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8-K - CURRENT REPORT - NORD RESOURCES CORPform8k.htm



NEWS RELEASE

For Immediate Release

Nord Resources Reports 2012 First-Quarter Results

  • Performance continues to reflect July 2010 action to suspend mining of new ore pending debt restructuring and new financing
  • Company continues producing copper by leaching ore previously placed on pads
  • First-quarter 2012 net sales of $2.4 million, down slightly from $2.5 million in fourth quarter 2011
  • Non-cash costs contribute to net loss of $2.5 million in 2012 first quarter, compared with $2.3 million in 2011 period

TUCSON, AZ, May 15, 2012 – Nord Resources Corporation (OTC Pink Market: NRDS), which is producing copper at its Johnson Camp Mine in Arizona, today announced its unaudited financial results for the first quarter ended March 31, 2012. The condensed consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles and all currency amounts are in U.S. dollars.

“Since July 2010, when we suspended mining new ore in order to reduce our expenses and maximize cash flow, we have been producing copper by leaching the ore previously placed on our three pads and processing it through the Johnson Camp Mine’s SX-EW plant,” said Wayne Morrison, Chief Executive and Chief Financial Officer. “Our financial results through the first three months of 2012 reflect the expected continuing decline in copper production from the leaching process, the recent decline in the average price of copper, and the need to recognize abnormal production costs.”

“Nord continues to have to recognize for accounting purposes abnormal production costs reflecting the underutilization of the Johnson Camp Mine’s plant capacity. In the 2012 first quarter, these abnormal costs amounted to $2.5 million ($3.94 per pound), resulting in an average cost of copper sold during the period of $5.39 per pound. The average realized price of copper sold during the quarter was $3.81. This significantly contributed to the net loss that the company incurred for the 2012 first quarter,” Mr. Morrison said.

“A key part of our operating strategy going forward remains our previously announced plan to build a new leach pad that we expect will enable us to achieve our target production rate of 25 million pounds of copper per year. The new pad will require an estimated capital investment of approximately $18 million. We continue to work on obtaining new financing that would enable us both to restructure our debt and to resume mining and processing new ore. While we continue to make progress on this, we have not completed an agreement and cannot be certain of success until that is accomplished,” Mr. Morrison continued.


Financial Highlights

  • First-quarter 2012 net sales were $2,378,014 from the sale of 624,372 pounds of copper. The average realized price of copper sold during the three-month period was $3.81. This compares with net sales of $2,503,354 in the 2011 fourth quarter from the sale of 720,764 pounds of copper. The average price of price of copper sold during the 2011 fourth quarter was $3.47.

    For the 2011 first quarter, net sales were $4,753,344 from the sale of 1,083,618 pounds of copper. The average realized price of copper sold during the 2011 three- month period was $4.39 per pound.

  • Costs applicable to sales in the 2012 first quarter amounted to $3,368,426 (including $2,461,415 in abnormal production costs due to the underutilization of plant capacity). The average cost of copper sold during the first quarter of 2012 was $5.39 per pound. The average cost of copper sold during the first quarter of 2012 excluding abnormal production costs was $1.45 per pound.

    For the 2011 first quarter, Nord incurred $4,382,805 (including $2,874,185 in abnormal production costs due to the underutilization of plant capacity) of costs applicable to sales from the sale of copper. The average cost of copper sold during the first quarter of 2010 was $4.04 per pound. The average cost per pound of copper sold excluding abnormal production costs was $1.39 per pound.

    The increase in the average cost per pound of copper sold during the 2012 three- month period versus the same period in 2011 is primarily due to the absorption of increased abnormal production costs resulting from the continuing decrease in the utilization of plant capacity.

  • General and administrative (G&A) expenses decreased to $398,962 for the 2012 first quarter, compared with $517,833 for the 2011 period. The decrease was primarily due to a $54,421 reduction in professional fees and a $45,339 decrease in employee compensation expense mainly related to reductions in salaries and wages and a reduction in compensation expense related to employee stock options that vest over time.

  • Depreciation, depletion, and amortization (DD&A) expenses decreased to $212,271 in the 2012 first quarter from $259,304 in the 2011 period. The decrease was primarily due to the reduction in the amount of copper produced in comparison to the same period in the prior year.

  • The decrease in other income (expense) to $906,243 in the 2012 first quarter, compared with $1,870,782 in the 2011 period was primarily due to a decrease in gains (losses) on derivatives classified as trading securities. The company recorded a gain of $28,681 in the 2012 period, compared with a net loss in the same period in 2011 of ($1,004,678). Interest accrued increased by $61,148 to ($950,356), compared with ($889,208) in the 2011 first quarter.


  • The company incurred a net loss of ($2,507,888) or ($0.02) per basic and diluted common share in the 2012 first quarter, compared with a net loss of ($2,277,380) or ($0.02) per basic and diluted common share in the 2011 period.

Liquidity and Cash Flow

As noted, Nord's copper production in 2011 and through the first quarter of 2012 was significantly below earlier expectations for the reasons previously disclosed as well as the July 2010 decision to suspend mining and crushing new ore. This shortfall adversely affected the company's working capital and cash flow, causing Nord to be unable to meet some of its debt obligations in 2010, 2011, and first quarter of 2012.

As announced on May 14, 2010, Nedbank Limited (Nedbank), the company's senior lender, declined to extend a forbearance agreement regarding the scheduled quarterly principal and interest payments that were due between March 31, 2010 and March 31, 2012 under Nord's $25 million secured term-loan facility. Accordingly, the company has been in default of its obligations under the Credit Agreement with Nedbank since May 14, 2010, and the full amount of the outstanding principal of $23,257,826 is included in the company's current liabilities.

Nedbank Capital also declined to extend the forbearance agreement regarding the company's failure to make the timely monthly settlement payments beginning in March of 2010 through March 31, 2012 under the copper hedge agreement. As of March 31, 2012, the amount due to Nedbank Capital related to these settlements is $16,106,691 and is included in copper derivatives settlement payable within the condensed consolidated balance sheet.

As previously disclosed, given this default, Nedbank has full authority to exercise its rights under the Credit Agreement, including the acceleration of the full amount due thereunder and the institution of foreclosure proceedings against the Johnson Camp Mine. In accordance with the Credit Agreement, upon an event of default the interest rate on the outstanding debt and unpaid accrued interest is increased by 3.00% to the three-month United States Dollar London Interbank Offered Rate (LIBOR) plus 9.06% (9.53% at March 31, 2012).

  • At the end of the 2012 first quarter, the company had cash reserves of $0.0 (compared with $118,058 at the 2011 year-end), excluding $0.7 million in restricted marketable securities being held in conjunction with two letters of credit. The working capital deficiency of ($53.6) million includes $23.2 million in the current portion of senior long-term debt, $16.1 million in copper derivatives settlement payable, and $6.1 million of current long-term debt. As of December 31, 2011, cash reserves were $0.1 million and the working capital deficiency amounted to ($51.8) million, including $21.5 million in current portion of senior long-term debt, $16.1 million in copper derivatives settlement payable, and $1.8 million of senior long-term debt that was classified as current liabilities due to the company's default on the underlying agreements.

  • Nord's cash flows from operating activities during the 2012 first quarter were $(103,364) compared with $777,244 during the same period in 2011. The decrease in cash flows from operating activities of ($880,608) is primarily due to the decline in revenues compared with the prior-year period.

About Nord Resources

Nord Resources Corporation is producing copper at the Johnson Camp Mine, the company's primary asset, which is located approximately 65 miles east of Tucson, Arizona. For further information, please visit our website at nordresources.com.

Forward-Looking Statements

All statements in this release, other than those of historical facts, may be considered to be "forward-looking".

Nord's continuation as a going concern is dependent upon its ability to refinance the obligations under its Credit Agreement with Nedbank and the Copper Hedge Agreement with Nedbank Capital, raise additional capital, and on its ability to produce copper to sell at a level where the company becomes profitable and generates cash flows from operations. To succeed, Nord must be able to proceed with its plans to build additional leach pad capacity, resume full operations, and achieve its operating plan. If management cannot achieve its operating plan because of the company's inability to obtain the required financing, or because of sales shortfalls, a reduction in copper prices, or other unfavorable events, the company may find it necessary to dispose of assets, or undertake other actions as may be appropriate.

Factors that could cause actual results to differ materially from those in forward-looking statements include, but are not limited to, Nord's ability to refinance the company, the market price of copper, general economic, market, and business conditions, the company's ability to reach full production rates, and other factors that may cause the actual results, performance or achievements of the company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. Investors are cautioned that any such statements are not guarantees of future performance and that actual results or developments may differ materially from those projected in the forward-looking statements. In addition, Nord's business and operations are subject to the risk factors set forth in Nord's most recent Form 10-K and other SEC filings which are available through EDGAR at www.sec.gov, and in Nord's prospectus and other filings with the British Columbia and Ontario Securities Commissions, which are available through SEDAR at www.sedar.com. Nord assumes no obligation to update the forward-looking statements except as may be required by law.


For further information:

Wayne Morrison
Chief Executive Officer and Chief Financial Officer
Nord Resources Corporation
(520) 292-0266
www.nordresources.com

Investor and Media Relations
Richard Wertheim
Wertheim + Company Inc.
(416) 594-1600 ext.223
or
(416) 518-8479 (cell)
or by email at wertheim@wertheim.ca


NORD RESOURCES CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
MARCH 31, 2012 AND DECEMBER 31, 2011

    March 31,     December 31,  
    2012     2011  
    (Unaudited)        
ASSETS            
             
Current Assets:            
       Cash and cash equivalents $  -   $  118,058  
       Accounts receivable   212,810     345,382  
       Inventories   3,251,506     3,763,892  
       Prepaid expenses and other assets   149,146     159,986  
             
             Total Current Assets   3,613,462     4,387,318  
             
Property and Equipment, at cost:            
       Property and equipment   50,597,099     50,518,198  
       Less accumulated depreciation, depletion and amortization   (6,444,488 )   (6,313,728 )
             
             Net Property and Equipment   44,152,611     44,204,470  
             
Other Assets:            
       Deposits   146,079     146,079  
       Restricted marketable securities   686,476     686,476  
       Debt issuance costs, net of accumulated amortization   282,192     368,684  
       Stockpiles and ore on leach pads   5,934,083     6,347,012  
             
             Total Other Assets   7,048,830     7,548,251  
             
             Total Assets $  54,814,903   $  56,140,039  


NORD RESOURCES CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
MARCH 31, 2012 AND DECEMBER 31, 2011
(Continued)

    March 31,     December 31,  
    2012     2011  
    (Unaudited)        
LIABILITIES AND STOCKHOLDERS’ DEFICIT            
             
Current Liabilities:            
       Accounts payable $  4,389,063   $  4,163,041  
       Accrued expenses   1,413,503     1,316,074  
       Accrued interest   5,686,544     4,933,337  
       Copper derivatives settlement payable   16,106,691     16,106,691  
       Current maturity of long-term debt   6,185,999     6,190,999  
       Current maturities of senior long-term debt   23,257,826     21,481,183  
       Current maturities of derivative contracts, at fair value   26,215     54,896  
       Senior long-term debt accelerated due to default   -     1,776,643  
       Other current liabilities   152,652     147,634  
             
             Total Current Liabilities   57,218,493     56,170,498  
             
Long-Term Liabilities:            
       Deferred revenue, less current portion   4,638,649     4,646,868  
       Accrued reclamation costs   3,294,736     3,195,497  
       Other long-term liabilities   6,135     14,635  
             
             Total Long-Term Liabilities   7,939,520     7,857,000  
             
             Total Liabilities   65,158,013     64,027,498  
             
Commitments and contingencies            
             
Stockholders’ Deficit:            
       Common stock: $.01 par value, 400,000,000 shares authorized, 
              112,488,604 and 112,177,627 shares issued and outstanding as of 
              March 31, 2012 and December 31, 2011, respectively
  1,124,887     1,121,777  
       Additional paid–in–capital   122,182,373     122,133,246  
       Accumulated deficit   (133,650,370 )   (131,142,482 )
             
             Total Stockholders’ Deficit   (10,343,110 )   (7,887,459 )
             
             Total Liabilities and Stockholders’ Deficit $  54,814,903   $  56,140,039  


NORD RESOURCES CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2012 AND 2011
(Unaudited)

    2012     2011  
             
Net sales $  2,378,014   $  4,753,344  
             
Costs applicable to sales (exclusive of depreciation, depletion and amortization shown separately below)   3,368,426     4,382,805  
General and administrative expenses (includes stock based compensation of $52,237 and $82,199, respectively)   398,962     517,833  
Depreciation, depletion and amortization   212,271     259,304  
             
       Loss from operations   (1,601,645 )   (406,598 )
             
Other income (expense):            
             
   Interest expense   (950,356 )   (889,208 )
   Gains (losses) on derivatives classified as trading securities   28,681     (1,004,678 )
   Miscellaneous income   15,432     23,104  
             
       Total other income (expense)   (906,243 )   (1,870,782 )
             
Loss before income taxes   (2,507,888 )   (2,277,380 )
             
Provision for income taxes   -     -  
             
Net loss $  (2,507,888 ) $  (2,277,380 )
             
Net loss per basic and diluted share of common stock:            
             
      Weighted average number of basic and diluted common shares outstanding   114,320,260     113,310,388  
       Basic and diluted loss per share of common stock $  (0.02 ) $  (0.02 )


NORD RESOURCES CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2012 AND 2011
(Unaudited)

    2012     2011  
Cash Flows From Operating Activities:            
Net loss $  (2,507,888 ) $  (2,277,380 )
Adjustments to reconcile net loss to net cash flows from operating activities:            
   Depreciation, depletion and amortization   212,271     259,304  
   Accretion expense on accrued reclamation costs   99,239     114,784  
   Amortization of debt issuance costs   86,492     86,493  
   Issuance of stock options for services rendered   25,987     55,949  
   Issuance of deferred stock units for services rendered   26,250     26,250  
   Unrealized gain on derivatives classified as trading securities   (28,681 )   (1,538,242 )
   Changes in assets and liabilities:            
         Accounts receivable   132,572     419,389  
         Inventories, stockpiles and ore on leach pads   843,804     1,222,659  
         Prepaid expenses and other assets   10,840     (53,876 )
         Accounts payable   161,844     19,049  
         Accrued expenses   97,429     32,013  
         Accrued interest   753,207     276,027  
         Copper derivatives settlement payable   -     2,157,739  
         Deferred revenue   (8,230 )   (14,283 )
         Other liabilities   (8,500 )   (8,631 )
             Net Cash Flows from Operating Activities   (103,364 )   777,244  
             
Cash Flows From Investing Activities:            
   Capital expenditures   (14,723 )   (303,568 )
             Net Cash Flows from Investing Activities   (14,723 )   (303,568 )
             
Cash Flows From Financing Activities:            
   Principal payments on long-term debt   (5,000 )   (151,068 )
   Borrowings (principal payments) on capital lease   5,029     (4,201 )
             Net Cash Flows from Financing Activities   29     (155,269 )
             
             Net Increase (Decrease) in Cash and Cash Equivalents   (118,058 )   318,407  
             
             Cash and Cash Equivalents at Beginning of Period   118,058     1,120,023  
             
             Cash and Cash Equivalents at End of Period $  -   $  1,438,430