside price protection such floors have provided in the past when palladium prices
have cycled downward. Instead, the Company intends to manage through any downward price cycles
using several critical operating tactics:
| maintaining sufficient developed state ahead of operations that capital spending could be curtailed during a downturn without any major long-term impact; | |
| ensuring that the Companys operating costs remain competitive and that discretionary commitments can be scaled back when necessary; | |
| sustaining the Companys balance sheet liquidity and limiting financial leverage to reduce exposure to downturns. |
Although in theory the Company also could hedge its mine production in the financial markets
through derivative transactions, the cost of such a strategy would be prohibitively expensive or
would require trading away the opportunity for shareholders to benefit fully from an increase in
PGM prices. Consequently, the Company has no intention of hedging its mine production at this
time. (The Company does hedge its recycling purchases, locking in a margin on each lot, and also
hedges certain critical consumables used in its operations but this has been standard practice
for many years.)
And, on the other hand without the ceiling prices of the contracts or financial market hedges,
our revenues will not be limited as they might otherwise be in the current rising price
environment, a position that is expected to benefit the Company.
As discussed above, the Company estimates that its mine production for 2011 will be about
500,000 ounces, with a corresponding total cash cost per ounce of $430, and capital spending on all
projects totaling about $120 million for the year. Projected 2011 total cash cost per ounce is up
about 8% over the 2010 average of $397, but because costs trended up during 2010 it is actually
lower than the $432 averaged in the 2010 fourth quarter. Production in 2011 is expected to benefit
from the resumption of mining on the east side of the Stillwater Mine and could also benefit
further if ore grades improve in the lower off-shaft area of the mine. The $120 million capital
budget for 2011, which as already noted includes some catch-up spending on infrastructure to
offset lower spending during 2009 and 2010, also includes $8 million to refurbish the original
electric furnace at the smelter and convert it for slag cleaning, about $10 million for the Blitz
and Graham Creek projects, and about $10 million for work at Marathon. Expenses for corporate
programs are also planned to increase in 2011, as the Company moves forward with funding an
exploration effort and increases its palladium marketing expenditures. Much of this spending is
discretionary and could be scaled back in the event that PGM markets weakened substantially.
Management is cautiously optimistic that during 2011 a number of the challenges that have
limited the Companys mining flexibility will largely be resolved. The first-phase installation of
the Kiruna electric trucks at Stillwater Mine that will provide more efficient ramp haulage from
the deeper portions of the off shaft area a long-term project is now nearly complete and should
open up more mining alternatives in that part of the mine. Development through a largely barren
zone on the west end of the lower off-shaft area in the Stillwater Mine also is nearing completion,
allowing access for the first time to the Lower West portion of the mine. The Company expects to
experience good ore continuity in the Lower West, analogous to the Upper West area above it, and
initial findings in the drifts that have driven through have tended to confirm this expectation.
The Lower West is likely to be a primary mining area at Stillwater Mine over the next decade.
The intent of the higher spending in 2011 is to strengthen the developed state of the mines
and also, particularly in view of stronger PGM prices, to position the mines in time for a modest
expansion of production rates going forward.
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The effect of using up a portion of the developed state at both mines in 2009 and 2010 means that
there are fewer alternatives available for mining if problems develop in a particular area. This
ultimately may be reflected in lower ounce production or in reduced mining efficiency, depending on
the circumstances. The ability to throttle back development in times of economic difficulty,
thereby conserving cash, is a significant benefit of advancing the developed state well ahead of
mining when PGM prices are strong. Operationally, it is like having money in the bank. As the
economy recovers and strengthens, though, it is important to replace that developed state by
increasing investment in mine development.
Although manpower on site remains adequate to staff current operations, the Company will need
to add manpower to support the additional development in 2011 and for all of these future operating
initiatives. Some staffing increases also will be needed to support the expanded exploration,
marketing and development programs. While it may be a challenge to add all of the new miners
needed, the Company has resumed recruiting efforts in an effort to meet these increased
requirements.
Ore production at the Stillwater Mine averaged 2,138 tons of ore per day during 2010; this
compares to an average of 2,129 ore tons per day produced during 2009. The rate of ore production
at the East Boulder Mine averaged 1,097 tons per day during 2010; compared to an average of 1,116
ore tons per day during 2009.
During 2010, the Companys mining operations produced a total of 374,100 ounces of palladium,
and 111,000 ounces of platinum. As by-products, the mines also produced and sold 9,200 ounces of
gold, 4,900 ounces of silver, 1,600 ounces of rhodium, 824,000 pounds
of copper and 1,157,000
pounds of nickel (as nickel sulfate). By comparison, in 2009 the mines produced to 407,000 ounces
of palladium and 122,900 ounces of platinum. They also produced and sold as by-products 9,200
ounces of gold, 5,700 ounces of silver, 4,200 ounces of rhodium, 776,000 pounds of copper and
856,000 pounds of nickel. Revenues from by-product sales totaled $28.0 million in 2010 and $23.6
million in 2009.
2. Palladium Market Development
A consortium of South African producers has spent significant sums each year for many decades
now marketing platinum. Their efforts have been well rewarded, with platinum positioned as the
premier jewelry metal, projecting an image of elegance and high quality. Platinum also is a metal
of choice in certain industrial applications where its remarkable catalytic properties are
required. Palladium, on the other hand, historically has never enjoyed a comparable level of
marketing support and has remained largely an unknown metal to a large swath of consumers.
However, in 2004 palladium began to appear as an alternative jewelry metal in China after the price
of platinum moved above $800 per ounce in December 2003. Recognizing this as an opportunity, and
identifying the marketing gap, the Company stepped forward beginning in 2004, initially putting
forward a comparatively modest marketing program that focused on providing technical support to
manufacturers and bench jewelers and image advertising at the industry level through the Palladium
Alliance International, a entity organized by the Company to facilitate marketing collaborations.
This effort continued on a modest scale until the economic downturn of late 2008 and 2009, at which
time it was cut back sharply due to economic constraints. However, in late 2010 the Company began
to resurrect its marketing program, and in 2011 will broaden its efforts, with particular emphasis
on China. It also appears that Norilsk Nickel will launch a major marketing campaign for palladium
jewelry in 2011.
Even through the economic downturn, the Company maintained marketing representatives in China
who continue to provide first-hand insight into palladium activity there and maintain contact with
key palladium consumers. The Company also sponsors palladium image advertising in Chinese media.
China first led the recent trend toward using palladium in jewelry and remains the largest market
for it. According to Johnson Matthey, consumption of palladium in jewelry declined to just over
600,000 ounces in 2010, down from about a million ounces per year prior to the economic downturn,
with most of the consumption drop centered in Asia. Some of this may be attributable to lower
prices for platinum jewelry during the downturn, as the demand for platinum jewelry increased
sharply when prices fell in 2009. The Companys marketing efforts in 2011 will refocus on Asian
consumers. Palladium jewelry is now available in all major markets worldwide, and in January of
2010 the U.K. mandated the hallmarking of all palladium jewelry, formally recognizing it, along
with gold, silver and platinum, as a precious jewelry metal.
Automotive applications for palladium in catalytic converters are well established for
gasoline engines, but diesel engine catalytic technologies generally have been based on platinum.
In recent years, driven mostly by economics, research efforts in the auto industry have focused on
how to substitute less expensive palladium for platinum in these applications. The Company has
encouraged this research and closely monitored its progress. Reportedly, it is now possible in the
laboratory to replace about 50% of the platinum in a diesel system with palladium on nearly a
one-for-one
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basis, although the average proportion of palladium actually used in production vehicles now is
estimated to be closer to 25%. Palladium and platinum also are important players in emerging fuel
cell technologies.
Other industrial applications for palladium include refinery catalysts, electronics, hydrogen
generation and dentistry. Electronic uses that take advantage of palladiums unique
characteristics include multi-layered ceramic capacitors, high-end television screens, and compact
discs. Palladium in thin films has a unique ability to pass hydrogen molecules while blocking
other impurities, allowing relatively inexpensive production of high-purity hydrogen for chemical
processes and fuel cells. Palladium alloys used in dental fillings wear well and have an expansion
coefficient that closely matches that of the teeth themselves, although other materials tend to be
substituted for palladium when its price rises.
3. Growth and Diversification
The Company monitors diversification opportunities in various mineral exploration and
development projects, as well as potential merger or acquisition candidates and other business
ventures. It also seeks appropriate opportunities to diversify its existing mining and processing
operations, and evaluates potential avenues for vertical integration. The focus of these
diversification efforts is both to establish a broader operating base, reducing the Companys sole
reliance on the Montana properties, and ultimately to build value for the Companys shareholders.
Recognizing the need to broaden its base, the Company over the past several years has
successfully expanded its recycling operations into a distinct business segment that has become a
meaningful source of income, reducing the Companys captive reliance financially on the performance
of the mines. The recycling business has utilized surplus capacity within the Companys smelting
and refining facilities to generate an additional income stream, requiring relatively little
incremental investment in facilities. As already noted, over the past year or so the Company has
invested in some new dedicated recycling facilities that are intended to increase the Companys
capacity to handle recycled material and sharply reduce turnaround times for settlement with
suppliers.
The Company holds minority investments in two small exploration companies that target PGMs and
other precious metals. In the fourth quarter of 2010, the Company acquired the PGM assets of
Marathon PGM Corporation, including both a large development property and various exploration
holdings. Since then the Company also has acquired additional properties adjacent to the Marathon
project in Ontario. The Company also has formed an exploration group aimed at evaluating
opportunities related to the Marathon holdings and perhaps extending further afield, as well.
The Company monitors various later-stage mineral development projects, as well as potential
merger and acquisition candidates in an effort to diversify the Companys financial and operating
risk and perhaps add scale. While the Companys primary focus is on properties with potential for
PGM production particularly in North America, the pool of opportunities meeting those criteria is
limited, and ancillary opportunities outside of PGMs that have strategic benefits for the Company
and are compatible with its existing mining expertise are not ruled out. Thus gold, silver, copper
and nickel opportunities or combinations thereof continue to be studied. Management believes that
the acquisition of Marathon PGM Corporation, which has both PGMs and copper as described
previously, will provide an excellent entry into a development-stage project that will utilize the
Companys resources effectively and establish a strong presence in an attractive North American PGM
district.
RESULTS OF OPERATIONS
YEAR ENDED DECEMBER 31, 2010 COMPARED TO YEAR ENDED DECEMBER 31, 2009
Revenues The Companys total revenues, including proceeds from the sale of by-products,
totaled $555.9 million in 2010, an increase of 40.9% compared to revenues of $394.4 million in
2009. This substantial year-on-year increase in total revenues reflects much higher recycling
sales volumes in 2010 as compared to 2009, as well as higher PGM prices realized in 2010.
Revenues from mine production totaled $381.0 million in 2010 (including $28.0 million from
by-products), up 24.2% compared to $306.9 million in 2009 (of which $23.6 million was from
by-products). Palladium and platinum ounces sold from mine production were 489,400 in 2010,
compared to 515,700 ounces in 2009 slightly lower. The combined average realization on these
palladium and platinum sales (including the effects of hedging and of floor and ceiling prices in
the underlying agreements) was $721 per ounce in 2010 and $549 per ounce in 2009.
Revenues from PGM recycling increased 106% during 2010, to $168.6 million from $81.8 million
in 2009.
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Recycling ounces sold during 2010 totaled 156,100 ounces, an increase of 53.0% compared to the
102,000 ounces sold in 2009. The Companys combined average realization on recycling sales (which
include palladium, platinum and rhodium) increased to $1,046 per ounce in 2010 from $779 per ounce
in 2009, paralleling the increases in PGM prices generally. In addition to purchased recycling
material, the Company toll processed 235,900 ounces of PGMs during 2010, up from 128,000 tolled
ounces in 2009. Overall, recycling volumes processed during 2010 totaled 399,400 ounces of PGMs,
up 59.1% from the 251,000 ounces processed in 2009, as stronger PGM prices in 2010 increased the
volume of recycled catalytic converters available in the market.
In addition to mine and recycled metal sales, the Company recognized other revenue of $6.2
million and $5.8 million for metal purchased in the open market and resold in 2010 and 2009,
respectively.
Costs of Metals Sold Cost of metals sold, which excludes depletion, depreciation and
amortization expense, was $393.7 million in 2010, compared to $290.8 million in 2009, a 35.4%
increase. The largest share of this increase was attributable to recycling. Volumes of purchased
recycling material were sharply higher in 2010, which along with higher PGM prices increased the
total cost to purchase recycling material. Overall, recycling cost of metals sold increased to
$157.3 million in 2010 from $75.9 million in 2009. The average acquisition cost of metal purchased
in the Companys recycling segment (including platinum, palladium and rhodium) increased to $1,015
per ounce in 2010 from $674 per ounce in 2009, reflecting higher PGM prices in 2010 in response to
strengthened demand from the automotive and investment sectors.
During 2010, the Companys mining operations produced 485,100 ounces of PGMs, including
374,100 ounces of palladium and 111,000 ounces of platinum. This represented an 8.5% decrease from
2009, when the Companys mining operations produced 529,900 ounces of PGMs, including 407,000 of
palladium and 122,900 ounces of platinum. The Stillwater Mine produced 351,700 ounces of PGMs in
2010, compared with 393,800 ounces of PGMs in 2009, a 10.7% decrease. The East Boulder Mine
produced 133,400 ounces of PGMs in 2010, down 2.0% compared with the 136,100 ounces of PGMs
produced there in 2009.
The cost of metals sold from mine production, totaled $230.0 million in 2010, compared to
$209.1 million in the prior year, a 10.0% increase. The Companys mining costs increased during
2010 partly as a result of the lower ore grade realized at the Stillwater Mine.
The cost of metals sold for metal purchased in the open market for resale was $6.4 million in
2010, compared to $5.7 million in 2009.
Depletion, depreciation and amortization Depletion, depreciation and amortization expense
was $71.6 million in 2010, compared to $70.4 million in 2009. The higher expense in 2010 was
mostly the result of added capital placed into service in 2010.
Marketing The Company limited its market development efforts for palladium to some extent
during 2010. The Company spent $2.4 million in support of marketing programs during 2010, up
slightly from $2.0 million in 2009.
General and administrative Excluding marketing expenses discussed above, general and
administrative costs were $33.0 million in 2010, compared to $25.1 million in 2009, a 31.5%
increase, due to approximately $1.5 million in acquisition
expenses, and approximately $5.0 million in contractual support of the
Norilsk Nickel secondary offering and increased share-based compensation expense.
Other corporate costs In 2010, other corporate costs included a $0.6 million provision for
uncollectable receivables and advances. In 2009, other corporate costs included a $1.1 million
provision for uncollectable receivables and advances and $0.1 million for marking investments to
market.
Interest income and expense Interest income increased to $2.1 million in 2010 from $1.8
million in 2009, reflecting higher interest rates and increased financing income on recycling
balances in 2010. The Companys balance of cash and related liquid assets earning interest
increased to $208.4 million at December 31, 2010, from $201.2 million reported at December 31,
2009. Inventories and advances associated with recycling increased to $41.5 million at year-end
2010 from $28.6 million at the end of 2009. The Companys outstanding long-term debt balance was
$196.0 million at December 31, 2010, unchanged from $196.0 million at December 31, 2009. The
Company paid off the final $0.1 million of principal on its education impact bonds in May 2009.
Interest expense declined to $6.5 million in 2010, from $6.8 million in 2009.
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Other comprehensive income (loss), net of tax The Company recorded a loss in other
comprehensive income of $0.8 million in 2010 compared to a gain of $70,000 in 2009. The 2010 and
2009 activity in each case represented net unrealized gains or losses on investments.
YEAR ENDED DECEMBER 31, 2009 COMPARED TO YEAR ENDED DECEMBER 31, 2008
Revenues The Companys total revenues, including proceeds from the sale of by-products,
totaled $394.4 million in 2009, a decrease of 53.9% compared to revenues of $855.7 million in 2008.
This substantial year-on-year decline in total revenues reflects much lower recycling sales
volumes in 2009 as compared to 2008, as well as lower PGM realizations in 2009.
Revenues from mine production totaled $306.9 million in 2009 (including $23.6 million from
by-products), compared to $360.4 million in 2008 (of which $36.8 million was from by-products).
Palladium and platinum ounces sold from mine production were 515,700 in 2009, compared to 514,100
ounces in 2008 essentially flat. The combined average realization on these palladium and
platinum sales (including the effects of hedging and of floor and ceiling prices in the underlying
agreements) was $549 per ounce in 2009 and $630 per ounce in 2008.
Revenues from PGM recycling declined 82.8% during 2009, to $81.8 million from $475.4 million
in 2008. Recycling ounces sold during 2009 totaled 102,000 ounces, a decrease of 62.9% compared to
the 275,000 ounces sold in 2008. The Companys combined average realization on recycling sales
(which include palladium, platinum and rhodium) decreased substantially to $779 per ounce in 2009
from $1,715 per ounce in 2008, paralleling the drop in PGM prices generally. In addition to
purchased recycling material, the Company toll processed 128,000 ounces of PGMs during 2009, up
from 126,000 tolled ounces in 2008. Overall, recycling volumes processed during 2009 totaled
251,000 ounces of PGMs, down 36.9% from the 398,100 ounces processed in 2008, as weak PGM prices in
2009 reduced the volume of recycled catalytic converters available in the market.
In addition to mine and recycled metal sales, the Company recognized other revenue of $5.8
million and $20.0 million for metal purchased in the open market and resold in 2009 and 2008,
respectively.
Costs of Metals Sold Cost of metals sold, which excludes depletion, depreciation and
amortization expense, was $290.8 million in 2009, compared to $752.0 million in 2008, a 61.3%
decrease. The largest share of this decrease was attributable to recycling. Volumes of purchased
recycling material were sharply lower in 2009, which along with lower PGM prices reduced the total
cost to purchase recycling material. Overall, recycling cost of metals sold declined to $75.9
million in 2009 from $448.4 million in 2008. The average acquisition cost of metal purchased in
the Companys recycling segment (including platinum, palladium and rhodium) decreased to $674 per
ounce in 2009 from $1,534 per ounce in 2008, reflecting lower PGM prices in 2009 in response to
weakened demand from the automotive sector.
During 2009, the Companys mining operations produced 529,900 ounces of PGMs, including
407,000 ounces of palladium and 122,900 ounces of platinum. This represented a 6.2% increase from
2008, when the Companys mining operations produced 498,900 ounces of PGMs, including 384,100 of
palladium and 114,800 ounces of platinum. The Stillwater Mine produced 393,800 ounces of PGMs in
2009, compared with 349,400 ounces of PGMs in 2008, a 12.7% increase. The East Boulder Mine
produced 136,100 ounces of PGMs in 2009, down 9.0% compared with the 149,500 ounces of PGMs
produced there in 2008, but the 2009 production was accomplished with less than 50% of the 2008
workforce.
The cost of metals sold from mine production, despite higher 2009 production, decreased to
$209.1 million in 2009, compared to $283.8 million in the prior year, a 26.3% improvement. The
Companys mining costs decreased during 2009 mainly as a result of a lower level of employment,
lower prices for key consumables such as fuel, power, steel and explosives, improved efficiencies
in mining processes, much reduced reliance on contractors and redirection of mining out of some
higher-cost areas.
The cost of metals sold for metal purchased in the open market for resale was $5.7 million in
2009, compared to $19.9 million in 2008.
Depletion, depreciation and amortization Depletion, depreciation and amortization expense
was $70.4 million in 2009, compared to $83.0 million in 2008. To a large extent, the lower expense
in 2009 was the result of a $67.3 million impairment adjustment to the carrying value of the East
Boulder Mine taken at the end of 2008, resulting in lower
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amortization rates in 2009.
Marketing The Company reduced its market development efforts for palladium to some extent
during 2009. The Company spent $2.0 million in support of marketing programs during 2009, down
from $5.7 million in 2008.
General and administrative Excluding marketing expenses discussed above, general and
administrative costs were $25.1 million in 2009, compared to $26.7 million in 2008, a 6.0%
decrease, as increased share-based compensation expense partially offset other corporate cost
reductions.
Other corporate costs In 2009, corporate adjustments included a $1.1 million provision for
uncollectable receivables and advances and $0.1 million for marking investments to market. In
2008, such adjustments included a $67.3 million asset impairment write-down at the East Boulder
Mine, a $29.4 million provision for uncollectable receivables and advances (mostly associated with
recycling activities), a $3.4 million charge to mark investments to market, and $5.4 million for
restructuring costs.
Interest income and expense Interest income decreased to $1.8 million in 2009 from $11.1
million in 2008, reflecting lower interest rates and much lower financing income on recycling
balances in 2009. The Companys balance of cash and related liquid assets earning interest
increased to $201.2 million at December 31, 2009, from $180.8 million reported at December 31,
2008. Inventories and advances associated with recycling increased to $29.0 million at year-end
2009 from $22.1 million at the end of 2008. The Companys outstanding long-term debt balance was
$196.0 million at December 31, 2009, down from $211.0 million at December 31, 2008. The decrease
in long-term debt was mostly attributable to a transaction which converted $15.0 million principal
balance of the Companys convertible debentures into approximately 1.84 million shares of common
stock. The Company also paid off the final $0.1 million of principal on its education impact bonds
in May 2009. Interest expense declined to $6.8 million in 2009, from $9.7 million in 2008; the
Company replaced its outstanding credit facilities with a 1.875% convertible debenture offering in
March 2008.
Other comprehensive income (loss), net of tax The Company recorded a gain in other
comprehensive income of $70,000 in 2009 compared to a gain of $5.9 million in 2008. The 2009 gain
represented unrealized gains on investments. The 2008 gain included $12.8 million of realized
hedging losses reclassified to income, partially offset by $6.3 million representing the change in
fair value of derivatives held, and $0.7 of unrealized losses on investments.
LIQUIDITY AND CAPITAL RESOURCES
For 2010, net cash provided by operating activities was $123.9 million compared to $59.7
million and $114.2 million for 2009 and 2008, respectively. The Companys net cash flow from
operating activities is affected by several key factors, including net realized prices for its
products, cash costs of production, and the level of PGM production from the mines. Mining
productivity rates and ore grades in turn can affect both PGM production and cash costs of
production. Net cash flow from operations also includes changes in non-cash working capital,
including changes to inventories and advances.
At December 31, 2010, the Companys available balance of cash and cash equivalents and highly
liquid short-term investments (excluding restricted cash) was $208.4 million and it reported $196.0
million of debt outstanding. Available cash and cash equivalents at December 31, 2010, was $19.4
million. Corresponding balances at December 31, 2009, included $166.7 million of available cash
and cash equivalents, $196.0 million of outstanding debt, and available cash plus liquid
investments of $201.2 million. The Company exchanged $15 million face amount of its outstanding
convertible debentures for about 1.84 million common shares during the fourth quarter of 2009. The
remaining $166.5 million of convertible debentures outstanding will reach their date of first call
in March 2013, and the Company believes most holders are likely to convert their debentures, should
the share price be at or above the $23.51 conversion price, or redeem them at par at that time.
The Company, at interest rate levels prevailing at December 31, 2010, will be required to fund
approximately $5.5 million in total interest payments during 2011 related to its outstanding debt
obligations. No principal payments against outstanding debt are scheduled to come due in 2011. With
its current liquidity position, the Company has elected not to put in place a revolving credit
agreement at this time. While the lack of a credit agreement may create some vulnerability, the
Company believes that its liquidity on hand is adequate to cover its needs for the foreseeable
future.
During the fourth quarter of 2009, the Company filed a $450 million shelf registration
statement. The registration became effective on December 8, 2009, and permits the Company to issue
any of various public debt or equity
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instruments for financing purposes so long as the registration statement remains effective. The
Company is generating significant cash flow at the current time and will also consider its
financing needs as its plans develop and opportunities warrant. In this connection, the
development of the Marathon property will require significant capital and the debentures may
require cash payments, whether upon maturity or earlier redemption. Management believes that the
shelf registration statement may facilitate access to additional liquidity in the future. However,
there is no assurance that debt or equity capital would be available to the Company in the public
markets in the event the Company determines to issue securities under the shelf registration.
In December of 2009, Standard and Poors upgraded the Companys debt rating from B- to B,
citing improved market conditions and adequate liquidity. Both Moodys Investors Service and
Standard and Poors had downgraded the Companys corporate credit rating by two notches during 2008
as economic conditions deteriorated. At issue had been the Companys strong dependence on its
automotive agreements, lack of geographic or product diversity, metal market price volatility, and
difficult cost structure.
The Companys financial performance is affected by changes in PGM prices. Absent separate
hedging arrangements, any change in the price of platinum or palladium generally would flow through
almost dollar-for-dollar to cash flow from operations, subject only to certain costs severance
taxes and royalties on mine production which adjust upward or downward with market prices. At
the forecasted 2011 mine production level of 500,000 combined PGM ounces, a one-dollar change in
the price of platinum would affect annual cash generated from mining operations by about $0.1
million, and a corresponding change in the price of palladium would affect annual cash generation
from mining operations by about $0.4 million. The sensitivity of the recycling business to changes
in platinum and palladium prices is more muted and varies according to the provisions in the
various recycling agreements. In the Companys recycling activities, upon purchasing recycled
material for processing the Company simultaneously enters into a fixed forward contract that
determines the future selling price of the contained PGMs, effectively locking in a sales margin.
Changes in the cash costs of production generally flow through dollar-for-dollar into cash
flow from operations. A reduction due to grade in total mine production of 10%, or about 50,000
ounces per year, would reduce cash flow from operations by an estimated $52 million per year at the
price and cost levels prevailing at December 31, 2010.
During the third quarter of 2010, the Company revised its cash management guidelines to extend
the available investment maturities on a portion of its cash balances, broaden the suite of
permissible investments, and adjust the percentage limits on certain classes of investments. As a
result, during 2010 most of the Companys cash holdings were transferred into short-term
investments. All of these short-term investments remain highly liquid, but technically they no
longer meet the strict definition of cash and cash equivalents. Net cash used in investing
activities was $272.0 million, $54.7 million and $74.6 million in 2010, 2009 and 2008,
respectively. The Companys investing activities primarily represent capital expenditures and net
sales and purchases of short term investments. Capital expenditures totaled $50.3 million, $39.5
million and $82.3 million in 2010, 2009 and 2008, respectively. The Company also expended $67.5
million in cash (along with newly issued common shares with a fair value of $73.4 million) in 2010
and $0.9 million in 2008 to acquire equity interests in exploration companies. No such
acquisitions were made in 2009.
All significant company-wide repair and maintenance costs in connection with planned major
maintenance activities are expensed as incurred. The Company does not accrue in advance for major
maintenance activities, but, when practicable, tries to disclose in advance in its public filings
any planned major maintenance activities that may affect operations.
Net cash provided by or used in financing activities equaled $0.8 million, $(0.1) million and
$60.7 million in 2010, 2009 and 2008, respectively. Financing activities in 2008 included retiring
the Companys bank facility and replacing it with $181.5 million of convertible debentures.
Convertible Debentures
On March 12, 2008, the Company issued and sold $181.5 million aggregate principal amount of
senior convertible debentures due in 2028 (debentures). The debentures pay interest at 1.875% per
annum, payable semi-annually on March 15 and September 15 of each year, commencing September 15,
2008. The debentures will mature on March 15, 2028, subject to earlier repurchase or conversion.
Each $1,000 principal amount of debentures is initially convertible, at the option of the holders,
into approximately 42.5351 shares of the Companys common stock, at any time prior to the maturity
date. The conversion rate is subject to certain adjustments, but will not be adjusted for accrued
interest or any unpaid interest. The conversion rate initially represents a conversion price of
$23.51 per share. Holders of the debentures
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may require the Company to repurchase all or a portion of their debentures on March 15, 2013, March
15, 2018 and March 15, 2023, or upon the occurrence of certain events including a change in
control. The Company may redeem the debentures for cash at any time on or after March 22, 2013.
The debentures were sold to an accredited investor within the meaning of Rule 501 under the
Securities Act of 1933, as amended (the Securities Act), in reliance upon the private placement
exemption afforded by Section 4(2) of the Securities Act. The initial investor offered and resold
the debentures to qualified institutional buyers under Rule 144A of the Securities Act. An
affiliate of MMC Norilsk Nickel, with the approval of the Companys independent directors,
purchased $80 million of the debentures.
In October 2009, the Company undertook the exchange of $15 million face amount of the
convertible debentures in exchange for 1.84 million shares of the Companys common stock. The
debentures so acquired have been retired, leaving $166.5 million face value of the debentures
outstanding at December 31, 2010.
CONTRACTUAL OBLIGATIONS
The Company is obligated to make future payments under various debt agreements and regulatory
obligations. The following table represents significant contractual cash obligations and other
commercial commitments and regulatory commitments, including related interest payments, as of
December 31, 2010:
(in thousands) | 2011 | 2012 | 2013 | 2014 | 2015 | Thereafter | Total | |||||||||||||||||||||
Convertible debentures |
$ | | $ | | $ | 166,500 | $ | | $ | | $ | | $ | 166,500 | ||||||||||||||
Exempt Facility Revenue Bonds |
| | | | | 30,000 | 30,000 | |||||||||||||||||||||
Operating leases |
318 | 297 | 264 | 233 | | | 1,112 | |||||||||||||||||||||
Asset retirement obligations |
| | | | | 144,271 | 144,271 | |||||||||||||||||||||
Payments of interest (1) |
5,522 | 5,522 | 3,961 | 2,400 | 2,400 | 10,800 | 30,605 | |||||||||||||||||||||
Other liabilities |
10,963 | 4,425 | | | | | 15,388 | |||||||||||||||||||||
Total |
$ | 16,803 | $ | 10,244 | $ | 170,725 | $ | 2,633 | $ | 2,400 | $ | 185,071 | $ | 387,876 | ||||||||||||||
(1) | Interest payments on the convertible debentures noted in the above table are calculated up to March 15, 2013, the date the holders of the debentures can exercise their put option. |
Interest payments noted in the table above assume no changes in interest rates. Amounts
included in other liabilities that are anticipated to be paid in 2011 and 2012 include property
taxes and severance taxes.
FACTORS THAT MAY AFFECT FUTURE RESULTS AND FINANCIAL CONDITION
Some statements contained in this report are forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended, and, therefore, involve uncertainties or risks that could cause actual
results to differ materially. These statements may contain words such as desires, believes,
anticipates, plans, expects, intends, estimates or similar expressions. Such statements
also include, but are not limited to, comments regarding the acquisition and plans for Marathon PGM
Corporation; the global automotive market and the outlook for automobile production and sales;
contract negotiations and the future ability to sell the Companys products; expansion plans and
realignment of operations; future costs, grade, production and recovery rates; permitting; labor
matters; financing needs and the terms and availability of future credit facilities; capital
expenditures; increases in processing capacity; cost reduction measures; safety performance; timing
for engineering studies; environmental permitting and compliance; litigation exposures; and
anticipated changes in global supply and demand and prices for PGM materials. These statements are
not guarantees of the Companys future performance and are subject to risks, uncertainties and
other important factors that could cause its actual performance or achievements to differ
materially from those expressed or implied by these forward-looking statements. Additional
information regarding factors that could cause results to differ materially from managements
expectations is found in the section entitled Business, Risk Factors and Properties Risk
Factors above.
The Company intends that the forward-looking statements contained herein be subject to the
above-mentioned statutory safe harbors. Investors are cautioned not to rely on forward-looking
statements. The Company disclaims any obligation to update forward-looking statements.
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CRITICAL ACCOUNTING POLICIES
Mine Development Expenditures Capitalization and Amortization
Mining operations are inherently capital intensive, generally requiring substantial capital
investment for the initial and concurrent development and infrastructure of the mine. Many of
these expenditures are necessarily incurred well in advance of actual extraction of ore.
Underground mining operations such as those conducted by the Company require driving adits and
sinking shafts that provide access to the underground ore body and construction and development of
infrastructure, including electrical and ventilation systems, rail and other forms of
transportation, shop facilities, material handling areas and hoisting systems. Ore mining and
removal operations require significant underground facilities used to conduct mining operations and
to transport the ore out of the mine to processing facilities located above ground.
Contemporaneously with mining, additional development is undertaken to provide access to
ongoing extensions of the ore body, allowing more ore to be produced. In addition to the
development costs that have been previously incurred, these ongoing development expenditures are
necessary to access and support all future mining activities.
Mine development expenditures incurred to date to increase existing production, develop new
ore bodies or develop mineral property substantially in advance of production are capitalized.
Mine development expenditures consist of vertical shafts, multiple surface adits and underground
infrastructure development including footwall laterals, ramps, rail and transportation, electrical
and ventilation systems, shop facilities, material handling areas, ore handling facilities,
dewatering and pumping facilities. Many such facilities are required not only for current
operations, but also for all future planned operations.
Expenditures incurred to sustain existing production and access specific ore reserve blocks or
stopes provide benefit to ore reserve production over limited periods of time (secondary
development) and are charged to operations as incurred. These costs include ramp and stope access
excavations from primary haulage levels (footwall laterals), stope material rehandling/laydown
excavations, stope ore and waste pass excavations and chute installations, stope ventilation raise
excavations and stope utility and pipe raise excavations.
The Company calculates amortization of capitalized mine development costs by the application
of an amortization rate to current production. The amortization rate for each relevant geological
area within a mine is based upon un-amortized capitalized mine development costs and the related
ore reserves associated with that area. Capital development expenditures are added to the
un-amortized capitalized mine development costs as the related development assets are placed into
service. In the calculation of the amortization rate, changes in ore reserves are accounted for as
a prospective change in estimate. Ore reserves and the further benefit of capitalized mine
development costs are based on significant management assumptions. Any changes in these
assumptions, such as a change in the mine plan or a change in estimated proven and probable ore
reserves could have a material effect on the expected period of benefit resulting in a potentially
significant change in the amortization rate and/or the valuations of related assets. The Companys
proven ore reserves are generally expected to be extracted utilizing its existing mine development
infrastructure. Additional capital expenditures will be required to access the Companys estimated
probable ore reserves. These anticipated capital expenditures are not included in the current
calculation of depletion, depreciation and amortization.
The Companys method of accounting for development costs is as follows:
| Unamortized costs of the shaft at the Stillwater Mine and the initial development at the East Boulder Mine are treated as life-of-mine infrastructure costs, amortized over total proven and probable reserves at each location, and | ||
| All ongoing development costs of footwall laterals, ramps and associated facilities are amortized over the ore reserves in the immediate and geologically relevant vicinity of the development. |
The calculation of the amortization rate, and therefore the annual amortization charge to
operations, could be materially affected to the extent that actual production in the future is
different from current forecasts of production based on proven and probable ore reserves. This
would generally occur to the extent that there were significant changes in any of the factors or
assumptions used in determining ore reserves. These factors could include: (1) an expansion of
proven and probable ore reserves through development activities, (2) differences between estimated
and actual costs of mining due to differences in ore grades or metal recovery rates, and (3)
differences between actual commodity prices and commodity price assumptions used in the estimation
of ore reserves.
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Asset Impairment
The Company reviews and evaluates its long-lived assets for impairment when events or changes
in circumstances indicate that the related carrying amounts may not be recoverable. Impairment is
considered to exist if total estimated future cash flows on an undiscounted basis are less than the
carrying amount of the asset. The estimation of future cash flows takes into account estimates of
recoverable ounces, PGM prices (long-term sales contract prices and historical pricing trends or
third party projections of future prices rather than prices at a point in time as an indicator of
longer-term future prices), production levels, and capital and reclamation expenditures, all based
on life-of-mine plans and projections. If the assets are impaired, a determination of fair market
value is performed, and if fair market value is lower than the carrying value of the assets, the
assets are reduced to their fair market value.
Foreign Currency Transaction
With the acquisition during 2010 of certain Canadian assets, the Company now regularly incurs
certain capital and operating expenditures in Canadian dollars and within Canadian entities. The
Company has determined that the functional currency for these Canadian activities will be the U.S.
dollar and therefore reflects all assets, liabilities and expenditures in U.S. dollars for
accounting purposes. The Company uses a monthly average exchange rate for converting minor
Canadian dollar expenditures into U.S. dollars, and uses the actual exchange rate incurred in
accounting for larger transactions. For balance sheet purposes, Canadian dollar monetary assets
and liabilities are recorded based on the exchange rate at the end of the respective period. Any
net accounting difference that results from exchange rate differences is recorded as a foreign
exchange gain or loss for the respective period on the consolidated statement of operations.
Income Taxes
With the acquisition during the fourth quarter of 2010 of certain Canadian assets, the Company
now is subject to Canadian federal and provincial income taxes on its Canadian activities as well
as to U.S. state and federal income taxes.
Income taxes are determined using the asset and liability approach. This method gives
consideration to the future tax consequences of temporary differences between the carrying amounts
and the tax bases of assets and liabilities based on currently enacted tax rates. The effect on
deferred tax assets and liabilities of a change in tax rates is recognized in income in the period
that includes the enactment date. Deferred taxes associated with the Companys Canadian activities
are recorded using the assumption that future earning and profits associated with these activities
will not be repatriated into the U.S. but will be fully utilized in Canada.
In assessing the realizability of deferred tax assets, management considers whether it is more
likely than not that some portion or all of the deferred tax assets will not be realized. Each
quarter, management considers the scheduled reversal of deferred tax liabilities, projected future
taxable income, and tax planning strategies in making this assessment. A valuation allowance has
been provided at December 31, 2010 and 2009, for the portion of the Companys net deferred tax
assets for which it is more likely than not that they will not be realized.
Post-closure Reclamation Costs
The Company recognizes the fair value of a liability for an asset retirement obligation in the
period in which it is incurred if a reasonable estimate of fair value can be made. The fair value
of the liability is added to the carrying amount of the associated asset and this additional
carrying amount is depreciated over the life of the asset. The liability is accreted at the end of
each period through charges to operating expense. If the obligation ultimately is settled for
other than the carrying amount of the liability, the Company will recognize a gain or loss at the
time of settlement.
Accounting for reclamation obligations requires management to make estimates for each mining
operation of the future costs the Company will incur to complete final reclamation work required to
comply with existing laws and regulations. Actual costs incurred in future periods could differ
from amounts estimated. Additionally, future changes to environmental laws and regulations could
increase the extent of reclamation and remediation work that the Company is required to perform.
Any such increases in future costs could materially impact the amounts charged to operations for
reclamation and remediation.
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The Company reviewed its asset retirement assumptions at December 31, 2010 and 2009, and
recorded a reduction at December 31, 2009, of $0.6 million and $0.8 million for the Stillwater Mine
and the East Boulder Mine, respectively, due to an increase in the estimated mine lives of both
mines. No corresponding adjustment was required at December 31, 2010. See Note 16 Asset
Retirement Obligation to the Companys 2010 audited consolidated financial statements for further
information.
Derivative Instruments
The Company from time to time enters into derivative financial instruments, including fixed
forward sales, cashless put and call option collars and financially settled forward sales to manage
the effect of changes in the prices of palladium and platinum on the Companys revenue.
Derivatives are reported on the balance sheet at fair value and, if the derivative is not
designated as a hedging instrument, changes in fair value are recognized in earnings in the period
of change. If the derivative is designated as a hedge and to the extent such hedge is determined
to be highly effective, changes in fair value are either (a) offset by the change in fair value of
the hedged asset or liability (if applicable) or (b) reported as a component of other comprehensive
income in the period of change, and subsequently recognized in the determination of net income in
the period the offsetting hedged transaction occurs. The Company primarily uses derivatives to
hedge metal prices and to manage interest rate risk. The Company also enters into financially
settled forwards related to its recycling segment which are not accounted for as cash flow hedges.
The realized and unrealized gains or losses are recognized in net income in each period. See Note
6 Derivative Instruments to the Companys 2010 audited consolidated financial statements for
further information.
ITEM 7A
QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
The Company is exposed to market risk, including the effects of adverse changes in metal
prices and interest rates as discussed below.
Commodity Price Risk
The Company produces and sells palladium, platinum and associated by-product metals directly
to its customers and also through third parties. As a result, financial performance can be
materially affected when prices for these commodities fluctuate. In order to manage commodity
price risk and to reduce the impact of fluctuation in prices, the Company has entered into
long-term agreements with suppliers and customers, from time to time has employed various
derivative financial instruments and attempts to maintain adequate liquidity to sustain operations
during a downturn in PGM prices. Because the Company hedges only with instruments that have a high
correlation with the value of the hedged transactions, changes in the fair value of the derivatives
are expected to be highly effective in offsetting changes in the value of the hedged transaction.
The Companys remaining long-term automotive supply agreement with Ford Motor Company expired
on December 31, 2010. The floor prices in that agreement applied to 70% of the Companys mined
platinum ounces and 80% of the Companys mined palladium ounces. Replacement supply agreements are
not likely to include any comparable floor price protection, and consequently the Companys mining
revenues going forward will be more fully exposed to prevailing market prices. Without these
pricing provisions, the risk increases that the Company may not be able to operate profitably
during any future downturns in PGM prices.
The Company customarily enters into fixed forward sales and from time to time in the past has
entered into financially settled forward sales transactions that may or may not be accounted for as
cash-flow hedges to mitigate the price risk in its PGM recycling and mine production activities.
Under these fixed forward transactions, typically metals contained in the spent catalytic materials
are sold forward at the time the materials are purchased and then are delivered against the fixed
forward contracts when the finished ounces are recovered. The Company believes such transactions
qualify for the exception to hedge accounting treatment provided for in the accounting literature
and so has elected to account for these transactions as normal purchases and normal sales.
Financially settled forward sales provide another mechanism to offset fluctuations in metal
prices associated with future production, particularly in circumstances where the Company elects to
retain control of the final disposition of the metal. In financially settled forward sales, the
parties agree in advance to a net financial settlement in the future based on the difference
between the market price of the metal on the settlement date and a forward price set at inception.
Consequently, at the settlement date, the Company receives the difference between the forward price
and the market
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price if the market price is below the forward price, and the Company pays the difference between
the forward price and the market price if the market price is above the forward price. No metal
changes hands between the parties in these financially settled transactions. The Company generally
has accounted for financially settled forward transactions as cash flow hedges, as they are not
eligible for treatment as normal purchases and normal sales. However, if the Company determines
not to document them as cash flow hedges, these transactions are marked to market in each
accounting period and the realized and unrealized gains or losses are recognized in net income in
each period. As of December 31, 2010 and 2009, the Company was not party to any financially
settled forward agreements.
Periodically, the Company also has entered into financially settled forwards related to its
recycling segment which are not accounted for as cash flow hedges. The realized and unrealized
gains or losses on such transactions therefore are recognized in net income in each period.
Interest Rate Risk
At December 31, 2010, all of the Companys outstanding long-term debt was subject to fixed
rates of interest. Interest income on payments to the Companys recycling suppliers is generally
linked to short-term inter-bank rates.
The Companys convertible debentures and industrial revenue bonds do not contain financial
covenants, other than change in control protection and, in the case of the convertible debentures,
investor make-whole provisions. Consequently, the Company is not subject to conventional financial
covenants at this time.
Foreign Currency Risk
With the acquisition of certain Canadian assets during the fourth quarter of 2010, the Company
has gained some modest exposure to fluctuations in the exchange rate between the Canadian dollar
and the U.S. dollar. While this exposure is currently limited to Canadian dollar cash deposits and
expenses incurred for the services of a few Canadian employees and contractors along with some
associated support costs, as the Companys commitments there expand in the future, the exposure may
become more material. The Company does not hedge this exposure at present, but may consider doing
so in the future as the scale of its Canadian operations grows.
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ITEM 8
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Report of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders
Stillwater Mining Company and Subsidiaries:
Stillwater Mining Company and Subsidiaries:
We have audited the accompanying consolidated balance sheets of Stillwater Mining Company and
subsidiaries as of December 31, 2010 and 2009, and the related consolidated statements of
operations and comprehensive income (loss), changes in stockholders equity, and cash flows for
each of the years in the three-year period ended December 31, 2010. These consolidated financial
statements are the responsibility of the Companys management. Our responsibility is to express an
opinion on these consolidated financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all
material respects, the financial position of Stillwater Mining Company and subsidiaries as of
December 31, 2010 and 2009, and the results of their operations and their cash flows for each of
the years in the three-year period ended December 31, 2010, in conformity with U.S. generally
accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States), Stillwater Mining Companys internal control over financial reporting as of
December 31, 2010, based on criteria established in Internal Control Integrated Framework issued
by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report
dated February 22, 2011 expressed an unqualified opinion on the effectiveness of the Companys
internal control over financial reporting.
/s/ KPMG LLP
Billings, Montana
February 22, 2011
February 22, 2011
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Report of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders
Stillwater Mining Company and Subsidiaries:
Stillwater Mining Company and Subsidiaries:
We have audited Stillwater Mining Companys internal control over financial reporting as of
December 31, 2010, based on criteria established in Internal Control Integrated Framework issued
by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Stillwater Mining
Companys management is responsible for maintaining effective internal control over financial
reporting and for its assessment of the effectiveness of internal control over financial reporting,
included in the accompanying Management Report on Internal Control over Financial Reporting. Our
responsibility is to express an opinion on the Companys internal control over financial reporting
based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether effective internal control over financial reporting was
maintained in all material respects. Our audit included obtaining an understanding of internal
control over financial reporting, assessing the risk that a material weakness exists, and testing
and evaluating the design and operating effectiveness of internal control based on the assessed
risk. Our audit also included performing such other procedures as we considered necessary in the
circumstances. We believe that our audit provides a reasonable basis for our opinion.
A companys internal control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principles. A
companys internal control over financial reporting includes those policies and procedures that (1)
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and expenditures of the company
are being made only in accordance with authorizations of management and directors of the company;
and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the companys assets that could have a material effect on the
financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or
detect misstatements. Also, projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
In our opinion, Stillwater Mining Company maintained, in all material respects, effective internal
control over financial reporting as of December 31, 2010, based on criteria established in Internal
Control Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission.
We also have audited, in accordance with standards of the Public Company Accounting Oversight Board
(United States), the consolidated balance sheets of Stillwater Mining Company and subsidiaries as
of December 31, 2010 and 2009, and the related consolidated statements of operations and
comprehensive income (loss), changes in stockholders equity, and cash flows for each of the years
in the three-year period ended December 31, 2010, and our report dated February 22, 2011, expressed
an unqualified opinion on those consolidated financial statements.
/s/ KPMG LLP
Billings, Montana
February 22, 2011
February 22, 2011
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STILLWATER MINING COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(In thousands, except per share data)
Year ended December 31, | 2010 | 2009 | 2008 | |||||||||
REVENUES |
||||||||||||
Mine production |
$ | 381,044 | $ | 306,892 | $ | 360,364 | ||||||
PGM recycling |
168,612 | 81,788 | 475,388 | |||||||||
Other |
6,222 | 5,752 | 19,980 | |||||||||
Total revenues |
555,878 | 394,432 | 855,732 | |||||||||
COSTS AND EXPENSES |
||||||||||||
Costs of metals sold: |
||||||||||||
Mine production |
229,986 | 209,140 | 283,793 | |||||||||
PGM recycling |
157,310 | 75,920 | 448,351 | |||||||||
Other |
6,379 | 5,741 | 19,892 | |||||||||
Total costs of metals sold |
393,675 | 290,801 | 752,036 | |||||||||
Depletion, depreciation and amortization: |
||||||||||||
Mine production |
71,121 | 70,239 | 82,792 | |||||||||
PGM recycling |
472 | 178 | 192 | |||||||||
Total depletion, depreciation and amortization |
71,593 | 70,417 | 82,984 | |||||||||
Total costs of revenues |
465,268 | 361,218 | 835,020 | |||||||||
Marketing |
2,415 | 1,987 | 5,705 | |||||||||
General and administrative |
33,016 | 25,080 | 26,712 | |||||||||
Restructuring |
| | 5,420 | |||||||||
Losses on trade receivables and inventory purchases |
595 | 1,051 | 29,409 | |||||||||
Impairments of long-term investments and property, plant and equipment |
| 119 | 70,628 | |||||||||
(Gain)/loss on disposal of property, plant and equipment |
(128 | ) | 689 | 196 | ||||||||
Total costs and expenses |
501,166 | 390,144 | 973,090 | |||||||||
OPERATING INCOME (LOSS) |
54,712 | 4,288 | (117,358 | ) | ||||||||
OTHER INCOME (EXPENSE) |
||||||||||||
Other |
(6 | ) | 79 | 144 | ||||||||
Interest income |
2,144 | 1,846 | 11,103 | |||||||||
Interest expense |
(6,536 | ) | (6,801 | ) | (9,718 | ) | ||||||
Foreign currency transaction gain |
51 | | | |||||||||
Induced conversion loss |
| (8,097 | ) | | ||||||||
INCOME (LOSS) BEFORE INCOME TAX BENEFIT (PROVISION) |
50,365 | (8,685 | ) | (115,829 | ) | |||||||
Income tax benefit (provision) |
| 30 | 32 | |||||||||
NET INCOME (LOSS) |
50,365 | (8,655 | ) | (115,797 | ) | |||||||
Other comprehensive income (loss), net of tax |
(762 | ) | 70 | 5,865 | ||||||||
COMPREHENSIVE INCOME (LOSS) |
$ | 49,603 | $ | (8,585 | ) | $ | (109,932 | ) | ||||
See accompanying notes to the consolidated financial statements.
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STILLWATER MINING COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(In thousands, except per share data)
(Continued)
Year ended December 31, | 2010 | 2009 | 2008 | |||||||||
BASIC AND DILUTED INCOME (LOSS) PER SHARE |
||||||||||||
Net income (loss) |
$ | 50,365 | $ | (8,655 | ) | $ | (115,797 | ) | ||||
Weighted average common shares outstanding |
||||||||||||
Basic |
97,967 | 94,852 | 93,025 | |||||||||
Diluted |
99,209 | 94,852 | 93,025 | |||||||||
Basic income (loss) per share |
||||||||||||
Net income (loss) |
$ | 0.51 | $ | (0.09 | ) | $ | (1.24 | ) | ||||
Diluted income (loss) per share |
||||||||||||
Net income (loss) |
$ | 0.51 | $ | (0.09 | ) | $ | (1.24 | ) | ||||
See accompanying notes to the consolidated financial statements.
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STILLWATER MINING COMPANY
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
December 31, | 2010 | 2009 | ||||||
ASSETS |
||||||||
Current assets |
||||||||
Cash and cash equivalents |
$ | 19,363 | $ | 166,656 | ||||
Investments, at fair market value |
188,988 | 34,515 | ||||||
Inventories |
101,806 | 88,967 | ||||||
Trade receivables |
7,380 | 2,073 | ||||||
Deferred income taxes |
17,890 | 18,130 | ||||||
Other current assets |
13,940 | 8,680 | ||||||
Total current assets |
349,367 | 319,021 | ||||||
Property, plant and equipment, net |
509,787 | 358,866 | ||||||
Restricted cash |
38,070 | 38,045 | ||||||
Other noncurrent assets |
12,246 | 9,263 | ||||||
Total assets |
$ | 909,470 | $ | 725,195 | ||||
LIABILITIES AND STOCKHOLDERS EQUITY |
||||||||
Current liabilities |
||||||||
Accounts payable |
$ | 19,405 | $ | 8,901 | ||||
Accrued compensation and benefits |
24,746 | 26,481 | ||||||
Property, production and franchise taxes payable |
10,999 | 10,405 | ||||||
Other current liabilities |
3,052 | 3,689 | ||||||
Total current liabilities |
58,202 | 49,476 | ||||||
Long-term debt |
196,010 | 195,977 | ||||||
Deferred income taxes |
53,859 | 18,130 | ||||||
Accrued workers compensation |
7,155 | 4,737 | ||||||
Asset retirement obligation |
6,747 | 6,209 | ||||||
Other noncurrent liabilities |
4,425 | 3,855 | ||||||
Total liabilities |
$ | 326,398 | $ | 278,384 | ||||
Stockholders equity |
||||||||
Preferred stock, $0.01 par value, 1,000,000 shares authorized, none issued |
| | ||||||
Common stock, $0.01 par value, 200,000,000 shares authorized, 101,881,816 and
96,732,185 shares issued and outstanding |
1,019 | 967 | ||||||
Paid-in capital |
761,475 | 674,869 | ||||||
Accumulated deficit |
(178,570 | ) | (228,935 | ) | ||||
Accumulated other comprehensive loss |
(852 | ) | (90 | ) | ||||
Total stockholders equity |
583,072 | 446,811 | ||||||
Total liabilities and stockholders equity |
$ | 909,470 | $ | 725,195 | ||||
See accompanying notes to the consolidated financial statements.
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STILLWATER MINING COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
Year ended December 31, | 2010 | 2009 | 2008 | |||||||||
CASH FLOWS FROM OPERATING ACTIVITIES |
||||||||||||
Net income (loss) |
$ | 50,365 | $ | (8,655 | ) | $ | (115,797 | ) | ||||
Adjustments to reconcile net income (loss) to net cash provided by
operating activities: |
||||||||||||
Depletion, depreciation and amortization |
71,593 | 70,417 | 82,984 | |||||||||
Foreign currency transaction gain |
(51 | ) | | | ||||||||
Lower of cost or market inventory adjustment |
| 6,626 | 8,907 | |||||||||
Induced conversion loss |
| 8,097 | | |||||||||
Restructuring costs |
| | 5,420 | |||||||||
Impairments of long-term investments and property, plant and equipment |
| 119 | 70,628 | |||||||||
Losses on trade receivables and inventory purchases |
595 | 1,051 | 29,409 | |||||||||
(Gain)/loss on disposal of property, plant and equipment |
(128 | ) | 689 | 196 | ||||||||
Accretion of asset retirement obligation |
538 | 606 | 885 | |||||||||
Amortization of debt issuance costs |
979 | 1,036 | 3,214 | |||||||||
Share based compensation and other benefits |
12,366 | 11,441 | 11,055 | |||||||||
Changes in operating assets and liabilities: |
||||||||||||
Inventories |
(12,474 | ) | (22,793 | ) | 35,893 | |||||||
Trade receivables |
(5,307 | ) | 296 | 6,365 | ||||||||
Accrued compensation and benefits |
(1,735 | ) | 2,379 | (1,968 | ) | |||||||
Accounts payable |
10,202 | (5,761 | ) | (3,560 | ) | |||||||
Property, production and franchise taxes payable |
1,164 | (937 | ) | 566 | ||||||||
Workers compensation |
2,418 | (2,024 | ) | (3,221 | ) | |||||||
Restricted cash |
(25 | ) | (2,450 | ) | (9,540 | ) | ||||||
Other |
(6,603 | ) | (465 | ) | (7,193 | ) | ||||||
NET CASH PROVIDED BY OPERATING ACTIVITIES |
123,897 | 59,672 | 114,243 | |||||||||
CASH FLOWS FROM INVESTING ACTIVITIES |
||||||||||||
Capital expenditures |
(50,263 | ) | (39,534 | ) | (82,277 | ) | ||||||
Purchase of Marathon PGM assets |
(63,649 | ) | | | ||||||||
Purchase of long-term investment |
(3,858 | ) | | (948 | ) | |||||||
Proceeds from disposal of property, plant and equipment |
470 | 603 | 329 | |||||||||
Purchases of investments |
(243,693 | ) | (47,551 | ) | (41,095 | ) | ||||||
Proceeds from maturities of investments |
88,959 | 31,759 | 49,424 | |||||||||
NET CASH USED IN INVESTING ACTIVITIES |
(272,034 | ) | (54,723 | ) | (74,567 | ) | ||||||
CASH FLOWS FROM FINANCING ACTIVITIES |
||||||||||||
Principal payments on debt |
| (97 | ) | (98,539 | ) | |||||||
Payments for debt issuance costs |
| | (5,098 | ) | ||||||||
Proceeds from issuance of convertible debentures |
| | 181,500 | |||||||||
Issuance of common stock |
844 | 9 | 2,990 | |||||||||
Restricted cash |
| | (20,170 | ) | ||||||||
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES |
844 | (88 | ) | 60,683 | ||||||||
CASH AND CASH EQUIVALENTS |
||||||||||||
Net increase (decrease) |
(147,293 | ) | 4,861 | 100,359 | ||||||||
Balance at beginning of period |
166,656 | 161,795 | 61,436 | |||||||||
BALANCE AT END OF PERIOD |
$ | 19,363 | $ | 166,656 | $ | 161,795 | ||||||
See accompanying notes to the consolidated financial statements.
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STILLWATER MINING COMPANY
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY
(In thousands)
Accumulated | ||||||||||||||||||||||||
Other | Total | |||||||||||||||||||||||
Common Shares | Common | Paid-in | Accumulated | Comprehensive | Stockholders | |||||||||||||||||||
Outstanding | Stock | Capital | Deficit | Loss | Equity | |||||||||||||||||||
BALANCE AT DECEMBER 31, 2007 |
92,405 | $ | 924 | $ | 626,625 | $ | (104,483 | ) | $ | (6,025 | ) | $ | 517,041 | |||||||||||
Net loss |
| | | (115,797 | ) | | (115,797 | ) | ||||||||||||||||
Change in net unrealized gains on derivative |
||||||||||||||||||||||||
financial instruments |
| | | | 6,533 | 6,533 | ||||||||||||||||||
Change in fair market value of securities |
| | | | (668 | ) | (668 | ) | ||||||||||||||||
Common stock issued under employee benefit plans |
815 | 8 | 5,984 | | | 5,992 | ||||||||||||||||||
Stock option expense |
| | 380 | | | 380 | ||||||||||||||||||
Common stock issued under stock plans |
237 | 3 | 2,987 | | | 2,990 | ||||||||||||||||||
Common stock issued under Directors deferral plan |
8 | 2 | 59 | | | 61 | ||||||||||||||||||
Nonvested shares of common stock granted to
officers and employees |
201 | | | | | | ||||||||||||||||||
Amortization of unearned nonvested stock |
| | 4,654 | | | 4,654 | ||||||||||||||||||
Forfeiture of nonvested stock |
| | (32 | ) | | | (32 | ) | ||||||||||||||||
BALANCE AT DECEMBER 31, 2008 |
93,666 | $ | 937 | $ | 640,657 | $ | (220,280 | ) | $ | (160 | ) | $ | 421,154 | |||||||||||
Net loss |
| | | (8,655 | ) | | (8,655 | ) | ||||||||||||||||
Change in fair market value of securities |
| | | | 70 | 70 | ||||||||||||||||||
Common stock issued under employee benefit plans |
887 | 9 | 4,758 | | | 4,767 | ||||||||||||||||||
Stock option expense |
| | 238 | | | 238 | ||||||||||||||||||
Common stock issued under stock plans |
2 | | 9 | | | 9 | ||||||||||||||||||
Common stock issued under Directors deferral plan |
7 | | 32 | | | 32 | ||||||||||||||||||
Nonvested shares of common stock granted to
officers and employees |
327 | 3 | | | | 3 | ||||||||||||||||||
Common stock issued for conversion of long-term debt |
1,843 | 18 | 22,774 | | | 22,792 | ||||||||||||||||||
Amortization of unearned nonvested stock |
| | 6,463 | | | 6,463 | ||||||||||||||||||
Forfeiture of nonvested stock |
| | (62 | ) | | | (62 | ) | ||||||||||||||||
BALANCE AT DECEMBER 31, 2009 |
96,732 | $ | 967 | $ | 674,869 | $ | (228,935 | ) | $ | (90 | ) | $ | 446,811 | |||||||||||
Net income |
| | | 50,365 | | 50,365 | ||||||||||||||||||
Change in fair market value of securities |
| | | | (762 | ) | (762 | ) | ||||||||||||||||
Common stock issued under employee benefit plans |
319 | 3 | 4,442 | | | 4,445 | ||||||||||||||||||
Stock option expense |
| | 160 | | | 160 | ||||||||||||||||||
Common stock issued under stock plans |
90 | 1 | 843 | | | 844 | ||||||||||||||||||
Common stock issued under Directors deferral plan |
3 | | 75 | | | 75 | ||||||||||||||||||
Nonvested shares of common stock granted to
officers and employees |
856 | 9 | | | | 9 | ||||||||||||||||||
Common stock issued for acquisition of
Marathon PGM assets |
3,882 | 39 | 73,409 | | | 73,448 | ||||||||||||||||||
Amortization of unearned nonvested stock |
| | 7,775 | | | 7,775 | ||||||||||||||||||
Forfeiture of nonvested stock |
| | (98 | ) | | | (98 | ) | ||||||||||||||||
BALANCE AT DECEMBER 31, 2010 |
101,882 | $ | 1,019 | $ | 761,475 | $ | (178,570 | ) | $ | (852 | ) | $ | 583,072 | |||||||||||
See accompanying notes to the consolidated financial statements.
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STILLWATER MINING COMPANY
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1
NATURE OF OPERATIONS
NATURE OF OPERATIONS
Stillwater Mining Company (the Company) is engaged in the development, extraction, processing,
refining and marketing of palladium, platinum and associated metals (platinum group metals or PGMs)
from a geological formation in south central Montana known as the J-M Reef and from the recycling
of spent catalytic converters. The J-M Reef is a twenty-eight (28) mile long geologic formation
containing the largest known deposit of platinum group metals (PGMs) in the United States.
The Company conducts mining operations at the Stillwater Mine near Nye, Montana, and at the
East Boulder Mine near Big Timber, Montana. Ore extraction at both mines takes place within the
J-M Reef. The Company operates concentrating plants at each mining operation to upgrade the mined
production into a concentrate form. The Company operates a smelter and base metal refinery at
Columbus, Montana which further upgrades the mined concentrate into a PGM-rich filter cake. The
filter cake is shipped to third-party custom refiners for final refining before being sold to third
parties.
Besides processing mine concentrates, the Company also recycles spent catalyst material at the
smelter and base metal refinery to recover the contained PGMs palladium, platinum and rhodium.
The Company currently has catalyst sourcing arrangements with various suppliers who ship spent
catalysts to the Company for processing to recover the PGMs. The Company smelts and refines the
spent catalysts within the same process stream as the mined production.
The Companys operations can be significantly affected by risks and uncertainties associated
with the mining and recycling industry as well as those specifically related to its operations.
One of the most significant risks and uncertainties the Company faces is price volatility of
palladium and platinum.
Additional risks and uncertainties include but are not limited to the following: economic and
political events affecting supply and demand for these metals, mineral reserve estimation,
environmental restrictions and obligations, governmental regulations, ownership of and access to
mineral reserves, stable workforce and increased surety requirements.
The Company evaluates subsequent events through the date the financial statements are issued.
No subsequent events were identified that required additional disclosure through the date of this
filing.
NOTE 2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
PRINCIPLES OF CONSOLIDATION
The accompanying consolidated financial statements include the accounts of Stillwater Mining
Company and its wholly owned subsidiaries (collectively referred to as the Company). All
intercompany transactions and balances have been eliminated in consolidation.
CASH AND CASH EQUIVALENTS
Cash and cash equivalents consist of all cash balances and all highly liquid investments
purchased with an original maturity of three months or less.
RESTRICTED CASH
Restricted cash consists of cash equivalents that have been posted as collateral on
outstanding letters of credit. The restrictions on the balances lapse upon expiration of the
letters of credit which currently have terms of one year or less. Restricted cash is classified as
noncurrent as the Company anticipates renewing the letters of credit (associated with reclamation
obligations) upon expiration.
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INVESTMENTS
Investment securities at December 31, 2010 and 2009, consist of a mutual fund and federal
agency notes and commercial paper with stated maturities less than two years. All securities are
deemed by management to be available-for-sale and are reported at fair value. Unrealized holding
gains and losses on available-for-sale securities are excluded from earnings and are reported as a
separate component of other comprehensive income (loss) until realized. A decline in the market
value of any available-for-sale security below cost that is deemed to be other-than-temporary
results in a reduction of the carrying amount of the security to fair value. The impairment is
charged to earnings and a new cost basis for the security is established.
The Companys long-term investments were originally recorded at cost due to less than 20%
equity ownership interest and no significant Company control over the investees. A decline in the
market value of these long-term investments that is deemed to be other-than-temporary will result
in a reduction of the carrying amount of the investment to fair value. The impairment is charged
to earnings and a new cost basis for the investment is established.
INVENTORIES
Metals inventories are carried at the lower of current realizable value or average cost taking
into consideration the Companys long-term sales contracts and average unit costs. Production
costs include the cost of direct labor and materials, depletion, depreciation and amortization, and
overhead costs relating to mining and processing activities. Materials and supplies inventories
are valued at the lower of average cost or fair market value.
RECEIVABLES
Trade receivables and other receivable balances recorded in other current assets are reported
at outstanding principal amounts, net of an allowance for doubtful accounts. Management evaluates
the collectability of receivable account balances to determine the allowance, if any. Management
considers the other partys credit risk and financial condition, as well as current and projected
economic and market conditions, in determining the amount of the allowance. Receivable balances
are written off when management determines that the balance is uncollectable. The Company
determined that no allowance against its receivable balances at December 31, 2010 were necessary.
The Company wrote off $0.6 million and $3.4 million of its trade receivable balance in 2009 and
2008, respectively, when it was determined that ultimate repayment was questionable.
PROPERTY, PLANT AND EQUIPMENT
Plant facilities and equipment are recorded at cost and depreciated using the straight-line
method over estimated useful lives ranging from three to seven years or, for capital leases, the
term of the related leases, if shorter. Maintenance and repairs are charged to cost of revenues as
incurred.
Capitalized mine development costs are expenditures incurred to increase existing production,
develop new ore bodies or develop mineral property substantially in advance of production.
Capitalized mine development costs include a vertical shaft, multiple surface adits and underground
infrastructure development including footwall laterals, ramps, rail and transportation, electrical
and ventilation systems, shop facilities, material handling areas, ore handling facilities,
dewatering and pumping facilities. These expenditures are capitalized and amortized over the life
of the mine or over a shorter mining period, depending on the period benefited by those
expenditures, using the units-of-production method. The Company utilizes total proven and probable
ore reserves, measured in tons, as the basis for determining the life of mine and uses the ore
reserves in the immediate and relevant vicinity as the basis for determining the shorter mining
period.
The Company calculates amortization of capitalized mine development costs in any vicinity by
applying an amortization rate to the relevant current production. The amortization rates are each
based upon a ratio of un-amortized capitalized mine development costs to the related ore reserves.
Capital development expenditures are added to the un-amortized capitalized mine development costs
and amortization rates updated as the related assets are placed into service. In the calculation
of the amortization rate, changes in ore reserves are accounted for as a prospective change in
estimate. Ore reserves and the further benefit of capitalized mine development costs are
determined based on management assumptions. Any significant changes in these assumptions, such as
a change in the mine plan or a change in estimated proven and probable ore reserves, could have a
material effect on the expected period of benefit resulting in a potentially significant change in
the amortization rate and/or the valuations of related assets. The Companys proven ore reserves
are
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generally expected to be extracted utilizing its existing mine development infrastructure.
Additional capital expenditures will be required to access the Companys estimated probable ore
reserves. These anticipated capital expenditures are not included in the current calculation of
depletion, depreciation and amortization.
Expenditures incurred to sustain existing production and directly access specific ore reserve
blocks or stopes provide benefit to ore reserve production over limited periods of time (secondary
development) and are charged to operations as incurred. These costs include ramp and stope access
excavations from the primary haulage levels (footwall laterals), stope material rehandling/laydown
excavations, stope ore and waste pass excavations and chute installations, stope ventilation raise
excavations and stope utility and pipe raise excavations.
Interest is capitalized on expenditures related to major construction or development projects
and is amortized using the same method as the related asset. Interest capitalization is
discontinued when the asset is placed into operation or when development and construction cease.
LEASES
The Company classifies a lease as either capital or operating. All capital leases are
depreciated either over the shorter of the useful life of the asset or over the lease term.
ASSET IMPAIRMENT
The Company reviews and evaluates its long-lived assets for impairment when events or changes
in circumstances indicate that the related carrying amounts of its assets may not be recoverable.
Impairment is considered to exist if the total estimated future cash flows on an undiscounted basis
are less than the carrying amount of the asset. Future cash flows include estimates of recoverable
ounces, PGM prices (historical prices or third-party projections of future prices, long-term sales
contracts prices, price trends and related factors), production levels and capital and reclamation
expenditures, all based on life-of-mine plans and projections. If the assets are impaired, a
calculation of fair market value is performed, and if the fair market value is lower than the
carrying value of the assets, the assets are reduced to their fair market value.
Assumptions underlying future cash flows are subject to risks and uncertainties. Any
differences between significant assumptions and market conditions such as PGM prices, lower than
expected recoverable ounces, and/or the Companys operating performance could have a material
effect on the Companys determination of ore reserves, or its ability to recover the carrying
amounts of its long-lived assets resulting in potential additional impairment charges.
FAIR VALUE OF FINANCIAL INSTRUMENTS
The Companys non-derivative financial instruments consist primarily of cash equivalents,
trade receivables, investments, revenue bond debt, and capital lease obligations. The carrying
amounts of cash equivalents and trade receivables approximate fair value due to their short
maturities. The carrying amounts of investments approximate fair value based on market quotes.
Fair value is defined as the price that would be received to sell an asset or paid to transfer
a liability (an exit price) in an orderly transaction between market participants. A fair value
hierarchy was established which requires an entity to maximize the use of observable inputs and
minimize the use of unobservable inputs when measuring fair value. The fair value hierarchy
distinguishes among three levels of inputs that may be utilized when measuring fair value: Level 1
inputs (using quoted prices in active markets for identical assets or liabilities), Level 2 inputs
(using external inputs other than level 1 prices such as quoted prices for similar assets and
liabilities in active markets or inputs that are observable for the asset or liability) and Level 3
inputs (unobservable inputs supported by little or no market activity and based on internal
assumptions used to measure assets and liabilities). The classification of each financial asset or
liability within the above hierarchy is determined based on the lowest level input that is
significant to the fair value measurement.
REVENUE RECOGNITION
Revenue is comprised of mine production revenue, PGM recycling revenue and other sales
revenue. Mine production revenue consists of the sales of palladium and platinum extracted by the
Companys mining operations, including any realized hedging gains or losses, and is reduced by
sales discounts associated with automotive agreements. Mine production revenue also consists of
the sales of by-products (rhodium, gold, silver, copper and nickel) extracted by
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mining operations. PGM recycling revenue consists of the sales of recycled palladium,
platinum and rhodium derived from spent catalytic materials, including any unrealized and realized
hedging gains or losses. Other sales revenue consists of sales of PGMs that were acquired on the
open market for resale.
Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred
either physically or through an irrevocable transfer of metals to customers accounts, the price is
fixed or determinable, no related obligations remain and collectability is probable. Under the
terms of sales contracts and purchase orders received from customers, the Company recognizes
revenue when the product is in a refined and saleable form and title passes, which is typically
when the product is transferred from the account of the Company to the account of the customer.
Under certain of its sales agreements, the Company instructs a third party refiner to transfer
metal from the Companys account to the customers account; at this point, the Companys account at
the third party refinery is reduced and the purchasers account is increased by the number of
ounces of metal sold. These transfers are irrevocable and the Company has no further
responsibility for the delivery of the metals. Under other sales agreements, physical conveyance
occurs by the Company arranging for shipment of metal from the third party refinery to the
purchaser. In these cases, revenue is recognized at the point when title passes contractually to
the purchaser. Sales discounts are recognized when the related revenue is recorded. The Company
classifies any sales discounts as a reduction in revenue.
HEDGING PROGRAM
From time to time, the Company enters into derivative financial instruments, including fixed
forwards, cashless put and call option collars and financially settled forwards to manage the
effect of changes in the prices of palladium and platinum on the Companys revenue and to manage
interest rate risk. Derivatives are reported on the balance sheet at fair value and, if the
derivative is not designated as a hedging instrument, changes in fair value must be recognized in
earnings in the period of change. If the derivative is designated as a hedge, and to the extent
such hedge is determined to be highly effective, changes in fair value are either (a) offset by the
change in fair value of the hedged asset or liability (if applicable) or (b) reported as a
component of other comprehensive income (loss) in the period of change, and subsequently recognized
in the determination of net income (loss) in the period the offsetting hedged transaction occurs.
If an instrument is settled early, any gains or losses are deferred and recognized as adjustments
to the revenue recorded for the related hedged production when the transaction related to the
original hedge instrument settles.
Unrealized derivative gains and losses recorded in current and non-current assets and
liabilities and amounts recorded in other comprehensive income (loss) and in current period
earnings are non-cash items and therefore are taken into account in the preparation of the
consolidated statement of cash flows based on their respective balance sheet classifications.
RECLAMATION AND ENVIRONMENTAL COSTS
The fair value of a liability for an asset retirement obligation is recognized in the period
in which it is incurred if a reasonable estimate of fair value can be made. The fair value of the
liability is added to the carrying amount of the associated asset and this additional carrying
amount is depreciated over the life of the asset. The liability is accreted at the end of each
period through charges to operating expense. If the obligation is settled for other than the
carrying amount of the liability, the Company will recognize a gain or loss on settlement.
Accounting for reclamation obligations requires management to make estimates for each mining
operation of the future costs the Company will incur to complete final reclamation work required to
comply with existing laws and regulations. Actual costs incurred in future periods could differ
from amounts estimated. Additionally, future changes to environmental laws and regulations could
increase the extent of reclamation and remediation work that the Company is required to perform.
Any such increases in future costs could materially impact the amounts charged in future periods to
operations for reclamation and remediation.
INCOME TAXES
The Company determines income taxes using the asset and liability approach which results in
the recognition of deferred tax assets and liabilities for the expected future tax consequences of
temporary differences between the carrying amounts and the tax basis of those assets and
liabilities, as well as operating loss and tax credit carryforwards, using enacted tax rates in
effect in the years in which the differences are expected to reverse. The effect on deferred tax
assets and liabilities of a change in tax rates is recognized in income in the period that includes
the enactment date. Deferred tax assets and liabilities are recorded on a jurisdictional basis.
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In assessing the realizability of U.S. deferred tax assets, management considers whether it is
more likely than not that some portion or all of the deferred tax assets will not be realized.
Each quarter, management considers the scheduled reversal of deferred tax liabilities, projected
future taxable income, and tax planning strategies in making this assessment. A valuation
allowance has been provided at December 31, 2010 and 2009, for the portion of the Companys net
deferred tax assets for which it is more likely than not that they will not be realized.
STOCK-BASED COMPENSATION
Costs resulting from all share-based payment transactions are recognized in the financial
statements over the respective vesting periods and determined using a fair-value-based measurement
method. The fair values for stock options and other stock-based compensation awards issued to
employees are estimated at the date of grant using a Black-Scholes option pricing model.
EARNINGS (LOSS) PER COMMON SHARE
Basic earnings (loss) per share is computed by dividing net earnings (loss) available to
common stockholders by the weighted average number of common shares outstanding during the period.
Diluted earnings (loss) per share reflect the potential dilution that could occur if the Companys
dilutive outstanding stock options or nonvested shares were exercised and the Companys convertible
debt was converted. No adjustments were made to reported net income (loss) in the computation of
basic or diluted earnings (loss) per share as of December 31, 2010, 2009, or 2008. The Company
currently has only one class of equity shares outstanding.
COMPREHENSIVE INCOME (LOSS)
Comprehensive income (loss) includes net income (loss), as well as other changes in
stockholders equity that result from transactions and events other than those with stockholders.
The Companys only significant elements of other comprehensive income in 2010 and 2009 consisted of
unrealized gains and losses related to available-for-sale marketable securities. In 2008,
comprehensive income (loss) consisted of unrealized gains and losses on derivative financial
instruments related to commodity price hedging activities and available-for-sale marketable
securities.
DEBT ISSUANCE COSTS
Costs associated with the issuance of debt are included in other noncurrent assets and are
amortized over the term of the related debt using the effective interest method.
USE OF ESTIMATES
The preparation of the Companys consolidated financial statements in conformity with United
States generally accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in these consolidated financial statements and
accompanying notes. The more significant areas requiring the use of managements estimates relate
to mineral reserves, reclamation and environmental obligations, valuation allowance for deferred
tax assets, useful lives utilized for depletion, depreciation, amortization and accretion
calculations, future cash flows from long-lived assets, fair value of long-lived assets, and fair
value of derivatives. Actual results could differ from these estimates.
FOREIGN CURRENCY TRANSACTIONS
The functional currency of the Companys Canadian subsidiary is the U.S. dollar. Gains or
losses resulting from transactions denominated in Canadian currency are included in net income in
the consolidated statements of operations and comprehensive income (loss).
NOTE 3
ACQUISITION
ACQUISITION
The Company acquired the PGM assets of Marathon PGM Corporation, a Canadian exploration
company, on November 30, 2010 for $63.6 million in cash and 3.88 million Stillwater common shares
with a fair value of $73.4 million. The principal property acquired is a PGM and copper deposit
located near the town of Marathon, Ontario, Canada. The Marathon deposit is currently in the
permitting stage and will not be in production for several years.
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The following table summarizes the final allocation of the total consideration paid to the
assets acquired at the date of the acquisition:
(In thousands) | ||||
Total Consideration | ||||
Cash |
$ | 63,649 | ||
Company common stock |
73,448 | |||
Liabilities assumed |
361 | |||
Deferred income tax liability |
35,969 | |||
Total consideration |
$ | 173,427 | ||
Allocation of Total Consideration to Assets Acquired |
||||
Current assets |
$ | 146 | ||
Property, plant and equipment
Vehicles |
39 | |||
Land and buildings |
593 | |||
Mineral properties |
172,649 | |||
Total assets |
$ | 173,427 |
NOTE 4
ASSET IMPAIRMENT
ASSET IMPAIRMENT
The Company determined that there was no material event or change in circumstances requiring
the Company to test its long-lived assets for impairment at December 31, 2010 and 2009. The
Company recorded a $67.3 million charge against earnings at December 31, 2008, reducing the
carrying value of the East Boulder Mine assets to $161.4 million.
Assumptions underlying estimates of future cash flows are subject to risks and uncertainties.
Any differences between significant assumptions and market conditions such as PGM prices, lower
than expected recoverable ounces, and/or the companys operating performance could have a material
effect on the companys determination of ore reserves, or its ability to recover the carrying
amounts of its long lived assets, resulting in potential additional impairment charges.
NOTE 5
SALES
SALES
Mine Production
The Company mines and processes ores containing palladium, platinum, rhodium, gold, silver,
copper and nickel into intermediate and final products for sale to customers. Palladium, platinum,
rhodium, gold and silver are sent to third party refineries for final processing from where they
are sold to a number of consumers and dealers with whom the Company has established trading
relationships. Refined platinum group metals (PGMs) of 99.95% purity (rhodium of 99.9%) in sponge
form are transferred upon sale from the Companys account at third party refineries to the account
of the purchaser. By-product precious metals are normally sold at market prices to customers,
brokers or outside refiners. By-products of copper and nickel are produced by the Company at less
than commercial grade, so prices for these metals typically reflect a quality discount. By-product
sales are included in revenues from mine production. During 2010, 2009 and 2008, total by-product
(copper, nickel, gold, silver and mined rhodium) sales were $28.0 million, $23.6 million and $36.8
million, respectively.
Through the end of 2010, the Company was party to a sales agreement with Ford Motor Company
(Ford) that in recent years committed 80% of the Companys mined palladium and 70% of its mined
platinum for delivery to Ford. This agreement expired at the end of 2010. The Ford supply
agreement included certain price floors and caps designed to limit the parties exposure to
fluctuations in PGM market prices. Except for ounces priced at the floor or cap, the contract
provided that metal deliveries were to be priced at a small discount to the trailing months
average London price for PGMs.
Effective January 1, 2011, the Company has entered into a three-year supply agreement with
General Motors
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Corporation (GM) that provides for fixed quantities of palladium to be delivered to
GM each month. The agreement does not include price floors or caps, but provides for pricing at a
small discount to a trailing market price. The Company is continuing to negotiate potential supply
arrangements with other large PGM consumers and in the meantime is selling its
remaining mine production under month-to-month and spot sales agreements.
PGM Recycling
The Company purchases spent catalyst materials from third parties and processes these
materials in its facilities in Columbus, Montana to recover palladium, platinum and rhodium for
sale. It also accepts material supplied from third parties on a tolling basis, processing it for a
fee and returning the recovered metals to the supplier. The Company has entered into sourcing
arrangements for catalyst material with several suppliers. Under these sourcing arrangements as
currently structured, the Company in some cases may advance cash against a shipment of material
shortly before actually receiving the physical shipment. These advances are included in Other
current assets on the Companys consolidated balance sheet until such time as the material has been
physically received and title has transferred to the Company. The Company holds a security
interest in materials procured by its largest supplier that have not been received by the Company.
Once the material is physically received and title has transferred, the associated advance is
reclassified from Other current assets into Inventories. Finance charges collected on advances and
inventories prior to being earned are included in Other current liabilities on the Companys
consolidated balance sheet. Finance charges are reclassed from Other current liabilities to
Interest income ratably from the time the advance was made until the outturn date of the inventory.
The Company recorded write-downs of advances on these recycling inventory purchases of $0.6
million, $0.5 million and $26.0 million during 2010, 2009 and 2008, respectively.
At the same time the Company purchases recycling material it typically enters into a fixed
forward contract for future delivery of the PGMs contained in the recycled material at a price
consistent with the purchase cost of the recycled material. The contract commits the Company to
deliver finished metal on a specified date that normally corresponds to the expected out-turn date
for the metal from the final refiner. The purpose of this arrangement is to eliminate the
Companys exposure to fluctuations in market prices during processing, while at the same time
creating an obligation for the Company to deliver metal at a future point in time that could be
subject to operational risks. If the Company were unable to complete the processing of the
recycled material by the contractual delivery date, it could be required to purchase finished metal
in the open market to cover its delivery commitments, and then would bear the cost (or benefit) of
any change in the market price relative to the price stipulated in the delivery contract.
Other
The Company makes other open market purchases of PGMs from time to time for resale to third
parties. The Company recognized revenue of $6.2 million and $20.0 million on 13,000 ounces and
48,800 ounces of palladium that were purchased in the open market and re-sold for the year ended
December 31, 2010 and 2008, respectively. The Company purchased in the open market 12,600 ounces
of palladium and 2,900 ounces of platinum for the year ended December 31, 2009, recognizing revenue
of $5.8 million.
NOTE 6
DERIVATIVE INSTRUMENTS
DERIVATIVE INSTRUMENTS
The Company uses various derivative financial instruments to manage its exposure to changes in
interest rates and PGM market commodity prices. Some of these derivative transactions are
designated as hedges. Because the Company hedges only with instruments that have a high
correlation with the value of the underlying exposures, changes in the derivatives fair value are
expected to be offset by changes in the value of the hedged transaction.
Commodity Derivatives
The Company customarily enters into fixed forward contracts and on occasion it also enters
into financially settled forward contracts to offset the price risk in its PGM recycling activity.
From time to time, it also enters into these types of contracts on portions of its mine production.
Under these customary fixed forward transactions, the Company agrees to deliver a stated quantity
of metal on a specific future date at a price stipulated in advance. The Company uses fixed
forward transactions primarily to price in advance the metals acquired for processing in its
recycling segment. Under the financially settled forward transactions, at each settlement date the
Company receives the difference between the forward price and the market price if the market price
is below the forward price and the Company pays the difference between the forward price and the
market price if the market price is above the forward price. These financially settled forward
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contracts are settled in cash at maturity and do not require physical delivery of metal at
settlement. The Company will typically use financially settled forward contracts with third
parties to reduce its exposure to price risk on metal it is obligated to deliver under long-term
sales agreements.
Mine Production
At present, the Company has not entered into derivative instruments to hedge its mined
production. In the second quarter of 2008, the Company settled the remaining financially settled
forward agreements covering future anticipated platinum sales out of mine production. Realized
losses on hedges of mined platinum in 2008 were $12.8 million and were recorded as an adjustment to
mine production revenue.
PGM Recycling
The Company customarily enters into fixed forward sales relating to PGM recycling of catalysts
materials. The metals from PGM recycled materials are typically sold forward at the time of
purchase and delivered against the fixed forward contracts when the ounces are recovered. All of
these fixed forward sales contracts open at December 31, 2010, will settle at various periods
through June 2011. The Company has credit agreements with its major trading partners that provide
for margin deposits in the event that forward prices for metals exceed the Companys hedged prices
by a predetermined margin limit. As of December 31, 2010 and 2009, no such margin deposits were
outstanding or due.
Occasionally the Company also enters into financially settled forward contracts on recycled
materials for which it hasnt entered into a fixed forward sale. Such contracts are utilized when
the Company wishes to establish a firm forward price for recycled metal on a specific future date.
No financially settled forward contracts were outstanding at December 31, 2010 and 2009. The
Company generally has not designated these contracts as cash flow hedges, so they are marked to
market at the end of each accounting period. The change in the fair value of the derivatives is
reflected in the income statement. The corresponding net realized loss on these derivatives was
$0.2 million in 2009 and 2008 and was recorded as a component of recycling revenue. There was no
corresponding net realized gain or loss on these derivatives in 2010.
The following is a summary of the Companys commodity derivatives as of December 31, 2010:
PGM
Recycling: |
||||||||||||||||||||||||
Fixed Forwards | ||||||||||||||||||||||||
Platinum | Palladium | Rhodium | ||||||||||||||||||||||
Settlement Period | Ounces | Avg. Price | Ounces | Avg. Price | Ounces | Avg. Price | ||||||||||||||||||
First Quarter 2011 |
13,613 | $ | 1,697 | 24,250 | $ | 642 | 2,642 | $ | 2,255 | |||||||||||||||
Second Quarter 2011 |
2,432 | $ | 1,716 | 2,553 | $ | 745 | 1,274 | $ | 2,339 |
The Following is the Effect of Derivative Instruments on the Consolidated Statements of Operations and Comprehensive Income (Loss)
for the periods ended December 31,
for the periods ended December 31,
Derivatives Designated as Cash Flow Hedges
Effective Portion
(In thousands)
Effective Portion
(In thousands)
Designated Derivative | Amount of Gain or (Loss) Recognized in | Location of Gain/(Loss) When | Amount of Gain or (Loss) Reclassified from | |||||||||||||||||||||||||
AOCI | Reclassified | AOCI into Income | ||||||||||||||||||||||||||
2010 | 2009 | 2008 | 2010 | 2009 | 2008 | |||||||||||||||||||||||
Financially settled
forward contracts |
$ | | $ | | $ | (6,261 | ) | Mine production revenue | $ | | $ | | $ | (12,794 | ) |
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Ineffective portion of derivatives was not significant at December 31, 2010, 2009, or 2008.
The Following is the Effect of Derivative Instruments on the Consolidated Statements of Operations and Comprehensive Income
(Loss) for the periods ended December 31,
(Loss) for the periods ended December 31,
(In thousands) Derivatives Not Designated as Cash |
Location of Gain/(Loss) | |||||||||||||||
Flow Hedges | Recognized in Income | Amount of Gain or (Loss) Recognized in Income | ||||||||||||||
2010 | 2009 | 2008 | ||||||||||||||
Fixed forward contracts |
Other revenue | $ | | $ | 5 | $ | | |||||||||
Fixed forward contracts |
Other revenue | $ | | $ | (2 | ) | $ | | ||||||||
Financially settled forward contracts |
PGM recycling revenue | $ | | $ | | $ | 150 | |||||||||
Fixed forward contracts |
PGM recycling revenue | $ | | $ | 243 | $ | | |||||||||
Fixed forward contracts |
PGM recycling revenue | $ | | $ | (47 | ) | $ | |
NOTE 7
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION
STOCK PLANS
The Company sponsors stock option plans (the Plans) that enable the Company to grant stock
options or nonvested shares to employees and non-employee directors. The Company has options
outstanding under three separate plans: the 1994 Incentive Plan, the General Plan and the 2004
Equity Incentive Plan. The 1994 Incentive Plan and the General Plan have been terminated. While
no additional options may be issued under the two terminated plans, options issued prior to plan
termination remain outstanding. Authorized shares of common stock have been reserved for options
that were issued prior to the expiration of the 1994 Incentive Plan and the General Plan. At
inception of the three plans, approximately 7.8 million shares of common stock were authorized for
issuance under the Plans, including approximately 5.2 million, 1.4 million and 1.2 million shares
for the 2004 Equity Incentive Plan, the General Plan and the 1994 Incentive Plan, respectively.
Options for approximately 1.5 million shares were available and reserved for grant under the 2004
Equity Incentive Plan as of December 31, 2010.
Awards granted under the Plans may consist of incentive stock options (ISOs) or non-qualified
stock options (NQSOs), stock appreciation rights (SARs), nonvested shares or other stock-based
awards, with the exception that non-employee directors may not be granted SARs and only employees
of the Company may be granted ISOs.
The Compensation Committee of the Companys Board of Directors administers the Plans and
determines the exercise period, vesting period and all other terms of instruments issued under the
Plans. Directors options vest over a six month period after date of grant. Employees options
vest ratably over a three year period after date of grant. Officers and directors options expire
ten years after the date of grant. All other options expire five to ten years after the date of
grant, depending upon the original grant date. The Company received approximately $0.8 million,
$9,200 and $3.0 million, in cash from the exercise of stock options in 2010, 2009 and 2008,
respectively.
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Nonvested Shares:
Nonvested shares granted to non-management directors certain members of management and other
employees as of December 31, 2010, 2009, and 2008, along with the related compensation expense are
detailed in the following table:
Nonvested | Market | |||||||||||||||||||||||
Shares | Value on | Compensation Expense | ||||||||||||||||||||||
Grant Date | Vesting Date | Granted | Grant Date | 2010 | 2009 | 2008 | ||||||||||||||||||
May 3, 2005 |
May 3, 2008 | 225,346 | $ | 1,654,040 | $ | | $ | | $ | 147,446 | ||||||||||||||
April 27, 2006 |
April 27, 2009 | 288,331 | $ | 4,731,512 | | 421,524 | 1,264,571 | |||||||||||||||||
February 22, 2007 |
February 22, 2010 | 426,514 | $ | 5,433,788 | 234,618 | (1) | 1,407,082 | (3) | 1,420,002 | (4) | ||||||||||||||
February 4, 2008 |
February 4, 2011 | 16,741 | $ | 225,000 | 81,589 | (1) | 75,313 | 68,098 | ||||||||||||||||
March 6, 2008 |
March 6, 2011 | 287,592 | $ | 5,283,065 | 1,646,661 | (1) | 1,701,370 | (3) | 1,435,344 | (4) | ||||||||||||||
May 8, 2008 |
November 8, 2008 | 19,719 | $ | 280,010 | | | 280,010 | |||||||||||||||||
December 9,2008 |
June 9, 2009 | 12,987 | $ | 40,000 | | 33,333 | 6,667 | |||||||||||||||||
January 26, 2009 |
July 26, 2009 | 9,852 | $ | 40,000 | | 40,000 | | |||||||||||||||||
March 14, 2009 |
March 14, 2012 | 642,000 | $ | 1,964,520 | 807,708 | (1) | 523,138 | | ||||||||||||||||
April 16, 2009 |
March 14, 2012 | 328,819 | $ | 1,624,366 | 578,125 | (1) | 393,973 | (3) | | |||||||||||||||
April 16, 2009 |
March 14, 2010 | 375,404 | $ | 1,854,496 | 369,223 | (1) | 1,430,977 | (3) | | |||||||||||||||
May 7, 2009 |
November 7, 2009 | 55,656 | $ | 320,022 | | 320,022 | (2) | | ||||||||||||||||
August 5, 2009 |
February 5, 2010 | 5,857 | $ | 40,000 | 7,827 | 32,173 | | |||||||||||||||||
September 21, 2009 |
March 21, 2010 | 5,070 | $ | 40,000 | 17,680 | 22,320 | | |||||||||||||||||
February 18, 2010 |
February 18, 2013 | 604,775 | $ | 7,106,106 | 3,003,183 | (1) | | | ||||||||||||||||
April 13, 2010 |
February 12, 2011 | 17,118 | $ | 260,536 | 205,812 | (1) | | | ||||||||||||||||
April 13, 2010 |
February 12, 2013 | 73,535 | $ | 1,119,203 | 324,898 | (1) | | | ||||||||||||||||
May 4, 2010 |
November 4, 2010 | 27,384 | $ | 400,080 | 400,080 | | | |||||||||||||||||
Total compensation expense of nonvested shares |
$ | 7,677,404 | $ | 6,401,225 | $ | 4,622,138 | ||||||||||||||||||
(1) | Compensation expense in 2010 was reduced by approximately $97,800 for forfeiture of approximately 16,000 nonvested shares granted in 2010, 2009, 2008 and 2007 to certain members of management and other employees who terminated employment in 2010. Additional compensation expense was recognized in 2010 of $1,492,300 due to immediate vesting of 277,400 nonvested shares granted in 2010, 2009 and 2008 to certain members of management and other employees who terminated employment in 2010. | |
(2) | A total of 13,914 nonvested shares granted on May 7, 2009, to two non-management directors immediately vested during 2009 upon their resignation from the Companys Board of Directors. Additional compensation expense recognized in 2009 was $16,500. | |
(3) | Compensation expense in 2009 was reduced by approximately $62,500 for forfeiture of approximately 14,100 nonvested shares granted in 2009, 2008 and 2007 to certain members of management and other employees who terminated employment in 2009. Additional compensation expense was recognized in 2009 of $47,300 due to immediate vesting of 19,100 nonvested shares granted in 2009 and 2008 to certain members of management and other employees who terminated employment in 2009. | |
(4) | Compensation expense in 2008 was reduced by approximately $32,400 for forfeiture of approximately 7,600 nonvested shares granted in 2008 and 2007 to certain members of management and other employees who terminated employment in 2008. |
Deferral Plans:
The Stillwater Mining Company Non-Employee Directors Deferral Plan, allows non-employee
directors to defer all or any portion of the compensation received as directors, in accordance with
the provisions of Section 409A of the Internal Revenue Code and associated Treasury regulations.
All amounts deferred under this plan are fully vested, and each participant elects the deferral
period and form of the compensation (cash or Company common stock). The plan provides for a
Company matching contribution equal to 20% of the participants deferred stock amount. Each
participant elects the form of the Company match (cash or Company common stock). Compensation
expense that was deferred in common stock related to the Non-Employee Directors Deferral Plan was
$37,350, $34,900 and $66,550 in 2010, 2009, and 2008, respectively. The Company match was made in
Company common stock. In 2010, compensation expense that was deferred in cash related to the
Non-Employee Directors Deferral Plan was $88,700.
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The Stillwater Mining Company Nonqualified Deferred Compensation Plan, allows officers of
the Company to defer up to 60% of their salaries and up to 100% of cash compensation other than
salary in accordance with the provisions of Section 409A of the Internal Revenue Code and
associated Treasury regulations. All amounts deferred under this plan are fully vested, and each
participant elects the deferral period and form of the compensation (cash or Company common stock).
For each Plan year, the Company matches the amount of compensation deferred during that year up to
a maximum of 6% of the participants total compensation for the calendar year. Compensation
expense deferred in cash was $226,400, $171,500 and $174,200 in 2010, 2009, and 2008, respectively.
Stock Options:
The Company recognizes compensation expense associated with its stock option grants based on
their fair market value on the date of grant using a Black-Scholes option pricing model. Stock
option grants to employees generally vest in annual installments over a three year period. The
Company recognizes stock option expense ratably over the vesting period of the options. If options
are canceled or forfeited prior to vesting, the Company stops recognizing the related expense
effective with the date of forfeiture. The compensation expense recorded in general and
administrative expense related to the fair value of stock options in 2010, 2009 and 2008 was
approximately $0.2 million, $0.2 million and $0.4 million, respectively.
The fair value for options in 2010, 2009 and 2008 was estimated at the date of grant using a
Black-Scholes option pricing model with the following weighted-average assumptions:
Year ended December 31, | 2010 | 2009 | 2008 | |||||||||
Weighted average expected lives (years) |
3.6 | 3.6 | 3.8 | |||||||||
Interest rate |
1.3 | % | 1.9 | % | 2.6 | % | ||||||
Volatility |
67 | % | 67 | % | 58 | % | ||||||
Dividend yield |
| | |
Stock option activity for the years ended December 31, 2010, 2009 and 2008, is summarized
as follows (excluding the effect of nonvested shares):
Weighted-Average | ||||||||||||
Weighted Average | Grant-Date | |||||||||||
Shares | Exercise Price | Fair Value | ||||||||||
Options outstanding at December 31, 2007 |
1,276,025 | $ | 20.16 | |||||||||
Options exercisable at December 31, 2007 |
1,149,830 | 21.11 | ||||||||||
2008 Activity |
||||||||||||
Options granted |
87,100 | 11.72 | $ | 5.35 | ||||||||
Options exercised |
(236,690 | ) | 12.75 | |||||||||
Options canceled/forfeited |
(96,775 | ) | 16.22 | |||||||||
Options outstanding at December 31, 2008 |
1,029,660 | $ | 21.52 | |||||||||
Options exercisable at December 31, 2008 |
905,266 | 22.90 | ||||||||||
2009 Activity |
||||||||||||
Options granted |
6,984 | 7.26 | $ | 3.58 | ||||||||
Options exercised |
(1,699 | ) | 5.41 | |||||||||
Options canceled/forfeited |
(241,887 | ) | 23.36 | |||||||||
Options outstanding at December 31, 2009 |
793,058 | $ | 20.87 | |||||||||
Options exercisable at December 31, 2009 |
742,123 | 21.56 | ||||||||||
2010 Activity |
||||||||||||
Options granted |
47,892 | 15.52 | $ | 7.52 | ||||||||
Options exercised |
(89,971 | ) | 9.38 | |||||||||
Options canceled/forfeited |
(139,440 | ) | 27.16 | |||||||||
Options outstanding at December 31, 2010 |
611,539 | $ | 20.70 | |||||||||
Options exercisable at December 31, 2010 |
546,324 | 21.49 |
The total intrinsic value of stock options exercised during the years ended
December 31, 2010, 2009 and 2008 was $0.6 million, $6,000 and $1.8 million, respectively. At
December 31, 2010, the total intrinsic value was $2.4 million and
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$1.9 million for stock options
outstanding and exercisable, respectively.
The following table summarizes information for outstanding and exercisable options as of December
31, 2010:
Options Outstanding | Options Exercisable | |||||||||||||||||||
Average | Weighted | Weighted | ||||||||||||||||||
Range of | Number | Remaining | Average | Number | Average | |||||||||||||||
Exercise Price | Outstanding | Contract Life | Exercise Price | Exercisable | Exercise Price | |||||||||||||||
$2.53 $4.66 |
6,527 | 4.2 | $ | 3.17 | 4,834 | $ | 2.76 | |||||||||||||
$4.67 $9.33 |
44,309 | 4.9 | $ | 6.76 | 36,016 | $ | 6.69 | |||||||||||||
$9.34 $13.99 |
64,327 | 6.2 | $ | 11.96 | 40,675 | $ | 12.02 | |||||||||||||
$14.00 $18.65 |
88,442 | 3.9 | $ | 15.67 | 74,690 | $ | 15.56 | |||||||||||||
$18.66 $23.31 |
261,834 | 1.7 | $ | 19.33 | 244,009 | $ | 19.31 | |||||||||||||
$23.32 $27.98 |
10,875 | 0.6 | $ | 26.18 | 10,875 | $ | 26.18 | |||||||||||||
$27.99 $32.64 |
2,025 | 0.6 | $ | 28.68 | 2,025 | $ | 28.68 | |||||||||||||
$32.65 $37.30 |
91,200 | 0.2 | $ | 34.74 | 91,200 | $ | 34.74 | |||||||||||||
$37.31 $38.76 |
42,000 | 0.1 | $ | 38.35 | 42,000 | $ | 38.35 | |||||||||||||
611,539 | 2.4 | $ | 20.70 | 546,324 | $ | 21.49 | ||||||||||||||
A summary of the status of the Companys nonvested stock options as of December 31, 2010,
and changes during the year then ended, is presented below:
Weighted-Average | ||||||||
Nonvested Options | Options | Grant-Date Fair Value | ||||||
Nonvested options at January 1, 2010 |
51,035 | $ | 4.96 | |||||
Options granted |
47,892 | 7.52 | ||||||
Options vested |
(29,584 | ) | 5.19 | |||||
Options forfeited |
(4,128 | ) | 4.28 | |||||
Nonvested options at December 31, 2010 |
65,215 | $ | 6.77 | |||||
Total compensation cost related to nonvested stock options not yet recognized is
$181,400, $72,800 and $23,800 for 2011, 2012 and 2013, respectively.
Employee Benefit Plans:
The Company has adopted two savings plans, which qualify under section 401(k) of the U.S.
Internal Revenue Code, covering essentially all non-bargaining and bargaining employees. Employees
may elect to contribute up to 60% of eligible compensation, subject to the Employee Retirement
Income Security Act of 1974 (ERISA) limitations. The Company is required to make matching
contributions equal to 100% of the employees contribution up to 6% of the employees compensation.
Matching contributions are made with common stock of the Company. During 2010, 2009 and 2008, the
Company issued approximately 0.3 million, 0.9 million and 0.8 million shares of common stock,
respectively, with a market value on the respective grant dates of $4.4 million, $4.8 million and
$6.0 million, respectively, to match employees contributions. The Company made no cash
contributions to the plans in 2010, 2009 or 2008.
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NOTE 8
INCOME TAXES
INCOME TAXES
The components of the Companys deferred tax liabilities (assets) are comprised of the
following temporary differences and carry forwards at December 31, 2010 and 2009:
December 31, (In thousands) | 2010 | 2009 | ||||||
Mine development costs-US |
$ | 83,898 | $ | 80,369 | ||||
Mine development costs-Canada |
35,969 | | ||||||
Inventory |
| 16 | ||||||
Total deferred tax liabilities |
119,867 | 80,385 | ||||||
Noncurrent liabilities |
(10,984 | ) | (9,262 | ) | ||||
Property and equipment |
(29,673 | ) | (29,349 | ) | ||||
Current liabilities |
(17,217 | ) | (18,145 | ) | ||||
Long-term investments |
(1,376 | ) | (1,376 | ) | ||||
Inventory |
(548 | ) | | |||||
Recycling inventory adjustment |
(125 | ) | | |||||
Net operating loss and other carryforwards |
(120,236 | ) | (135,271 | ) | ||||
Total deferred tax assets |
(180,159 | ) | (193,403 | ) | ||||
Valuation allowance |
96,261 | 113,018 | ||||||
Net deferred tax assets |
(83,898 | ) | (80,385 | ) | ||||
Net deferred tax liabilities |
$ | 35,969 | $ | | ||||
In assessing the realizability of deferred tax assets, management considers whether it
is more likely than not that some portion or all of the deferred tax assets will not be realized.
Management considers the scheduled reversal of deferred tax liabilities, projected future taxable
income, and tax planning strategies in making this assessment. The Company provided a valuation
allowance in 2010 and 2009 to reflect the estimated amount of deferred tax assets which may not be
realized principally due to the expiration of the net operating loss carry forwards (NOLs) as
management considers it more likely than not that the NOLs will not be realized based upon
projected future taxable income.
Reconcilement of the federal income tax provision at the applicable statutory income tax rate
to the effective rate is as follows:
Year ended December 31, (In thousands) | 2010 | 2009 | 2008 | |||||||||
Income (loss) before income taxes |
$ | 50,365 | $ | (8,655 | ) | $ | (115,797 | ) | ||||
Income tax (benefit) or expense at statutory rate of 35% |
$ | 17,642 | $ | (3,237 | ) | $ | (40,941 | ) | ||||
State income tax benefit, net of federal benefit |
2,212 | (406 | ) | (5,132 | ) | |||||||
Change in valuation allowance |
(16,757 | ) | (1,931 | ) | 46,347 | |||||||
Other |
(3,097 | ) | 5,544 | (306 | ) | |||||||
Net income tax benefit |
$ | | $ | (30 | ) | $ | (32 | ) | ||||
At December 31, 2010, the Company had approximately $324 million of regular tax net operating
loss carry forwards expiring during 2010 through 2029. Usage of $193 million of these net operating
losses is limited to approximately $9.5 million annually as a result of the change in control of
the Company that occurred in connection with the Norilsk Nickel transaction in 2003. Usage of $131
million of these net operating losses is limited to approximately $79 million annually as a result
of the exit of Norilsk Nickel in 2010.
The Company recorded a tax benefit of $30,000 in 2009 related to a refundable minimum tax
credit. No cash payments for income taxes related to state tax payments were made in 2010, 2009, or
2008.
The Company had no unrecognized tax benefits at December 31, 2010 or 2009. The Companys
policy is to recognize interest and penalties on unrecognized tax benefits in Income tax provision
in the Consolidated Statements of Operations and Comprehensive Income (Loss). There was no interest
or penalties for the year ended December 31, 2010. The tax years subject to examination by the
taxing authorities are the years ending December 31, 2009, 2008 and 2007.
NOTE 9
COMPREHENSIVE INCOME (LOSS)
COMPREHENSIVE INCOME (LOSS)
Comprehensive income (loss) consists of earnings items and other gains and losses affecting
stockholders equity that are excluded from current net income (loss). As of December 31, 2010 and
2009, such items consisted of unrealized
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losses on available-for-sale marketable securities. In
2008, comprehensive income (loss) consisted of unrealized gains and losses on derivative financial
instruments related to commodity price hedging activities and available-for-sale marketable
securities.
The following summary sets forth the changes in Accumulated other comprehensive income (loss)
during 2010, 2009 and 2008:
Accumulated | ||||||||||||
Available for | Other | |||||||||||
Sale | Commodity | Comprehensive | ||||||||||
(In thousands) | Securities | Instruments | Loss | |||||||||
Balance at December 31, 2007 |
$ | 508 | $ | (6,533 | ) | $ | (6,025 | ) | ||||
Reclassification to earnings |
6 | 12,794 | 12,800 | |||||||||
Change in value |
(674 | ) | (6,261 | ) | (6,935 | ) | ||||||
Comprehensive income (loss) |
$ | (668 | ) | $ | 6,533 | $ | 5,865 | |||||
Balance at December 31, 2008 |
$ | (160 | ) | $ | | $ | (160 | ) | ||||
Reclassification to earnings |
| | | |||||||||
Change in value |
70 | | 70 | |||||||||
Comprehensive income (loss) |
$ | 70 | $ | | $ | 70 | ||||||
Balance at December 31, 2009 |
$ | (90 | ) | $ | | $ | (90 | ) | ||||
Reclassification to earnings |
| | | |||||||||
Change in value |
(762 | ) | | (762 | ) | |||||||
Comprehensive income (loss) |
$ | (762 | ) | $ | | $ | (762 | ) | ||||
Balance at December 31, 2010 |
$ | (852 | ) | $ | | $ | (852 | ) | ||||
NOTE 10
SEGMENT INFORMATION
SEGMENT INFORMATION
The Company operates two reportable business segments: Mine Production and PGM Recycling.
These segments are managed separately based on fundamental differences in their operations.
The Mine Production segment consists of two business components: the Stillwater Mine and the
East Boulder Mine. The Mine Production segment is engaged in the development, extraction,
processing and refining of PGMs. The Company sells PGMs from mine production under long-term sales
agreements, through derivative financial instruments and in open PGM markets. The financial
results of the Stillwater Mine and the East Boulder Mine have been aggregated, as both have similar
products, processes, customers, distribution methods and economic characteristics.
The PGM Recycling segment is engaged in the recycling of spent catalyst material to recover
the PGMs contained in the material. The Company allocates costs of the smelter and base metal
refinery to both the Mine Production segment and to the PGM Recycling segment for internal and
segment reporting purposes because the Companys smelting and refining facilities support the PGM
extraction of both business segments.
The Company purchased the PGM assets of Marathon PGM Corporation, of which the majority
represents mineral properties. The principal property acquired is a large PGM and copper deposit
located near the town of Marathon, Ontario, Canada. The Marathon deposit is currently in the
permitting stage and will not be in production for several years. Financial information available
for this segment of the Company as of December 31, 2010, consists of total asset values
and limited capital expenditures as the properties are developed.
The All Other group primarily consists of assets, revenues, and expenses of various corporate
and support functions.
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The Company evaluates performance and allocates resources based on income or loss before
income taxes. The following financial information relates to the Companys business segments:
(In thousands) | Mine | PGM | Marathon | All | ||||||||||||||||
Year ended December 31, 2010 | Production | Recycling | Properties | Other | Total | |||||||||||||||
Revenues |
$ | 381,044 | $ | 168,612 | $ | | $ | 6,222 | $ | 555,878 | ||||||||||
Depletion, depreciation and amortization |
$ | 71,121 | $ | 472 | $ | | $ | | $ | 71,593 | ||||||||||
Interest income |
$ | | $ | 1,240 | $ | | $ | 904 | $ | 2,144 | ||||||||||
Interest expense |
$ | | $ | | $ | | $ | 6,536 | $ | 6,536 | ||||||||||
Income (loss) before income tax benefit (provision) |
$ | 80,072 | $ | 11,475 | $ | (40 | ) | $ | (41,142 | ) | $ | 50,365 | ||||||||
Capital expenditures |
$ | 44,703 | $ | 5,022 | $ | 46 | $ | 492 | $ | 50,263 | ||||||||||
Total assets |
$ | 384,377 | $ | 51,223 | $ | 182,080 | $ | 291,790 | $ | 909,470 |
(In thousands) | Mine | PGM | Marathon | All | ||||||||||||||||
Year ended December 31, 2009 | Production | Recycling | Properties | Other | Total | |||||||||||||||
Revenues |
$ | 306,892 | $ | 81,788 | $ | | $ | 5,752 | $ | 394,432 | ||||||||||
Depletion, depreciation and amortization |
$ | 70,239 | $ | 178 | $ | | $ | | $ | 70,417 | ||||||||||
Interest income |
$ | | $ | 786 | $ | | $ | 1,060 | $ | 1,846 | ||||||||||
Interest expense |
$ | | $ | | $ | | $ | 6,801 | $ | 6,801 | ||||||||||
Income (loss) before induced conversion loss |
$ | 26,873 | $ | 6,473 | $ | | $ | (33,934 | ) | $ | (588 | ) | ||||||||
Induced conversion loss |
$ | | $ | | $ | | $ | 8,097 | $ | 8,097 | ||||||||||
Income (loss) before income tax benefit (provision) |
$ | 26,873 | $ | 6,473 | $ | | $ | (42,031 | ) | $ | (8,685 | ) | ||||||||
Capital expenditures |
$ | 38,520 | $ | 911 | $ | | $ | 103 | $ | 39,534 | ||||||||||
Total assets |
$ | 408,146 | $ | 31,283 | $ | | $ | 285,766 | $ | 725,195 |
(In thousands) | Mine | PGM | Marathon | All | ||||||||||||||||
Year ended December 31, 2008 | Production | Recycling | Properties | Other | Total | |||||||||||||||
Revenues |
$ | 360,364 | $ | 475,388 | $ | | $ | 19,980 | $ | 855,732 | ||||||||||
Depletion, depreciation and amortization |
$ | 82,792 | $ | 192 | $ | | $ | | $ | 82,984 | ||||||||||
Interest income |
$ | | $ | 6,979 | $ | | $ | 4,124 | $ | 11,103 | ||||||||||
Interest expense |
$ | | $ | 1 | $ | | $ | 9,717 | $ | 9,718 | ||||||||||
Income (loss) before impairment charge |
$ | (6,413 | ) | $ | 33,817 | $ | | $ | (43,196 | ) | $ | (15,792 | ) | |||||||
Impairment charge |
$ | 67,254 | $ | 25,999 | $ | | $ | 6,784 | $ | 100,037 | ||||||||||
Income (loss) before income tax benefit (provision) |
$ | (73,667 | ) | $ | 7,818 | $ | | $ | (49,980 | ) | $ | (115,829 | ) | |||||||
Capital expenditures |
$ | 81,657 | $ | 306 | $ | | $ | 314 | $ | 82,277 | ||||||||||
Total assets |
$ | 448,312 | $ | 23,184 | $ | | $ | 251,393 | $ | 722,889 |
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NOTE 11
INVESTMENTS
INVESTMENTS
The cost, gross unrealized gains, gross unrealized losses, and fair market value of
available-for-sale investment securities by major security type and class of security at December
31, are as follows:
Gross | Gross | |||||||||||||||
unrealized | unrealized | Fair | ||||||||||||||
(In thousands) | Cost | gains | losses | market value | ||||||||||||
2010 |
||||||||||||||||
Federal agency notes |
$ | 147,925 | $ | | $ | (316 | ) | $ | 147,609 | |||||||
Commercial paper |
42,036 | | (657 | ) | 41,379 | |||||||||||
Mutual funds |
971 | 121 | | 1,092 | ||||||||||||
Total |
$ | 190,932 | $ | 121 | $ | (973 | ) | $ | 190,080 | |||||||
2009 |
||||||||||||||||
Federal agency notes |
$ | 28,102 | $ | | $ | (54 | ) | $ | 28,048 | |||||||
Commercial paper |
6,500 | | (33 | ) | 6,467 | |||||||||||
Mutual funds |
752 | | (3 | ) | 749 | |||||||||||
Total |
$ | 35,354 | $ | | $ | (90 | ) | $ | 35,264 | |||||||
The mutual funds included in the investment table above are included in Other noncurrent
assets on the consolidated balance sheet.
NOTE 12
INVENTORIES
INVENTORIES
For purposes of inventory accounting, the market value of inventory is generally deemed equal
to the Companys current cost of replacing the inventory, provided that: (1) the market value of
the inventory may not exceed the estimated selling price of such inventory in the ordinary course
of business less reasonably predictable costs of completion and disposal, and (2) the market value
may not be less than net realizable value reduced by an allowance for a normal profit margin. In
order to reflect inventory costs in excess of market values, the Company, during 2009 and 2008,
reduced the aggregate inventory carrying value of certain components of its in-process and finished
goods inventories by $6.6 million and $8.9 million, respectively. No reduction to inventory value
was necessary during 2010.
The costs of PGM inventories as of any date are determined based on combined production costs
per ounce and include all inventoriable production costs, including direct labor, direct materials,
depreciation and amortization and other overhead costs relating to mining and processing activities
incurred as of such date.
Inventories reflected in the accompanying balance sheets at December 31, consisted of the
following:
(In thousands) | 2010 | 2009 | ||||||
Metals inventory |
||||||||
Raw ore |
$ | 943 | $ | 1,163 | ||||
Concentrate and in-process |
40,818 | 23,985 | ||||||
Finished goods |
42,236 | 45,537 | ||||||
83,997 | 70,685 | |||||||
Materials and supplies |
17,809 | 18,282 | ||||||
Total inventory |
$ | 101,806 | $ | 88,967 | ||||
The Company also holds in its possession, materials it processes on a toll basis for
customers until the tolled material is transported to a third party refiner.
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NOTE 13
EARNINGS (LOSS) PER COMMON SHARE
EARNINGS (LOSS) PER COMMON SHARE
A total of 53,013 stock option weighted average shares of common stock were included in the
computation of diluted earnings (loss) per share for 2010. Outstanding options to purchase 439,440
weighted shares of common stock were excluded from the computation of diluted earnings (loss) per
share for 2010, because the market price at the end of the period was lower than the exercise
price, and therefore the effect would have been antidilutive. Outstanding options to purchase
760,619 and 888,879 weighted average shares were excluded from the computation of diluted earnings
(loss) per share in 2009 and 2008 respectively, because the Company reported losses in both years
and so the effect would have been antidilutive and inclusion of these options would have reduced
the net loss per share.
The effect of outstanding nonvested shares was to increase diluted weighted average shares
outstanding by 1,189,253 shares for 2010. There was no effect of outstanding nonvested shares on
diluted weighted average shares outstanding in 2009 or 2008 because the Company reported net losses
in both years and inclusion of any of these shares would have reduced the net loss per share
amounts.
All shares of common stock applicable to the outstanding convertible debentures were excluded
from the computation of diluted weighted average shares in 2010, 2009 and 2008 because the net
effect of assuming all the debentures were converted would have been antidilutive.
NOTE 14
DEBT OBLIGATIONS
DEBT OBLIGATIONS
Convertible Debentures
On March 12, 2008, the Company issued and sold $181.5 million aggregate principal amount of
senior convertible debentures due March 15, 2028 (debentures). The debentures pay interest at
1.875% per annum, payable semi-annually on March 15 and September 15 of each year, and commenced on
September 15, 2008. The debentures will mature on March 15, 2028, subject to earlier repurchase or
conversion. Each $1,000 principal amount of debentures is initially convertible, at the option of
the holders, into approximately 42.5351 shares of the Companys common stock, at any time prior to
the maturity date. The conversion rate is subject to certain adjustments, but will not be adjusted
for accrued interest or any unpaid interest. The conversion rate initially represents a conversion
price of $23.51 per share. Holders of the debentures may require the Company to repurchase all or
a portion of their debentures on March 15, 2013, March 15, 2018 and March 15, 2023, or at any time
before March 15, 2028 upon the occurrence of certain events including a change in control. The
Company may redeem the debentures for cash beginning on or after March 22, 2013.
After issuance of the debentures, the Company used a portion of the proceeds to repay its term
loan facility and revolving credit facility. The term loan facility and the revolving credit
facility were fully repaid and terminated in March 2008. Interest expense for 2008 included
approximately $2.2 million for the write-off of unamortized fees associated with the termination of
the credit facility. Amortization expense related to the issuance costs of the debentures was $0.9
million, $1.0 million and $0.8 million in 2010, 2009 and 2008, respectively, and the interest
expense on the debentures was $3.1 million, $3.3 million and $2.7 million in 2010, 2009 and 2008,
respectively. The Company made cash payments of $3.1 million, $3.4 million and $1.7 million for
interest on the debentures during 2010, 2009 and 2008, respectively.
In October 2009, the Company undertook the exchange of $15.0 million face amount of the
convertible debentures for 1.84 million shares of the Companys common stock. The debentures so
acquired were retired, leaving $166.5 million face value of the debentures outstanding at December
31, 2009. Because the number of shares issued in the transaction exceeded the 42.5351 shares per
$1,000 of face value specified in the bond indenture, the Company expensed the value of the
additional shares as an inducement loss. Consequently, the Company recorded a loss on the
exchange transaction of $8.1 million in 2009.
The Indenture for the convertible debentures defines a change of control in part as a change
in which any person or group other than [Norilsk Nickel and its affiliates] is or becomes the
direct or indirect beneficial owner of shares of Voting Stock representing 50% or more of the total
voting power of all outstanding classes of the Companys Voting Stock or has the power, directly or
indirectly, to elect a majority of the members of the Board of Directors. The exit of Norilsk
Nickel as the Companys majority shareholder in late 2010 was accomplished through a widely
distributed secondary offering to the market that did not result in any single shareholder or
affiliated group of shareholders
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controlling 50% or more of the Companys shares or having the power to elect a majority of the
Board. Consequently, the transaction did not constitute a change of control under the Indenture.
EXEMPT FACILITY REVENUE BONDS
During 2000, the Company completed a $30 million offering of Exempt Facility Revenue Bonds,
Series 2000, through the State of Montana Board of Investments. The bonds were issued by the State
of Montana Board of Investments to finance a portion of the costs of constructing and equipping
certain sewage and solid waste disposal facilities at both the Stillwater Mine and the East Boulder
Mine. The bonds mature on July 1, 2020, and have a stated interest rate of 8.00% with interest
paid semi-annually. The bonds have an effective interest rate of 8.57%. Net proceeds from the
offering were $28.7 million. The balance outstanding for both years ended December 31, 2010 and
2009 was $29.5 million, which is net of unamortized discount of $0.5 million. The Company made
cash payments of $2.4 million for interest on the revenue bonds during 2010, 2009 and 2008.
NOTE 15
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment at December 31, consisted of the following:
(In thousands) | 2010 | 2009 | ||||||
Machinery and equipment |
$ | 55,722 | $ | 52,724 | ||||
Buildings and structural components |
139,533 | 132,007 | ||||||
Mine development |
624,944 | 429,416 | ||||||
Land |
8,091 | 7,069 | ||||||
Construction-in-progress: |
||||||||
Stillwater Mine |
49,796 | 40,332 | ||||||
East Boulder Mine |
7,096 | 6,776 | ||||||
Other |
2,995 | 1,991 | ||||||
888,177 | 670,315 | |||||||
Less accumulated depreciation and amortization |
(378,390 | ) | (311,449 | ) | ||||
Total property, plant, and equipment |
$ | 509,787 | $ | 358,866 | ||||
The Companys capital expenditures for the years ended December 31, were as follows:
(In thousands) | 2010 | 2009 | 2008 | |||||||||
Stillwater Mine |
$ | 34,093 | $ | 26,682 | $ | 46,513 | ||||||
East Boulder Mine |
6,513 | 4,447 | 19,097 | |||||||||
Other |
9,657 | 8,405 | 16,667 | |||||||||
Total capital expenditures |
$ | 50,263 | $ | 39,534 | $ | 82,277 | ||||||
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NOTE 16
ASSET RETIREMENT OBLIGATION
ASSET RETIREMENT OBLIGATION
The following summary sets forth the annual changes to the Companys asset retirement
obligation in 2010, 2009 and 2008:
Stillwater | East Boulder | |||||||||||
(In thousands) | Mine | Mine | Total | |||||||||
Balance at December 31, 2007 |
$ | 7,550 | $ | 2,956 | $ | 10,506 | ||||||
Liabilities incurred |
| | | |||||||||
Accretion expense |
644 | 241 | 885 | |||||||||
Revision of estimated cash flows |
(2,301 | ) | (2,062 | ) | (4,363 | ) | ||||||
Balance at December 31, 2008 |
$ | 5,893 | $ | 1,135 | $ | 7,028 | ||||||
Liabilities incurred |
| | | |||||||||
Accretion expense |
507 | 99 | 606 | |||||||||
Revision of estimated cash flows |
(645 | ) | (780 | ) | (1,425 | ) | ||||||
Balance at December 31, 2009 |
$ | 5,755 | $ | 454 | $ | 6,209 | ||||||
Liabilities incurred |
| | | |||||||||
Accretion expense |
498 | 40 | 538 | |||||||||
Revision of estimated cash flows |
| | | |||||||||
Balance at December 31, 2010 |
$ | 6,253 | $ | 494 | $ | 6,747 | ||||||
No adjustments were made to the asset retirement obligations in 2010. Revisions during
2009 and 2008 resulted from changes in estimated timing of abandonment. In 2009, the Company
increased the estimated mine life of the Stillwater Mine from the year 2030 to 2032; and it
increased the estimated mine life of the East Boulder Mine from the year 2055 to 2074. In 2008,
the Company increased the estimated mine life of the Stillwater Mine five years; and it increased
the estimated mine life of the East Boulder Mine by 15 years.
At December 31, 2010, the Company had posted surety bonds with the State of Montana in the
amount of $25.8 million, and had obtained a letter of credit of $7.5 million to satisfy the current
$33.3 million of financial guarantee requirements determined by the regulatory agencies. The
Company anticipates these financial guarantee requirements may increase once the state finalizes
its environmental impact statement which was completed in 2008. However, the Company to date has
not received a final environmental impact statement from the state.
NOTE 17
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS
Fair value is defined as the exchange price that would be received for an asset or paid to
transfer a liability (an exit price) in the principal or most advantageous market for the asset or
liability in an orderly transaction between market participants at the measurement date. A
three-level fair value hierarchy prioritizes the inputs used to measure fair value. This hierarchy
requires an entity to maximize the use of observable inputs and minimize the use of unobservable
inputs when measuring fair value. The classification of each financial asset or liability within
the hierarchy is determined based on the lowest level input that is significant to the fair value
measurement. The three levels of inputs used to measure fair value are as follows:
| Level 1 Quoted prices in active markets for identical assets or liabilities. | |
| Level 2 Observable inputs other than quoted prices included in Level 1 such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or inputs that are observable or can be corroborated by observable market data. | |
| Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. |
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Financial assets and liabilities measured at fair value on a recurring basis at December 31,
2010 and 2009 consisted of the following:
(In thousands) | Fair Value Measurements | |||||||||||||||
At December 31, 2010 | Total | Level 1 | Level 2 | Level 3 | ||||||||||||
Mutual funds |
$ | 1,092 | $ | 1,092 | $ | | $ | | ||||||||
Investments |
$ | 188,988 | $ | 188,988 | $ | | $ | |
(In thousands) | Fair Value Measurements | |||||||||||||||
At December 31, 2009 | Total | Level 1 | Level 2 | Level 3 | ||||||||||||
Mutual funds |
$ | 749 | $ | 749 | $ | | $ | | ||||||||
Investments |
$ | 34,515 | $ | 34,515 | $ | | $ | |
The fair value of mutual funds and investments is based on market prices which are
readily available. Unrealized gains or losses on mutual funds and investments are recorded in
Accumulated other comprehensive income (loss).
Financial assets and liabilities measured at fair value on a nonrecurring basis at December
31, 2010 and 2009 consisted of the following:
(In thousands) | Fair Value Measurements | |||||||||||||||
At December 31, 2010 | Total | Level 1 | Level 2 | Level 3 | ||||||||||||
Convertible debentures |
$ | 193,973 | $ | | $ | 193,973 | $ | | ||||||||
Exempt facility revenue bonds |
$ | 26,903 | $ | | $ | | $ | 26,903 |
(In thousands) | Fair Value Measurements | |||||||||||||||
At December 31, 2009 | Total | Level 1 | Level 2 | Level 3 | ||||||||||||
Convertible debentures |
$ | 139,028 | $ | | $ | 139,028 | $ | | ||||||||
Exempt facility revenue bonds |
$ | 25,619 | $ | | $ | | $ | 25,619 |
The Company used implicit interest rates of comparable unsecured obligations to calculate
the fair value of the Companys $30 million 8% Series 2000 exempt facility industrial revenue bonds
at December 31, 2010 and 2009. The Company used its current trading data to determine the fair
value of the Companys $166.5 million 1.875% convertible debentures at December 31, 2010 and 2009.
NOTE 18
RELATED PARTIES
RELATED PARTIES
The Palladium Alliance International (PAI) promotes palladium in the worldwide jewelry market.
Currently, the PAI receives a significant portion of its funding from the Company. In 2010, 2009
and 2008, the Company made contributions of $2.1 million, $1.7 million and $5.2 million,
respectively, to PAI. These contributions are accounted for in marketing expense.
NOTE 19
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES
The Company manages risk through insurance coverage, credit monitoring and diversification of
suppliers and customers.
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REFINING AGREEMENTS
The Company has contracted with two entities to refine its filter cake production. Even though
there are a limited number of PGM refiners, the Company believes that it is not economically
dependent upon any one refiner.
OPERATING LEASES
The Company has operating leases for various mining equipment, office equipment and office
space expiring at various dates through December 31, 2014. Total rental expense for cancelable and
non-cancelable operating leases was $1.3 million, $1.5 million and $1.8 million in 2010, 2009 and
2008, respectively.
Future minimum lease payments for operating leases with terms in excess of one year are as follows:
Minimum Lease | ||||
Year ended (In thousands) | Payment | |||
2011 |
$ | 318 | ||
2012 |
297 | |||
2013 |
264 | |||
2014 |
233 | |||
Total |
$ | 1,112 |
SIGNIFICANT CUSTOMERS
Total sales to significant customers as a percentage of total revenues for the years ended
December 31 were as follows:
2010 | 2009 | 2008 | ||||||||||
Customer A |
49 | % | 53 | % | 30 | % | ||||||
Customer B |
17 | % | 21 | % | 25 | % | ||||||
Customer C |
* | * | 13 | % | ||||||||
Customer D |
* | * | 11 | % | ||||||||
Customer E |
12 | % | * | * | ||||||||
78 | % | 74 | % | 79 | % |
* | Represents less than 10% of total revenues |
LABOR UNION CONTRACTS
As of December 31, 2010, the Company had approximately 62% and 17% of its active labor force
covered by collective bargaining agreements expiring on July 1, 2011 and July 1, 2012,
respectively.
LEGAL PROCEEDINGS
The Company is involved in various claims and legal actions arising in the ordinary course of
business, primarily employee lawsuits. In the opinion of management, the ultimate disposition of
these matters is not expected to have a material adverse effect on the Companys consolidated
financial position, results of operations or liquidity.
REGULATIONS AND COMPLIANCE
At December 31, 2010, the Company believes all underground operations are in compliance with
Mine Safety and Health Administration (MSHA) limits on diesel particulate matter (DPM) exposure for
underground
miners through the use of blended bio-diesel fuels, post exhaust treatments, power train
advances and high secondary ventilation standards. No assurance can be given that any lack of
compliance will not impact the Company in the future.
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Nitrogen concentrates in groundwater have been elevated above background levels at both the
Stillwater Mine and the East Boulder Mine as a result of operational activities and discharges
currently authorized under permit.
Noncompliance with standards have occurred in some instances and are being addressed by the Company
through action plans approved by the appropriate federal and state regulatory agencies.
Additionally, an Administrative Order on Consent (AOC) has been approved in response to exceedances
at the East Boulder Mine which modifies enforcement limits and provides for Agency approval of
remedial actions under the compliance plan. In view of its efforts to comply and progress to date
in implementing remedial and advanced treatment technologies, the Company does not believe that
failure to be in strict compliance will have a material adverse effect on the Companys financial
position, results of operations and cash flows.
GUARANTEES AND INDEMNITIES
On December 13, 2010, MMC Norilsk Nickel, the Companys largest shareholder, announced that it
had completed a sale to the public of the entire 49.8 million shares of the Companys common stock
owned by its wholly owned subsidiary, Norimet Limited. However, prior to the closing of the sale
transaction, Norimet Limited advised that it was unable to deliver the share certificates to the
transfer agent. Notably, most of these share certificates include a prominent legend indicating
that the shares are subject to a stockholders agreement, which contains restrictions on transfer.
As is customary when securities are undeliverable, before proceeding, the transfer agent required
indemnification for its exposure to any consequent legal damage claims prior to the issuance of
replacement shares. In order to allow the transaction to close, the Company and certain Norilsk
Nickel affiliates agreed to indemnify and hold harmless the transfer agent. Simultaneously, the
Company became the beneficiary of an Indemnification Agreement executed by certain affiliates of
Norilsk Nickel, whereby the entire net proceeds of the offerings received by Norilsk Nickel and its
affiliates were deposited into a restricted account and cannot be released without the Companys
consent. The Company is not required to consent to the release of these funds until certain
specified conditions are satisfied.
If Norilsk is not able to obtain surety commitments for the unlocated certificates and certain
other alternative requirements are not satisfied, Norilsk Nickel or its affiliates will be
obligated to make certain payments to the Company.
The maximum potential exposure to losses that the Company could suffer relating to the
unlocated certificates cannot be estimated, but presumably such amount would correlate to the value
of the shares represented by the unlocated certificates at some unknown date. The Company believes
that the probability of it incurring an unrecoverable loss related to the unlocated certificates is
remote, given that the entire net proceeds of the offerings remain in a restricted account and
cannot be released without the Companys consent, and the fair value of the exposure, is therefore
believed to be immaterial.
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NOTE 20
QUARTERLY DATA (UNAUDITED)
QUARTERLY DATA (UNAUDITED)
Quarterly earnings data for the years ended December 31, 2010 and 2009 were as follows:
2010 Quarter Ended | ||||||||||||||||
(In thousands, except per share data) | March 31 | June 30 | September 30 | December 31 | ||||||||||||
Revenue |
$ | 133,471 | $ | 134,861 | $ | 142,872 | $ | 144,674 | ||||||||
Depletion, depreciation and amortization |
$ | 18,501 | $ | 16,628 | $ | 18,080 | $ | 18,384 | ||||||||
Operating income (loss) |
$ | 14,818 | $ | 15,930 | $ | 6,428 | $ | 17,536 | ||||||||
Net income (loss) |
$ | 13,359 | $ | 14,590 | $ | 5,883 | $ | 16,533 | ||||||||
Comprehensive income (loss) |
$ | 13,165 | $ | 14,606 | $ | 5,683 | $ | 16,149 | ||||||||
Basic earnings (loss) per share |
$ | 0.14 | $ | 0.15 | $ | 0.06 | $ | 0.17 | ||||||||
Diluted earnings (loss) per share |
$ | 0.14 | $ | 0.15 | $ | 0.06 | $ | 0.16 | ||||||||
2009 Quarter Ended | ||||||||||||||||
March 31 | June 30 | September 30 | December 31 | |||||||||||||
Revenue |
$ | 85,818 | $ | 94,787 | $ | 112,004 | $ | 101,823 | ||||||||
Depletion, depreciation and amortization |
$ | 17,165 | $ | 17,087 | $ | 18,549 | $ | 17,616 | ||||||||
Operating income (loss) |
$ | (10,609 | ) | $ | 5,815 | $ | 5,525 | $ | 3,557 | |||||||
Net income (loss) |
$ | (11,680 | ) | $ | 4,562 | $ | 4,214 | $ | (5,751 | ) | ||||||
Comprehensive income (loss) |
$ | (11,714 | ) | $ | 4,643 | $ | 4,306 | $ | (5,820 | ) | ||||||
Basic earnings (loss) per share |
$ | (0.12 | ) | $ | 0.05 | $ | 0.04 | $ | (0.06 | ) | ||||||
Diluted earnings (loss) per share |
$ | (0.12 | ) | $ | 0.05 | $ | 0.04 | $ | (0.06 | ) |
ITEM 9
CHANGES IN AND DISAGREEMENTS WITH
ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
CHANGES IN AND DISAGREEMENTS WITH
ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
Not Applicable
ITEM 9A
CONTROLS AND PROCEDURES
CONTROLS AND PROCEDURES
(a) | Disclosure Controls and Procedures. |
The Companys management, with the participation of the Companys Chief Executive
Officer and Chief Financial Officer, has evaluated the effectiveness of the Companys
disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e)
under the Securities Exchange Act of 1934, as amended (the Exchange Act)), as of the end
of the period covered by this report. Based on such evaluation, the Companys Chief
Executive Officer and Chief Financial Officer have concluded that, as of the end of such
period, the Companys disclosure controls and procedures are effective in recording,
processing, summarizing and reporting, on a timely basis, information required to be
disclosed by the Company in the reports that it files or submits under the Exchange Act.
(b) | Changes in Internal Control Over Financial Reporting. |
In evaluating the registrants internal control over financial reporting, as required
by Rules 13a-15(d) and 15d-15(d) of the Exchange Act, for the quarter ended December 31,
2010, management determined that during the fourth quarter of 2009 there were no changes to
the registrants internal control over financial reporting (as such term is defined in Rules
13a-15(f) and 15d-15(f) of the Exchange Act) that have materially affected, or are
reasonably likely to materially affect, the registrants internal control over financial
reporting.
(c) | Internal Control Over Financial Reporting. |
The Company, under the supervision and with the participation of the Companys Chief
Executive Officer and Chief Financial Officer, has conducted an evaluation of the effectiveness
of its internal control over financial
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reporting as of December 31, 2010, and has concluded that, as December 31, 2010, the Companys
internal control over financial reporting was effective.
The Companys independent registered public accounting firm has issued an audit opinion on the
effectiveness of the Companys internal control over financial reporting. This report appears
within Item 8 of this Annual Report on Form 10-K.
Managements Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over
financial reporting, as such term is defined in Rule 13a-15(f) of the Exchange Act. Under the
supervision and with the participation of our management, including our Chief Executive Officer and
Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control
over financial reporting based upon the framework in Internal Control Integrated Framework issued
by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on that
evaluation, our management concluded that our internal control over financial reporting is
effective, as of December 31, 2010.
PART III
ITEM 10
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
With regard to directors and corporate governance, reference is made to the information set
forth under the caption Nominees for Election in the Companys Proxy Statement for the 2011
Annual Meeting of Stockholders to be filed pursuant to Regulation 14A, which information is
incorporated herein by reference.
Set forth below is certain information concerning the individuals who were executive officers
of the Company as of December 31, 2010.
Name | Age | Position | ||||
Francis R. McAllister
|
68 | Chairman of the Board and Chief Executive Officer | ||||
John R. Stark
|
58 | Executive Vice President, Chief Commercial Officer | ||||
Gregory A Wing
|
61 | Vice President and Chief Financial Officer | ||||
Terrell I. Ackerman
|
57 | Vice President, General Manager East Boulder Operations | ||||
Kevin Shiell
|
53 | Vice President, General Manager Stillwater Mine Operations |
The following are brief biographies of the Companys executive officers:
EXECUTIVE OFFICERS
Francis R. McAllister (age 68) was appointed Chairman of the Board and Chief Executive Officer
of the Company effective February 12, 2001. Mr. McAllister was appointed a Director of the Company
on January 9, 2001. Prior to his appointment to the Board, Mr. McAllister served with ASARCO
Incorporated from 1966 to 1999, most recently as Chairman and Chief Executive Officer in 1999, as
Chief Operating Officer from 1998 to 1999, as Executive Vice President Copper Operations from
1993 to 1998, as Chief Financial Officer from 1982 to 1993 and in various professional and
management positions from 1966 to 1982. He currently serves on the Board of Directors of Cliffs
Natural Resources Incorporated, an iron ore mining Company. Mr. McAllister received his MBA from
New York University, his Bachelor of Science Finance from the University of Utah, and attended
the Advanced Management Program at Harvard Business School.
John R. Stark (age 58) was appointed Vice President, Human Resources on September 21, 1999,
and was subsequently appointed Secretary and Corporate Counsel on May 29, 2001 and July 17, 2001,
respectively. In 2003, Mr. Stark assumed the duties and responsibilities of the Chief Commercial
Officer (including oversight of the recycling segment). Mr. Stark has a varied background in
corporate administration and human resources. He was previously with Molycorp, Inc. in 1996 as
Manager of Sales and Administration; Western Mobile, Inc., an international construction material
supplier, from 1992 to 1996; and with AMAX Inc. for 13 years until 1992. Mr. Stark received his
Juris Doctor degree from the University of Denver School of Law and holds a Bachelor of Arts degree
in economics from the University of Montana.
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Gregory A. Wing (age 61) became the Companys Vice President and Chief Financial Officer
effective March 22, 2004. Previously, Mr. Wing served as the Vice President and Chief Financial
Officer of Black Beauty Coal Company from 1995 through 2003. Prior to joining Black Beauty, Mr.
Wing was with The Pittsburg and Midway Coal Mining Company, a subsidiary of Chevron Corporation, as
Manager of Financial Planning and Analysis. From 1986 to 1989, he was employed by Chevron
Corporation as Senior Analyst in Corporation Planning, and from 1980 to 1986, he was with Arabian
American Oil Company in Dhahran, Saudi Arabia. Mr. Wing received a Bachelor of Arts in Physics and
an M.B.A in Accounting and Finance, both from the University of California at Berkeley.
Terrell I. Ackerman (age 57) is currently Vice President, General Manager East Boulder Mine
Operations. Mr. Ackerman joined the Company in March 2000 as Director of Corporate Planning after 2
years as an independent consultant. During 1998 and 1999, Mr. Ackerman conducted feasibility
studies, operational and mine planning reviews for various underground operations. Prior to this
time, Mr. Ackerman was VP and General Manager of BHP Coppers San Manuel Operation in Arizona. Mr.
Ackerman held increasing roles of accountability for Magma Copper Company starting as an
underground engineer in training in 1976. Mr. Ackerman received a Bachelor of Science degree in
Mine Engineering from the University of Idaho College of Mines.
Kevin G. Shiell (age 53) was elected Vice President of the Company on May 4, 2010. Mr. Shiell
has over 32 years of underground mining experience. Mr. Shiell has served as General Manager of the
Stillwater mine and operations since 2009. During 2006 to 2008 he was General Manager at the East
Boulder Mine. Prior to joining Stillwater in 1999, Mr. Shiell was Mine Superintendent with Dynatec
Corporation. Mr. Shiell was with Addwest Minerals as Mine Superintendent and Echo Bay Minerals as Manager of Operations. From 1979 to 1995, Mr. Shiell was
with Hecla Mining Company where he held various positions including miner, supervisor, trainer,
planner, as well as mine and safety foreman. And from 1978 to 1979, Mr. Shiell was with Day Mines
and United Nuclear homestake operations. Mr. Shiell is a member of Northwest Mining Association.
For information concerning the Companys executive officers, reference is made to the
information set forth under the caption Section 16(a) Beneficial Ownership Compliance in the
Companys Proxy Statement for the 2010 Annual Meeting of Stockholders to be filed pursuant to
Regulation 14A, which information is incorporated herein by reference.
Audit Committee Financial Expert
Federal regulations and New York Stock Exchange listing requirements require the board to
determine if a member of its audit committee is an audit committee financial expert. According to
these requirements, an audit committee member can be designated an audit committee financial expert
only when the audit committee member satisfies five specified qualification requirements, such as
experience (or experience actively supervising others engaged in) preparing, auditing, analyzing,
or evaluating financial statements presenting a level of accounting complexity comparable to what
is encountered in connection with the Companys financial statements. The regulations further
require such qualifications to have been acquired through specified means of experience or
education. The Board has designated Michael S. Parrett as an Audit Committee financial expert. Mr.
Parrett meets the independence standards for audit committee members under the NYSE Listed Company
and SEC rules.
Code of Ethics
The Companys code of ethics requires honest and ethical conduct; avoidance of conflicts of
interest; compliance with applicable governmental laws, rules and regulations; full, fair,
accurate, timely, and understandable disclosure in reports and documents filed with the SEC and in
other public communications made; and accountability for adherence to the code. The code of ethics
can be accessed via the Companys internet website at
http://www.stillwatermining.com. Printed
copies will be provided upon request.
Corporate Governance
The Companys corporate governance principles, corporate governance and nominating committee
charter, compensation committee charter and audit committee charter can be accessed via the
Companys internet website at
http://www.stillwatermining.com
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NYSE CEO Certification
Pursuant to Section 303A.12(a) of the NYSE Listed Company Manual, the Companys chief
executive officer submitted a certification, dated June 1, 2010, that to his knowledge, as of such
date, the Company was not in violation of any NYSE listing standards.
ITEM 11
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION
Reference is made to the information set forth under the caption Executive Compensation in
the Companys Proxy Statement for the 2011 Annual Meeting of Stockholders to be filed pursuant to
Regulation 14A, which information is incorporated herein by reference.
ITEM 12
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
OWNERS AND MANAGEMENT AND RELATED STOCKHOLDERS MATTERS
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
OWNERS AND MANAGEMENT AND RELATED STOCKHOLDERS MATTERS
Reference is made to the information set forth under the caption Security Ownership of
Principal Stockholders and Management in the Companys Proxy Statement for the 2011 Annual Meeting
of Stockholders to be filed pursuant to Regulation 14A, which information is incorporated herein by
reference.
ITEM 13
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Reference is made to the information set forth under the caption Certain Relationships and
Related Transactions and Director Independence in the Companys Proxy Statement for the 2011
Annual Meeting of Stockholders to be filed pursuant to Regulation 14A, which information is
incorporated herein by reference.
ITEM 14
PRINCIPAL ACCOUNTING FEES AND SERVICES
PRINCIPAL ACCOUNTING FEES AND SERVICES
Reference is made to the information set forth under the caption Principal Accounting Fees
and Services in the Companys Proxy Statement for the 2011 Annual Meeting of Stockholders to be
filed pursuant to Regulation 14A, which information is incorporated herein by reference.
PART IV
ITEM 15
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a) Documents filed as part of this Form 10-K
1. Financial Statements and Supplementary Data
Page | ||
79 | ||
81 | ||
83 | ||
84 | ||
85 | ||
86 |
2. Financial Statement Schedules (not applicable)
(b) See Exhibit Index below
(c) Not applicable
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EXHIBITS
Number | Description | |||
2.1 | Exchange Agreement for 10,000 shares of common
stock, dated October 1, 1993 (incorporated by
reference to Exhibit 2.1 to the Registrants
Registration Statement on Form S-1 (File No.
33-85904) as declared effective by the Commission
on December 15, 1994 (the 1994 S-1)). |
|||
3.1 | Restated Certificate of Incorporation of Stillwater
Mining Company, dated October 23, 2003
(incorporated by reference to Exhibit 3.1 to the
Form 10-Q for the quarterly period ended September
30, 2003, filed on October 27, 2003). |
|||
3.2 | Amended and Restated By-Laws of Stillwater Mining
Company, (incorporated by reference to Exhibit 3.2
to the Form 8-K filed on December 29, 2004). |
|||
4.1 | Form of Indenture, dated April 29, 1996, between Stillwater Mining Company and Colorado National Bank with
respect to the Companys 7% Convertible Subordinated Notes Due 2003 (incorporated by reference to Exhibit 4.1
of the Registrants Form 8-K, dated April 29, 1996). |
|||
4.2 | Rights Agreement, dated October 26, 1995 (incorporated by reference to Form 8-A, filed on October 30, 1995). |
|||
4.3 | Amendment No. 1, dated as of November 20, 2002, to the Rights Agreement between Stillwater Mining Company and
Computershare Trust Company, Inc. (incorporated by reference to Exhibit 4.1 of the Registrants Form 8-K,
dated November 21, 2002). |
|||
10.2 | Mining and Processing Agreement, dated March 16, 1984 regarding the Mouat family; and Compromise of Issues
Relating to the Mining and Processing Agreement (incorporated by reference to Exhibit 10.8 to the 1994 S-1). |
|||
10.3 | Conveyance of Royalty Interest and Agreement between Stillwater Mining Company and Manville Mining Company,
dated October 1, 1993 (incorporated by reference to Exhibit 10.9 to the 1994 S-1). |
|||
10.4 | Palladium Sales Agreement, made as of August 13, 1998, between Stillwater Mining Company and Ford Motor
Company (portions of the agreement have been omitted pursuant to a confidential treatment request)
(incorporated by reference to Exhibit 10.1 to the Registrants Form 8-K, dated July 21, 1998). |
|||
10.5 | Palladium and Platinum Sales Agreement, made as of August 17, 1998, between Stillwater Mining Company and
General Motors Corporation (portions of the agreement have been omitted pursuant to a confidential treatment
request) (incorporated by reference to Exhibit 10.3 to the Registrants Form 8-K, dated July 21, 1998). |
|||
10.7 | Employment Agreement between Francis R. McAllister and Stillwater Mining Company, dated July 23, 2001
(incorporated by reference to Exhibit 10.1 to the Form 10-Q for the quarterly period ended September 30,
2001). |
|||
10.8 | Employment agreement between John R. Stark and Stillwater Mining Company dated July 23, 2001
(incorporated by reference to Exhibit 10.18 to the Form 10-K for the year ended December 31, 2001). |
|||
10.9 | First Amendment Agreement to Palladium Sales Agreement between Stillwater Mining Company and Ford Motor
Company, dated October 27, 2000 (incorporated by reference to Exhibit 10.20 of the Registrants 2000 10-K)
(portions of the agreement have been omitted pursuant to a confidential treatment request). |
|||
10.10 | Second Amendment Agreement to Palladium and Platinum Sales Agreement between Stillwater Mining Company and
Ford Motor Company, dated March 27, 2001 (incorporated by reference to Exhibit 10.1 to the Form 10-Q for the
quarterly period ended March 31, 2001) (portions of the agreement have been omitted pursuant to a
confidential treatment request). |
|||
10.11 | First Amendment Agreement to Palladium and Platinum Sales Agreement between Stillwater Mining Company and
General Motors Corporation, dated November 20, 2000 (incorporated by reference to Exhibit 10.21 of the
Registrants 2000 10-K) (portions of the agreement have been omitted pursuant to a confidential treatment
request). |
|||
10.12 | Refining Agreement between Stillwater Mining Company and Catalyst and Chemicals Division of Johnson Matthey
Inc. dated July 27, 2000 (incorporated by reference to Exhibit 10.22 of the Registrants 2000 10-K) (portions
of the agreement have been omitted pursuant to a confidential treatment request). |
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Number | Description | |||
10.13 | Second Amendment Agreement to Palladium and Platinum Sales Agreement between Stillwater Mining Company and
General Motors Corporation, dated February 14, 2001 (incorporated by reference to Exhibit 10.24 of the
Registrants 2001 10-K). |
|||
10.14 | Employment Agreement between Greg R. Struble and Stillwater Mining Company, dated February 4, 2008
(incorporated by reference to Exhibit 10.1 to the Form 8-K filed February 11, 2008). |
|||
10.15 | 2008 Restricted Stock Unit Agreement between Greg R. Struble and Stillwater Mining Company, dated February 4,
2008 (incorporated by reference to Exhibit 10.2 to the Form 8-K filed February 11, 2008). |
|||
10.16 | Third Amendment to Palladium and Platinum Sales Agreement between Stillwater Mining Company and Ford Motor
Company, dated March 13, 2002 (incorporated by reference to Exhibit 10.33 of the Registrants 2002 10-K)
(portions of the agreement have been omitted pursuant to a confidential treatment request). |
|||
10.17 | Employment Agreement between Terrell I. Ackerman and Stillwater Mining Company dated May 8, 2002
(incorporated by reference to Exhibit 10.34 of the Registrants 2002 10-K). |
|||
10.18 | Amended and Restated General Employee Stock Plan, dated October 23, 2003 (incorporated by reference to
Exhibit 10.1 to the Form 10-Q for the quarterly period ended September 30, 2003). |
|||
10.19 | Employment Agreement between Stephen A. Lang and Stillwater Mining Company dated September 1, 2003
(incorporated by reference to Exhibit 10.2 to the Form 10-Q for the quarterly period ended September 30,
2003). |
|||
10.20 | Stock Purchase Agreement between Stillwater Mining Company and MMC Norilsk Nickel and Norimet Ltd. dated June
23, 2003 (incorporated by reference to Exhibit 10.1 to the Form 8-K, dated June 23, 2003). |
|||
10.21 | Registration Rights Agreement, Stillwater Mining Company and Norimet Ltd. dated June 23, 2003. (incorporated
by reference to Exhibit 10.2 to the Form 8-K dated June 23, 2003). |
|||
10.22 | Amended and Restated Refining Agreement between Stillwater Mining Company and Chemicals Catalyst and Refining
Division of Johnson Matthey Inc. dated October 1, 2010, (portions of the agreement have been omitted pursuant
to a confidential treatment request), (filed herewith). |
|||
10.23 | Palladium Sales Agreement, made as of March 3, 2004, among Stillwater Mining Company and Engelhard
Corporation (incorporated by reference to Exhibit 10.39 to the Form 10-K filed on March 15, 2004(portions of
this agreement have been omitted pursuant to a confidential treatment request). |
|||
10.24 | Employment Agreement between Gregory A. Wing and Stillwater Mining Company dated as of March 22, 2004
(incorporated by reference to Exhibit 10.40 to the Form 10-K filed on March 15, 2004). |
|||
10.25 | Articles of Agreement between Stillwater Mining Company (East Boulder) Paper, Allied Industrial, Chemical and
Energy Workers International Union, ratified July 2002 (incorporated by reference to Exhibit 10.41 to the
Form 10-K filed on March 15, 2004). |
|||
10.26 | Amendment No. 1 to Stockholders Agreement, dated as of March 19, 2004, made by and among Stillwater Mining
Company and MMC Norilsk Nickel (incorporated by reference to Exhibit 2.1 to the Form 10-Q filed on May 7,
2004). |
|||
10.28 | Articles of Agreement between Stillwater Mining Company (Stillwater Mine & Mill, and the Processing and
Warehouse facilities) Paper, Allied Industrial, Chemical and Energy Workers International Union, ratified
July 19, 2004 (incorporated by reference to Exhibit 10.1 to the Form 10-Q filed on August 5, 2004). |
|||
10.29 | Credit Agreement, dated August 3, 2004, between Stillwater Mining Company and TD Securities (USA), Ltd.
(incorporated by reference to Exhibit 10.2 to the Form 10-Q filed on August 5, 2004). |
|||
10.30 | Fourth Amendment to Palladium and Platinum Sales Agreement between Stillwater Mining Company and Ford Motor
Company, dated February 20, 2003 (incorporated by reference to Exhibit 10.1 to the Form 10-Q filed on
November 2, 2004). |
|||
10.31 | Fifth Amendment to Palladium and Platinum Sales Agreement between Stillwater Mining Company and Ford Motor
Company, dated May 4, 2004 (incorporated by reference to Exhibit 10.1 to the Form 10-Q filed on November 2,
2004). |
|||
10.33 | Contract between Stillwater Mining Company and USW International Union, Local 1, East Boulder Unit, effective
July 10, 2005 (incorporated by reference to Exhibit 10.1 to the Form 10-Q filed on August 8, 2005). |
|||
10.34 | 409A Nonqualified Deferred Compensation Plan, (incorporated by reference to exhibit 10.34 to the Form 10-K
filed on March 16, 2006). |
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Number | Description | |||
10.35 | 2004 Equity Incentive Plan (incorporated by reference to Appendix A to the Proxy statement, dated April 29,
2004). |
|||
10.36 | 409A Non-Employee Directors Deferred Compensation Plan (incorporated by reference to Exhibit 10.1 to the
Form-8K dated May 9, 2005). |
|||
10.37 | Amendment No. 1 to Credit Agreement, dated August 3, 2004, between Stillwater Mining Company and TD
Securities (USA), Ltd., dated January 31, 2006 (incorporated by reference to Exhibit 10.1 to the Form 8-K
dated February 3, 2006). |
|||
10.38 | Amendment No. 2 and Waiver to Credit Agreement, dated August 3, 2004, between Stillwater Mining Company and
TD Securities (USA), Ltd., dated November 5, 2007 (incorporated by reference to Exhibit 10.1 to the Form 8-K
dated November 8, 2007). |
|||
10.39 | Articles of Agreement between Stillwater Mining Company (Stillwater Mine & Mill, and the Processing and
Warehouse facilities) and United Steel Workers (USW) Local 11-0001, ratified July 16, 2007 (incorporated by
reference to Exhibit 10.1 to the Form 10-Q filed on August 7, 2007). |
|||
10.40 | Supplemental Memorandum of Understanding between Stillwater Mining Company (Stillwater Mine & Mill, and the
Processing and Warehouse facilities) and United Steel Workers (USW) Local 11-0001, ratified September 4, 2007
(incorporated by reference to Exhibit 10.2 to the Form 10-Q filed on November 6, 2007). |
|||
10.41 | Third Amendment Agreement to Palladium and Platinum Sales Agreement between Stillwater Mining Company and
General Motors Corporation, dated August 8, 2007 (portions of the agreement have been omitted pursuant to a
confidential treatment request), (incorporated by reference to Exhibit 10.3 to the Form 10-Q filed on
November 6, 2007). |
|||
10.42 | Palladium and Rhodium Sales Agreement, made as of August 8, 2007, between Stillwater Mining Company and
General Motors Corporation (portions of the agreement have been omitted pursuant to a confidential treatment
request), (incorporated by reference to Exhibit 10.4 to the Form 10-Q filed on November 6, 2007). |
|||
10.43 | First Amendment Agreement to Palladium and Rhodium Sales Agreement between Stillwater Mining Company and
General Motors Corporation, dated December 9, 2008 (portions of the agreement have been omitted pursuant to a
confidential treatment request) (incorporated by reference to exhibit 10.43 to the Form 10-K filed on March
16, 2009). |
|||
10.44 | Memorandum of Understanding between Stillwater Mining Company East Boulder Operation and United Steel Workers
International Union, Local 11-001, East Boulder Unit, dated December 1, 2008 (incorporated by reference to
exhibit 10.44 to the Form 10-K filed on March 16, 2009). |
|||
10.45 | Form of 1.875% Convertible Senior Note due 2028 (incorporated by reference to Exhibit 4.2 to the Registrants
form 8-K, dated March 14, 2008). |
|||
10.46 | Amendment No. 1 to Stockholders Agreement, dated March 10, 2008, among Stillwater Mining Company, MMC Norilsk
Nickel, and Norimet Limited (incorporated by reference to Exhibit 10.1 to the Registrants form 8-K, dated
March 14, 2008). |
|||
10.47 | Indenture, dated as of March 12, 2008, among Stillwater Mining Company, Law Debenture Trust Company of New
York, and Deutsche Bank Trust Company Americas. (incorporated by reference to Exhibit 4.1 to the Registrants
form 8-K, dated March 14, 2008). |
|||
10.48 | Registration Rights Agreement, dated as of March 12, 2008, between Stillwater Mining Company and Deutsche
Bank. (incorporated by reference to Exhibit 4.3 to the Registrants form 8-K, dated March 14, 2008). |
|||
10.49 | Amended and Restated Secondary Materials Processing Agreement, dated as of June 7, 2005, among Stillwater
Mining Company and Power Mount Incorporated (incorporated by reference to Exhibit 10.1 to the Registrants
form 8-K, dated December 9, 2008) (portions of the agreement have been omitted pursuant to a confidential
treatment request). |
|||
10.50 | Purchase Agreement, Stillwater Mining Company and Deutsche Bank, dated March 6, 2008. (incorporated by
reference to Exhibit 99.1 to the Registrants form 8-K, dated March 7, 2008). |
|||
10.51 | Second Amendment Agreement to Palladium and Rhodium Sales Agreement between Stillwater Mining Company and
General Motors Corporation, dated March 5, 2009 (portions of the agreement have been omitted pursuant to a
confidential treatment request), (incorporated by reference to Exhibit 10.1 to the form 10-Q filed on August
7, 2009). |
|||
10.52 | Palladium Sales Agreement between Stillwater Mining Company and General Motors LLC, dated January 1, 2011
(portions of the agreement have been omitted pursuant to a confidential treatment request), (filed herewith). |
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Number | Description | |||
10.53 | Amendment to Employment Agreement between Francis R. McAllister and Stillwater Mining Company dated November
3, 2010, (filed herewith). |
|||
10.54 | Amendment to Employment Agreement between John R. Stark and Stillwater Mining Company dated November 3, 2010,
(filed herewith). |
|||
10.55 | Amendment to Employment Agreement between Gregory A. Wing and Stillwater Mining Company dated November 3,
2010, (filed herewith). |
|||
10.56 | Amendment to Employment Agreement between Terrell A. Ackerman and Stillwater Mining Company dated November 3,
2010, (filed herewith). |
|||
18.1 | Preferability letter from KPMG LLP dated March 30, 2005, (incorporated by reference to Exhibit 18.1 to the
Form 10-K filed on March 31, 2005). |
|||
18.2 | Preferability letter from KPMG LLP dated May 5, 2010, (incorporated by reference to Exhibit 18.1 to the form
10-Q filed on May 5, 2010). |
|||
23.1 | Consent of KPMG LLP, Independent Registered Public Accounting Firm (filed herewith). |
|||
23.2 | Consent of Behre Dolbear & Company, Inc., (filed herewith). |
|||
31.1 | Rule 13a-14(a)/15d-14(a) Certification Chief Executive Officer, (filed herewith). |
|||
31.2 | Rule 13a-14(a)/15d-14(a) Certification Vice President and Chief Financial Officer, (filed herewith). |
|||
32.1 | Section 1350 Certification, (filed herewith). |
|||
32.2 | Section 1350 Certification, (filed herewith). |
|||
101 | The following materials from the Annual Report on Form 10-K of Stillwater Mining Company for the year ended
December 31, 2010, filed on February, 22, 2011, formatted in XBRL (eXtensible Business Reporting Language): |
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(i) Statements of Operations and Comprehensive Income (Loss), (ii) Balance Sheets, (iii) Statements of Cash
Flows, (iv) Consolidated Statements of Changes in Stockholders Equity, (v) document and entity information,
and (vi) related notes to these financial statements. Users of this data are advised pursuant to Rule 401 of
Regulation S-T that the financial information contained in the XBRL document is unaudited and these are not
the officially publicly filed financial statements of Stillwater Mining Company. The purpose of submitting
these XBRL formatted documents is to test the related format and technology and, as a result, investors
should continue to rely on the official filed version of the furnished documents and not rely on this
information in making investment decisions. In accordance with Rule 402 of Regulation S-T, the information in
this Exhibit 101 shall not be deemed filed for the purposes of section 18 of the Securities Exchange Act of
1934, as amended (the Exchange Act), or otherwise subject to the liability of that section, and shall not
be incorporated by reference into any registration statement or other document filed under the Securities Act
of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by the specific reference in
such filing. |
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Table of Contents
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
STILLWATER MINING COMPANY (Registrant) |
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Dated: February 22, 2011 | By: | /s/ Francis R. McAllister | ||
Francis R. McAllister | ||||
Chairman and Chief Executive Officer | ||||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the registrant and in the capacities and on the
dates indicated.
Signature and Title | Date | |
/s/ Francis R. McAllister
|
February 22, 2011 | |
Francis R. McAllister |
||
Chairman, Chief Executive Officer and Director |
||
(Principal Executive Officer) |
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/s/ Gregory A. Wing
|
February 22, 2011 | |
Gregory A. Wing |
||
Vice President and Chief Financial Officer |
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(Principal Accounting Officer) |
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/s/ Craig L. Fuller
|
February 22, 2011 | |
Craig L. Fuller, Director |
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/s/ Patrick M. James
|
February 22, 2011 | |
Patrick M. James, Director |
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/s/ Steven S. Lucas
|
February 22, 2011 | |
Steven S. Lucas, Director |
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/s/ Sheryl K. Pressler |
February 22, 2011 | |
Sheryl K. Pressler, Director |
||
/s/ Michael S. Parrett
|
February 22, 2011 | |
Michael S. Parrett, Director |
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/s/ Michael Schiavone
|
February 22, 2011 | |
Michael Schiavone, Director |
116