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EX-32.1 - SECTION 1350 CERTIFICATION - STILLWATER MINING CO /DE/swc-6x30x15x10xqex321.htm
EX-95 - MINE SAFETY DISCLOSURES - STILLWATER MINING CO /DE/swc-6x30x15x10xqex95.htm
EX-31.2 - CERTIFICATION OF CFO, PURSUANT TO SECTION 302 OF THE SARBANES OXLEY ACT OF 2002 - STILLWATER MINING CO /DE/swc-6x30x15x10xqex312.htm
EX-32.2 - SECTION 1350 CERTIFICATION - STILLWATER MINING CO /DE/swc-6x30x15x10xqex322.htm
EX-31.1 - CERTIFICATION OF CEO, PURSUANT TO SECTION 302 OF THE SARBANES OXLEY ACT OF 2002 - STILLWATER MINING CO /DE/swc-06x30x15x10xqex311.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended June 30, 2015.
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 of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)
26 West Dry Creek Circle, Suite 400, Littleton Colorado 80120
(Address of principal executive offices and zip code)
(406) 373-8700
(Registrant’s telephone number, including area code)

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:    YES  ý    NO  o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data 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  ý    NO  o
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 definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one).

Large Accelerated Filer
 
ý
  
Accelerated Filer
 
¨
 
 
 
 
Non-Accelerated Filer
 
¨
  
Smaller reporting company
 
¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)
YES  o    NO  ý
At July 27, 2015, the Company had outstanding 120,904,918 shares of common stock, par value $0.01 per share.



STILLWATER MINING COMPANY
FORM 10-Q
QUARTER ENDED JUNE 30, 2015
INDEX
 

2


PART I – FINANCIAL INFORMATION
ITEM 1
CONSOLIDATED FINANCIAL STATEMENTS
Stillwater Mining Company
Consolidated Statements of Comprehensive (Loss) Income
(Unaudited)
 
Three Months Ended
Six Months Ended
 
June 30,
June 30,
(In thousands, except per share data)
2015
 
2014
2015
 
2014
REVENUES
 
 
 
 
 
 
Mine Production
$
118,968

 
$
147,171

$
244,706

 
$
272,900

PGM Recycling
66,316

 
102,716

140,998

 
196,251

Other
100

 

200

 
235

Total revenues
185,384

 
249,887

385,904

 
469,386

COSTS AND EXPENSES
 
 
 
 
 
 
Costs of metals sold
 
 
 
 
 
 
Mine Production
80,631

 
89,499

160,672

 
167,490

PGM Recycling
64,441

 
100,266

137,146

 
190,972

Other

 


 
79

Total costs of metals sold (excludes depletion, depreciation and amortization)
145,072

 
189,765

297,818

 
358,541

Depletion, depreciation and amortization
 
 
 
 
 
 
Mine Production
16,942

 
17,540

33,811

 
32,450

PGM Recycling
256

 
262

508

 
503

Total depletion, depreciation and amortization
17,198

 
17,802

34,319

 
32,953

Total costs of revenues
162,270

 
207,567

332,137

 
391,494

Exploration
760

 
674

1,840

 
1,720

Reorganization

 
5,626


 
6,045

General and administrative
10,396

 
8,599

18,741

 
17,966

(Gain) loss on long-term investments
(2
)
 

53

 

Impairment of non-producing mineral properties
46,772

 

46,772

 

(Gain) loss on disposal of property, plant and equipment

 
(63
)
3

 
(301
)
Total costs and expenses
220,196

 
222,403

399,546

 
416,924

OPERATING (LOSS) INCOME
(34,812
)
 
27,484

(13,642
)
 
52,462

OTHER INCOME (EXPENSE)
 
 
 
 
 
 
Other
17

 
32

901

 
64

Interest income
724

 
994

1,426

 
1,819

Interest expense
(5,312
)
 
(5,868
)
(10,616
)
 
(11,719
)
Foreign currency transaction gain, net
745

 
182

137

 
4,361

(LOSS) INCOME BEFORE INCOME TAX (PROVISION) BENEFIT
(38,638
)
 
22,824

(21,794
)
 
46,987

Income tax (provision) benefit
(380
)
 
(5,166
)
5,663

 
(10,291
)
NET (LOSS) INCOME
$
(39,018
)
 
$
17,658

$
(16,131
)
 
$
36,696

Net loss attributable to noncontrolling interest
(11,542
)
 
(237
)
(11,657
)
 
(770
)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
$
(27,476
)
 
$
17,895

$
(4,474
)
 
$
37,466

Other comprehensive income, net of tax
 
 
 
 
 
 
     Net unrealized gains on investments available-for-sale
47

 
178

183

 
141

COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
$
(27,429
)
 
$
18,073

$
(4,291
)
 
$
37,607

Comprehensive loss attributable to noncontrolling interest
(11,542
)
 
(237
)
(11,657
)
 
(770
)
TOTAL COMPREHENSIVE (LOSS) INCOME
$
(38,971
)
 
$
17,836

$
(15,948
)
 
$
36,837

Weighted average common shares outstanding
 
 
 
 
 
 
Basic
120,751

 
119,867

120,637

 
119,738

Diluted
120,751

 
156,167

120,637

 
155,921

Basic (loss) earnings per share attributable to common stockholders
$
(0.23
)
 
$
0.15

$
(0.04
)
 
$
0.31

Diluted (loss) earnings per share attributable to common stockholders
$
(0.23
)
 
$
0.14

$
(0.04
)
 
$
0.29


See accompanying notes to consolidated financial statements

3


Stillwater Mining Company
Consolidated Balance Sheets
(Unaudited)
 
June 30,
 
December 31,
(In thousands, except share and per share data)
2015
 
2014
ASSETS
 
 
 
Current assets
 
 
 
Cash and cash equivalents
$
222,808

 
$
280,286

Investments, at fair market value
308,372

 
251,254

Inventories
127,800

 
130,307

Trade receivables
1,229

 
1,277

Deferred income taxes
18,453

 
21,055

Prepaids
5,831

 
2,546

Other current assets
16,715

 
14,671

Total current assets
701,208

 
701,396

Mineral properties
112,480

 
159,252

Mine development, net
437,735

 
409,754

Property, plant and equipment, net
116,067

 
118,881

Deferred debt issuance costs
5,422

 
6,032

Other noncurrent assets
5,760

 
4,012

Total assets
$
1,378,672

 
$
1,399,327

LIABILITIES AND EQUITY
 
 
 
Current liabilities
 
 
 
Accounts payable
$
24,947

 
$
26,806

Accrued compensation and benefits
29,562

 
29,973

Property, production and franchise taxes payable
16,255

 
15,828

Current portion of long-term debt and capital lease obligations
1,705

 
2,144

Other current liabilities
6,286

 
7,288

Total current liabilities
78,755

 
82,039

Long-term debt and capital lease obligations
302,488

 
294,023

Deferred income taxes
52,754

 
68,896

Accrued workers compensation
5,708

 
6,060

Asset retirement obligation
9,487

 
9,401

Other noncurrent liabilities
6,767

 
7,200

Total liabilities
455,959

 
467,619

EQUITY
 
 
 
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; issued and outstanding 120,820,364 at June 30, 2015 and 120,381,746 at December 31, 2014
1,208

 
1,204

Paid-in capital
1,098,095

 
1,091,146

Accumulated deficit
(183,613
)
 
(179,139
)
Accumulated other comprehensive income
200

 
17

Total stockholders’ equity
915,890

 
913,228

Noncontrolling interest
6,823

 
18,480

Total equity
922,713

 
931,708

Total liabilities and equity
$
1,378,672

 
$
1,399,327

See accompanying notes to consolidated financial statements

4



Stillwater Mining Company
Consolidated Statements of Cash Flows
(Unaudited)
 
 
Six Months Ended
 
 
June 30,
(In thousands)
 
2015
 
2014
CASH FLOWS FROM OPERATING ACTIVITIES
 
 
 
 
Net (loss) income
 
$
(16,131
)
 
$
36,696

Adjustments to reconcile net (loss) income to net cash provided by operating activities:
 
 
 
 
 Depletion, depreciation and amortization
 
34,319

 
32,953

 Loss on long-term investments
 
53

 

 Impairment of non-producing mineral properties
 
46,772

 

      Amortization/accretion on investment premium/discount
 
975

 
1,038

 Loss (gain) on disposal of property, plant and equipment
 
3

 
(301
)
 Foreign currency transaction gain, net
 
(137
)
 
(4,361
)
 Deferred income taxes
 
(12,592
)
 
(4,043
)
 Accretion of asset retirement obligation
 
387

 
370

 Amortization of deferred debt issuance costs
 
610

 
731

 Accretion of convertible debenture debt discount
 
9,127

 
8,407

 Share based compensation and other benefits
 
6,913

 
6,909

 Non-cash capitalized interest
 
(1,784
)
 
(1,396
)
Changes in operating assets and liabilities:
 
 
 
 
 Inventories
 
630

 
(11,099
)
 Trade receivables
 
48

 
(4,637
)
 Prepaids
 
(3,285
)
 
(2,395
)
 Accrued compensation and benefits
 
(411
)
 
(2,700
)
 Accounts payable
 
(117
)
 
(6,581
)
 Property, production and franchise taxes payable
 
(6
)
 
1,562

 Income taxes payable
 

 
8,138

 Accrued workers compensation
 
(352
)
 
312

 Other operating assets
 
(3,516
)
 
(1,248
)
 Other operating liabilities
 
(1,907
)
 
1,945

NET CASH PROVIDED BY OPERATING ACTIVITIES
 
59,599

 
60,300

CASH FLOWS FROM INVESTING ACTIVITIES
 
 
 
 
 Capital expenditures
 
(58,218
)
 
(53,780
)
 Proceeds from disposal of property, plant and equipment
 

 
323

 Purchases of investments
 
(184,660
)
 
(134,367
)
 Proceeds from maturities of investments
 
126,849

 
87,395

NET CASH USED IN INVESTING ACTIVITIES
 
(116,029
)
 
(100,429
)
CASH FLOWS FROM FINANCING ACTIVITIES
 
 
 
 
 Payments on debt and capital lease obligations
 
(1,097
)
 
(1,043
)
 Proceeds from issuance of common stock
 
49

 
893

NET CASH USED IN FINANCING ACTIVITIES
 
(1,048
)
 
(150
)
CASH AND CASH EQUIVALENTS
 
 
 
 
 Net decrease
 
(57,478
)
 
(40,279
)
 Balance at beginning of period
 
280,286

 
286,687

BALANCE AT END OF PERIOD
 
$
222,808

 
$
246,408

See accompanying notes to consolidated financial statements

5


Stillwater Mining Company
Notes to Consolidated Financial Statements
(Unaudited)
NOTE 1
GENERAL
In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the financial position of Stillwater Mining Company (the “Company”) at June 30, 2015, the results of its operations and cash flows for the six-month periods ended June 30, 2015 and 2014. The results of operations for the first six months of 2015 are not necessarily indicative of the results to be expected for the full year. The accompanying consolidated financial statements in this quarterly report should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's 2014 Annual Report on Form 10-K. All intercompany transactions and balances have been eliminated in consolidation.
The preparation of the Company’s consolidated financial statements in conformity with United States generally accepted accounting principles (U. S. GAAP) 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 management’s estimates relate to mineral reserves, reclamation and environmental obligations, valuation allowance for deferred tax assets, useful lives utilized for depreciation, amortization and accretion calculations, future cash flows from long-lived assets, and fair value of derivatives and other financial instruments. Actual results could differ from these estimates.
The Company reclassified Marketing expenses into General and administrative for the period ended June 30, 2014, for presentation purposes within the Company's Consolidated Statements of Comprehensive (Loss) Income.
NOTE 2
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 a third-party refiner for final processing from which they are sold to several customers with whom the Company has established trading relationships. Refined platinum group metals (PGMs) in sponge form are transferred upon sale from the Company’s account at the third-party refiner to the account of the purchaser. By-product metals are normally sold at market price to customers, brokers or outside refiners. Sales of copper and nickel by-products typically reflect a discount from market prices. By-product sales (gold, nickel, mined rhodium, copper and silver) are included in revenues from Mine Production. During each of the three-month periods ended June 30, 2015 and 2014, total by-product sales were $6.9 million and $8.6 million, respectively. For the six-month periods ended June 30, 2015 and 2014, by-product sales totaled $13.7 million and $15.3 million, respectively.
In July 2014, the Company executed five-year supply and refining agreements with Johnson Matthey. Under the terms of these agreements, Johnson Matthey has an exclusive five-year right to refine all of the PGM filter cake the Company produces at its Columbus, Montana facilities. Johnson Matthey also has the right to purchase all of the Company's mine production of palladium and platinum at competitive market prices (except for platinum sales under the Company's sales agreement with Tiffany & Co., which are specifically excluded from the Johnson Matthey agreements) and has the right to bid for any recycling volumes the Company has available. Other provisions of the agreements include a good-faith effort by Johnson Matthey to assist in growing the Company's recycling volumes and the sharing of market intelligence to the extent permitted by law. The Company has the right to exit the Johnson Matthey PGM supply arrangement in return for the payment of a nominal fee. In addition, the Company, in its sole discretion, may elect to terminate the refining arrangement after four years.
In accordance with the terms of the Johnson Matthey PGM supply agreement, in the first six months of 2015, all Company sales of mined PGMs, other than the platinum sales under contract with Tiffany & Co., were to Johnson Matthey. In the first half of 2014, all Company sales of mined PGMs were either in the spot market or under mutually agreed short-term (one year or less) supply agreements.

6


PGM RECYCLING
The Company purchases spent catalyst materials from third-parties for recycling and processes this material within its facilities in Columbus, Montana to recover palladium, platinum and rhodium for sale. The Company has entered into sourcing arrangements for catalyst materials with various suppliers. Under these sourcing arrangements as currently structured, the Company may advance cash against a shipment of material shortly before actually receiving the physical shipment at the Company's processing facility in Columbus, Montana. These advances are included in Other current assets on the Company’s Consolidated Balance Sheets until such time as the material has been physically received and title has transferred to the Company, at which time the advance is reclassified into Inventories. Finance charges collected on advances and inventories prior to being earned are included in Other current liabilities on the Company’s Consolidated Balance Sheets. Finance charges are reclassified from Other current liabilities to Interest income ratably from the time the cash advance was made until the out-turn date of the inventory from the final refiner.
The Company also accepts material supplied from third-parties on a tolling basis, processing it for a fee and returning the recovered metals to the supplier.
TOTAL SALES
Total sales to significant customers as a percentage of total revenues for the three- and six-month periods ended June 30, 2015 and 2014 were as follows:
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
 
 
2015 (1)
 
2014
 
2015 (1)
 
2014 (1)
Customer A
 
80
%
 
33
%
 
77
%
 
33
%
Customer B
 

 
18
%
 

 
20
%
Customer C
 

 
14
%
 

 
10
%
Customer D
 

 
12
%
 

 

 
 
80
%
 
77
%
 
77
%
 
63
%
(1)    The “—” symbol represents less than 10% of total revenues.
NOTE 3
ASSET IMPAIRMENT
In accordance with the Financial Accounting Standards Board (FASB) Accounting Standards Codification 360, Property Plant and Equipment, (ASC 360-10), the Company reviews and evaluates its long-lived assets for impairment when events and changes in circumstances indicate that the related carrying amounts of such assets may not be recoverable and may exceed their fair value. For purposes of determining impairment, assets are grouped at the lowest level for which identifiable cash flows (including estimated future cash flows from non-operating properties) are largely independent of the cash flows of other groups of assets and liabilities.

As a result of inquiries received during the second quarter of 2015 into the Marathon project, the Company concluded that there was evidence to suggest that there had been a significant decrease in the fair value of the Marathon mineral properties. Accordingly, the Company performed an analysis that indicated the carrying value of the Marathon mineral properties exceeded its recoverable amount at June 30, 2015. The Company undertook an assessment of the fair value of its Marathon mineral properties, which included the examination of recent comparable transactions. At June 30, 2015, the Company recorded an impairment charge of $46.8 million (before-tax) against the carrying value of the Marathon mineral properties in Canada, reducing its carrying value to an estimated fair value of $8.6 million.
The Company determined at December 31, 2014, that certain real estate properties owned by the Company in the town of Marathon that previously were associated with the Marathon project should be segregated and considered separately for impairment. The Company obtained an estimate of fair value from a real estate firm in the Marathon area and impaired those properties by approximately $0.5 million at December 31, 2014.

7


NOTE 4
NONCONTROLLING INTEREST
In 2012, the Company entered into an agreement with Mitsubishi Corporation (Mitsubishi) in which a Mitsubishi subsidiary acquired a 25% interest in the Company's then wholly-owned subsidiary, Stillwater Canada Inc (SCI) which holds the Marathon PGM-copper project and related properties, for $81.25 million in cash. Mitsubishi also contributed an additional $13.6 million to satisfy its portion of the venture's initial cash call. The agreement provides that Mitsubishi is responsible for funding 25% of the operating, capital and exploration expenditures on the Marathon properties and will cooperate and support efforts to secure financing for Marathon. Under a related supply agreement, Mitsubishi also will have an option to purchase up to 100% of any future Marathon PGM production at a discount to market. The change in the Company's equity as a result of the sale of the noncontrolling interest in SCI was an increase to Paid-in capital of $42.5 million, offset in part by expenses incurred of $1.1 million.
Mitsubishi's 25% interest in the SCI net loss in each period is shown as Net loss attributable to noncontrolling interest in the Company's Consolidated Statements of Comprehensive (Loss) Income. The amount of this loss is added back to the Company's reported Net (loss) income in each period in arriving at Net (loss) income attributable to common stockholders. The reported Net loss attributable to noncontrolling interest for the three-months ended June 30, 2015 and 2014 was $11.5 million and $0.2 million, respectively, and $11.7 million and $0.8 million, for the six-months ended June 30, 2015 and 2014, respectively.
Mitsubishi's share of the equity in SCI is reflected as Noncontrolling interest in the Company's Consolidated Balance Sheets and totaled $6.8 million and $18.5 million at June 30, 2015 and December 31, 2014, respectively. The noncontrolling interest balance at June 30, 2015 reflects Mitsubishi's share of the impairment loss taken during the second quarter of 2015 on the carrying value of the Marathon mineral properties. The noncontrolling interest portion of the impairment loss was $11.7 million (net of tax).
NOTE 5
DERIVATIVE INSTRUMENTS
The Company uses various derivative financial instruments to manage its exposure to changes in PGM market commodity prices.
COMMODITY DERIVATIVES
PGM Recycling
The Company customarily enters into fixed forward sales relating to PGM recycling of catalyst materials. Under these 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 to set in advance the pricing for metals acquired and processed in its recycling segment. The metals from PGM recycled materials are sold forward at the time of purchase and delivered against the fixed forward contracts when the ounces are recovered. Because this forward price is also used to set the acquisition price the Company pays for recycling materials, this arrangement significantly reduces exposure to PGM price volatility. The Company believes such transactions qualify for the exception to derivative accounting treatment and so has elected to account for these transactions as normal purchases and normal sales.
All of the Company's fixed forward sales contracts open at June 30, 2015, will settle at various periods through December 2015. 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 Company’s prices by a predetermined margin limit. At June 30, 2015, and December 31, 2014, no margin deposits were outstanding or due.
The following is a summary of the Company's outstanding commodity derivatives in its Recycling Business Segment at June 30, 2015:
PGM Recycling:
 
 
 
 
 
 
 
 
 
 
 
 
Fixed Forward Contracts
 
Platinum
 
Palladium
 
Rhodium
Settlement Period
 
Ounces
 
Average
Price/Ounce
 
Ounces
 
Average
Price/Ounce
 
Ounces
 
Average
Price/Ounce
Third Quarter 2015
 
24,418

 
$
1,134

 
43,382

 
$
761

 
5,255

 
$
1,061

Fourth Quarter 2015
 
4,252

 
$
1,098

 
6,018

 
$
730

 
1,363

 
$
974


8


NOTE 6
SHARE-BASED COMPENSATION
EQUITY PLANS
The Company sponsors equity plans (the Plans) that enable the Company to grant equity based compensation to employees and non-employee directors. The Company's current practice is to issue cash awards and / or restricted stock units as incentive compensation to employees and non-employee directors. The Company continues to have previously issued stock options that remain outstanding under the General Employee Plan and the 2004 Equity Incentive Plan. In April 2012, stockholders approved the 2012 Equity Incentive Plan. In total approximately 11.6 million shares of common stock were originally authorized under the Plans, including approximately 5.0 million, 5.2 million, and 1.4 million authorized shares for the 2012 Equity Incentive Plan, 2004 Equity Incentive Plan and the General Employee Plan, respectively. Approximately 4.4 million shares were available and reserved for grant under the 2012 Equity Incentive Plan at June 30, 2015.
The Compensation Committee of the Company’s Board of Directors administers the Plans and determines the type of equity awards to be issued, the exercise period, vesting period and all other terms of instruments issued under the Plans. Employees’ restricted stock units typically vest in equal annual installments over a three-year period after date of grant. Stock options expire ten years after the date of grant.
NONVESTED SHARES
Time-Based Restricted Stock Unit (RSU) Awards
Time-based RSU awards provide the participant with the right to receive a number of shares of the Company's common stock upon vesting of the awards provided the participant is employed by the Company on the vesting date. Time-based awards are valued using the Company's common stock price on the date of grant. Time-based awards are not entitled to any dividend equivalents with respect to the RSUs unless otherwise determined by the Board, nor any dividends on stock that may be delivered in settlement of the RSUs unless and until the stock is issued in settlement of the RSUs.
Nonvested time-based RSU activity during the first six months of 2015, is detailed in the following table:
 
 
Nonvested Shares
 
Weighted-Average Grant-Date Fair Value
Nonvested time-based RSUs at January 1, 2015
 
184,747

 
$
13.80

Granted
 
120,715

 
14.29

Vested
 
(35,030
)
 
13.75

Forfeited
 
(4,480
)
 
13.91

Nonvested time-based RSUs at March 31, 2015
 
265,952

 
$
14.03

Granted
 
3,668

 
13.88

Vested
 
(1,586
)
 
14.63

Forfeited
 
(66
)
 
13.11

Nonvested time-based shares at June 30, 2015
 
267,968

 
$
14.02

Total compensation expense related to grants of nonvested time-based RSUs was $0.4 million and $0.8 million in the three-month periods ended June 30, 2015 and 2014, respectively, and $0.8 million and $1.0 million, respectively, for the six-month periods ended June 30, 2015 and 2014. Compensation expense is recorded in General and administrative in the Company's Consolidated Statements of Comprehensive (Loss) Income.
Performance-Based Restricted Stock Unit Awards
A performance-based RSU award provides the participant with the right to receive a number of shares of the Company's common stock depending on achievement of specific measurable performance criteria. The number of shares earned is determined at the end of each performance period, generally three years, based on the actual performance criteria predetermined by the Compensation Committee at the time of grant. In the period that it becomes probable that the performance criteria will be achieved, the Company recognizes expense for the proportionate share of the total fair value of the grant related to the vesting period that has already lapsed. The remaining cost of the grant is expensed over the balance of the vesting period.

9


The Company has granted performance-based RSU awards under its Long Term Incentive Plans. The payouts of the awards are dependent upon three distinct components with five separate sub-targets. Two of the sub-targets are market-based and equity classified; one sub-target is market-based and liability classified; and two sub-targets are performance-based and equity classified. The market-based sub-targets are valued using a Monte Carlo simulation valuation model on the date of grant. The fair value of the liability classified sub-target is remeasured each reporting period. The existence of a market condition requires recognition of compensation cost for the performance RSU awards over the requisite period regardless of whether the market condition is satisfied. Total compensation expense, included within General and administrative in the Company's Consolidated Statements of Comprehensive (Loss) Income, related to grants of performance-based RSUs for the three-month periods ended June 30, 2015 and 2014 was $0.4 million and $0.5 million, respectively, and $0.6 million for each of the six-month periods ended June 30, 2015 and 2014.
Performance-based RSU awards are not entitled to any dividend equivalents with respect to the RSUs unless otherwise determined by the Board, nor any dividends on stock that may be delivered in settlement of the RSUs unless and until the stock is issued in settlement of the RSUs.
Nonvested performance-based RSU activity during the first six months of 2015 is detailed in the following table:
 
 
Nonvested
Shares
 
Weighted-Average Grant-Date Fair Value
Nonvested performance-based RSUs at January 1, 2015
 
214,236

 
$
15.69

Granted *
 
170,078

 
14.92

Vested
 

 


Forfeited *
 
(2,071
)
 
15.34

Nonvested performance-based RSUs at March 31, 2015
 
382,243

 
$
15.35

No activity
 

 
 
Nonvested performance-based RSUs at June 30, 2015
 
382,243

 
$
15.35

* The number of performance-based RSUs granted and forfeited is based on the target award amounts in the related performance share grant agreements.
The following table presents the compensation expense of the nonvested RSUs outstanding at June 30, 2015, to be recognized over the remaining vesting periods:
(In thousands)
 
Time-based shares
 
Performance -based shares
Remaining 2015
 
$
870

 
$
794

2016
 
1,551

 
1,589

2017
 
639

 
847

2018
 
6

 

Total
 
$
3,066

 
$
3,230


10


NOTE 7
INCOME TAXES

The Company determines income taxes using the asset and liability method, which results in the recognition of deferred tax assets and liabilities. These assets and liabilities reflect the expected future tax consequences of temporary differences between the carrying amount 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.
At June 30, 2015, the Company has approximately $84.5 million of regular federal tax net operating loss carryforwards in the U.S. expiring from 2020 through 2028. Usage of $80.9 million of these net operating losses is limited to approximately $10.2 million annually as a result of the change in control of the Company that occurred in connection with the Norilsk Nickel transaction in 2003. The Company has $39.0 million of alternative minimum tax credit carryforwards which will not expire and $1.7 million in general business credits expiring during 2029 to 2034. The Company has approximately $3.3 million of state tax net operating loss carryforwards expiring during 2020 through 2029. The Company also has $53.2 million of foreign net operating loss carryforwards. The foreign net operating losses expire as follows: $18.8 million during 2016 to 2019 and $25.3 million during 2024 to 2035. Currently, $9.1 million of foreign net operating losses have an indefinite life.
In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. The Company has a valuation allowance in 2015 and 2014 to reflect the estimated amount of deferred tax assets which may not be realized, which principally relate to foreign and state net operating losses, capital losses, and certain tax credits.
The provision for income taxes for the three- and six-month periods ended June 30, 2015 consists of U.S. Federal income tax, state tax, as well as deferred tax benefits from certain foreign jurisdictions. Changes in the Company’s net deferred tax assets and liabilities have been partially offset by a corresponding change in the valuation allowance.
The Company recognized an income tax provision for the three-month periods ended June 30, 2015 and 2014, of $0.4 million and $5.2 million, respectively. The Company recognized an income tax benefit for the six-month period ended June 30, 2015, of $5.7 million and an income tax provision of $10.3 million for the same six-month period ended June 30, 2014. The partial restructure of internal operations and the creation of a separate metal sales and trading subsidiary is primarily responsible for a discrete income tax benefit of $9.7 million recognized for the six-month period ending June 30, 2015. Of this discrete income tax benefit, $8.6 million is associated with the partial restructure results from a re-measuring of the Company’s deferred state tax associated with deferred tax assets and liabilities from a blended deferred rate of 10.6% at December 31, 2014 to 4.0% at June 30, 2015.
The Company’s policy is to recognize interest and penalties on unrecognized tax benefits in Income tax (provision) benefit in the Company's Consolidated Statements of Comprehensive (Loss) Income. The Company does not have any uncertain benefits at June 30, 2015. There were no interest or penalties accrued at June 30, 2015 and for the comparable period in 2014, interest and penalties accrued were $2.1 million. The Company made income tax payments of $11.1 million and $1.2 million in the six-month periods ended June 30, 2015 and 2014, respectively. Tax years still open for examination by the taxing authorities are the years ended December 31, 2014, 2013, 2012 and 2011, although net operating loss and credit carryforwards from all years are subject to examination and adjustment for the three years following the year in which the carryforwards are utilized.
NOTE 8
DEBT AND CAPITAL LEASE OBLIGATIONS
1.75% CONVERTIBLE DEBENTURES
In October 2012, the Company issued $396.75 million aggregate principal amount of 1.75% senior unsecured convertible debentures, due October 15, 2032 (1.75% debentures). Each $1,000 principal amount of these 1.75% debentures is initially convertible, under certain circumstances and during certain periods, into 60.4961 shares (subject to customary anti-dilution adjustments) of the Company's common stock, which represents an initial conversion price of $16.53 per share. The 1.75% debentures also include an embedded conversion enhancement feature that is equivalent to including with each debenture a warrant initially exercisable for 30.2481 shares initially at $16.53 per share (also subject to customary anti-dilution adjustments). The Company, at its election, may settle conversions of the 1.75% debentures in cash, shares of its common stock or any combination of cash and shares of its common stock.

11


Holders have the right to redeem their 1.75% debentures at face value plus accrued and unpaid interest on October 15, of each of 2019, 2024, 2029, and upon the occurrence of certain corporate events. The Company will have the right to call the 1.75% debentures at any time on or after October 20, 2019.
The 1.75% debentures were bifurcated under U.S. GAAP into separate debt and equity components, and reflect an effective maturity (to the first optional redemption date) of seven years. The residual amount of $141.6 million recorded in equity is treated for accounting purposes as additional debt discount and accreted as an additional non-cash interest charge to earnings over the expected life. Debt and equity issuance costs totaling approximately $12.4 million were deducted from the gross proceeds of the offering of the 1.75% debentures, and the debt portion is being amortized ratably over seven years. Net proceeds of $384.3 million from the offering were used in part to retire $164.3 million of the Company's 1.875% convertible debentures upon their redemption in March 2013 with the remainder being used for general corporate purposes.
The 1.75% debentures have an effective interest rate of 8.50% and a stated interest rate of 1.75% with interest paid semi-annually. The balance outstanding at June 30, 2015, and December 31, 2014, was approximately $300.2 million and $291.1 million, respectively, which is net of unamortized discount of $96.5 million and $105.6 million, respectively.
1.875% CONVERTIBLE DEBENTURES
Holders of the remaining $2.2 million of outstanding 1.875% debentures may require the Company to redeem their 1.875% debentures at face value on March 15, 2018 or March 15, 2023, or at any time before March 15, 2028 upon the occurrence of certain events including a change in control. Effective as of March 22, 2013, the Company has the right at its discretion to redeem the remaining $2.2 million of outstanding 1.875% debentures for cash at any time prior to maturity. The outstanding balance at June 30, 2015 and December 31, 2014, of $2.2 million aggregate principal amount, is reported as a long-term debt obligation.
ASSET-BACKED REVOLVING CREDIT FACILITY
In December 2011, the Company signed a $100.0 million asset-backed revolving credit agreement incurring debt issuance costs of $1.1 million. In January 2012, the Company completed the syndication of this facility and simultaneously expanded its maximum line of credit to $125.0 million, incurring additional debt issuance costs of $0.2 million. Borrowings under this working capital credit facility are limited to a borrowing base equal to the sum of 85% of eligible accounts receivable and 70% of eligible inventories. Terms of the credit agreement state that the borrowings will be secured by the Company's accounts receivable, metals inventories and other accounts. The asset-backed revolving credit facility includes a single fixed-charge coverage covenant that only takes effect when less than 30% of the total borrowing capacity under the facility remains available. The facility includes a $60.0 million letter of credit sub-facility. Outstanding borrowings under the facility accrue interest at a spread over the London Interbank Offer Rate that varies from 2.25% to 2.75%, decreasing progressively as the percentage drawn under the facility increases. The Company also pays a commitment fee on committed but unutilized borrowing capacity available under the facility at a rate per annum of 0.375% or 0.5%, depending on the amount of the facility drawn.
At June 30, 2015 and 2014, there were no outstanding borrowings under this revolving credit facility, and approximately $17.5 million in undrawn irrevocable letters of credit had been issued under this facility as collateral for sureties, which reduce the amount available for borrowing under the facility on a dollar-for-dollar basis.

12


The following table reflects the amortization of debt issuance costs, interest expense and cash payments on the Company's outstanding debt for the three- and six-month periods ended June 30, 2015 and 2014:
 
 
Three months ended
 
Six months ended
 
 
June 30,
 
June 30,
(In thousands)
 
2015
 
2014
 
2015
 
2014
1.75% Convertible Debentures
 
 
 
 
 
 
 
 
    Amortization of debt issuance costs
 
$
239

 
$
284

 
$
475

 
$
565

    Interest expense
 
$
6,337

 
$
5,962

 
$
12,598

 
$
11,857

    Cash payments for interest
 
$

 
$
3,472

 
$
3,472

 
$
3,472

 
 
 
 
 
 
 
 
 
1.875% Convertible Debentures
 
 
 
 
 
 
 
 
    Amortization of debt issuance costs
 
$

 
$

 
$

 
$

    Interest expense
 
$
11

 
$
11

 
$
21

 
$
21

    Cash payments for interest
 
$

 
$

 
$
21

 
$
21

 
 
 
 
 
 
 
 
 
Asset-Backed Revolving Credit Facility
 
 
 
 
 
 
 
 
    Amortization of debt issuance costs
 
$
68

 
$
68

 
$
135

 
$
135

    Fees
 
$
335

 
$
253

 
$
586

 
$
505

The Company's total current and long-term debt balances at June 30, 2015 and December 31, 2014 were as follows:
 
 
June 30, 2015
 
December 31, 2014
(In thousands)
 
Current
 
Long-Term
 
Current
 
Long-Term
1.75% Convertible Debentures
 
 
 
 
 
 
 
 
    Aggregate principal
 
$

 
$
396,750

 
$

 
$
396,750

    Debt discount
 

 
(96,507
)
 

 
(105,634
)
      Debt balance
 

 
300,243

 

 
291,116

1.875% Convertible Debentures
 

 
2,245

 

 
2,245

Capital Lease Obligation
 
1,627

 

 
2,067

 
580

Small Land Purchase
 
78

 

 
77

 
82

      Total debt balances
 
$
1,705

 
$
302,488

 
$
2,144

 
$
294,023

EXEMPT FACILITY REVENUE BONDS
During 2000, the Company completed a $30.0 million offering of 8.0% Exempt Facility Revenue Bonds, Series 2000. These 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 were scheduled to mature on July 1, 2020, and had a stated interest rate of 8.0% with interest paid semi-annually. Net discounted proceeds from the offering were $28.7 million, yielding an effective rate of 8.57%.
In July 2014, the Company redeemed the entire $30.0 million of 8.0% Exempt Facility Revenue Bonds, Series 2000, which included accrued and unpaid interest of $40,000.

13


CAPITAL LEASE OBLIGATIONS
The Company is party to a lease agreement with General Electric Capital Corporation covering the acquisition of a tunnel-boring machine (TBM) for use on the Blitz development adjacent to the Stillwater Mine. The transaction is structured as a capital lease with a four-year term maturing in 2016; lease payments are due quarterly in advance. The Company made cash payments of $0.5 million and $1.1 million on its capital lease obligations in each of the three and six-month periods ended June 30, 2015 and 2014, respectively. The cash payments in each of the three and six-month periods ended June 30, 2015 and 2014, included interest of less than $0.1 million. At June 30, 2015, and December 31, 2014, the outstanding balance under the capital lease was $1.6 million and $2.6 million, respectively.
The following is a schedule by year of the future minimum lease payments for the capital lease together with the present value of the net minimum lease payments:
(In thousands)    
 
 
2015
 
$
1,084

2016
 
589

Total minimum lease payments
 
1,673

Less interest at rates ranging from 5.21% to 5.46% (before-tax)
 
46

Net minimum lease payments
 
$
1,627

CAPITALIZED INTEREST
The Company capitalizes interest incurred on its various debt instruments as a cost of specific and identified areas under development. For the three-month periods ended June 30, 2015 and 2014, the Company capitalized interest of $1.4 million and $1.1 million, respectively. For the six-month periods ended June 30, 2015 and 2014, the Company capitalized interest of $2.7 million and $2.2 million, respectively. Capitalized interest is recorded as a reduction to Interest expense in the Company's Consolidated Statements of Comprehensive (Loss) Income.
NOTE 9
MINERAL PROPERTIES AND MINE DEVELOPMENT
Mineral properties and mine development reflected in the accompanying balance sheets consisted of the following:
 
 
June 30,
 
December 31,
(In thousands)
 
2015
 
2014
Mineral Properties:
 
 
 
 
Montana, United States of America
 
 
 
 
     Stillwater Mine
 
$
1,950

 
$
1,950

Ontario, Canada
 
 
 
 
Marathon properties
 
8,560

 
55,332

San Juan, Argentina
 
 
 
 
Altar property
 
101,970

 
101,970

Mine Development:
 
 
 
 
Montana, United States of America
 
 
 
 
Stillwater Mine
 
658,994

 
616,872

East Boulder Mine
 
213,082

 
204,483

 
 
984,556

 
980,607

Accumulated depletion and amortization
 
(434,341
)
 
(411,601
)
Total mineral properties and mine development, net
 
$
550,215

 
$
569,006




14


NOTE 10
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment reflected in the accompanying consolidated balance sheets consisted of the following:
 
 
June 30,
 
December 31,
(In thousands)
 
2015
 
2014
Machinery and equipment
 
$
157,486

 
$
152,421

Buildings and structural components
 
171,517

 
169,609

Land
 
9,488

 
9,488

Construction-in-progress:
 
 
 
 
Stillwater Mine
 
2,151

 
2,633

East Boulder Mine
 
1,404

 
1,539

Marathon
 
148

 
148

Processing facilities and other
 
4,906

 
1,994

 
 
347,100

 
337,832

Accumulated depreciation
 
(231,033
)
 
(218,951
)
Total property, plant, and equipment, net
 
$
116,067

 
$
118,881


The Company's total capital expenditures for mine development and property, plant and equipment for the six-month periods ended June 30, 2015 and 2014 were as follows:
 
 
June 30,
 
June 30,
(In thousands)
 
2015
 
2014
Stillwater Mine *
 
$
47,171

 
$
42,698

East Boulder Mine *
 
9,953

 
12,538

Other
 
4,054

 
1,913

Total U.S. capital expenditures
 
61,178

 
57,149

Foreign capital expenditures
 
46

 

Adjustments at June 30, (1)
 
(3,006
)
 
(3,369
)
Cash capital spend for the period
 
$
58,218

 
$
53,780


* Capital expenditures include a total of $4.4 million and $3.9 million of non-cash capitalized interest / depreciation for the six-month periods ended June 30, 2015 and 2014, respectively.
(1) Adjustments include change in payables for capital expenditures and non-cash capitalized interest / depreciation to reflect actual cash capital spend for the period.


15


NOTE 11
SEGMENT INFORMATION
The Company operates five reportable business segments: Mine Production, PGM Recycling, Canadian Properties, South American Properties and All Other. These segments are managed separately based on fundamental differences in their operations and geographic separation.
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 short-term and long-term sales agreements. The financial results for 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 purchases the majority of catalyst material processed by the PGM Recycling segment from third-party suppliers for its own account and sells the recovered metals directly, and it also accepts catalyst material from third-parties on a tolling basis, processing it for a fee and returning the recovered metals to the supplier. The Company allocates costs of the Company's smelting and base metal refining facilities to both the Mine Production segment and to the PGM Recycling segment for internal and segment reporting purposes because these facilities support the PGM extraction requirements of both business segments.
The Canadian Properties segment consists of the Marathon mineral property assets. The exploration-stage Marathon mineral properties include a large PGM and copper deposit located near the town of Marathon, Ontario, Canada as well as additional mineral properties located adjacent to the Marathon properties.
The South American Properties segment consists of the Peregrine Metals Ltd. assets. The principal Peregrine property is the Altar property, an exploration-stage copper-gold resource located in the San Juan province of Argentina.
The All Other group primarily consists of assets, including investments, revenues, and expenses of various corporate and support functions.
The Company evaluates performance and allocates resources based on income or loss before income taxes.
The following financial information relates to the Company’s business segments:
(In thousands)
 
 
 
 
 
 
 
South American Properties
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2015
 
Mine
Production
 
PGM
Recycling
 
Canadian
Properties *
 
 
All Other
 
Total
Revenues
 
$
118,968

 
$
66,316

 
$

 
$

 
$
100

 
$
185,384

Depletion, depreciation and amortization
 
$
16,942

 
$
256

 
$

 
$

 
$

 
$
17,198

General and administrative expenses
 
$

 
$

 
$
280

 
$
172

 
$
9,944

 
$
10,396

Interest income
 
$

 
$
416

 
$
2

 
$
5

 
$
301

 
$
724

Interest expense
 
$

 
$

 
$

 
$

 
$
5,312

 
$
5,312

Income (loss) before impairment charge and income taxes
 
$
21,394

 
$
2,036

 
$
(354
)
 
$
(104
)
 
$
(14,838
)
 
$
8,134

Impairment charge
 
$

 
$

 
$
46,772

 
$

 
$

 
$
46,772

Income (loss) after impairment charge, before income taxes
 
$
21,394

 
$
2,036

 
$
(47,126
)
 
$
(104
)
 
$
(14,838
)
 
$
(38,638
)
Capital expenditures
 
$
27,161

 
$
104

 
$

 
$
46

 
$
3,005

 
$
30,316

Total assets
 
$
602,428

 
$
3,430

 
$
27,735

 
$
105,058

 
$
640,021

 
$
1,378,672

* Total assets includes cash and cash equivalents of $17.8 million.

16


(In thousands)
 
 
 
 
 
 
 
South American Properties
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2014
 
Mine
Production
 
PGM
Recycling
 
Canadian
Properties
 
 
All Other
 
Total
Revenues
 
$
147,171

 
$
102,716

 
$

 
$

 
$

 
$
249,887

Depletion, depreciation and amortization
 
$
17,540

 
$
262

 
$

 
$

 
$

 
$
17,802

General and administrative expenses *
 
$

 
$

 
$
663

 
$
210

 
$
7,726

 
$
8,599

Interest income
 
$

 
$
739

 
$
1

 
$
14

 
$
240

 
$
994

Interest expense
 
$

 
$

 
$

 
$

 
$
5,868

 
$
5,868

Income (loss) before income taxes
 
$
40,133

 
$
2,926

 
$
(748
)
 
$
(1,091
)
 
$
(18,396
)
 
$
22,824

Capital expenditures
 
$
26,871

 
$
14

 
$

 
$

 
$
762

 
$
27,647

Total assets
 
$
572,862

 
$
98,640

 
$
78,074

 
$
108,057

 
$
532,277

 
$
1,389,910

* The Company reclassified Marketing expenses into General and administrative for All Other for the period ended June 30, 2014, for presentation purposes.
(In thousands)
 
 
 
 
 
 
 
South
American
Properties
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2015
 
Mine
Production
 
PGM
Recycling
 
Canadian
Properties *
 
 
All Other
 
Total
Revenues
 
$
244,706

 
$
140,998

 
$

 
$

 
$
200

 
$
385,904

Depletion, depreciation and amortization
 
$
33,811

 
$
508

 
$

 
$

 
$

 
$
34,319

General and administrative expenses
 
$

 
$

 
$
515

 
$
354

 
$
17,872

 
$
18,741

Interest income
 
$

 
$
818

 
$
6

 
$
19

 
$
583

 
$
1,426

Interest expense
 
$

 
$

 
$

 
$

 
$
10,616

 
$
10,616

Income (loss) before impairment charge and income taxes
 
$
50,222

 
$
4,163

 
$
(787
)
 
$
(877
)
 
$
(27,743
)
 
$
24,978

Impairment charge
 
$

 
$

 
$
46,772

 
$

 
$

 
$
46,772

Income (loss) after impairment charge, before income taxes
 
$
50,222

 
$
4,163

 
$
(47,559
)
 
$
(877
)
 
$
(27,743
)
 
$
(21,794
)
Capital expenditures
 
$
52,709

 
$
164

 
$

 
$
46

 
$
5,299

 
$
58,218

Total assets
 
$
602,428

 
$
3,430

 
$
27,735

 
$
105,058

 
$
640,021

 
$
1,378,672

* Total assets includes cash and cash equivalents of $17.8 million.


17


(In thousands)
 
 
 
 
 
 
 
South
American
Properties
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2014
 
Mine
Production
 
PGM
Recycling
 
Canadian
Properties
 
 
All Other
 
Total
Revenues
 
$
272,900

 
$
196,251

 
$

 
$

 
$
235

 
$
469,386

Depletion, depreciation and amortization
 
$
32,450

 
$
503

 
$

 
$

 
$

 
$
32,953

General and administrative expenses *
 
$

 
$

 
$
1,989

 
$
322

 
$
15,655

 
$
17,966

Interest income
 
$

 
$
1,318

 
$
3

 
$
30

 
$
468

 
$
1,819

Interest expense
 
$

 
$

 
$

 
$

 
$
11,719

 
$
11,719

Income (loss) before income taxes
 
$
72,960

 
$
6,093

 
$
(2,638
)
 
$
2,093

 
$
(31,521
)
 
$
46,987

Capital expenditures
 
$
51,731

 
$
127

 
$

 
$

 
$
1,922

 
$
53,780

Total assets
 
$
572,862

 
$
98,640

 
$
78,074

 
$
108,057

 
$
532,277

 
$
1,389,910

* The Company reclassified Research and development and Marketing expenses into General and administrative for All Other for the six month period ended June 30, 2014, for presentation purposes.
NOTE 12
INVESTMENTS
The Company classifies the marketable securities in which it invests as available-for-sale securities. These securities are measured at fair value in the financial statements with unrealized gains or losses recorded in Other comprehensive income in the Company's Consolidated Statements of Comprehensive (Loss) Income. At the time the securities are sold or otherwise disposed of, gross realized gains and losses are included in Net (loss) income. Gross realized gains and losses are based on the carrying value (cost, net of discounts or premiums) of the sold investment. The amounts reclassified out of Other comprehensive income during the six-month periods ended June 30, 2015 and 2014, were insignificant. All of the marketable securities amounts are available to satisfy current obligations.
The amortized cost, gross unrealized gains, gross unrealized losses, and fair value of available-for-sale investment securities by major security type and class of security at June 30, 2015, and December 31, 2014 are as follows:
 
 
 
Investments
(In thousands)
 
Amortized cost
 
Gross unrealized gains
 
Gross unrealized losses
 
Fair value
2015

 
 
 
 
 
 
 
 
 
 
Federal agency notes
 
$
266,975

 
$
79

 
$
(55
)
 
$
266,999

 
Commercial paper
 
41,374

 
9

 
(10
)
 
41,373

 
Mutual funds
 
357

 
264

 

 
621

 
  Total
 
$
308,706

 
$
352

 
$
(65
)
 
$
308,993

 
 
 
 
 
 
 
 
 
 
2014

 
 
 
 
 
 
 
 
 
 
Federal agency notes
 
$
143,132

 
$
40

 
$
(33
)
 
$
143,139

 
Commercial paper
 
108,371

 
1

 
(257
)
 
108,115

 
Mutual funds
 
344

 
279

 

 
623

 
  Total
 
$
251,847

 
$
320

 
$
(290
)
 
$
251,877

The mutual funds included in the investment table above are included in Other noncurrent assets on the Company's Consolidated Balance Sheets.

18


The maturities of available-for-sale securities at June 30, 2015 are as follows:
(In thousands)
 
Amortized cost
 
Fair value
Federal agency notes
 
 
 
 
Due in one year or less
 
$
216,923

 
$
216,987

Due after one year through two years
 
50,052

 
50,012

Total
 
$
266,975

 
$
266,999

 
 
 
 
 
Commercial paper
 
 
 
 
Due in one year or less
 
$
28,394

 
$
28,384

Due after one year through two years
 
12,980

 
12,989

Total
 
$
41,374

 
$
41,373

The Company has long-term investments in several Canadian junior exploration companies, recorded on the Company's Consolidated Balance Sheets at cost. The Company determined that certain of its long-term investments were other than temporarily impaired and recorded a loss of less than $0.1 million for the three and six-month periods ended June 30, 2015. No adjustment was made to the carrying value of the Company's long-term investments for the three and six-month periods ended June 30, 2014. These long-term investments totaled approximately $0.8 million at June 30, 2015 and December 31, 2014, and are recorded in Other noncurrent assets on the Company's Consolidated Balance Sheets.
NOTE 13
INVENTORIES
The Company carries items in its inventories at the lower of cost or market value. If market value in any period falls below the carrying value, the carrying value of the inventory item is reduced to its market value.
For purposes of inventory accounting, the market value of inventory is generally deemed equal to the Company’s 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. No reduction to inventory value was necessary in the first six months of 2015 or 2014.
The costs of mined 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, depletion, depreciation and amortization and other overhead costs relating to mining and processing activities incurred as of such date. Costs are aggregated and averaged for mined material carried in inventory.
The costs of PGM recycling inventories as of any date are determined based on the acquisition cost of the recycled material and include all inventoriable processing costs, including direct labor, direct materials, depreciation and third-party refining costs which relate to the processing activities incurred as of such date. Costs incurred are allocated and tracked separately for each specific lot of recycling material (including material tolled on behalf of others).
Inventories reflected in the accompanying balance sheets consisted of the following:
 
 
June 30,
 
December 31,
(In thousands)
 
2015
 
2014
Metals inventory
 
 
 
 
Raw ore
 
$
3,339

 
$
4,984

Concentrate and in-process
 
54,131

 
48,712

Finished goods
 
46,498

 
49,885

   Total metals inventory
 
103,968

 
103,581

Materials and supplies
 
23,832

 
26,726

   Total inventory
 
$
127,800

 
$
130,307



19


NOTE 14
EARNINGS PER SHARE
Basic earnings per share attributable to common stockholders is computed by dividing net earnings available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share attributable to common stockholders reflects the potential dilution that could occur if the Company’s dilutive outstanding stock options or nonvested shares were exercised or vested, the contingently issuable shares were issued and the Company’s convertible debt was converted. The Company currently has only one class of equity shares outstanding.
No adjustment was made to reported net loss attributable to common stockholders when calculating diluted loss per share attributable to common stockholders during the three- and six-month periods ended June 30, 2015, because the effect would have been anti-dilutive. In calculating earnings per share attributable to common stockholders for the three- and six-month periods ended June 30, 2014, reported consolidated net income attributable to common stockholders was adjusted for the interest expense, net of capitalized interest (including amortization expense of deferred debt fees), the related income tax effect and the loss attributable to the noncontrolling interest in computing basic and diluted earnings per share attributable to common stockholders.
There was no effect of outstanding nonvested shares on diluted weighted average shares outstanding for the three- and six-month periods ended June 30, 2015 because the Company reported a consolidated net loss attributable to common stockholders and inclusion of these shares would have been anti-dilutive. Potential dilutive common shares include those associated with outstanding stock options, restricted stock units, performance shares and convertible debentures. A total of 142,804 and 136,549 contingently issuable performance-based RSUs were excluded from the computation of diluted earnings per share for the three- and six-month periods ended June 30, 2014, respectively, because the net effect of including them would have been anti-dilutive.
Reconciliations showing the computation of basic and diluted shares and the related impact on income for the three - and six-month periods ended June 30, 2014, are provided in the following table:
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30, 2014
 
June 30, 2014
(In thousands, except per share amounts)
 
Income
(Numerator)
 
Weighted
Average
Shares
(Denominator)
 
Per Share
Amount
 
Income
(Numerator)
 
Weighted
Average
Shares
(Denominator)
 
Per Share
Amount
Basic EPS
 
 
 
 
 
 
 
 
 
 
 
 
Net income attributable to common stockholders
 
$
17,895

 
119,867

 
$
0.15

 
37,466

 
119,738

 
$
0.31

Effect of Dilutive Securities
 
 
 
 
 
 
 
 
 
 
 
 
Stock options
 

 
28

 
 
 

 
45

 
 
Nonvested shares
 

 
79

 
 
 

 
20

 
 
Contingently issuable shares
 

 
95

 
 
 

 
20

 
 
1.875% Convertible debentures, net of tax
 

 
95

 
 
 

 
95

 
 
1.75% Convertible debentures, net of tax
 
4,095

 
36,003

 
 
 
8,170

 
36,003

 
 
Diluted EPS
 
 
 
 
 
 
 
 
 
 
 
 
Net income attributable to common stockholders and assumed conversions
 
$
21,990

 
156,167

 
$
0.14

 
$
45,636

 
155,921

 
$
0.29



20


NOTE 15
FAIR VALUE MEASUREMENTS
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 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 supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
Financial assets and liabilities measured at fair value on a recurring basis at June 30, 2015, and December 31, 2014, consisted of the following:
(In thousands)
 
Fair Value Measurements
At June 30, 2015
 
Total
 
Level 1
 
Level 2
 
Level 3
Mutual funds
 
$
621

 
$
621

 
$

 
$

Investments
 
 
 
 
 
 
 
 
Federal agency notes
 
$
266,999

 
$

 
$
266,999

 
$

Commercial paper
 
$
41,373

 
$

 
$
41,373

 
$

 
(In thousands)
 
Fair Value Measurements
At December 31, 2014
 
Total
 
Level 1
 
Level 2
 
Level 3
Mutual funds
 
$
623

 
$
623

 
$

 
$

Investments
 
 
 
 
 
 
 
 
Federal agency notes
 
$
143,139

 
$

 
$
143,139

 
$

Commercial paper
 
$
108,115

 
$

 
$
108,115

 
$

The fair value of the mutual funds is based on market prices that are readily available and are recorded in Other noncurrent assets on the Company's Consolidated Balance Sheets. The balance of the money market funds at June 30, 2015 and December 31, 2014, was $63.2 million and $120.0 million, respectively, and is classified as Level 1. The money market funds are recorded in Cash and cash equivalents on the Company's Consolidated Balance Sheets. The fair value of the investments is valued indirectly using observable data, quoted prices for similar assets or liabilities in active markets. Unrealized gains or losses on mutual funds and investments are recorded in Accumulated other comprehensive income on the Company's Consolidated Balance Sheets.
Assets and liabilities measured at fair value on a nonrecurring basis at June 30, 2015, and December 31, 2014, consisted of the following:
(In thousands)
 
Fair Value Measurements
At June 30, 2015
 
Total
 
Level 1
 
Level 2
 
Level 3
Marathon mineral properties
 
$
8,560

 
$

 
$

 
$
8,560

1.875% Convertible debentures
 
$
2,245

 
$

 
$
2,245

 
$

1.75% Convertible debentures
 
$
325,785

 
$

 
$
325,785

 
$

Long-term investments
 
$
843

 
$

 
$
843

 
$


21


(In thousands)
 
Fair Value Measurements
At December 31, 2014
 
Total
 
Level 1
 
Level 2
 
Level 3
Certain Marathon real estate properties
 
$
754

 
$

 
$

 
$
754

1.875% Convertible debentures
 
$
2,245

 
$

 
$
2,245

 
$

1.75% Convertible debentures
 
$
303,108

 
$

 
$
303,108

 
$

Long-term investments
 
$
896

 
$

 
$
896

 
$

The Company determined at June 30, 2015, that the Marathon mineral properties owned by the Company in northern Ontario, Canada should be considered for impairment. The Company prepared an estimate of fair value and impaired those properties in the second quarter of 2015. An impairment charge of $46.8 million (before-tax) was taken on the Marathon mineral properties, reflecting an estimated fair value of $8.6 million at June 30, 2015. The impairment charge was included in the net loss for the period.
The Company used its current trading data to determine the fair value of its $2.2 million of outstanding 1.875% debentures. The Company determined the fair value of the liability component of its $396.75 million of outstanding 1.75% debentures at June 30, 2015 and December 31, 2014, by using observable market based information for debt instruments of similar amounts and duration.
The Company determined at December 31, 2014, that certain real estate properties owned by the Company in the town of Marathon should be considered for impairment. The Company obtained an estimate of fair value and impaired those properties.
The fair value of the Company's long-term investments in certain Canadian junior exploration companies at June 30, 2015 and December 31, 2014, is based on market prices for similar assets.

NOTE 16
RELATED PARTIES

Mitsubishi Corporation owns a 25% interest in SCI, which owns Marathon and its related properties located in northern Ontario, Canada. The Company made PGM sales of $7.6 million and $45.8 million to Mitsubishi in the three-month periods ended June 30, 2015 and 2014, respectively, and $23.5 million and $93.8 million, respectively, for the six-month periods ended June 30, 2015 and 2014.

22


ITEM 2
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The commentary that follows should be read in conjunction with the consolidated financial statements and notes thereto included in this quarterly report and with the information provided in the Company's 2014 Annual Report on Form 10-K.
OVERVIEW
Stillwater Mining Company (the “Company”) is a Delaware corporation, and is listed on the New York Stock Exchange under the symbol SWC. The Company extracts and processes ores containing palladium and platinum (along with by-product metals) from two underground mines situated within the J-M Reef, an extensive trend of platinum group metal (PGM) mineralization located in Stillwater and Sweet Grass Counties in south-central Montana. Ore produced from the mines is crushed and concentrated in mills located at each mine site. These mine concentrates are then trucked to the Company’s processing complex in Columbus, Montana, where they are smelted and partially refined. In addition to the mine concentrates, the Company also recycles spent automotive catalyst and other materials containing PGMs it receives from third parties through the processing complex. A portion of this recycling activity represents material purchased for the Company’s own account; the remainder is toll processed on behalf of others. After being processed through the Company's processing facilities in Columbus the final product, a PGM-rich filter cake, is shipped to Johnson Matthey (JM) in New Jersey for final refining and then delivered as finished metal into the Company's account.
As previously disclosed, the Company has set a two-year internal goal to reduce its All-in Sustaining Costs (AISC) (a non-GAAP financial measure defined in more detail below - please see "Reconciliation of Non-GAAP Financial Measures to Consolidated Costs of Revenues.") by approximately $100 per ounce from 2013 cost levels.
SECOND QUARTER 2015 SUMMARY RESULTS
For the second quarter of 2015, the Company reported a consolidated net loss attributable to common stockholders of $27.5 million, or $0.23 per share, compared to the consolidated net income attributable to common stockholders of $17.9 million, or $0.14 per diluted share, reported in the second quarter of 2014. The second quarter of 2015 was impacted by a $46.8 million (before-tax) impairment charge against the carrying value of the Marathon mineral properties in northern Ontario, Canada, reducing its carrying value to the estimated fair value of $8.6 million. While the Company's mine production was broadly similar to the second quarter of 2014, results were impacted by lower sales volumes and lower realized prices partially offset by lower costs. Additionally, the second quarter of 2014 included the sale of 17,600 ounces of PGMs from inventory.
Segment earnings from the Company's mining operations (before income taxes) totaled $21.4 million for the second quarter of 2015, compared to $40.1 million for the same period in 2014. Volumes of mined palladium and platinum sold in this year's second quarter decreased to 133,000 ounces from 144,000 ounces in the second quarter of 2014. The average combined realized price on sales of mined palladium and platinum was $842 per ounce in the second quarter of 2015, compared to $962 per ounce realized in the second quarter of 2014, reflecting lower market prices in 2015 for PGMs. Consolidated total cash costs, net of credits, per mined ounce for the Company’s mining operations averaged $530 per ounce in the second quarter of 2015, 3.6% lower than the $550 per ounce in the second quarter of 2014, mostly resulting from higher production rates at the East Boulder Mine and labor reductions at the Stillwater Mine. (“Total cash costs, net of credits, per mined ounce” is a non-GAAP financial measure further defined below in Reconciliation of Non-GAAP Financial Measures to Consolidated Costs of Revenues.)
Segment earnings from the Company's recycling activities (before income taxes) were $2.0 million in the 2015 second quarter, down from $2.9 million in the second quarter of 2014. The share of total recycling ounces toll processed on behalf of others increased relative to recycling ounces purchased for the Company's own account in the second quarter of 2015. Total recycling ounces of palladium, platinum and rhodium fed to the smelter, including both purchased ounces and ounces processed on a toll basis, increased to 151,600 ounces in the second quarter of 2015 from 134,300 ounces in the second quarter of 2014. The Company expects the increase in recycling volumes to positively impact the income statement in the third quarter of 2015 when the material is delivered to the customers. Recycling volumes sold during the second quarter of 2015 totaled 68,100 ounces (including palladium, platinum and rhodium) at an average realization of $954 per ounce, compared to the 101,400 recycling ounces sold during the second quarter of 2014 at an average realization of $1,002 per ounce. In addition, the Company delivered 37,400 recycled tolled ounces during the second quarter of 2015, up from 15,700 recycled tolled ounces in the second quarter of 2014, an increase of 138.2%.

23


The Company's cash and cash equivalents balance was $222.8 million at June 30, 2015, compared to $262.6 million and $280.3 million at March 31, 2015 and December 31, 2014, respectively. Total outstanding liquidity, which includes highly liquid investments as well as available cash and cash equivalents, was $531.2 million at June 30, 2015, compared to $541.2 million and $531.5 million reported at March 31, 2015 and December 31, 2014, respectively. Net working capital (including cash and cash equivalents and highly liquid investments) increased to $622.5 million at June 30, 2015, from $607.1 million at March 31, 2015 and $619.4 million at December 31, 2014. During the first six months of 2015, gross working capital in the PGM Recycling segment increased to $65.1 million from $61.5 million at December 31, 2014.
MINING OPERATIONS
Mine production of palladium and platinum totaled 127,000 ounces for the second quarter of 2015, an increase of 0.5% from the 126,400 ounces produced in the second quarter of 2014. Production was down from 133,300 ounces produced during the first quarter of 2015.
The Company’s measurement of total cash costs per mined ounce includes the benefit of credits for by-product sales and PGM Recycling segment income (before-tax). The table below illustrates the effect of applying these credits to the average cash costs per mined ounce for the combined Montana mining operations. (Details for the individual mines follow later in the discussion). The reduction in total cash costs per ounce between the two periods is mostly attributable to the increased production from the East Boulder Mine in the second quarter of 2015.
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
Cash Costs Per Mined Ounce
Combined Montana Mining Operations
 
2015
 
2014
 
2015
 
2014
Reported Total Cash Costs per Mined Ounce net of Credits *
 
$
530

 
$
550

 
$
533

 
$
559

Add Back By-Product Revenue Credit
 
54

 
68

 
52

 
60

Add Back PGM Recycling Income Credit
 
16

 
23

 
16

 
24

Total Cash Costs per Mined Ounce before Credits *
 
$
600

 
$
641

 
$
601

 
$
643

* These are non-GAAP financial measures. For a full description and reconciliation of these and other non-GAAP financial measures to GAAP financial measures, see Reconciliation of Non-GAAP Financial Measures to Consolidated Costs of Revenues below.
For assessing the overall operating efficiency of the Company's Montana operations, the Company utilizes a comprehensive non-GAAP financial measure, All-in Sustaining Costs per mined ounce. This metric is an indication of the total cash capital and operating cost per ounce (including corporate general and administrative costs) required to sustain the Company's current level of mining activities. For the second quarter of 2015, all-in sustaining costs averaged $785 per ounce, compared to $792 per ounce in the second quarter of 2014, reflecting lower total cash costs, offset by higher corporate costs and capital spending incurred to sustain operations during the second quarter of 2015. For a more complete discussion of this measure, see -- "Reconciliation of Non-GAAP Financial Measures to Consolidated Costs of Revenues."
Stillwater Mine
At the Stillwater Mine, second quarter of 2015 palladium and platinum production totaled 76,800 ounces, a decrease of 8.6% from the 84,000 ounces produced in the second quarter of 2014. The lower output in the second quarter of 2015 was largely attributed to the scheduled seven-day shutdown of the concentrator, production hoist and underground crusher at the Stillwater Mine to perform major maintenance. The concentrator mill motor, underground crusher and production hoist bull gear were all replaced for the first time in the history of the mine. These replacements represent major maintenance cost items which are infrequent in occurrence. The shutdown of the production hoist was extended by eight days as a result of issues identified during the maintenance process. Mining continued during this period; however only the ore mined above the 5000 rail level was able to be processed until the production hoist reentered service late in the second quarter of 2015. Ore grade averaged approximately 0.45 combined ounces of palladium and platinum per ton in the quarter ended June 30, 2015, compared to 0.50 ounces per ton in the quarter ended June 30, 2014. The reduction in ore grade was due to the Company's changes made in 2014 to focus on mining profitable ounces, resulting in higher productivity but lower in-situ grade ounces. In addition, during the month of June 2015, the shutdown of the production hoist caused the Company to source the main mill feed from lower grade ore found in the Upper West portion of the mine. Mined ore and subgrade (i.e., reef waste) volumes fed to the Stillwater Mine concentrator during the second quarter of 2015 totaled 185,100 tons, an increase of 2.9% over the 179,960 tons in the same quarter of 2014, due to a higher tonnage of subgrade being milled in 2015 to facilitate sand fill required for production.

24


The following table illustrates the effect of applying the by-product and PGM Recycling segment credits to the total cash costs per mined ounce at the Stillwater Mine.
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
Cash Costs Per Mined Ounce - Stillwater Mine
 
2015
 
2014
 
2015
 
2014
Reported Total Cash Costs per Mined Ounce net of Credits *
 
$
547

 
$
535

 
$
539

 
$
541

Add Back By-Product Revenue Credit
 
49

 
60

 
47

 
52

Add Back PGM Recycling Income Credit
 
16

 
23

 
16

 
24

Total Cash Costs per Mined Ounce before Credits *
 
$
612

 
$
618

 
$
602

 
$
617

* These are non-GAAP financial measures. For a full description and reconciliation of these and other non-GAAP financial measures to GAAP financial measures, see Reconciliation of Non-GAAP Financial Measures to Consolidated Costs of Revenues below.
Stillwater Mine’s total cash costs per mined ounce, net of credits (a non-GAAP financial measure), decreased by 1.0% in the second quarter of 2015 compared with the same period in 2014. The lower costs for the second quarter of 2015 are principally the result of a reduced labor force at the Stillwater Mine, partially offset by lower produced ounces during the same period and a 4% contractual hourly workforce wage increase that took effect in mid-2014.
Capital expenditures at the Stillwater Mine totaled $22.5 million for the second quarter of 2015, including $5.4 million for the Blitz development, of which $2.2 million was non-cash capitalized interest / depreciation. This compares to the $20.6 million of capital expenditures at the Stillwater Mine during the second quarter of 2014, of which $4.8 million was for the Blitz development, including $2.0 million of non-cash capitalized interest / depreciation. The increase in capital expenditures was primarily due to increased infrastructure spending in the mine. Primary and secondary development footages for the second quarter of 2015 decreased relative to the comparable footages for the second quarter of 2014, with primary and secondary development together advancing approximately 12,900 feet in the second quarter of 2015 and 14,800 feet in the second quarter of 2014. Diamond drilling footage, on the other hand, increased for the second quarter of 2015, totaling approximately 96,700 feet, compared to 84,700 feet drilled in the second quarter of 2014 as a result of increased drilling productivity. Ongoing mine development efforts, including diamond drilling, are part of a continuing effort to maintain the developed state of the mine, which is now the largest in the history of the Company.
East Boulder Mine
Mine production at the East Boulder Mine increased to 50,200 combined ounces of palladium and platinum for the second quarter of 2015, up 18.4% from 42,400 ounces produced in the second quarter of 2014. Mined ore and subgrade (i.e., reef waste) volumes fed to the East Boulder Mine concentrator during the 2015 second quarter increased to 138,020 tons from 123,000 tons in 2014, reflecting the Graham Creek development area coming on-line and the benefit of adding an extra crew at the East Boulder mill in late 2014, as well as the draw-down of broken rock inventory.
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
Cash Costs Per Mined Ounce - East Boulder Mine
 
2015
 
2014
 
2015
 
2014
Reported Total Cash Costs per Mined Ounce net of Credits *
 
$
504

 
$
580

 
$
525

 
$
597

Add Back By-Product Revenue Credit
 
63

 
85

 
61

 
75

Add Back PGM Recycling Income Credit
 
17

 
23

 
16

 
24

Total Cash Costs per Mined Ounce before Credits *
 
$
584

 
$
688

 
$
602

 
$
696

* These are non-GAAP financial measures. For a full description and reconciliation of these and other non-GAAP financial measures to GAAP financial measures, see Reconciliation of Non-GAAP Financial Measures to Consolidated Costs of Revenues below.

25


Total cash costs per mined ounce, net of credits, (a non-GAAP financial measure) for the second quarter of 2015 decreased approximately 15.1% from the same period in 2014. The improvement in cash costs per ounce reflects the increased mine output, offset in part by a 4% contractual hourly workforce wage increase that took effect at the beginning of 2015.
Capital expenditures at the East Boulder Mine totaled $4.6 million in the second quarter of 2015, compared to $6.3 million in the second quarter of 2014 following the completion of the Graham Creek project. Actual primary and secondary development advanced approximately 5,700 feet during the second quarter of 2015; the comparable development advance in the second quarter of 2014 was 5,400 feet. Diamond drilling footage for the second quarter of 2015 totaled approximately 105,900 feet compared to the 38,000 feet drilled in the second quarter of 2014. The second quarter of 2015 results include 51,000 feet of definitional drilling in the Graham Creek area which has been accelerated given the encouraging results of the first stoping block in that area; there was no comparable drilling in the Graham Creek area during the second quarter of 2014.
PGM RECYCLING SEGMENT
Volumes of recycling material processed through the smelter increased 31.9% during the second quarter of 2015 to 26.9 tons per day of furnace feed from the 20.4 tons per day in the second quarter of 2014. PGM loadings in the fed material in the second quarter of 2015 were 151,600 ounces of palladium, platinum and rhodium compared to 134,300 ounces in the second quarter of 2014. A total of 37,400 recycled tolled ounces were returned to customers during the second quarter of 2015, compared to 15,700 recycled tolled ounces returned to customers in the second quarter of 2014. Tolling revenues doubled in the second quarter of 2015 to $1.0 million compared to $0.5 million in the second quarter of 2014. The Company expects the increase in volumes to positively impact its income statement in the third quarter of 2015 when the material is delivered to the customers.
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
 
 
2015
 
2014
 
2015
 
2014
Average tons of catalyst fed per day
 
26.9

 
20.4

 
21.5

 
18.7

Total tons processed
 
2,452

 
1,857

 
3,900

 
3,383

    Tolled tons
 
1,255

 
265

 
1,626

 
495

    Purchased tons
 
1,197

 
1,592

 
2,274

 
2,888

PGM ounces fed
 
151,600

 
134,300

 
260,300

 
235,800

PGM ounces sold
 
68,100

 
101,400

 
142,700

 
195,000

PGM tolled ounces returned
 
37,400

 
15,700

 
77,600

 
31,000

During the second quarter of 2015, the Company earned $2.0 million in income (before income taxes) from its PGM Recycling operations on revenues of $66.3 million; for the second quarter of 2014, the recycling operations earned $2.9 million in income on revenues of $102.7 million. For the second quarter of 2015, PGM Recycling revenues decreased by 35.4% compared to the same period in 2014. The cost of metals sold from the PGM Recycling segment was $64.4 million in the second quarter of 2015, compared to $100.3 million in the second quarter of 2014, a decrease of 35.8%. A majority of the cost of metals sold from recycling in each period is attributable to the cost of purchasing recyclable materials for the Company's own account; therefore, the aggregate cost of metals sold from the PGM Recycling segment is driven mostly by the value of the PGMs in the materials purchased by the Company.
Sold ounces of recycled PGMs decreased by 32.8% to 68,100 ounces in the second quarter of 2015 from 101,400 ounces for the second quarter of 2014. The combined average recycling sales realization (including palladium, platinum and rhodium) was $954 per sold ounce for the second quarter of 2015, down from $1,002 per sold ounce for the same quarter of 2014. In addition, the Company delivered 37,400 recycled tolled ounces during the 2015 second quarter, up from 15,700 recycled tolled ounces in the second quarter of 2014. Combined, a total of 105,500 ounces were delivered to customers in the second quarter of 2015 compared to 117,100 ounces in the second quarter of 2014.
The Company has arrangements in place with many of its recycling suppliers to provide advance payments to the suppliers prior to the release of finished metal from the final refiner. These advances may include general working capital advances, advances against material in transit to the Company's processing facilities, and payments for material in process. Outstanding advances for general working capital and material in transit not backed up by inventory physically in the Company’s possession totaled $5.0 million at June 30, 2015, compared to $6.3 million and $7.3 million at March 31, 2015 and December 31, 2014, respectively. In addition, recycling segment material physically in inventory totaled $60.1 million at June 30, 2015, compared to $47.8 million and $54.3 million at March 31, 2015 and December 31, 2014, respectively. In total, net working capital in the recycling segment increased to $65.1 million at June 30, 2015, compared to $54.1 million and $61.5 million at March 31, 2015 and December 31, 2014, respectively.

26



EXPLORATION AND DEVELOPMENT
The Company is continuing to develop the Blitz area, which is expected to provide extensive new mining infrastructure along the J-M Reef in Montana. This development includes constructing underground and surface access to an area extending approximately 23,000 feet to the east from the existing Stillwater Mine operations on two separate levels. The lower of these underground development headings, on the 5000 East level, is being driven with a tunnel-boring machine (TBM) and to date has advanced approximately 7,800 feet. The TBM advance was slowed by poor ground conditions however, the TBM has now progressed through this unstable area and its rate of advance has significantly increased.
A second, parallel underground heading at Blitz, the 5600 East, is being driven approximately 600 feet above the TBM using conventional drill and blast methods. Approximately 12,000 feet of ramp and infrastructure development has been completed along the 5600 East heading to date. Development continues on schedule along this heading and has not been held up by the type of ground conditions the TBM has faced.
The permitting process for the proposed Benbow access portal to be developed at the far end of the two primary Blitz tunnels is currently underway. Designed to intersect the two tunnels from the surface, this new portal will provide ventilation and emergency egress for the Blitz development area. The Company expects permitting to be completed for this phase of the project by the end of 2015 and, subject to the permitting approval, to commence construction of the surface facilities by the end of 2015.
Blitz development began in late 2010, and to date, the Company has spent approximately $67.3 million (net of capitalized interest and capitalized depreciation) of an estimated $205 million for Blitz infrastructure. Once the Blitz development is completed and mining commences, the Blitz development is intended to replace declining production from the Stillwater Mine in the medium term and to contribute future growth to annual palladium and platinum production rates from the Stillwater complex.
In addition to its Montana operations, the Company also holds a 75% interest in Marathon, an undeveloped PGM-copper property situated near the north shore of Lake Superior in the province of Ontario, Canada. Administrative costs at Marathon for the second quarters of 2015 and 2014 totaled $0.3 million and $0.7 million, respectively, on a 100% ownership basis. Exploration expense at Marathon totaled approximately $0.1 million and less than $0.2 million in the second quarters of 2015 and 2014, respectively, on a 100% ownership basis. Development plans for Marathon remain suspended until the project can demonstrate a greater economic return to the returns available at the Company's other assets.
The Company also owns Altar, an exploration-stage property in the San Juan province of Argentina where prior drilling has demonstrated the presence of a large copper-gold porphyry deposit. Cash carrying costs at Altar totaled $0.6 million in the second quarter of 2015, including administrative costs of approximately $0.1 million and exploration expense of approximately $0.5 million. For the second quarter of 2014 cash carrying costs totaled $0.4 million, including approximately $0.3 million of exploration expense.

27


CAPITAL EXPENDITURES
The Company incurred cash capital expenditures of $30.3 million during the second quarter of 2015 and $58.2 million for the first six months of 2015. This compares to consolidated capital cash expenditures of $27.6 million in the second quarter of 2014 and $53.8 million during the first six months of 2014.
Capital Expenditures
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
(In thousands)
 
2015
 
2014
 
2015
 
2014
Sustaining capital:
 
 
 
 
 
 
 
 
        Stillwater Mine
 
$
16,540

 
$
15,254

 
$
31,582

 
$
28,670

        East Boulder Mine
 
3,726

 
4,137

 
7,995

 
7,758

        Processing and Other
 
314

 
616

 
1,257

 
1,454

    Total sustaining capital
 
$
20,580

 
$
20,007

 
$
40,834

 
$
37,882

Project capital:
 
 
 
 
 
 
 
 
        Blitz *
 
$
5,352

 
$
4,754

 
$
10,593

 
$
9,167

        Graham Creek *
 

 
430

 

 
1,164

        Hertzler Tailings Expansion
 
2,888

 
4,232

 
3,618

 
4,274

        Other
 
3,983

 
3,053

 
6,133

 
4,662

    Total project capital
 
$
12,223

 
$
12,469

 
$
20,344

 
$
19,267

        Total U.S. capital expenditures
 
$
32,803

 
$
32,476

 
$
61,178

 
$
57,149

        Foreign capital expenditures
 
46

 

 
46

 

    Adjustments at June 30, (1)
 
(2,533
)
 
(4,829
)
 
(3,006
)
 
(3,369
)
Cash capital spend for the period
 
$
30,316

 
$
27,647

 
$
58,218

 
$
53,780

* Capital expenditures for Blitz and Graham Creek include $2.2 million and $2.0 million of non-cash capitalized interest and depreciation costs for the three-month periods ended June 30, 2015 and 2014, respectively. For the six-months ended June 30, 2015 and 2014, capital expenditures for Blitz and Graham Creek include $4.4 million and $3.9 million, respectively, of non-cash capitalized interest / depreciation.
(1) Adjustments include the change in payables for capital expenditures and non-cash capitalized interest / depreciation to reflect actual cash capital spend for the period.
SUPPLY AND DEMAND COMMENTARY FOR PGM MARKETS
(The following discussion reflects management’s assessment of the recent state of the PGM markets, based on discussion with industry analysts and the Company’s own observations of market dynamics. There can be no assurance that the Company’s conclusions reflect a complete or accurate picture of supply and demand trends or other market considerations. However, management’s view of market conditions and the outlook for PGM supply and demand may influence its decisions on mining activities, future acquisitions, expansions or divestitures, capital investment, financing, hiring and various other factors.)
Primary sources of PGM supply worldwide are limited to a few large producers in South Africa and Zimbabwe, significant PGM by-product output from Norilsk Nickel in Russia, plus output from the Company’s operations in Montana and a few mostly by-product producers in Canada.
It is estimated by JM that 76% of palladium demand and 44% of platinum demand will come from the automotive catalyst market in 2015 (net of investment supply and demand), a percentage that has steadily grown for both metals. During the first half of 2015, the automotive market was strong across all major regions.
Both the US and European car markets displayed positive momentum during the quarter, and 2015 sales estimates in both markets were raised just after the end of the second quarter. In the first half of 2015, US vehicle sales gained 4.4% to 8.5 million vehicles. Buoyed by this momentum, the National Automobile Dealers Association raised its full-year sales forecast to 17.2 million vehicles from just under 17 million. The last time US auto sales topped 17 million was in 2001. Sales in Europe gained 8% to 7.1 million vehicles in the first half of 2015, leading the European car association, ACEA, to revise upward its forecast for 2015 sales to more than 13 million vehicles, or 5% growth, from a previous estimate of 2%. Last year, 12.6 million new passenger cars were registered in Europe, the first year of growth since 2007.

28


The passenger vehicle market was also strong in China during the first half of 2015, as sales rose 4.8% to 10 million units from the year earlier period. However, a sales decrease of 3.4% in June, the first year-over-year decline in more than two years, has caused the China Association of Automobile Manufacturers to cut its growth forecast for China's automobile market in 2015 to 3% from the previous 7%.
During the second quarter of 2015, platinum continued its downward trend, finishing the quarter near a six-year low at $1,078 per ounce and since the end of the second quarter, platinum prices have continued to decline. After trading well above the price of gold from mid-2013 through most of 2014, the platinum price has trailed gold during 2015. Several factors have impacted the price decline. First, the relative strength of the U.S. dollar against the euro and other currencies during the first half of the year has put downward pressure on nearly all commodity prices. Also, the corresponding weakness of the South African rand translates into higher prices for platinum in the local currency, taking pressure off of the South African producers to cut back output.
The price of palladium decreased 8.6% during the second quarter of 2015 to close at $677, a two-year low, and has continued this decline in July of 2015. Prior to this quarter, palladium’s robust industrial demand allowed it to largely resist the price headwinds facing most other commodities. However, recent weakness in China vehicles sales is believed to have played a role in the metal’s price weakness during the quarter.

Annual world-wide platinum and palladium supply is driven by a combination of current mine production, recycling and draw-down of existing platinum and palladium stocks held by governments and financial investors. The prices of these metals are volatile and are affected by numerous factors including the sale or purchase of the metals by various central banks and financial institutions, inflation, recession, fluctuation in the relative values of the US dollar and foreign currencies (particularly the South African rand and Russian ruble), changes in global and regional demand and political and economic conditions throughout the world.  Palladium is thought to be more closely tied to industrial demand and the rate of underlying world economic growth, particularly in automotive production.
SALES AND CUSTOMERS
As previously disclosed, during 2014 the Company and JM jointly entered into a five-year PGM supply agreement and a refining agreement. The supply agreement gives JM the right to purchase all of the Company's mine production of palladium and platinum at competitive market prices (with the exception of platinum sales under the Company’s sales agreement with Tiffany & Co.) and the right to bid for any recycling volumes the Company has available.
The Company aims to sell forward all recycling material at the time the purchase is made, essentially fixing the sales margin on the material. Forward sales of recycled ounces are customarily offered to any of several counterparties whom the Company believes are able to take future physical delivery of the underlying metal. Such forward sales are regarded as "normal sales" transactions for accounting purposes and therefore are not accounted for as derivatives.
During the second quarter of 2015, JM purchased all of the Company's mined PGM production (excluding the platinum ounces delivered under separate contract to Tiffany & Co.).

29


STRATEGIC CONSIDERATIONS
The discussion of corporate strategic efforts that follows is intended as an update of matters discussed in previous filings. For a discussion of the Company's strategic capital and exploration, reference the previous sections of this Item 2 entitled Exploration and Development and Capital Expenditures.
The Company's safety performance is of paramount importance to every employee and is the Company's primary consideration in all aspects of its operations. The Company normally assesses its safety performance using two broad sets of measures - incidence rates and regulatory compliance. Incidence rates in the U.S. usually are measured as the number of medically reportable events per 200,000 man hours. Regulatory compliance is measured in terms of the number and severity of citations issued to the Company and its contractors on site by Mine Safety and Health Administration (MSHA) inspectors.
The Company's overall incidence rate per 200,000 man hours in its Montana operations, (excluding contractors) for the first six months of 2015 is trending favorably, having declined by 9.2% from the comparable period of 2014. For further detail, see Exhibit 95 - Mine Safety Disclosures, included as an exhibit to this filing.
The Company also continues its focus on environmental excellence. The Company works closely with governmental agencies and the local communities to ensure its strict compliance with environmental regulations and attention to its neighbors' environmental concerns. Over the past year, the Company has invested in the installation of underdrains on its tailings facilities in an effort to alleviate elevated nitrate levels observed seasonally in the adjacent groundwater. Such elevated levels appear to arise from explosives residue in the waste rock from the mines. Several years ago, the Company switched its blasting agent from ammonium nitrate-fuel oil (ANFO) to stick powder, at substantial additional cost, as part of the same effort.
Cost containment remains a key focus throughout the Company's operations. The Company utilizes a non-GAAP financial measure of overall cost efficiency, All-in Sustaining Costs (AISC), to assess the performance of its Montana operations. (See the later section of this Item 2 entitled All-in Sustaining Costs (A Non-GAAP Financial Measure) for a more detailed explanation of AISC.) For the three-months ended June 30, 2015, the Company's AISC averaged $785 per ounce, compared to $792 per ounce in the second quarter of 2014. As noted earlier, second quarter of 2015 production was negatively impacted by the scheduled seven-day shutdown of the concentrator, production hoist and underground crusher at the Stillwater Mine to perform major maintenance. The shutdown of the production hoist was extended by eight days as a result of issues identified during the maintenance process. The production hoist repairs are complete, and the Stillwater Mine is now operating at normal levels.
The Company's represented workforce is covered under two separate collective bargaining agreements. One of these agreements, covering employees at the Stillwater Mine and the Company's processing facilities in Columbus, which was due to expire on June 1, 2015 of this year was extended until midnight on June 12, 2015 at which time it expired. The represented employees at these facilities continue to work under the terms of the expired contract. On July 30, 2015, the Company notified the union that negotiations had reached an impasse with regard to the Stillwater Mine and Columbus processing facilities workforce collective bargaining agreement. The second agreement, covering employees at the East Boulder Mine, expires on December 31, 2015.
The Company's worldwide workforce at June 30, 2015, totaled 1,600 employees, including 1,591 in Montana and Colorado; and 9 in the Canadian and South American subsidiaries. This compares to 1,663 employees at June 30, 2014, of which 1,648 were Montana-based and 15 were in the Canadian and South American subsidiaries.
Capital and exploration spending remains scaled back at Marathon and Altar in 2015, pending appropriate opportunities to realize value from those assets. In the existing Montana operations, the developed state of the mines is now sufficiently advanced that development spending can be reduced in some areas of the mines. Capital expenditures corporate-wide through the first six months of 2015 totaled $58.2 million.
The Company seeks to maintain significant balance-sheet liquidity on hand in order to manage against cyclical price risk in the mining industry and against downturns in the broader economy. The Company's liquidity at June 30, 2015, totaled $531.2 million, including cash and cash equivalents totaling $222.8 million and highly liquid investments of $308.4 million. The Company also has approximately $53.0 million of borrowing capacity available under its revolving line of credit. Total principal outstanding (before discounts) under the Company's long-term convertible debt obligations at June 30, 2015, totaled $399.0 million. The Company expects the significant continuing decline in the market prices for palladium and platinum to negatively impact revenues, income and cash flows in the third quarter of 2015 relative to the second quarter of 2015.

30


The Company continues to evaluate options to maximize shareholder value and the long-term health of its business, particularly in light of volatility in commodity prices. The Company regularly considers the deployment of cash for acquisitions, internal growth projects, dividends, buyback of outstanding convertible debentures and share repurchases. The Board has authorized management to repurchase a portion of the Company's outstanding convertible debentures when market conditions are appropriate.
Based on the current PGM market environment, the Company is taking additional necessary steps to improve its operating cost structure. This plan includes reducing the Company’s salary and hourly workforce resulting in expected annual savings of $10 to $15 million. In addition, the Company has further modified its mine plan in an effort to focus on the most profitable mining areas within the Stillwater Mine and will continue to maximize production from the East Boulder Mine. It is anticipated that reorganization costs of approximately $1.5 to $3.1 million will be incurred during the third quarter of 2015.
The Company currently has available capacity in its mine concentrators and in its Columbus processing facilities. Similarly, the Company has been exploring various opportunities to increase throughput at its processing facilities in Columbus, primarily through growing its recycling business and potentially through other processing arrangements with third parties. The auto catalyst recycling business is very competitive and, following the significant increase in volumes fed in the second quarter of 2015, attaining further significant growth while maintaining margins may prove to be challenging.

31


RESULTS OF OPERATIONS
Comparison of Three-Month Periods Ended June 30, 2015 and 2014
The Company’s total revenues decreased by 25.8% to $185.4 million in the second quarter of 2015 compared to $249.9 million for the second quarter of 2014. The following analysis provides comparative detail for key factors contributing to the decrease in revenues:
SALES AND PRICE DATA
 
 
Three Months Ended
 
 
 
 
 
 
June 30,
 
Increase
 
Percentage
(In thousands, except for average prices)
 
2015
 
2014
 
(Decrease)
 
Change
Revenues
 
$
185,384

 
$
249,887

 
$
(64,503
)
 
(25.8
)%
Ounces Sold:
 
 
 
 
 
 
 
 
Mine Production:
 
 
 
 
 
 
 
 
Palladium (oz.)
 
103

 
112

 
(9
)
 
(8.0
)%
Platinum (oz.)
 
30

 
32

 
(2
)
 
(6.3
)%
Total
 
133

 
144

 
(11
)
 
(7.6
)%
PGM Recycling: (1)
 
 
 
 
 
 
 
 
Palladium (oz.)
 
40

 
59

 
(19
)
 
(32.2
)%
Platinum (oz.)
 
23

 
35

 
(12
)
 
(34.3
)%
Rhodium (oz.)
 
5

 
7

 
(2
)
 
(28.6
)%
Total
 
68

 
101

 
(33
)
 
(32.7
)%
By-products from Mine Production: (2)
 
 
 
 
 
 
 
 
Rhodium (oz.)
 
1

 
1

 

 

Gold (oz.)
 
2

 
2

 

 

Silver (oz.)
 
2

 
1

 
1

 
100.0
 %
Copper (lb.)
 
263

 
305

 
(42
)
 
(13.8
)%
Nickel (lb.)
 
391

 
412

 
(21
)
 
(5.1
)%
Average realized price per ounce (3)
 
 
 
 
 
 
 
 
Mine Production:
 
 
 
 
 
 
 
 
Palladium ($/oz.)
 
$
760

 
$
821

 
$
(61
)
 
(7.4
)%
Platinum ($/oz.)
 
$
1,128

 
$
1,450

 
$
(322
)
 
(22.2
)%
Combined ($/oz.) (4)
 
$
842

 
$
962

 
$
(120
)
 
(12.5
)%
PGM Recycling: (1)
 
 
 
 
 
 
 
 
Palladium ($/oz.)
 
$
787

 
$
752

 
$
35

 
4.7
 %
Platinum ($/oz.)
 
$
1,194

 
$
1,426

 
$
(232
)
 
(16.3
)%
Rhodium ($/oz.)
 
$
1,156

 
$
1,018

 
$
138

 
13.6
 %
Combined ($/oz.) (4)
 
$
954

 
$
1,002

 
$
(48
)
 
(4.8
)%
By-products from Mine Production: (2)
 
 
 
 
 
 
 
 
Rhodium ($/oz.)
 
$
1,053

 
$
1,083

 
$
(30
)
 
(2.8
)%
Gold ($/oz.)
 
$
1,186

 
$
1,288

 
$
(102
)
 
(7.9
)%
Silver ($/oz.)
 
$
16

 
$
20

 
$
(4
)
 
(20.0
)%
Copper ($/lb.)
 
$
2.57

 
$
2.90

 
$
(0.33
)
 
(11.4
)%
Nickel ($/lb.)
 
$
4.53

 
$
7.77

 
$
(3.24
)
 
(41.7
)%
Average market price per ounce (3)
 
 
 
 
 
 
 
 
Palladium ($/oz.)
 
$
758

 
$
815

 
$
(57
)
 
(7.0
)%
Platinum ($/oz.)
 
$
1,125

 
$
1,447

 
$
(322
)
 
(22.3
)%
Combined ($/oz.) (4)
 
$
841

 
$
957

 
$
(116
)
 
(12.1
)%


32


(1)
Ounces sold and average realized price per ounce from PGM Recycling relate to ounces produced from processing of spent catalyst from catalytic converters and other industrial sources.
(2)
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.
(3)
The Company’s average realized price represents revenues, which include the effect of hedging gains and losses realized on commodity instruments and agreement discounts, divided by ounces sold. The average market price represents the average London market 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.
Net revenues from sales of Mine Production (including proceeds from the sale of by-products) were $119.0 million and $147.2 million during the second quarter of 2015 and 2014, respectively. The decrease in Mine Production revenues reflects both lower volumes sold as the second quarter of 2014 included the sale of 17,600 ounces of PGMs from inventory and lower average realized prices during the second quarter of 2015.
The costs of metals sold from Mine Production totaled $80.6 million for the second quarter of 2015, compared to $89.5 million for the second quarter of 2014, a decrease of 9.9%. Royalties and severance taxes on the lower sales ounces contributed to the decrease in cost of metals sold.
Total recycling ounces of palladium, platinum and rhodium fed to the smelter, including both purchased ounces and ounces processed on a toll basis, increased to 151,600 ounces in the second quarter of 2015 from 134,300 ounces in the second quarter of 2014. Total sales revenues from PGM Recycling of $66.3 million in the second quarter of 2015 were down 35.4% from the $102.7 million reported for the second quarter of 2014. Tolling revenues in the second quarter of 2015 rose to $1.0 million on 37,400 tolled ounces of palladium, platinum and rhodium processed, compared to $0.5 million on 15,700 ounces processed in the second quarter of 2014. However, revenues from sales of purchased recycling materials declined 36.0% in the second quarter of 2015 to $65.4 million on 68,100 ounces of palladium, platinum and rhodium sold, from $102.2 million on 101,400 ounces sold in the second quarter of 2014. The Company’s combined average realization on recycling sales of palladium, platinum and rhodium decreased to $954 per ounce in the second quarter of 2015, compared to $1,002 per ounce realized in the second quarter of 2014.
The costs of metals sold from PGM Recycling totaled $64.4 million in the second quarter of 2015, compared to $100.3 million in the second quarter of 2014, a decrease of 35.8%. This decrease was mainly due to the decrease in the total cost of acquiring recycling material for processing.
Mining operations PGM ounce production for the second quarters of 2015 and 2014 is shown in the following table:
 
 
Three Months Ended
 
 
June 30,
Mined PGM Ounces Produced
 
Platinum
 
Palladium
 
Total
Stillwater Mine
 
 
 
 
 
 
     2015
 
17,600

 
59,200

 
76,800

     2014
 
19,300

 
64,700
 
84,000

         Percentage change
 
(8.8
)%
 
(8.5
)%
 
(8.6
)%
East Boulder Mine
 
 
 
 
 
 
     2015
 
11,100

 
39,100

 
50,200

     2014
 
9,400

 
33,000

 
42,400

         Percentage change
 
18.1
 %
 
18.5
 %
 
18.4
 %
Totals
 
 
 
 
 
 
     2015
 
28,700

 
98,300
 
127,000
     2014
 
28,700
 
97,700
 
126,400
         Percentage change
 

 
0.6
 %
 
0.5
 %


33


The second quarter of 2015 was impacted by a $46.8 million (before-tax) impairment charge against the carrying value of the Marathon mineral properties in northern Ontario, Canada, reducing their carrying value to the estimated fair value of $8.6 million.
The Company's corporate general and administrative costs increased by approximately $1.8 million to $10.4 million in the second quarter of 2015 from $8.6 million for the same period of 2014. This increase was largely attributable to an increase of $1.7 million in the provision for medical costs based on recent claims history. Separately, the Company expensed $5.6 million of reorganization costs in the second quarter of 2014, with no comparable expense recorded in the second quarter of 2015.
Total interest income for the second quarter of 2015 decreased to $0.7 million from $1.0 million in the corresponding quarter of 2014, mostly reflecting lower financing income on recycling balances in 2015. Interest expense in the second quarters of 2015 and 2014 was $5.3 million and $5.9 million, respectively, net of capitalized interest of $1.4 million and $1.1 million, respectively. Reduced interest expense as a result of the July 2014 redemption of the $30 million of 8.0% Exempt Facility Revenue Bonds was slightly offset by higher accretion expense on the Company's convertible debentures.


34


Comparison of Six-Month Periods Ended June 30, 2015 and 2014
The Company’s total revenues decreased by 17.8% to $385.9 million in the first six months of 2015 compared to $469.4 million in the first six months of 2014. The following analysis covers key factors contributing to the decrease in revenues:
SALES AND PRICE DATA
 
 
Six-Months Ended
 
 
 
 
 
 
June 30,
 
Increase
 
Percentage
(In thousands, except for average prices)
 
2015
 
2014
 
(Decrease)
 
Change
Revenues
 
$
385,904

 
$
469,386

 
$
(83,482
)
 
(17.8
)%
Ounces Sold:
 
 
 
 
 
 
 
 
Mine Production:
 
 
 
 
 
 
 
 
Palladium (oz.)
 
210

 
212

 
(2
)
 
(0.9
)%
Platinum (oz.)
 
60

 
63

 
(3
)
 
(4.8
)%
Total
 
270

 
275

 
(5
)
 
(1.8
)%
PGM Recycling: (1)
 
 
 
 
 
 
 
 
Palladium (oz.)
 
84

 
113

 
(29
)
 
(25.7
)%
Platinum (oz.)
 
48

 
67

 
(19
)
 
(28.4
)%
Rhodium (oz.)
 
11

 
15

 
(4
)
 
(26.7
)%
Total
 
143

 
195

 
(52
)
 
(26.7
)%
By-products from Mine Production: (2)
 
 
 
 
 
 
 
 
Rhodium (oz.)
 
2

 
2

 

 

Gold (oz.)
 
5

 
5

 

 

Silver (oz.)
 
3

 
3

 

 

Copper (lb.)
 
523

 
482

 
41

 
8.5
 %
Nickel (lb.)
 
789

 
777

 
12

 
1.5
 %
Average realized price per ounce (3)
 
 
 
 
 
 
 
 
Mine Production:
 
 
 
 
 
 
 
 
Palladium ($/oz.)
 
$
772

 
784

 
$
(12
)
 
(1.5
)%
Platinum ($/oz.)
 
$
1,159

 
1,441

 
$
(282
)
 
(19.6
)%
Combined ($/oz.) (4)
 
$
857

 
936

 
$
(79
)
 
(8.4
)%
PGM Recycling: (1)
 
 
 
 
 
 
 
 
Palladium ($/oz.)
 
$
792

 
741

 
$
51

 
6.9
 %
Platinum ($/oz.)
 
$
1,223

 
1,418

 
$
(195
)
 
(13.8
)%
Rhodium ($/oz.)
 
$
1,189

 
988

 
$
201

 
20.3
 %
Combined ($/oz.) (4)
 
$
968

 
992

 
$
(24
)
 
(2.4
)%
By-products from Mine Production: (2)
 
 
 
 
 
 
 
 
Rhodium ($/oz.)
 
$
1,107

 
1,076

 
$
31

 
2.9
 %
Gold ($/oz.)
 
$
1,203

 
1,292

 
$
(89
)
 
(6.9
)%
Silver ($/oz.)
 
$
17

 
20

 
$
(3
)
 
(15.0
)%
Copper ($/lb.)
 
$
2.52

 
2.95

 
$
(0.43
)
 
(14.6
)%
Nickel ($/lb.)
 
$
4.75

 
6.85

 
$
(2.10
)
 
(30.7
)%
Average market price per ounce (3)
 
 
 
 
 
 
 
 
Palladium ($/oz.)
 
$
772

 
780

 
$
(8
)
 
(1.0
)%
Platinum ($/oz.)
 
$
1,159

 
1,438

 
$
(279
)
 
(19.4
)%
Combined ($/oz.) (4)
 
$
857

 
932

 
$
(75
)
 
(8.0
)%

(1)
Ounces sold and average realized price per ounce from PGM Recycling relate to ounces produced from processing of spent catalyst from catalytic converters and other industrial sources.
(2)
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.

35


(3)
The Company’s average realized price represents revenues, which include the effect of hedging gains and losses realized on commodity instruments and agreement discounts, divided by ounces sold. The average market price represents the average London market 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 Other relate to ounces acquired periodically in the open market and simultaneously resold to third parties.
For the first six months of 2015, net revenues from sales of Mine Production (including proceeds from the sale of by-products) totaled $244.7 million, a decrease of 10.3% compared to $272.9 million in the first six months of 2014. This decrease in Mine Production revenues reflects lower realized PGM prices in the first six months of 2015 as compared to the first six months of 2014, as well as reduced sales volumes in 2015. The second quarter of 2014 included the sale of 17,600 ounces of PGMs from inventory at a higher average combined realized price.
The cost of metals sold from Mine Production totaled $160.7 million in the first six months of 2015, compared to $167.5 million in the first six months of 2014, a decrease of 4.1%, driven largely by lower royalties and severance taxes on the lower sales ounces sold.
Revenues from PGM Recycling reflected a decrease of 28.2% during the first six months of 2015, to $141.0 million from $196.3 million in the first six months of 2014. Recycling ounces sold during the first six months of 2015 totaled 142,700 ounces, a decrease of 26.8% compared to the 195,000 ounces sold in the first six months of 2014. The Company’s combined average realization on recycling sales (which include palladium, platinum and rhodium) decreased to $968 per ounce in the first six months of 2015 from $992 per ounce in the first six months of 2014. Overall, recycling volumes processed during the first six months of 2015 totaled 260,300 ounces of PGMs, an increase of 10.4% from the 235,800 ounces processed in the first six months of 2014. This decrease in recycling earnings during the first six months of 2015 is attributable to several factors, including a weak market in the first quarter of 2015 due to lower commodity prices and the draw-down of inventories in the first six months of 2014 contributing to higher ounces sold.
Overall, recycling costs of metals sold decreased by 28.2% to $137.1 million in the first six months of 2015 from $191.0 million in the first six months of 2014, mostly the result of lower volumes and lower PGM prices.
During the first six months of 2015, the Company’s mining operations produced 260,300 ounces of PGMs, compared to 257,100 ounces in 2014 as shown in the following table:
 
 
Six Months Ended
 
 
June 30,
Mined PGM Ounces Produced
 
Platinum
 
Palladium
 
Total
Stillwater Mine
 
 
 
 
 
 
     2015
 
36,800

 
123,700

 
160,500

     2014
 
40,100
 
133,600
 
173,700

         Percentage change
 
(8.2
)%
 
(7.4
)%
 
(7.6
)%
East Boulder Mine
 
 
 
 
 
 
     2015
 
22,000

 
77,800

 
99,800

     2014
 
18,500
 
64,900
 
83,400

         Percentage change
 
18.9
 %
 
19.9
 %
 
19.7
 %
Totals
 
 
 
 
 
 
     2015
 
58,800

 
201,500

 
260,300

     2014
 
58,600

 
198,500

 
257,100

         Percentage change
 
0.3
 %
 
1.5
 %
 
1.2
 %
The six-month period ended June 30, 2015 was impacted by a $46.8 million (before-tax) impairment charge against the carrying value of the Marathon mineral properties in northern Ontario, Canada, reducing their carrying value to the estimated fair value of $8.6 million.

36


General and administrative costs increased to $18.7 million in the first six months of 2015, from $18.0 million in the first six months of 2014, an increase of approximately 3.9%. In the six-month period ended June 30, 2015, the Company incurred no restructuring costs compared costs compared to $6.0 million in the six-month period ended June 30, 2014. The Company recognized $1.8 million in exploration expenses related to its mineral properties in Canada and South America in the first six months of 2015, compared to $1.7 million in the first six months of 2014.
During the first six months of 2015, the Company recorded a net foreign currency transaction gain of $0.1 million, compared to a net gain of $4.4 million in the first six months of 2014. Essentially all of these net gains related to the re-measurement into U.S. dollars of the deferred taxes recorded in association with the acquisition of Peregrine Metals Ltd. During 2015, the rate of Argentine peso inflation has declined significantly, reducing the Company's currency gains. The gain was a result of the strength of the U.S. dollar relative to a rapidly depreciating Argentine peso. The gains reflect the impact of a high inflation rate in Argentina as the deferred tax obligation is remeasured from Argentine pesos into U.S. dollars.
LIQUIDITY AND CAPITAL RESOURCES
Net cash provided by operating activities (which includes changes in working capital) was $59.6 million and $60.3 million for the six-month periods ended June 30, 2015 and 2014. The Company’s net cash flow from operating activities is affected by several key factors, including net realized prices for its products, the level of PGM production from its mines, cash operating costs, the volume of activity in its PGM Recycling segment, changes in inventory balances and the timing of cash receipts from final customers. Mining productivity rates and ore grades affect both PGM production and cash costs of production. The reported net cash provided from operating activities for the first six months of 2015 reflected lower PGM sales ounces from mining activity and lower realized PGM prices along with weaker recycling earnings offset by lower cash costs per mined ounce.
For its PGM Recycling segment, the Company customarily enters into fixed forward sales contracts that set the selling price for most of the PGMs recovered from recycled materials. Because the selling price of recycling material held by the Company is fixed up front by these forward sales contracts, day-to-day changes in the market price of palladium and platinum have little effect on the percentage margins earned from processing these materials or on cash flow from recycling operations. However, as PGM prices rise or fall over time, the total volume of material available in the market also may rise or fall, which can affect the total profitability of the Company's recycling activities. On average, it takes two to three months from the date of receipt to process and deliver metal from purchased lots of recycling material.
Changes in the cash costs of Mine Production generally flow through dollar-for-dollar into cash flow from operations. Using metals market prices at June 30, 2015, a 10% reduction in annual mined production due to grade would reduce annual cash flow from operations by an estimated $37.6 million.
Net cash used in investing activities for the six-month period ended June 30, 2015, was approximately $116.0 million, comprised of $58.2 million of cash capital expenditures and $57.8 million of net purchases of short-term investments. For the six-month period ended June 30, 2014, net cash used by investing activities was $100.4 million, comprised of $53.8 million of cash capital expenditures and approximately $47.0 million of net purchases of short-term investments offset by approximately $0.3 million in proceeds from disposal of property, plant and equipment.
Net cash consumed by financing activities in the six-month period ended June 30, 2015, was $1.0 million, mostly comprised of principal payments on debt and capital leases. For the six-month period ended June 30, 2014, the net cash associated with financing activities was negligible, as $0.9 million of cash received from stock option exercises essentially offset principal payments on debt and capital leases.
At June 30, 2015, the Company’s cash and cash equivalents balance was $222.8 million, compared to $280.3 million at December 31, 2014. If highly liquid investments are included with available cash, the Company’s balance sheet liquidity is $531.2 million at June 30, 2015, a decrease of $0.3 million from $531.5 million at December 31, 2014. The June 30, 2015, cash and liquidity balances include $17.8 million of cash held in Canada that is dedicated as funding for Marathon (and other related properties) and is not available to the Company for its general corporate purposes. Net working capital (including cash and cash equivalents and highly liquid investments) at June 30, 2015, was $622.5 million, compared to $619.4 million at December 31, 2014.

37


Outstanding balance sheet debt (current and long-term debt and capital leases) reported at June 30, 2015, was approximately $304.2 million, up from the $296.2 million at December 31, 2014; the increase primarily reflects accretion of the debt component on the Company's outstanding convertible debentures. The Company’s total principal debt includes approximately $300.2 million of 1.75% convertible debentures, $2.2 million of 1.875% convertible debentures, less than $0.2 million of financing for a land purchase in 2012 and $1.6 million due under a capital lease. The $300.2 million of 1.75% convertible debentures represents the net discounted value of the 1.75% notes first redeemable in 2019 valued against a borrowing rate of 8.5%; the gross principal amount borrowed was $396.75 million. The total gross principal outstanding (before discounts) under the Company's long-term debt obligations was $399.0 million at June 30, 2015.
The Company expects to make cash payments of $3.5 million for interest during the remaining six months of 2015 related to its outstanding debt obligations. The Company made cash payments for interest of $3.6 million for the six-month period ended June 30, 2015, compared to $4.8 million for the same period of 2014.
The Company has in place a $125.0 million asset-backed revolving credit facility with a group of banks. Net available capacity under the borrowing base was approximately $53.0 million at June 30, 2015, after taking into account $17.5 million utilized for undrawn irrevocable letters of credit under the facility, which reduce available borrowing capacity on a dollar-for-dollar basis.
CONTRACTUAL CASH OBLIGATIONS
The Company's contractual cash obligations at June 30, 2015, are summarized in Item 7, "Management's Discussion and Analysis - Liquidity and Capital Resources - Contractual Obligations" of the Company's 2014 Annual Report on Form 10-K, filed with the Securities and Exchange Commission on February 20, 2015. In the second quarter of 2015, there have been no material changes in the Company's contractual obligations outside the ordinary course of business.
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 (Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act), and, therefore, involve uncertainties or risks that could cause actual results to differ materially from management's expectations. These statements may contain words such as “believes,” “anticipates,” “plans,” “expects,” “intends,” “estimates,” “predicts,” “should,” “will,” “may” or similar expressions. Such statements also include, but are not limited to, comments regarding growing profitability; controlling costs; improving the efficiency of our operations; strengthening financial and operating performance; managing the business through volatile metal prices; estimated 2015 production, cash costs per mined ounce, AISC, general and administrative costs, exploration expense and capital expenditures; and the usefulness of non-GAAP financial measures. The forward-looking statements in this report are based on assumptions and analyses made by the Company in light of its experience and perception of historical trends, current conditions, expected future developments, and other factors that are deemed appropriate. These statements are not guarantees of the Company’s 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 management’s expectations is found in the Company’s 2014 Annual Report on Form 10-K (on file with the United States Securities and Exchange Commission, and available on the Company’s website at www.stillwatermining.com).
The Company intends that the forward-looking statements contained in this report be subject to the above-mentioned statutory safe harbors. Investors are cautioned that forward-looking statements are not guarantees of future performance and that actual results of performance may be materially different from those expressed or implied in the forward looking statements. Investors should not to rely on forward-looking statements. The forward-looking statements in this report speak only as of the filing date of this report. Although the Company may from time to time voluntarily update its prior forward-looking statements, the Company disclaims any obligation to update forward-looking statements except as required by securities laws.
CRITICAL ACCOUNTING POLICIES
The Company’s critical accounting policies are discussed in detail in the Company’s 2014 Annual Report on Form 10-K.

38


KEY OPERATING FACTORS
Stillwater Mining Company
Key Operating Factors
(Unaudited)
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
(In thousands, except where noted)
 
2015
 
2014
 
2015
 
2014
OPERATING AND COST DATA FOR MINE PRODUCTION
 
 
 
 
 
 
 
 
Consolidated:
 
 
 
 
 
 
 
 
Ounces produced
 
 
 
 
 
 
 
 
Palladium
 
98

 
97

 
201

 
198

Platinum
 
29

 
29

 
59

 
59

Total
 
127

 
126

 
260

 
257

Tons milled
 
299

 
286

 
607

 
564

Mill head grade (ounce per ton)
 
0.45

 
0.47

 
0.45

 
0.49

Sub-grade tons milled (1)
 
27

 
17

 
55

 
34

Sub-grade tons mill head grade (ounce per ton)
 
0.16

 
0.14

 
0.16

 
0.16

Total tons milled (1)
 
326

 
303

 
662

 
598

Combined mill head grade (ounce per ton)
 
0.42

 
0.46

 
0.43

 
0.47

Total mill recovery (%)
 
92

 
92

 
92

 
92

Total mine concentrate shipped (tons) (3)
 
7,566

 
6,903

 
16,021

 
14,204

Platinum grade in concentrate (ounce per ton) (3)
 
4.02

 
4.50

 
3.87

 
4.66

Palladium grade in concentrate (ounce per ton)  (3)
 
13.43

 
14.87

 
12.98

 
15.09

Total cash costs per ounce - net of credits (Non-GAAP) (2)
 
$
530

 
$
550

 
$
533

 
$
559

Total cash costs per ton milled - net of credits (Non-GAAP) (2)
 
$
206

 
$
229

 
$
210

 
$
240

Stillwater Mine:
 
 
 
 
 
 
 
 
Ounces produced
 
 
 
 
 
 
 
 
Palladium
 
59

 
64

 
123

 
133

Platinum
 
18

 
20

 
37

 
41

Total
 
77

 
84

 
160

 
174

Tons milled
 
168

 
175

 
340

 
345

Mill head grade (ounce per ton)
 
0.48

 
0.51

 
0.49

 
0.53

Sub-grade tons milled (1)
 
17

 
5

 
35

 
13

Sub-grade tons mill head grade (ounce per ton)
 
0.20

 
0.23

 
0.19

 
0.26

Total tons milled (1)
 
185

 
180

 
375

 
358

Combined mill head grade (ounce per ton)
 
0.45

 
0.50

 
0.47

 
0.52

Total mill recovery (%)
 
92

 
93

 
93

 
93

Total mine concentrate shipped (tons) (3)
 
4,054

 
3,749

 
8,704

 
8,144

Platinum grade in concentrate (ounce per ton) (3)
 
4.74

 
5.60

 
4.58

 
5.58

Palladium grade in concentrate (ounce per ton)  (3)
 
15.34

 
18.16

 
14.88

 
17.64

Total cash costs per ounce - net of credits (Non-GAAP) (2)
 
$
547

 
$
535

 
$
539

 
$
541

Total cash costs per ton milled - net of credits (Non-GAAP) (2)
 
$
227

 
$
250

 
$
230

 
$
262







39


Stillwater Mining Company
Key Operating Factors (Continued)
(Unaudited) 
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
(In thousands, except where noted)
 
2015
 
2014
 
2015
 
2014
OPERATING AND COST DATA FOR MINE PRODUCTION
 
 
 
 
 
 
 
 
East Boulder Mine:
 
 
 
 
 
 
 
 
Ounces produced
 
 
 
 
 
 
 
 
Palladium
 
39

 
33

 
78

 
65

Platinum
 
11

 
9

 
22

 
18

Total
 
50

 
42

 
100

 
83

Tons milled
 
131

 
111

 
267

 
219

Mill head grade (ounce per ton)
 
0.41

 
0.42

 
0.41

 
0.41

Sub-grade tons milled (1)
 
10

 
12

 
20

 
21

Sub-grade tons mill head grade (ounce per ton)
 
0.09

 
0.10

 
0.10

 
0.11

Total tons milled (1)
 
141

 
123

 
287

 
240

Combined mill head grade (ounce per ton)
 
0.39

 
0.39

 
0.38

 
0.39

Total mill recovery (%)
 
91

 
90

 
91

 
90

Total mine concentrate shipped (tons) (3)
 
3,512

 
3,154

 
7,317

 
6,060

Platinum grade in concentrate (ounce per ton) (3)
 
3.18

 
3.19

 
3.03

 
3.29

Palladium grade in concentrate (ounce per ton)  (3)
 
11.21

 
10.96

 
10.72

 
11.23

Total cash costs per ounce - net of credits (Non-GAAP) (2)
 
$
504

 
$
580

 
$
525

 
$
597

Total cash costs per ton milled - net of credits (Non-GAAP) (2)
 
$
179

 
$
200

 
$
183

 
$
207

(1)
Sub-grade tons milled includes reef waste material only. Reef waste material is PGM-bearing mined material below the cutoff grade for proven and probable reserves but with sufficient economic value to justify processing it through the concentrator along with the mined ore. Total tons milled includes ore tons and sub-grade tons only. See “Proven and Probable Ore Reserves – Discussion” in the Company’s 2014 Annual Report on Form 10-K for further information.
(2)
Total cash costs include total operating costs plus royalties, insurance and taxes other than income taxes. Total cash costs per ounce, net of credits is a non-GAAP financial measure that management uses to monitor and evaluate the efficiency of its mining operations. This measure of cost is not defined under U.S. Generally Accepted Accounting Principles (GAAP). Please see “Reconciliation of Non-GAAP Financial Measures to Consolidated Costs of Revenues” and the accompanying discussion for additional detail.
(3)
The concentrate tonnage and grade values are inclusive of periodic re-processing of smelter slag and internal furnace brick PGM bearing materials.


40


Stillwater Mining Company
Key Operating Factors (Continued)
(Unaudited)
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
(In thousands, except for average prices)
 
2015
 
2014
 
2015
 
2014
SALES AND PRICE DATA
 
 
 
 
 
 
 
 
Ounces sold
 
 
 
 
 
 
 
 
Mine Production:
 
 
 
 
 
 
 
 
Palladium (oz.)
 
103

 
112

 
210

 
212

Platinum (oz.)
 
30

 
32

 
60

 
63

Total
 
133

 
144

 
270

 
275

PGM Recycling: (1)
 
 
 
 
 
 
 
 
Palladium (oz.)
 
40

 
59

 
84

 
113

Platinum (oz.)
 
23

 
35

 
48

 
67

Rhodium (oz.)
 
5

 
7

 
11

 
15

Total
 
68

 
101

 
143

 
195

By-products from Mine Production: (2)
 
 
 
 
 
 
 
 
Rhodium (oz.)
 
1

 
1

 
2

 
2

Gold (oz.)
 
2

 
2

 
5

 
5

Silver (oz.)
 
2

 
1

 
3

 
3

Copper (lb.)
 
263

 
305

 
523

 
482

Nickel (lb.)
 
391

 
412

 
789

 
777

Average realized price per ounce (3)
 
 
 
 
 
 
 
 
Mine Production:
 
 
 
 
 
 
 
 
Palladium ($/oz.)
 
$
760

 
$
821

 
$
772

 
$
784

Platinum ($/oz.)
 
$
1,128

 
$
1,450

 
$
1,159

 
$
1,441

Combined ($/oz) (4)
 
$
842

 
$
962

 
$
857

 
$
936

PGM Recycling: (1)
 
 
 
 
 
 
 
 
Palladium ($/oz.)
 
$
787

 
$
752

 
$
792

 
$
741

Platinum ($/oz.)
 
$
1,194

 
$
1,426

 
$
1,223

 
$
1,418

Rhodium ($/oz)
 
$
1,156

 
$
1,018

 
$
1,189

 
$
988

Combined ($/oz) (4)
 
$
954

 
$
1,002

 
$
968

 
$
992

By-products from Mine Production: (2)
 
 
 
 
 
 
 
 
Rhodium ($/oz.)
 
$
1,053

 
$
1,083

 
$
1,107

 
$
1,076

Gold ($/oz.)
 
$
1,186

 
$
1,288

 
$
1,203

 
$
1,292

Silver ($/oz.)
 
$
16

 
$
20

 
$
17

 
$
20

Copper ($/lb.)
 
$
2.57

 
$
2.90

 
$
2.52

 
$
2.95

Nickel ($/lb.)
 
$
4.53

 
$
7.77

 
$
4.75

 
$
6.85

Average market price per ounce (3)
 
 
 
 
 
 
 
 
Palladium ($/oz.)
 
$
758

 
$
815

 
$
772

 
$
780

Platinum ($/oz.)
 
$
1,125

 
$
1,447

 
$
1,159

 
$
1,438

Combined ($/oz) (4)
 
$
841

 
$
957

 
$
857

 
$
932


41


(1)
Ounces sold and average realized price per ounce from PGM Recycling relate to ounces produced from processing of spent catalyst from catalytic converters and other industrial sources.
(2)
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.
(3)
The Company’s average realized price represents revenues, hedging gains and losses realized on commodity instruments and agreement discounts, divided by ounces sold. The average market price represents the average London market 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.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO CONSOLIDATED COSTS OF REVENUES
The Company utilizes certain non-GAAP financial 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 of 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 Company’s Consolidated Statements of Comprehensive (Loss) Income) appropriately reflects the expense associated with the materials sold in any period, the Company has developed certain non-GAAP financial 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 financial measures may also be of value to outside readers, both as general indicators of the Company’s mining efficiency from period to period and as insight into how the Company internally measures its operating performance, these non-GAAP financial 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 financial 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 earnings or profitability. A reconciliation of these measures to costs of revenues, the most comparable measure under GAAP, for each period shown is provided as part of the following tables, and a description of each non-GAAP financial measure is provided below.
Total Consolidated Costs of Revenues: For the Company as a whole, this measure is equal to total costs of revenues, as reported in the Company's Consolidated Statements of Comprehensive (Loss) Income. For the Stillwater Mine, the East Boulder Mine, and other PGM activities, the Company segregates the expenses within total costs of revenues that are directly associated with each of these activities and then allocates the remaining facility costs included in total cost of revenues in proportion to the monthly volumes from each activity. The resulting total costs of revenues measures for the Stillwater Mine, the East Boulder Mine and PGM Recycling and Other are equal, in the aggregate, to total consolidated costs of revenues as reported in the Company’s Consolidated Statements of Comprehensive (Loss) Income.
Total Cash Costs (Non-GAAP): This non-GAAP financial measure is calculated as total costs of revenues (for each mine or combined) adjusted to exclude gains or losses on asset dispositions, costs and profit from recycling activities, revenues from the sale of mine by-products, depreciation and amortization and asset retirement costs, and timing differences resulting from changes in product inventories. The Company uses this measure as a comparative indication of the cash costs related to production and processing operations in any period. It is a measure of extraction efficiency.
When divided by the total tons milled in the respective period, Total Cash Costs per Ton Milled (Non-GAAP), measured for each mine or combined, provides an indication of the level of cash costs incurred per ton milled in that period. Because of variability of ore grade in the Company’s mining operations, production efficiency underground is frequently measured against ore tons produced rather than contained PGM ounces. 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 Costs 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.

42


When divided by the total recoverable PGM ounces from production in the respective period, Total Cash Costs per Ounce (Non-GAAP), measured for each mine or combined, 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 cash 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 Company’s mines. Consequently, Total Cash Costs 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.
Stillwater Mining Company
Reconciliation of Non-GAAP Financial Measures to Costs of Revenues
(Unaudited)
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
(In thousands, except per ounce and per ton data)
 
2015
 
2014
 
2015
 
2014
Consolidated:
 
 
 
 
 
 
 
 
Total cash costs before by-product and recycling credits (Non-GAAP)
 
$
76,234

 
$
81,084

 
$
156,667

 
$
165,135

Less: By-product credit
 
(6,914
)
 
(8,628
)
 
(13,659
)
 
(15,309
)
Less: Recycling income credit
 
(2,036
)
 
(2,926
)
 
(4,163
)
 
(6,093
)
Total cash costs net of by-product and recycling credits (Non-GAAP)
 
$
67,284

 
$
69,530

 
$
138,845

 
$
143,733

 
 
 
 
 
 
 
 
 
Divided by platinum/palladium ounces produced
 
127

 
126

 
260

 
257

 
 
 
 
 
 
 
 
 
Total cash costs before by-product and recycling credits per ounce Pt/Pd produced (Non-GAAP)
 
$
600

 
$
641

 
$
601

 
$
643

Less: By-product credit per ounce Pt/Pd produced
 
(54
)
 
(68
)
 
(52
)
 
(60
)
Less: Recycling income credit per ounce Pt/Pd produced
 
(16
)
 
(23
)
 
(16
)
 
(24
)
Total cash costs net of by-product and recycling credits per ounce Pt/Pd produced (Non-GAAP)
 
$
530

 
$
550

 
$
533

 
$
559

 
 
 
 
 
 
 
 
 
Divided by ore tons milled
 
326

 
303

 
662

 
598

 
 
 
 
 
 
 
 
 
Total cash costs before by-product and recycling credits per ore ton milled (Non-GAAP)
 
$
233

 
$
267

 
$
237

 
$
276

Less: By-product credit per ore ton milled
 
(21
)
 
(28
)
 
(21
)
 
(26
)
Less: Recycling income credit per ore ton milled
 
(6
)
 
(10
)
 
(6
)
 
(10
)
Total cash costs net of by-product and recycling credits per ore ton milled (Non-GAAP)
 
$
206

 
$
229

 
$
210

 
$
240

 
 
 
 
 
 
 
 
 
Reconciliation to consolidated costs of revenues:
 
 
 
 
 
 
 
 
Total cash costs net of by-product and recycling credits (Non-GAAP)
 
$
67,284

 
$
69,530

 
$
138,845

 
$
143,733

Asset retirement costs
 
196

 
189

 
387

 
370

Depletion, depreciation and amortization
 
16,942

 
17,540

 
33,811

 
32,450

Depletion, depreciation and amortization (in inventory)
 
(939
)
 
(893
)
 
(1,876
)
 
(340
)
Change in product inventories
 
5,140

 
9,119

 
5,494

 
2,404

Cost of PGM Recycling
 
64,441

 
100,266

 
137,146

 
190,972

PGM Recycling depreciation
 
256

 
262

 
508

 
503

By-product credit
 
6,914

 
8,628

 
13,659

 
15,309

Profit from PGM Recycling (before gain/loss on asset disposals)
 
2,036

 
2,926

 
4,163

 
6,093

Total consolidated costs of revenues
 
$
162,270

 
$
207,567

 
$
332,137

 
$
391,494


43


Stillwater Mining Company
Reconciliation of Non-GAAP Financial Measures to Consolidated Costs of Revenues (Continued)
(Unaudited)
 
 
Three Months Ended
Six Months Ended
 
 
June 30,
June 30,
(In thousands, except per ounce and per ton data)
 
2015
 
2014
2015
 
2014
Stillwater Mine:
 
 
 
 
 
 
 
Total cash costs before by-product and recycling credits (Non-GAAP)
 
$
46,931

 
$
51,940

$
96,465

 
$
107,168

Less: By-product credit
 
(3,727
)
 
(5,026
)
(7,532
)
 
(9,042
)
Less: Recycling income credit
 
(1,205
)
 
(1,953
)
(2,540
)
 
(4,123
)
Total cash costs net of by-product and recycling credits (Non-GAAP)
 
$
41,999

 
$
44,961

$
86,393

 
$
94,003

 
 
 
 
 
 
 
 
Divided by platinum/palladium ounces produced
 
77

 
84

160

 
174

 
 
 
 
 
 
 
 
Total cash costs before by-product and recycling credits per ounce Pt/Pd produced (Non-GAAP)
 
$
612

 
$
618

$
602

 
$
617

Less: By-product credit per ounce Pt/Pd produced
 
(49
)
 
(60
)
(47
)
 
(52
)
Less: Recycling income credit per ounce Pt/Pd produced
 
(16
)
 
(23
)
(16
)
 
(24
)
Total cash costs net of by-product and recycling credits per ounce Pt/Pd produced (Non-GAAP)
 
$
547

 
$
535

$
539

 
$
541

 
 
 
 
 
 
 
 
Divided by ore tons milled
 
185

 
180

375

 
358

 
 
 
 
 
 
 
 
Total cash costs before by-product and recycling credits per ore ton milled (Non-GAAP)
 
$
254

 
$
289

$
257

 
$
299

Less: By-product credit per ore ton milled
 
(20
)
 
(28
)
(20
)
 
(25
)
Less: Recycling income credit per ore ton milled
 
(7
)
 
(11
)
(7
)
 
(12
)
Total cash costs net of by-product and recycling credits per ore ton milled (Non-GAAP)
 
$
227

 
$
250

$
230

 
$
262

 
 
 
 
 
 
 
 
Reconciliation to costs of revenues:
 
 
 
 
 
 
 
Total cash costs net of by-product and recycling credits (Non-GAAP)
 
$
41,999

 
$
44,961

$
86,393

 
$
94,003

Asset retirement costs
 
187

 
176

370

 
345

Depletion, depreciation and amortization
 
11,872

 
13,276

23,967

 
24,661

Depletion, depreciation and amortization (in inventory)
 
(497
)
 
(1,193
)
(1,213
)
 
(821
)
Change in product inventories
 
2,882

 
7,780

4,141

 
3,729

By-product credit
 
3,727

 
5,026

7,532

 
9,042

Profit from PGM Recycling (before gain/loss on asset disposals)
 
1,205

 
1,953

2,540

 
4,123

Total costs of revenues
 
$
61,375

 
$
71,979

$
123,730

 
$
135,082


44


Stillwater Mining Company
Reconciliation of Non-GAAP Financial Measures to Consolidated Costs of Revenues (Continued)
(Unaudited)
 
 
Three Months Ended
Six Months Ended
 
 
June 30,
June 30,
(In thousands, except per ounce and per ton data)
 
2015
 
2014
2015
 
2014
East Boulder Mine
 
 
 
 
 
 
 
Total cash costs before by-product and recycling credits (Non-GAAP)
 
$
29,303

 
$
29,144

$
60,202

 
$
57,967

Less: By-product credit
 
(3,187
)
 
(3,602
)
(6,127
)
 
(6,267
)
Less: Recycling income credit
 
(831
)
 
(973
)
(1,623
)
 
(1,970
)
Total cash costs net of by-product and recycling credits (Non-GAAP)
 
$
25,285

 
$
24,569

$
52,452

 
$
49,730

 
 
 
 
 
 
 
 
Divided by platinum/palladium ounces produced
 
50

 
42

100

 
83

 
 
 
 
 
 
 
 
Total cash costs before by-product and recycling credits per ounce Pt/Pd produced (Non-GAAP)
 
$
584

 
$
688

$
602

 
$
696

Less: By-product credit per ounce Pt/Pd produced
 
(63
)
 
(85
)
(61
)
 
(75
)
Less: Recycling income credit per ounce Pt/Pd produced
 
(17
)
 
(23
)
(16
)
 
(24
)
Total cash costs net of by-product and recycling credits per ounce Pt/Pd produced (Non-GAAP)
 
$
504

 
$
580

$
525

 
$
597

 
 
 
 
 
 
 
 
Divided by ore tons milled
 
141

 
123

287

 
240

 
 
 
 
 
 
 
 
Total cash costs before by-product and recycling credits per ore ton milled (Non-GAAP)
 
$
208

 
$
237

$
210

 
$
241

Less: By-product credit per ore ton milled
 
(23
)
 
(29
)
(21
)
 
(26
)
Less: Recycling income credit per ore ton milled
 
(6
)
 
(8
)
(6
)
 
(8
)
Total cash costs net of by-product and recycling credits per ore ton milled (Non-GAAP)
 
$
179

 
$
200

$
183

 
$
207

 
 
 
 
 
 
 
 
Reconciliation to costs of revenues:
 
 
 
 
 
 
 
Total cash costs net of by-product and recycling credits (Non-GAAP)
 
$
25,285

 
$
24,569

$
52,452

 
$
49,730

Asset retirement costs
 
9

 
13

17

 
25

Depletion, depreciation and amortization
 
5,070

 
4,264

9,844

 
7,789

Depletion, depreciation and amortization (in inventory)
 
(442
)
 
300

(663
)
 
481

Change in product inventories
 
2,258

 
1,339

1,353

 
(1,404
)
By-product credit
 
3,187

 
3,602

6,127

 
6,267

Profit from PGM Recycling (before gain/loss on asset disposals)
 
831

 
973

1,623

 
1,970

Total costs of revenues
 
$
36,198

 
$
35,060

$
70,753

 
$
64,858

 
 
 
 
 
 
 
 
PGM Recycling and Other: (1)
 
 
 
 
 
 
 
Cost of open market acquisitions
 
$

 
$

$

 
$
79

Cost of PGM Recycling
 
64,441

 
100,266

137,146

 
190,972

PGM Recycling depreciation
 
256

 
262

508

 
503

Total costs of revenues
 
$
64,697

 
$
100,528

$
137,654

 
$
191,554

(1) PGM Recycling and Other include PGM recycling and metal acquired periodically in the open market and simultaneously resold to third parties.

45


All-In Sustaining Costs (Non-GAAP): This non-GAAP financial measure is used as an indicator from period to period of the level of total cash required by the Company to maintain and operate the existing mines, including corporate administrative costs and replacement capital. The measure is calculated beginning with total cash costs (another non-GAAP financial measure, described above), and adding to it the recycling income credit, domestic corporate overhead and marketing costs (excluding any depreciation, research and development, and reorganization costs included in corporate overhead costs) and that portion of total capital expenditures associated with sustaining the current level of mining operations. (Capital expenditures for Blitz, Graham Creek and certain other one-time projects are not included in the calculation.)
When divided by the total recoverable PGM ounces in the respective period, All-In Sustaining Costs per Mined Ounce (Non-GAAP) provides an indication of the level of total cash required to maintain and operate the mines per PGM ounce produced in the period. Recoverable PGM ounces from production are an indication of the amount of PGM product extracted through mining in any period. Because the objective of PGM mining activity is to extract PGM material, the all-in cash costs per ounce to produce PGM material, administer the business and sustain the operating capacity of the mines is a useful measure for comparing overall extraction efficiency between periods. This measure is affected by the total level of spending in the period and by the grade and volume of mined ore produced.
All-In Sustaining Costs (Non-GAAP Financial Measure)
(Unaudited)
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
(In thousands, except $/oz.)
 
2015
 
2014
 
2015
 
2014
All-In Sustaining Costs
 
 
 
 
 
 
 
 
Total cash costs net of by-product and recycling credits (Non-GAAP)
 
$
67,284

 
$
69,530

 
$
138,845

 
$
143,733

Recycling income credit
 
2,036

 
2,926

 
4,163

 
6,093

 
 
$
69,320

 
$
72,456

 
$
143,008

 
$
149,826

 
 
 
 
 
 
 
 
 
Consolidated Corporate General & Administrative costs *
 
$
10,396

 
$
8,599

 
$
18,741

 
$
17,966

Corporate depreciation and R&D included in Consolidated Corporate General & Administrative costs
 
(120
)
 
(112
)
 
(252
)
 
(255
)
General & Administrative Costs - Foreign Subsidiaries
 
(452
)
 
(873
)
 
(869
)
 
(2,311
)
 
 
$
9,824

 
$
7,614

 
$
17,620

 
$
15,400

 
 
 
 
 
 
 
 
 
Total capitalized costs
 
$
32,803

 
$
32,476

 
$
61,178

 
$
57,149

Capital associated with expansion
 
(12,223
)
 
(12,469
)
 
(20,344
)
 
(19,267
)
Total Capital incurred to sustain existing operations
 
$
20,580

 
$
20,007

 
$
40,834

 
$
37,882

 
 
 
 
 
 
 
 
 
All-In Sustaining Costs (Non-GAAP)
 
$
99,724

 
$
100,077

 
$
201,462

 
$
203,108

 
 
 
 
 
 
 
 
 
Mined ounces produced
 
127.0

 
126.4

 
260.3

 
257.1

 
 
 
 
 
 
 
 
 
All-In Sustaining Costs per Mined Ounce ($/oz.) (Non-GAAP)
 
$
785

 
$
792

 
$
774

 
$
790

For a full description and reconciliation of this non-GAAP financial measure to a GAAP financial measure, see Reconciliation of Non-GAAP Financial Measures to Consolidated Costs of Revenues section.
* Consolidated Corporate General & Administrative costs (three month and six month periods ended June 30, 2014) have been restated to conform with current year presentation.


46


ITEM 3
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company is exposed to market risk, including the effects of adverse changes in metal prices, interest rates and foreign currencies as discussed below.
COMMODITY PRICE RISK
The Company sells its mined palladium, platinum and associated by-product metals to its customers at prices approximating current market prices. As a result, the Company's financial performance is sensitive to fluctuations in the market prices for these materials. In order to ensure demand for its products persists throughout pricing cycles, the Company has entered into supply agreements with customers covering sales of its mine production. The Company also attempts to maintain adequate liquidity on hand and in undrawn credit facilities to sustain its operations through downturns in PGM prices.
In its PGM recycling activities, the Company customarily enters into fixed forward sales to mitigate its pricing exposure. The terms of a fixed forward sales transaction commit the Company to deliver a specified number of metal ounces on a particular future date at a stipulated price. At the time it enters into the forward sales commitment, the Company also utilizes the price offered in the forward markets to determine the price it is willing to pay to purchase the recycled materials. Because the forward price is used simultaneously to determine both the acquisition price and the ultimate selling price of the recycled ounces, this arrangement significantly reduces the Company's exposure to PGM price volatility. The Company believes such transactions qualify for the normal purchase / normal sale exception to derivative accounting treatment and so does not account for these transactions as derivatives. For further information regarding the Company's fixed forward contracts, see "Note 5 - Derivative Instruments" in the Company's June 30, 2015 consolidated financial statements included in this document.
INTEREST RATE RISK
At June 30, 2015, all of the Company’s outstanding long-term debt obligations bore fixed rates of interest that are not subject to adjustment as current market interest rates change. Financing income earned on advance payments the Company makes to its recycling suppliers is generally linked to short-term inter-bank rates, which do fluctuate with market interest rates. Undrawn letters of credit issued under the Company's revolving credit facility carry a fixed contractual rate of interest, although any cash borrowings against the facility would be subject to a floating interest rate. There were no such cash borrowings outstanding at June 30, 2015 and 2014.
The Company’s convertible debentures do not contain financial covenants. The Company’s asset-backed revolving credit facility includes a single fixed-charge coverage covenant that only takes effect when less than 30% of the total borrowing capacity under the line remains available. Because there are currently no cash borrowings under the asset-backed revolving credit facility, the Company is not constrained by these financial covenants at this time. The Company projects that the total cash cost to service its debt in 2015, including payments of principal and interest, will be about $9.2 million. The Company believes it has adequate liquidity available to meet its outstanding debt service obligations, both currently and in the future.
The Company customarily invests its excess cash balances in short-term instruments, which it classifies as "available-for-sale." The Company prioritizes its objectives for these investments in order of (1) preservation of principal, (2) maintenance of liquidity, and (3) return on investment, with the first two objectives taking precedence. In the current low interest rate environment, the Company has determined recently to restrict its investment of these cash balances to instruments backed by the full faith and credit of the United States government. Although this should adequately secure the invested principal, there can be no guarantee that future changes in interest rates or other market disruptions will not have a negative effect on the value and liquidity of investments made by the Company.

47


The Company is indirectly exposed to interest rate risk to the extent changes in interest rates may affect the value of its products. Historically, periods of low U.S. dollar interest rates have tended to benefit precious metal prices, as the opportunity cost to investors of foregoing interest on other types of investments is correspondingly reduced. Precious metals also may benefit as a perceived store of value during periods when high U.S. dollar interest rates reflect significant inflationary risk. However, to the extent attractive or rising U.S. dollar interest rates tend to strengthen the U.S. currency in relation to other major currencies, higher interest rates can tend to weaken precious metal prices in U.S. dollar terms and so reduce the prices the Company receives for its products.
FOREIGN CURRENCY RISK
The Company has some nominal exposure to Canadian, Argentine and other foreign currencies. These exposures currently are limited to foreign cash deposits and expenses incurred for the services of foreign-based employees and contractors, along with some associated support costs. The Company does not specifically hedge this exposure.
The Company has been exposed to a significant inflation rate on its Argentine holdings. For the second quarter of 2015, the Company experienced foreign currency transaction gains of $0.7 million of which $0.5 million was attributable to the Argentine peso stabilizing during the period. During the second quarter of 2014, the Company recorded a foreign currency transaction gain of $0.2 million on peso-denominated deferred tax balances recorded in conjunction with the acquisition of Peregrine Metals Ltd., the Company's Argentine subsidiary. The gain was a result of the U.S. dollar strengthening relative to the Argentine peso. Because these deferred taxes will be settled at a future date in pesos, changes in the relative currency values are recognized for each period in the Company's U.S. dollar accounts and appear as part of Foreign currency transaction gain, net on the Company's Consolidated Statements of Comprehensive (Loss) Income.
ITEM 4
CONTROLS AND PROCEDURES
(a)
Disclosure Controls and Procedures.
The Company’s management, with the participation of the Company’s President and Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s 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 Company’s President and Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Company’s 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.
In designing and evaluating the Company’s disclosure controls and procedures, management recognized that disclosure controls and procedures, no matter how well conceived and well operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Additionally, in designing disclosure controls and procedures, the Company’s management was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The Company also designed disclosure controls and procedures based in part upon assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.
(b)
Internal Control Over Financial Reporting.
In reviewing internal control over financial reporting based upon the framework in Internal Control Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) at June 30, 2015, management determined that during the second quarter of 2015 there have been no changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

48


PART II – OTHER INFORMATION
ITEM 1
LEGAL PROCEEDINGS
The Company is involved in various claims and legal actions arising in the ordinary course of business, primarily consisting of 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 Company’s consolidated financial position, results of operations or liquidity.
ITEM 1A
RISK FACTORS
The Company filed its Annual Report on Form 10-K for the year ended December 31, 2014, with the Securities and Exchange Commission on February 20, 2015, which sets forth certain Risk Factors associated with the Company in Item 1A therein. As a result of a subsequent development, the Company has expanded its discussion of risk factors to include the following:
The collective bargaining agreement covering employees at the Stillwater Mine and the Columbus processing facilities has expired.
The Company’s represented workforce is covered under two separate collective bargaining agreements. One of these agreements, covering employees at the Stillwater Mine and the Company's processing facilities in Columbus, which was due to expire on June 1, 2015 was extended until midnight on June 12, 2015 at which time it expired. The represented employees at these facilities continue to work under the terms of the expired contract. On July 30, 2015, the Company notified the union that negotiations had reached an impasse with regard to the Stillwater Mine and Columbus processing facilities workforce collective bargaining agreement. While no work stoppage has occurred, the Company has an increased risk of a temporary work stoppage at these locations until such time as a new contract is ratified. The second agreement, covering employees at the East Boulder Mine, expires on December 31, 2015. While the Company focuses on maintaining positive relationships with its represented employees and their respective unions, any labor disputes or disruptions, such as strikes, work stoppages or slowdowns, could have a significant adverse effect on the Company. The associated loss of production and resulting revenues for even a short time could have a material adverse effect on the Company’s financial results.
Additionally, if the Company enters into a new labor agreement with any union that significantly increases the Company's labor costs relative to its competitors the Company’s ability to compete may be materially and adversely affected.
ITEM 4
MINE SAFETY DISCLOSURES
Valuing the people in the Company's workforce means being committed to their safety and well-being at all times. The Company's goal is that “Everyone Goes Home Safe - Every Day”. The Company's Safety & Health Management System, G.E.T. Safe, promotes a safety culture based on safety leadership and teamwork to improve safety performance. G.E.T. Safe includes incidence tracking and analysis, near miss reporting, hazard recognition, workplace inspections, pre-operational equipment inspections, team safety meetings, annual refresher training, task training, standard operating procedures training, safety sweeps, audits, stand-downs and employee engagement activities focused on working safely. The Company works closely with Mine Safety and Health Administration (MSHA) inspectors to act on their findings and incorporate their suggestions. Management also strives to maintain a consistent “tone at the top” that working safely every day is paramount to the overall success of the Company.
Under the Dodd-Frank Act, each operator of a coal or other mine is required to include certain mine safety results within its periodic reports filed with the Securities and Exchange Commission. In accordance with the reporting requirements included in Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K (17 CFR 229.104), the required mine safety results regarding certain mining safety and health matters for each of the Company’s mine locations that are covered under the scope of the Dodd-Frank Act are included in Exhibit 95 - Mine Safety Disclosures of the Company's 2014 Annual Report on Form 10-K. In the second quarter of 2015, the Company received a total of 17 violations of mandatory health or safety standards that could significantly and substantially contribute to the cause and effect of a coal or other mine safety or health hazard under Section 104 of the Federal Mine Safety and Health Act. See Exhibit 95 - Mine Safety Disclosures of this quarterly report for more information.
ITEM 6

49


EXHIBITS
See attached exhibit index

50


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
STILLWATER MINING COMPANY
 
 
 
 
 
(Registrant)
 
 
 
 
 
 
Date:
July 31, 2015
 
 
 
 
 
 
 
By:
 
/s/ Michael J. McMullen
 
 
 
 
 
Michael J. McMullen
 
 
 
 
 
President and Chief Executive Officer
 
 
 
 
 
 
 
 
 
 
 
 
Date:
July 31, 2015
 
 
 
 
 
 
 
By:
 
/s/ Christopher M. Bateman
 
 
 
 
 
Christopher M. Bateman
 
 
 
 
 
Chief Financial Officer
 
 
 
 
 
 

51


EXHIBITS
Number
 
Description
 
 
 
3.1

 
Restated Certificate of Incorporation of Stillwater Mining Company, dated October 23, 2003 (incorporated by reference to Exhibit 3.1 to the Registrant’s 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, as amended, dated May 21, 2013 (incorporated by reference to Exhibit 3.2 to the Registrant's Current Report on Form 8-K filed on May 22, 2013).
 
 
 
31.1

 
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes - Oxley Act of 2002 (filed herewith).
 
 
31.2

 
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes - Oxley Act of 2002 (filed herewith).
 
 
32.1

 
Section 1350 Certification (filed herewith).
 
 
32.2

 
Section 1350 Certification (filed herewith).
 
 
95.0

 
Mine Safety Disclosures
 
 
101.INS

 
XBRL Instance Document
 
 
 
101.SCH

 
XBRL Schema Document
 
 
 
101.CAL

 
XBRL Calculation Linkbase Document
 
 
 
101.DEF

 
XBRL Definition Linkbase Document
 
 
 
101.LAB

 
XBRL Labels Linkbase Document
 
 
 
101.PRE

 
XBRL Presentation Linkbase Document

52