UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

___________________________________________

FORM 10-Q



þ	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended ~~September 30, 2017~~March 31, 2018



¨	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 001-08641

____________________________________________

COEUR MINING, INC.

(Exact name of registrant as specified in its charter)



Delaware		82-0109423
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

104 S. Michigan Ave., Suite 900 Chicago, Illinois		60603
(Address of principal executive offices)		(Zip Code)

(312) 489-5800

(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 þ No ¨

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 þ No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.



Large accelerated filer	þ	Accelerated filer	¨

Non-accelerated filer	¨	Smaller reporting company	¨

		Emerging growth company	¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No þ

The Company has 300,000,000 shares of common stock, par value of $0.01, authorized of which ~~185,640,359~~186,116,975 shares were issued and outstanding as of ~~October~~April 23, ~~2017.~~2018.

COEUR MINING, INC.

INDEX



		Page
Part I.	Financial Information

	Item 1. Financial Statements

	Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)	3

	Condensed Consolidated Statements of Cash Flows (Unaudited)	4

	Condensed Consolidated Balance Sheets	5

	Condensed Consolidated Statement of Changes in Stockholders’ Equity	6

	Notes to Condensed Consolidated Financial Statements (Unaudited)	7

	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	3031

	Consolidated Financial Results	3133

	Results of Operations	34

	Liquidity and Capital Resources	3837

	Non-GAAP Financial Performance Measures	4139

	Item 3. Quantitative and Qualitative Disclosures about Market Risk	4743

	Item 4. Controls and Procedures	4845

Part II.	Other Information	4845

	Item 1. Legal Proceedings	4845

	Item 1A. Risk Factors	4845

	Item 4. Mine Safety Disclosures	5046

	Item 5. Other Information	5046

	Item 6. Exhibits	5147

Signatures		5147

PART I

Item 1.Financial Statements

COEUR MINING, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)


		Three months ended September 30,						Nine months ended September 30,							Three months ended March 31,
		2017			2016			2017			2016				2018			2017
	Notes	In thousands, except share data												Notes	In thousands, except share data
Revenue	3	$	175,963		$	176,247		$	555,455		$	506,641		3	$	163,267		$	185,554
COSTS AND EXPENSES
Costs applicable to sales⁽¹⁾	3	118,924			105,408			377,257			307,428			3	99,340			114,490
Amortization		33,830			27,763			106,880			93,232				30,777			38,693
General and administrative		7,412			7,113			24,587			22,789				8,804			10,125
Exploration		9,814			3,706			22,879			7,669				6,683			5,252
Write-downs		—			—			—			4,446
Pre-development, reclamation, and other		7,961			4,491			16,908			13,059				4,225			3,837
Total costs and expenses		177,941			148,481			548,511			448,623				149,829			172,397
OTHER INCOME (EXPENSE), NET
Loss on debt extinguishment	17	—			(10,040		)	(9,342		)	(10,040		)
Fair value adjustments, net	10	—			(961		)	(864		)	(13,235		)	10	4,987			(1,200		)
Interest expense, net of capitalized interest	17	(3,606		)	(8,068		)	(10,941		)	(30,063		)	18	(5,965		)	(3,579		)
Other, net	7	3,164			6,405			28,439			5,862			7	180			20,799
Total other income (expense), net		(442		)	(12,664		)	7,292			(47,476		)		(798		)	16,020
Income (loss) before income and mining taxes		(2,420		)	15,102			14,236			10,542				12,640			29,177
Income and mining tax (expense) benefit	8	(14,232		)	54,455			(23,180		)	53,118			8	(11,949		)	(10,878		)
Income (loss) from continuing operations															$	691		$	18,299
Income (loss) from discontinued operations														21	550			364
NET INCOME (LOSS)		$	(16,652	)	$	69,557		$	(8,944	)	$	63,660			$	1,241		$	18,663
OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
Unrealized gain (loss) on equity securities, net of tax of $997 and ($1,177) for the three and nine months September 30, 2016, respectively		1,066			1,387			(1,134		)	4,533
Unrealized gain (loss) on debt and equity securities															(278		)	(2,182		)
Reclassification adjustments for impairment of equity securities		—			—			426			20				—			121
Reclassification adjustments for realized (gain) loss on sale of equity securities		32			(2,965		)	1,300			(2,691		)		—			1,471
Other comprehensive income (loss)		1,098			(1,578		)	592			1,862				(278		)	(590		)
COMPREHENSIVE INCOME (LOSS)		$	(15,554	)	$	67,979		$	(8,352	)	$	65,522			$	963		$	18,073

NET INCOME (LOSS) PER SHARE	9													9
Basic		$	(0.09	)	$	0.43		$	(0.05	)	$	0.41

Diluted		$	(0.09	)	$	0.42		$	(0.05	)	$	0.40
Basic income (loss) per share:
Net income (loss) from continuing operations															$	0.00		$	0.10
Net income (loss) from discontinued operations															0.00			0.00
Basic⁽²⁾															$	0.01		$	0.10
Diluted income (loss) per share:
Net income (loss) from continuing operations															$	0.00		$	0.10
Net income (loss) from discontinued operations															0.00			0.00
Diluted⁽²⁾															$	0.01		$	0.10

(1) Excludes amortization.

(2) Due to rounding, the sum of net income per share from continuing operations and discontinued operations may not equal net income per share.

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

COEUR MINING, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)


		Three months ended September 30,						Nine months ended September 30,							Three months ended March 31,
		2017			2016			2017			2016				2018			2017
	Notes	In thousands												Notes	In thousands
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)		$	(16,652	)	$	69,557		(8,944		)	63,660				$	1,241		$	18,663
(Income) loss from discontinued operations															(550		)	(364		)
Adjustments:
Amortization		33,830			27,763			106,880			93,232				30,777			38,693
Accretion		2,691			2,184			7,798			8,201				3,318			2,240
Deferred taxes		1,940			(49,463		)	(1,529		)	(66,738		)		454			2,584
Loss on debt extinguishment		—			10,040			9,342			10,040
Fair value adjustments, net		—			961			864			13,235			10	(4,987		)	1,200
Stock-based compensation		2,585			2,312			8,127			7,534			5	2,786			3,307
Gain on sale of the Joaquin project		—			—			(21,138		)	—				—			(21,138		)
Write-downs		—			—			—			4,446
Other		(3,157		)	(5,236		)	(8,979		)	(4,743		)		401			(1,895		)
Changes in operating assets and liabilities:
Receivables		6,529			19,672			17,719			10,751				(1,691		)	5,680
Prepaid expenses and other current assets		(3,195		)	(2,816		)	(3,882		)	(2,435		)		(5,635		)	(4,906		)
Inventory and ore on leach pads		(2,874		)	(8,900		)	10,421			(24,408		)		(8,708		)	15,171
Accounts payable and accrued liabilities		7,735			(18,262		)	(2,697		)	(12,407		)		(1,865		)	(15,299		)
CASH PROVIDED BY OPERATING ACTIVITIES OF CONTINUING OPERATIONS															15,541			43,936
CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES OF DISCONTINUED OPERATIONS															(2,690		)	11,335
CASH PROVIDED BY OPERATING ACTIVITIES		29,432			47,812			113,982			100,368				12,851			55,271
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures		(29,461		)	(25,627		)	(90,922		)	(71,087		)		(42,345		)	(23,591		)
Acquisitions, net		—			(1,427		)	—			(1,427		)
Proceeds from the sale of assets		1,083			4,802			16,538			16,104				60			15,019
Purchase of investments		(3,595		)	(21		)	(13,559		)	(120		)		(361		)	(1,016		)
Sale of investments		403			5,432			11,321			7,077				1,619			10,020
Other		(5,850		)	(1,299		)	(7,457		)	(4,218		)		(65		)	(14		)
CASH USED IN INVESTING ACTIVITIES		(37,420		)	(18,140		)	(84,079		)	(53,671		)
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES OF CONTINUING OPERATIONS															(41,092		)	418
CASH USED IN INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS															(28,470		)	(388		)
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES															(69,562		)	30
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock		—			49,513			—			122,584
Issuance of notes and bank borrowings, net of issuance costs	17	(2,257		)	—			242,701			—			18	15,000			—
Payments on debt, capital leases, and associated costs	17	(3,344		)	(107,868		)	(195,501		)	(120,551		)	18	(18,449		)	(3,206		)
Gold production royalty payments		—			(7,563		)	—			(27,155		)
Other		(6		)	1,051			(3,726		)	323				(4,606		)	(3,247		)
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES OF CONTINUING OPERATIONS															(8,055		)	(6,453		)
CASH USED IN FINANCING ACTIVITIES OF DISCONTINUED OPERATIONS															(22		)	(20		)
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES		(5,607		)	(64,867		)	43,474			(24,799		)		(8,077		)	(6,473		)
Effect of exchange rate changes on cash and cash equivalents		(222		)	121			662			(95		)		557			555
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		(13,817		)	(35,074		)	74,039			21,803
Cash and cash equivalents at beginning of period		250,038			257,591			162,182			200,714
Cash and cash equivalents at end of period		$	236,221		$	222,517		$	236,221		$	222,517
INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH															(64,231		)	49,383
Less net cash provided by (used in) discontinued operations⁽¹⁾															(32,930		)	5,527
															(31,301		)	43,856
Cash, cash equivalents and restricted cash at beginning of period															203,402			126,601
Cash, cash equivalents and restricted cash at end of period															$	172,101		$	170,457

⁽¹⁾Less net cash provided by (used in) discontinued operations includes the following cash transactions: net subsidiary payments to parent company of $1,748 and $5,400 during the three months ended March 31, 2018 and 2017, respectively.

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

COEUR MINING, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS


		September 30, 2017 (Unaudited)			December 31, 2016				March 31, 2018 (unaudited)			December 31, 2017
ASSETS	Notes	In thousands, except share data						Notes	In thousands, except share data
CURRENT ASSETS
Cash and cash equivalents		$	236,221		$	162,182			$	159,643		$	192,032
Receivables	13	66,415			60,431			14	35,864			19,069
Inventory	14	72,329			106,026			15	61,723			58,230
Ore on leach pads	14	78,801			64,167			15	75,584			73,752
Prepaid expenses and other		20,360			17,981				18,203			15,053
Assets held for sale								21	—			91,421
		474,126			410,787				351,017			449,557
NON-CURRENT ASSETS
Property, plant and equipment, net	15	235,058			216,796			16	266,157			254,737
Mining properties, net	16	536,201			558,455			17	843,821			829,569
Ore on leach pads	14	69,805			67,231			15	67,430			65,393
Restricted assets	12	20,953			17,597			13	22,116			20,847
Equity and debt securities	12	29,125			4,488			13	37,317			34,837
Receivables	13	13,461			30,951			14	55,428			28,750
Other		23,363			12,604				18,649			17,485
TOTAL ASSETS		$	1,402,092		$	1,318,909			$	1,661,935		$	1,701,175
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable		$	60,188		$	53,335			$	44,864		$	48,592
Accrued liabilities and other		50,593			42,743			22	105,149			94,930
Debt	17	14,375			12,039			18	17,040			30,753
Royalty obligations	10	—			4,995
Reclamation	4	3,604			3,522			4	3,777			3,777
Liabilities held for sale								21	—			50,677
		128,760			116,634				170,830			228,729
NON-CURRENT LIABILITIES
Debt	17	274,523			198,857			18	396,984			380,569
Royalty obligations	10	—			4,292
Reclamation	4	104,505			95,804			4	119,154			117,055
Deferred tax liabilities		77,190			74,798				105,224			105,148
Other long-term liabilities		52,577			60,037				55,432			54,697
		508,795			433,788				676,794			657,469
STOCKHOLDERS’ EQUITY
Common stock, par value $0.01 per share; authorized 300,000,000 shares, issued and outstanding 181,428,717 at September 30, 2017 and 180,933,287 at December 31, 2016		1,814			1,809
Common stock, par value $0.01 per share; authorized 300,000,000 shares, 186,176,237 issued and outstanding at March 31, 2018 and 185,637,724 at December 31, 2017									1,862			1,856
Additional paid-in capital		3,318,987			3,314,590				3,355,710			3,357,345
Accumulated other comprehensive income (loss)		(1,896		)	(2,488		)		(363		)	2,519
Accumulated deficit		(2,554,368		)	(2,545,424		)		(2,542,898		)	(2,546,743		)
		764,537			768,487				814,311			814,977
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	1,402,092		$	1,318,909			$	1,661,935		$	1,701,175

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

COEUR MINING, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY


In thousands	Common Stock Shares	Common Stock Par Value		Additional Paid-In Capital		Accumulated Deficit			Accumulated Other Comprehensive Income (Loss)			Total			Common Stock Shares	Common Stock Par Value		Additional Paid-In Capital			Accumulated Deficit			Accumulated Other Comprehensive Income (Loss)			Total
Balances at December 31, 2016	180,933	$	1,809	$	3,314,590	$	(2,545,424	)	$	(2,488	)	$	768,487
Balances at December 31, 2017															185,638	$	1,856	$	3,357,345		$	(2,546,743	)	$	2,519		$	814,977
Net income (loss)	—	—		—		(8,944		)	—			(8,944		)	—	—		—			1,241			—			1,241
Reclassification of unrealized gain (loss) on equity securities for ASU 2016-01															—	—		—			2,604			(2,604		)	—
Other comprehensive income (loss)	—	—		—		—			592			592			—	—		—			—			(278		)	(278		)
Common stock issued under stock-based compensation plans, net	496	5		4,397		—			—			4,402			538	6		(1,635		)	—			—			(1,629		)
Balances at September 30, 2017 (Unaudited)	181,429	$	1,814	$	3,318,987	$	(2,554,368	)	$	(1,896	)	$	764,537
Balances at March 31, 2018 (Unaudited)															186,176	$	1,862	$	3,355,710		$	(2,542,898	)	$	(363	)	$	814,311

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

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

NOTE 1 - BASIS OF PRESENTATION

The interim condensed consolidated financial statements of Coeur Mining, Inc. and its subsidiaries (collectively, “Coeur” or the “Company”) are unaudited. In the opinion of management, all adjustments and disclosures necessary for the fair presentation of these interim statements have been included. The results reported in these interim statements may not be indicative of the results which will be reported for the year ending December 31, ~~2017.~~2018. The condensed consolidated December 31, ~~2016~~2017 balance sheet data was derived from audited consolidated financial statements. Accordingly, these unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2017 (the “2017 10-K”).

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Revenue Recognition

On January 1, 2018, the Company adopted the updated revenue guidance applicable under ASC 606 - Revenue from Contracts with Customers. The new guidance creates a five-step framework to determine revenue recognition:


1.	Identify the contract with the customer


2.	Identify the performance obligations


3.	Determine the transaction price


4.	Allocate the transaction price to the performance obligations


5.	Recognize revenue when (or as) the entity satisfies a performance obligation

The Company produces doré and concentrate that is shipped to third-party refiners and smelters, respectively, for processing. The Company enters into contracts to sell its metal to various third-party customers which may include the refiners and smelters that process the doré and concentrate. The Company’s performance obligation in these transactions is generally the transfer of metal to the customer.

In the case of doré shipments, the company generally sells refined metal at market prices agreed upon by both parties. The Company also has the right, but not the obligation, to sell a portion of the anticipated refined metal in advance of being fully refined. When the Company sells refined metal or advanced metal, the performance obligation is satisfied when the metal is delivered to the customer. Revenue and Costs Applicable to Sales are recorded on a gross basis under these contracts at the time the performance obligation is satisfied.

Under the Company’s concentrate sales contracts with third-party smelters, metal prices are set on a specified future quotational period, typically one to three months, after the shipment date based on market prices. When the Company sells gold concentrate to the third-party smelters, the performance obligation is satisfied when the concentrate is loaded onto the third-party shipping vessel. The contracts, in general, provide for provisional payment based upon provisional assays and historical metal prices. Final settlement is based on the applicable price for the specified future quotational period and generally occurs three to six months after shipment. The Company’s provisionally priced sales contain an embedded derivative that is required to be separated from the host contract for accounting purposes. The host contract is the receivable from the sale of concentrates measured at the forward price at the time of sale. The embedded derivative does not qualify for hedge accounting and is adjusted to fair value through revenue each period until the date of final metal settlement.

The Company also sells concentrate under off-take agreements to third-party customers that are responsible for arranging the smelting of the concentrate. Prices are can either be fixed or based on a quotational period. The quotational period varies by contract, but is generally a one-month period following the shipment of the concentrate. The performance obligation is satisfied when the concentrate is loaded onto the third-party shipping vessel. The off-take agreement allows for the Company to sell concentrate in advance of shipment and results in the customer taking ownership of the concentrate prior to shipment.

For doré and off-take sales, the Company may incur a finance charge related to advance sales that is not considered significant and, as such, is not considered a separate performance obligation. In addition, the Company has elected to treat freight costs as a fulfillment cost under ASC 606 and not as a separate performance obligation.

The Company’s streaming agreement with a subsidiary of Franco-Nevada Corporation (“Franco-Nevada”) commenced in 2016 with a $20.0 million deposit paid by Franco-Nevada in exchange for the right and obligation to purchase 50% of a portion of Palmarejo gold production at the lesser of $800 or market price per ounce. Because there is no minimum obligation associated with this deposit, it is not considered financing, and each shipment is considered to be a separate performance obligation. The

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

streaming agreement represents a contract liability under ASC 606, which requires the Company to ratably recognize a portion of the deposit as revenue for each gold ounce delivered to Franco-Nevada.

The following table presents a rollforward of the Franco-Nevada contract liability balance:



	Three months ended March 31,
In thousands	2018			2017
Opening Balance	$	14,883		$	19,281
Revenue Recognized	(543		)	$	(1,629	)
Closing Balance	$	14,340		$	17,652

Recent Accounting Standards

In January 2017, the FASB issued ASU 2017-01, “Business Combinations (Topic 805) - Clarifying the Definition of a Business,” which clarifies the definition of a business to assist entities in the evaluation of acquisitions and disposals of assets or businesses. These changes ~~become~~became effective for the Company’s fiscal year beginning January 1, ~~2018. The Company is currently evaluating this standard~~2018 and ~~does~~did not ~~expect this ASU to~~ materially impact the Company’s consolidated net income, financial position or cash flows.

In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230) - Restricted Cash,” which will require entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. These changes ~~become~~became effective for the Company’s fiscal year beginning January 1, ~~2018. The Company is currently evaluating this standard~~2018 and ~~does not expect this ASU to materially impact~~resulted in the ~~Company’s consolidated statement~~inclusion of restricted cash ~~flows.~~equivalents on the Consolidated Statements of Cash Flows of $12.5 million at March 31, 2018 and $9.8 million at March 31, 2017.

In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments,” which provides guidance on presentation and classification of certain cash receipts and payments in the statement of cash flows. These changes become effective for the Company’s fiscal year beginning January 1, 2018. The Company is currently evaluating this standard and does not expect this ASU to materially impact the Company’s consolidated net income, financial position or cash flows.

~~In March 2016, the FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting,~~” which amends several aspects of the accounting for share-based payment transaction, including income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. These changes became effective for the Company’s fiscal year beginning January 1, ~~2017,~~2018 and ~~the Company’s adoption had no~~did not materially impact on the Company’s consolidated net income, financial position ~~results of operations, and~~or cash flows.

In February 2016, the FASB issued ASU 2016-02, “Leases,” which will require lessees to recognize assets and liabilities for the rights and obligations created by most leases on the balance sheet. These changes become effective for the Company’s fiscal year beginning January 1, 2019. Modified retrospective adoption for all leases existing at, or entered into after, the date of initial application, is required with an option to use certain transition relief. The Company is currently evaluating the potential impact of implementing these changes on the Company’s consolidated financial position, results of operations, and cash flows.

In January 2016, the FASB issued ASU 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities,” which requires entities to measure equity investments that do not result in consolidation and are not accounted for under the equity method at fair value and recognize any changes in fair value in net income. This new guidance also updates certain disclosure requirements for these investments. These changes became effective for the Company’s fiscal year beginning January 1, 2018, and resulted in a reclassification of $2.6 million of unrealized holding gains and losses and deferred income taxes related to investments in equity securities from Accumulated other comprehensive income (loss) to Accumulated deficit in the Consolidated Balance Sheets on that date. Unrealized holding gains and losses related to investments in equity securities are now recognized in Fair value adjustments, net in the Consolidated Statements of Comprehensive Income (Loss).

In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory,” which provides a revised, simpler measurement for inventory to be measured at the lower of cost and net realizable value. These changes ~~become~~became effective for the Company’s fiscal year beginning January 1, ~~2018. The Company is currently evaluating this standard~~2018 and ~~does~~did not ~~expect this ASU to~~ materially impact the Company’s consolidated net income, financial position or cash flows.

In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers”, which has subsequently been amended several ~~times.~~times, to update revenue guidance under the newly-created ASC 606. The new standard provides a five-step approach to be applied to all contracts with customers and also requires expanded disclosures about revenue recognition. These changes ~~become~~became effective under the modified retrospective method of adoption for the Company’s fiscal year beginning January 1, ~~2018. The Company has substantially completed its analysis of the new standard~~2018 and ~~reviewed potential impacts from timing of when control is transferred to customers, variable consideration on concentrate sales and classification of refining fees. The Company does~~did not ~~expect this ASU to~~ materially impact the Company’s consolidated net income, financial position or cash flows.

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

NOTE 3 – SEGMENT REPORTING

The Company’s operating segments include the Palmarejo complex, and the Rochester, Kensington, Wharf and ~~San Bartolomé~~Silvertip mines. ~~All~~Except for the Silvertip mine, which was acquired in the fourth quarter of 2017, all operating segments are engaged in the discovery, mining, and production of gold and/or silver. Silvertip is engaged in the discovery, mining, and production of silver, zinc and lead. Other includes the La Preciosa project, other mineral interests, strategic equity investments, corporate office, elimination of intersegment transactions, and other items necessary to reconcile to consolidated amounts.

The Company ~~eliminated Coeur Capital as~~determined that the disposition of Empresa Minera Manquiri S.A., a ~~standalone reportable segment in~~Bolivian Sociedad anonima (“Manquiri”), which operates the ~~first quarter of 2017~~San Bartolomé mine, represents a strategic shift to a North America-focused mining portfolio and has ~~classified~~a significant effect on the ~~operating performance, segment assets,~~entity's results and ~~capital expenditures~~operations; therefore, the results of ~~the Endeavor silver stream and other remaining non-core assets in Other. All prior period amounts have been adjusted to conform to the current presentation.~~operations are presented as discontinued operations for all periods presented.

Financial information relating to the Company’s segments is as follows (in thousands):


Three months ended September 30, 2017	Palmarejo			Rochester			Kensington			Wharf			San Bartolomé			Other			Total
Three months ended March 31, 2018																						Palmarejo			Rochester			Silvertip			Kensington			Wharf			Other			Total
Revenue
Metal sales	$	60,677		$	31,156		$	36,603		$	31,334		$	16,043		$	150		$	175,963		$	70,037		$	33,497		$	—		$	36,300		$	23,433		$	—		$	163,267
Costs and Expenses
Costs applicable to sales⁽¹⁾	33,255			23,275			27,658			17,330			17,365			41			118,924			31,096			24,305			—			28,630			15,309			—			99,340
Amortization	16,414			4,591			7,864			3,223			1,430			308			33,830			16,325			4,831			—			6,717			2,657			247			30,777
Exploration	4,517			531			2,966			207			23			1,570			9,814			3,970			33			—			1,590			10			1,080			6,683
Other operating expenses	319			846			356			648			2,998			10,206			15,373			731			884			20			321			665			10,408			13,029
Other income (expense)
Fair value adjustments, net																						—			—			—			—			—			4,987			4,987
Interest expense, net	(112		)	(136		)	(113		)	(16		)	(11		)	(3,218		)	(3,606		)	(119		)	(98		)	(410		)	(243		)	(12		)	(5,083		)	(5,965		)
Other, net	(218		)	(73		)	(28		)	4			754			2,725			3,164			(2,144		)	(40		)	362			(37		)	(21		)	2,060			180
Income and mining tax (expense) benefit	(7,898		)	41			—			(963		)	(518		)	(4,894		)	(14,232		)	(12,443		)	(371		)	835			—			(639		)	669			(11,949		)
Net income (loss)	$	(2,056	)	$	1,745		$	(2,382	)	$	8,951		$	(5,548	)	$	(17,362	)	$	(16,652	)
Income (loss) from continuing operations																						$	3,209		$	2,935		$	767		$	(1,238	)	$	4,120		$	(9,102	)	$	691
Income (loss) from discontinued operations																						$	—		$	—		$	—		$	—		$	—		$	550		$	550
Segment assets⁽²⁾	$	388,044		$	253,477		$	211,052		$	103,843		$	64,463		$	71,551		$	1,092,430		$	377,146		$	245,881		$	361,212		$	215,244		$	104,805		$	119,922		$	1,424,210
Capital expenditures	$	5,540		$	9,737		$	10,144		$	3,135		$	479		$	426		$	29,461		$	9,293		$	2,633		$	18,629		$	11,364		$	344		$	82		$	42,345

(1) Excludes amortization

(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests



Three months ended March 31, 2017	Palmarejo			Rochester			Kensington			Wharf			Other			Total
Revenue
Metal sales	$	77,704		$	38,979		$	37,964		$	30,251		$	656		$	185,554
Costs and Expenses
Costs applicable to sales⁽¹⁾	43,001			26,439			28,443			16,320			287			114,490
Amortization	20,150			5,816			9,178			3,111			438			38,693
Exploration	1,631			144			839			—			2,638			5,252
Other operating expenses	301			810			345			619			11,887			13,962
Other income (expense)
Fair value adjustments, net	—			(1,200		)	—			—			—			(1,200		)
Interest expense, net	(125		)	(117		)	(40		)	(19		)	(3,278		)	(3,579		)
Other, net	1,794			(32		)	(808		)	89			19,756			20,799
Income and mining tax (expense) benefit	(12,245		)	(498		)	—			(957		)	2,822			(10,878		)
Income (loss) from continuing operations	$	2,045		$	3,923		$	(1,689	)	$	9,314		$	4,706		$	18,299
Income (loss) from discontinued operations	$	—		$	—		$	—		$	—		$	364		$	364
Segment assets⁽²⁾	$	401,623		$	227,526		$	204,987		$	104,673		$	84,402		$	1,023,211
Capital expenditures	$	6,230		$	10,568		$	5,521		$	887		$	385		$	23,591

(1) Excludes amortization

(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests

Three months ended September 30, 2016 Palmarejo Rochester Kensington Wharf San Bartolomé Other Total
Revenue
Metal sales $ 30,663
$ 37,946
$ 40,164
$ 39,316
$ 27,485
$ 812
$ 176,386
Royalties —
—
—
—
—
(139 ) (139 )
30,663

37,946

40,164

39,316

27,485

673

176,247
Costs and Expenses
Costs applicable to sales⁽¹⁾
16,033
21,783
26,709
19,697
20,813
373
105,408
Amortization 5,761
5,244
8,046
6,461
1,723
528
27,763
Exploration 1,262
129
1,208
2
—
1,105
3,706
Other operating expenses 305
703
263
521
1,165
8,647
11,604
Other income (expense)

Loss on debt extinguishment —
—
—
—
—
(10,040 ) (10,040 )
Fair value adjustments, net (110 ) (851 ) —
—
—
—
(961 )
Interest expense, net (184 ) (157 ) (30 ) (22 ) (8 ) (7,667 ) (8,068 )
Other, net (2,223 ) 17
(7 ) 45
549
8,024
6,405
Income and mining tax (expense) benefit 35,671
7,844
—
30,208
5,905
(25,173 ) 54,455
Net income (loss) $ 40,456

$ 16,940

$ 3,901

$ 42,866

$ 10,230

$ (44,836 )
$ 69,557
Segment assets⁽²⁾
$ 430,716
$ 212,477
$ 192,204
$ 105,456
$ 81,704
$ 87,353
$ 1,109,910
Capital expenditures $ 10,012
$ 3,383
$ 8,602
$ 567
$ 3,001
$ 62
$ 25,627

~~(1) Excludes amortization~~

~~(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests~~

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

Nine months ended September 30, 2017 Palmarejo Rochester Kensington Wharf San Bartolomé Other Total
Revenue
Metal sales $ 191,616
$ 102,926
$ 110,134
$ 88,598
$ 60,441
$ 1,740
$ 555,455
Costs and Expenses

Costs applicable to sales⁽¹⁾
110,150
73,875
84,089
49,418
58,979
746
377,257
Amortization 50,995
15,345
25,389
8,883
5,053
1,215
106,880
Exploration 9,272
990
5,785
210
23
6,599
22,879
Other operating expenses 930
2,487
1,051
1,899
4,048
31,080
41,495
Other income (expense)
Loss on debt extinguishment —
—
—
—
—
(9,342 ) (9,342 )
Fair value adjustments, net —
(864 ) —
—
—
—
(864 )
Interest expense, net (339 ) (386 ) (266 ) (52 ) (23 ) (9,875 ) (10,941 )
Other, net (345 ) 2,239
(893 ) 429
1,125
25,884
28,439
Income and mining tax (expense) benefit (22,313 ) (413 ) —
(2,980 ) (304 ) 2,830
(23,180 )
Net income (loss) $ (2,728 )
$ 10,805

$ (7,339 )
$ 25,585

$ (6,864 )
$ (28,403 )
$ (8,944 )
Segment assets⁽²⁾
$ 388,044
$ 253,477
$ 211,052
$ 103,843
$ 64,463
$ 71,551
$ 1,092,430
Capital expenditures $ 22,972
$ 34,121
$ 24,314
$ 5,493
$ 1,242
$ 2,780
$ 90,922

~~(1) Excludes amortization~~

~~(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests~~



Assets	March 31, 2018		December 31, 2017
Total assets for reportable segments	$	1,424,210	$	1,344,553
Cash and cash equivalents	159,643		192,032
Other assets	78,082		164,590
Total consolidated assets	$	1,661,935	$	1,701,175

Geographic Information



Long-Lived Assets	March 31, 2018		December 31, 2017
Mexico	$	364,047	$	370,188
United States	384,578		377,768
Canada	350,556		331,440
Other	10,797		4,910
Total	$	1,109,978	$	1,084,306



Revenue	Three months ended March 31,
Revenue	2018		2017
United States	$	93,230	$	107,194
Mexico	70,037		77,704
Australia	—		656
Total	$	163,267	$	185,554

Nine months ended September 30, 2016 Palmarejo Rochester Kensington Wharf San Bartolomé Other Total
Revenue
Metal sales $ 108,748
$ 103,689
$ 112,376
$ 101,250
$ 73,948
$ 3,208
$ 503,219
Royalties

3,422
3,422
108,748

103,689

112,376

101,250

73,948

6,630
506,641
Costs and Expenses
Costs applicable to sales⁽¹⁾
59,936
65,989
73,738
49,500
56,955
1,310
307,428
Amortization 27,815
15,994
26,203
15,640
5,330
2,250
93,232
Exploration 2,625
426
2,138
2
—
2,478
7,669
Write-downs —
—
—
—
—
4,446
4,446
Other operating expenses 898
2,084
772
1,702
2,532
27,860
35,848
Other income (expense)

Loss on debt extinguishment —
—
—
—
—
(10,040 ) (10,040 )
Fair value adjustments, net (5,814 ) (5,787 ) —
—
—
(1,634 ) (13,235 )
Interest expense, net (1,343 ) (509 ) (107 ) (49 ) (18 ) (28,037 ) (30,063 )
Other, net (7,818 ) (3,840 ) (26 ) 259
1,275
16,012
5,862
Income and mining tax (expense) benefit 38,922
7,429
—
29,972
5,182
(28,387 ) 53,118
Net income (loss) $ 41,421

$ 16,489

$ 9,392

$ 64,588

$ 15,570

$ (83,800 ) $ 63,660
Segment assets⁽²⁾
$ 430,716
$ 212,477
$ 192,204
$ 105,456
$ 81,704
$ 87,353
$ 1,109,910
Capital expenditures $ 27,690
$ 10,557
$ 24,228
$ 3,488
$ 4,839
$ 285
$ 71,087

~~(1) Excludes amortization~~

~~(2) Segment assets include receivables, prepaids, inventories, property, plant and equipment, and mineral interests~~

Assets September 30, 2017
December 31, 2016
Total assets for reportable segments $ 1,092,430
$ 1,122,038
Cash and cash equivalents 236,221
162,182
Other assets 73,441

34,689
Total consolidated assets $ 1,402,092

$ 1,318,909

Coeur Mining, Inc. and Subsidiaries

Notes to ~~Condensed~~ Consolidated Financial Statements

~~Geographic Information~~

Long-Lived Assets September 30, 2017
December 31, 2016
Mexico $ 366,960
$ 397,697
United States 375,728
338,897
Bolivia 27,662
31,539
Australia —
2,983
Argentina 228
10,228
Other 681
5,564
Total $ 771,259

$ 786,908

Revenue Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016
United States $ 99,093
$ 117,425
$ 301,658
$ 317,315
Mexico 60,677
30,663
191,616
109,674
Bolivia 16,043
27,485
60,441
73,948
Australia 150
812
1,740
3,207
Other —

(138 ) —

2,497
Total $ 175,963
$ 176,247
$ 555,455

$ 506,641

NOTE 4 – RECLAMATION

Reclamation and mine closure costs are based principally on legal and regulatory requirements. Management estimates costs associated with reclamation of mining properties. On an ongoing basis, management evaluates its estimates and assumptions, and future expenditures could differ from current estimates.

Changes to the Company’s asset retirement obligations for operating sites are as follows:


	Three months ended September 30,						Nine months ended September 30,						Three months ended March 31,
In thousands	2017			2016			2017			2016			2018			2017
Asset retirement obligation - Beginning	$	101,127		$	85,545		$	97,380		$	82,072		$	118,799		$	86,754
Accretion	2,455			2,059			7,190			6,027			2,545			2,064
Additions and changes in estimates	3,116			(239		)	3,116			(118		)
Settlements	(656		)	(183		)	(1,644		)	(799		)	(496		)	(421		)
Asset retirement obligation - Ending	$	106,042		$	87,182		$	106,042		$	87,182		$	120,848		$	88,397

The Company has accrued $2.1 million and $~~1.9~~2.0 million at ~~September 30, 2017~~March 31, 2018 and December 31, ~~2016,~~2017, respectively, for reclamation liabilities related to former mining activities, which are included in Reclamation.

~~The Company increased the reclamation liability at Rochester by~~ ~~$3.1 million~~ ~~at September 30, 2017 due to leach pad expansion.~~

~~Coeur Mining, Inc. and Subsidiaries~~

~~Notes to Condensed Consolidated Financial Statements~~

NOTE 5 – STOCK-BASED COMPENSATION

The Company has stock incentive plans for executives and eligible employees. Stock awards include performance shares, restricted stock and stock options. Stock-based compensation expense for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017 was ~~$2.6~~$2.8 million and ~~$8.1~~$3.3 million, ~~respectively, compared to $2.3 million and $7.5 million for the three and nine months ended September 30, 2016,~~ respectively. At ~~September 30, 2017,~~March 31, 2018, there was ~~$7.4~~$4.8 million of unrecognized stock-based compensation cost which is expected to be recognized over a weighted-average remaining vesting period of ~~1.5~~1.4 years.

The following table summarizes the grants awarded during the ~~nine~~three months ended ~~September 30, 2017:~~March 31, 2018:

Grant date
Restricted
stock

Grant date fair
value of
restricted stock
Stock options
Grant date
fair value of
stock
options

Performance
shares

Grant date fair
value of
performance
shares
January 18, 2017 236,581
$ 11.47
—
$ —
316,213
$ 11.58
March 7, 2017 542,621
$ 7.60
14,820
$ 3.91
—
$ —



Grant date	Restricted stock	Grant date fair value of restricted stock		Stock options	Grant date fair value of stock options		Performance shares	Grant date fair value of performance shares
March 5, 2018	31,887	$	7.84	—	$	—	—	$	—

The following options and stock appreciation rights were exercisable during the ~~nine~~three months ended ~~September 30, 2017:~~March 31, 2018:


Award Type	Number of Exercised Units	Weighted Average Exercised Price		Number of Exercisable Units	Weighted Average Exercisable Price		Number of Exercised Units	Weighted Average Exercised Price		Number of Exercisable Units	Weighted Average Exercisable Price
Stock options	26,966	$	3.28	427,730	$	13.62	93,920	$	1.81	397,651	$	14.39
Stock appreciation rights	—	$	—	42,152	$	14.14	—	$	—	42,152	$	14.14

NOTE 6 – RETIREMENT SAVINGS PLAN

The Company has a 401(k) retirement savings plan that covers all eligible U.S. employees. Eligible employees may elect to contribute up to 75% of base salary, subject to ERISA limitations. The Company generally makes matching contributions equal to the employee’s contribution up to 4% of the employee’s salary. The Company may also provide an additional contribution based on an eligible employee’s salary. Total plan expenses recognized for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017 were ~~$1.8~~$1.2 million and ~~$5.7 million, respectively, compared to $2.3 million and $4.2 million for the three and nine months ended September 30, 2016, respectively.~~$2.1 million. In addition, the Company has a deferred compensation plan for employees whose benefits under the 401(k) plan are limited by federal regulations.

NOTE 7 - OTHER, NET

Other, net consists of the following:


	Three months ended September 30,					Nine months ended September 30,						Three months ended March 31,
In thousands	2017		2016			2017			2016			2018			2017
Foreign exchange gain (loss)	$	229	$	(1,466	)	$	2,578		$	(7,286	)	$	(670	)	$	1,206
Gain (loss) on sale of assets and investments	945		7,463			(607		)	11,674
Loss on sale of assets and investments												(574		)	(2,066		)
Gain on sale of the Joaquin project	—		—			21,138			—			—			21,138
Gain on repurchase of the Rochester royalty obligation	—		—			2,332			—
Gain on sale of Endeavor stream and other royalties	1,172		—			1,172			—
Impairment of equity securities	—		—			(426		)	(20		)
Other	818		408			2,252			1,494			1,424			521
Other, net	$	3,164	$	6,405		$	28,439		$	5,862		$	180		$	20,799

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

NOTE 8 - INCOME AND MINING TAXES

The following table summarizes the components of Income and mining tax (expense) benefit for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017 ~~and 2016~~ by significant jurisdiction:


	Three months ended September 30,												Nine months ended September 30,												Three months ended March 31,
	2017						2016						2017						2016						2018						2017
In thousands	Income (loss) before tax			Tax (expense) benefit			Income (loss) before tax			Tax (expense) benefit			Income (loss) before tax			Tax (expense) benefit			Income (loss) before tax			Tax (expense) benefit			Income (loss) before tax			Tax (expense) benefit			Income (loss) before tax			Tax (expense) benefit
United States	$	(6,008	)	$	(2,362	)	$	3,286		$	10,712		$	8,213		$	(2,739	)	$	(5,956	)	$	8,370		$	1,187		$	517		$	20,653		$	(1,827	)
Argentina	738			(366		)	(301		)	67			281			1,704			3,137			(183		)	254			10			(328		)	1,124
Mexico	3,210			(9,057		)	3,020			37,821			9,665			(23,745		)	(1,136		)	42,155			13,126			(13,222		)	8,650			(9,923		)
Bolivia	(5,029		)	(518		)	4,325			5,904			(6,559		)	(304		)	10,388			5,182
Other jurisdictions	4,669			(1,929		)	4,772			(49		)	2,636			1,904			4,109			(2,406		)	(1,927		)	746			202			(252		)
	$	(2,420	)	$	(14,232	)	$	15,102		$	54,455		$	14,236		$	(23,180	)	$	10,542		$	53,118		$	12,640		$	(11,949	)	$	29,177		$	(10,878	)

The Company’s effective income and mining tax rate is a function of the combined effective tax rates and foreign exchange rates in the jurisdictions in which it operates. Variations in the jurisdictional mix of income and loss and foreign exchange rates result in significant fluctuations in the consolidated effective tax rate, along with mining taxes, uncertain tax positions, and a full valuation allowance on deferred tax assets related to losses in the United States and certain foreign jurisdictions. Fluctuations in foreign exchange rates on deferred tax balances ~~decreased~~increased income and mining tax expense by ~~$1.4~~$3.6 million and ~~increased by $7.2~~$5.6 million for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017, respectively, predominately due to the strengthening of the Mexican Peso. ~~Also,~~Additionally, favorable operating results at Palmarejo contributed to higher income and mining tax ~~expense. The three and nine months ended September 30, 2016 benefited from a legal entity reorganization to integrate acquisitions that resulted~~expense in ~~a valuation allowance release of $40.8 million and a $15.0 million deferred tax benefit related to unremitted earnings.~~Mexico.

A valuation allowance is provided for deferred tax assets for which it is more likely than not that the related tax benefits will not be realized. The Company analyzes its deferred tax assets and, if it is determined that the Company will not realize all or a portion of its deferred tax assets, it will record or increase a valuation allowance. Conversely, if it is determined that the Company will ultimately be more likely than not able to realize all or a portion of the related benefits for which a valuation allowance has been provided, all or a portion of the related valuation allowance will be reduced. There are a number of factors that impact the Company’s ability to realize its deferred tax assets. For additional information, please see the sections titled “Risk Factors” set forth in the ~~2016~~2017 10-K.

The Company or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions. The statute of limitations remains open from ~~2013~~2014 forward for the U.S. federal jurisdiction and from ~~2009~~2008 forward for certain other foreign jurisdictions. As a result of statutes of limitation that will begin to expire within the next twelve months in various jurisdictions and possible settlements of audit-related issues with taxing authorities in various jurisdictions with respect to which none of the issues are individually significant, the Company believes that it is reasonably possible that the total amount of its net unrecognized income tax benefits will decrease between $1.5 million and $2.5 million in the next twelve months.

At ~~September 30, 2017~~March 31, 2018 and December 31, ~~2016,~~2017, the Company had ~~$17.5~~$3.9 million and ~~$19.6~~$4.3 million of total gross unrecognized tax benefits, ~~respectively. If~~respectively that, if recognized, ~~these unrecognized tax benefits~~ would positively impact the Company’s effective income tax rate. The Company’s continuing practice is to recognize potential interest and/or penalties related to unrecognized tax benefits as part of its income tax expense. At ~~September 30, 2017~~March 31, 2018 and December 31, ~~2016,~~2017, the amount of accrued income-tax-related interest and penalties was ~~$8.7~~$4.2 million and ~~$8.7~~$4.8 million, respectively.

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

NOTE 9 – NET INCOME (LOSS) PER SHARE

Basic net income (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share reflects the potential dilution that would occur if securities or other contracts to issue common stock were exercised or converted into common stock.

For the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017, ~~633,391~~496,064 and ~~851,254~~1,368,685 common stock equivalents, respectively, related to equity-based awards were not included in the diluted earnings per share calculation as the shares would be antidilutive. ~~Similarly, 215,298 and 404,543 common stock equivalents were excluded from the diluted earnings per share calculation for the three and nine months ended September 30, 2016, respectively.~~

~~The~~ ~~3.25%~~ Convertible Senior Notes (“Convertible Notes”) were not included in the computation of diluted net income (loss) per share for the three and nine months ended September 30, 2016 because there is no excess value upon conversion over the principal amount of the Convertible Notes. The outstanding Convertible Notes were redeemed in the third quarter of 2016.


	Three months ended September 30,					Nine months ended September 30,					Three months ended March 31,
In thousands except per share amounts	2017			2016		2017			2016		2018		2017
Net income (loss) available to common stockholders	$	(16,652	)	$	69,557	$	(8,944	)	$	63,660
Net income (loss) available to common stockholders:
Income (loss) from continuing operations											$	691	$	18,299
Income (loss) from discontinued operations											550		364
											$	1,241	$	18,663

Weighted average shares:
Basic	179,278			161,039		179,141			155,108		184,367		178,898
Effect of stock-based compensation plans	—			4,789		—			3,284		3,254		4,170
Diluted	179,278			165,828		179,141			158,392		187,621		183,068
Income (loss) per share:
Basic	$	(0.09	)	$	0.43	$	(0.05	)	$	0.41
Diluted	$	(0.09	)	$	0.42	$	(0.05	)	$	0.40

Basic income (loss) per share:
Income (loss) from continuing operations											$	0.00	$	0.10
Income (loss) from discontinued operations											0.00		0.00
Basic⁽¹⁾											$	0.01	$	0.10

Diluted income (loss) per share:
Income (loss) from continuing operations											$	0.00	$	0.10
Income (loss) from discontinued operations											0.00		0.00
Diluted⁽¹⁾											$	0.01	$	0.10

⁽¹⁾Due to rounding, the sum of net income per share from continuing operations and discontinued operations may not equal net income per share.

NOTE 10 – FAIR VALUE MEASUREMENTS


	Three months ended September 30,					Nine months ended September 30,						Three months ended March 31,
In thousands	2017		2016			2017			2016			2018		2017
Rochester royalty obligation	$	—	$	(851	)	$	(864	)	$	(5,787	)	$	—	$	(1,200	)
Palmarejo royalty obligation embedded derivative	—		(110		)	—			(5,866		)
Silver and gold options	—		—			—			(1,582		)
Unrealized gain (loss) on equity securities												4,842		—
Zinc options												145		—
Fair value adjustments, net	$	—	$	(961	)	$	(864	)	$	(13,235	)	$	4,987	$	(1,200	)

Accounting standards establish a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1), secondary priority to quoted prices in inactive markets or observable inputs (Level 2), and the lowest priority to unobservable inputs (Level 3).

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis (at least annually) by level within the fair value hierarchy. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement:


	Fair Value at September 30, 2017								Fair Value at March 31, 2018
In thousands	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3
Assets:
Equity and debt securities	$	29,125	$	22,194	$	—	$	6,931	$	37,317	$	31,003	$	—	$	6,314
Other derivative instruments, net	44		—		44		—		552		—		552		—
	$	29,169	$	22,194	$	44	$	6,931	$	37,869	$	31,003	$	552	$	6,314
Liabilities:
Silvertip contingent consideration									$	48,289	$	—	$	—	$	48,289
Other derivative instruments, net	$	255	$	—	$	255	$	—	125		—		125		—
									$	48,414	$	—	$	125	$	48,289

~~Coeur Mining, Inc. and Subsidiaries~~

~~Notes to Condensed Consolidated Financial Statements~~


	Fair Value at December 31, 2016								Fair Value at December 31, 2017
In thousands	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3
Assets:
Equity securities	$	4,488	$	4,209	$	—	$	279
Equity and debt securities									$	34,837	$	27,946	$	—	$	6,891
Other derivative instruments, net									251		—		251		—
	$	4,488	$	4,209	$	—	$	279	$	35,088	$	27,946	$	251	$	6,891
Liabilities:
Rochester royalty obligation	9,287		—		—		9,287
Silvertip contingent consideration									$	47,965	$	—	$	—	$	47,965
Other derivative instruments, net	762		—		762		—		222		—		222		—
	$	10,049	$	—	$	762	$	9,287	$	48,187	$	—	$	222	$	47,965

The Company’s investments in equity securities are recorded at fair market value in the financial statements based primarily on quoted market prices. Such instruments are classified within Level 1 of the fair value hierarchy. Quoted market prices are not available for certain debt ~~and equity~~ securities; these securities are valued using pricing models, which require the use of observable and unobservable inputs, and are classified within Level 3 of the fair value hierarchy.

The Company’s other derivative instruments, net, ~~relate to~~include concentrate and certain doré sales contracts, as well as zinc hedges, which are valued using pricing models ~~which require~~with inputs ~~that are~~ derived from observable market data, including contractual terms, forward market prices, yield curves, credit spreads, and other unobservable inputs. The model inputs can generally be verified and do not involve significant management judgment. Such instruments are classified within Level 2 of the fair value hierarchy.

~~In May 2017, the Company repurchased the Rochester royalty obligation for $5.0 million, resulting in a pre-tax gain of $2.3 million, which is included in~~ ~~Other, net~~. The fair value of the Rochester royalty obligation was estimated based on observable market data including contractual terms, forward silver and gold prices, yield curves, and credit spreads, as well as the Company’s current mine plan which is considered a significant unobservable input. Therefore, the Company historically classified this obligation as a Level 3 financial liability.

In July 2017, the Company sold the Endeavor ~~silver stream~~Silver Stream and remaining non-core royalties to Metalla Royalty & Streaming Ltd. (“Metalla”) for total consideration of $13.0 million, including a $6.7 million convertible debenture. The convertible debenture matures June 30, 2027, bears interest at a rate of 5% payable semi-annually, and is convertible into Metalla shares in connection with future equity financings or asset acquisitions by Metalla at the then-current price to maintain the Company’s approximate 19.9% ownership. The fair value of the convertible debenture is estimated based on observable market data including yield curves and credit spreads. Therefore, the Company classifies the convertible debenture in Level 3 of the fair value hierarchy.

In October 2017, the Company acquired the Silvertip mine from shareholders of JDS Silver Holdings Ltd.The consideration for the Silvertip mine includes two $25.0 million contingent payments, which are payable in cash and common stock upon reaching a future permitting milestone in 2018 and resource declaration milestone in 2019, respectively. The fair value of the Silvertip contingent consideration is estimated based on an estimated discount rate of 2.5% for the contingent permitting payment and 2.9% for the contingent resource declaration payment and is classified within Level 3 of the fair value hierarchy.

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

No assets or liabilities were transferred between fair value levels in the ~~nine~~three months ended ~~September 30, 2017.~~March 31, 2018.

The following tables present the changes in the fair value of the Company's Level 3 financial assets and liabilities for the ~~nine~~three months ended ~~September 30, 2017:~~March 31, 2018:


	Three Months Ended September 30, 2017											Three Months Ended March 31, 2018
In thousands	Balance at the beginning of the period		Additions		Revaluation			Settlements		Balance at the end of the period		Balance at the beginning of the period		Revaluation			Settlements			Accretion		Balance at the end of the period
Assets:
Equity and debt securities	$	258	$	6,677	$	(4	)	$	—	$	6,931	$	6,891	$	(278	)	$	(299	)	$	—	$	6,314
Liabilities:
Silvertip contingent consideration												$	47,965	$	—		$	—		$	324	$	48,289

Nine Months Ended September 30, 2017
In thousands Balance at the beginning of the period Additions Revaluation Settlements Gain on settlement
Balance at the
end of the
period
Assets:
Equity and debt securities $ 279
$ 6,677
$ (25 ) $ —
$ —
$ 6,931
Liabilities:
Rochester royalty obligation $ 9,287
—
$ 864
$ (7,819 ) (2,332 ) $ —

~~Coeur Mining, Inc. and Subsidiaries~~

~~Notes to Condensed Consolidated Financial Statements~~

The fair value of financial assets and liabilities carried at book value in the financial statements at ~~September 30, 2017~~March 31, 2018 and December 31, ~~2016~~2017 is presented in the following table:



	March 31, 2018
In thousands	Book Value		Fair Value		Level 1		Level 2		Level 3
Assets:
Manquiri Notes Receivable	$	39,887	$	39,887	$	—	$	—	$	39,887
Liabilities:
5.875% Senior Notes due 2024⁽¹⁾	$	245,280	$	244,520	$	—	$	244,520	$	—
Revolving Credit Facility⁽²⁾	$	115,000	$	115,000	$	—	$	115,000	$	—

⁽¹⁾Net of unamortized debt issuance costs of $4.7 million.

⁽²⁾Unamortized debt issuance costs of $1.8 million included in Other Non-Current Assets.

September 30, 2017
In thousands Book Value Fair Value Level 1 Level 2 Level 3
Liabilities:

5.875% Senior Notes due 2024⁽¹⁾
$ 244,934
$ 247,161
$ —
$ 247,161
$ —


~~(1)~~	~~Net of unamortized debt issuance costs of $5.1 million.~~



	December 31, 2017
In thousands	Book Value		Fair Value		Level 1		Level 2		Level 3
Liabilities:
5.875% Senior Notes due 2024⁽¹⁾	$	245,088	$	243,913	$	—	$	243,913	$	—
Revolving Credit Facility⁽²⁾	$	100,000	$	100,000	$	—	$	100,000	$	—

⁽¹⁾Net of unamortized debt issuance costs of $4.9 million.

December 31, 2016
In thousands Book Value Fair Value Level 1 Level 2 Level 3
Liabilities:
7.875% Senior Notes due 2021⁽¹⁾
$ 175,991
$ 184,373
—
$ 184,373
—
⁽²⁾Unamortized debt issuance costs of $1.9 million included in Other Non-Current Assets.


~~(1)~~	~~Net of unamortized debt issuance costs and premium received of $2.0 million.~~

The fair value of the Manquiri Notes Receivable approximates book value due to no significant change in interest rates since the sale of Manquiri; see Note 21 -- Discontinued Operations for additional detail. The fair value of the 5.875% Senior Notes due 2024 (the “2024 Senior Notes”) ~~and the 7.875% Senior Notes due 2021 (the “2021 Senior Notes”) were~~was estimated using quoted market prices. The fair value of the Revolving Credit Facility approximates book value as the liability is secured, has a variable interest rate, and lacks significant credit concerns.

NOTE 11 – DERIVATIVE FINANCIAL INSTRUMENTS

~~Palmarejo Gold Production Royalty~~

In January 2009, the Company's subsidiary, Coeur Mexicana, S.A. de C.V. (“Coeur Mexicana”), entered into a gold production royalty agreement with a subsidiary of Franco-Nevada Corporation that covered 50% of the life of mine production from the Palmarejo mine and legacy adjacent properties. The royalty transaction included a minimum obligation of 4,167 gold ounces per month and terminated upon delivery of 400,000 gold ounces, which occurred in July 2016.

The price volatility associated with the minimum royalty obligation was considered an embedded derivative. The Company was required to recognize the change in fair value of the remaining minimum obligation due to changing gold prices. For the three and nine months ended September 30, 2016, the mark-to-market adjustment associated with the change were losses of $0.1 million and $5.9 million, respectively. Payments on the royalty obligation decreased the carrying amount of the minimum obligation and the derivative liability. For the three and nine months ended September 30, 2016, realized losses on settlement of the liabilities were $0.1 million and $5.9 million, respectively. The mark-to-market adjustments and realized losses are included in ~~Fair value adjustments, net~~.

Provisional Silver and Gold Sales

The Company enters into sales contracts with third-party smelters and refiners which, in some cases, provide for a provisional payment based upon preliminary assays and quoted metal prices. The provisionally priced sales contracts contain an embedded derivative that is required to be separated from the host contract for accounting purposes. The host contract is the receivable recorded at the forward price at the time of sale. The embedded derivatives do not qualify for hedge accounting and are marked to market through earnings each period until final settlement. Changes in silver and gold prices resulted in provisional pricing mark-to-market ~~losses~~gains of ~~$0.1~~$0.3 million and ~~gains of $0.6~~$1.2 million in the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017, ~~respectively, compared to losses~~respectively.

Zinc Options

At March 31, 2018, the Company has outstanding Asian (or average value) put and call option contracts in net-zero-cost collar arrangements on a volume of ~~$0.8 million~~300 metric tons of zinc per month commencing in April 2018 and ~~gains~~ending in December 2018. The weighted average strike prices on the put and call contracts are $3,000 and $4,050 per metric ton, respectively. The contracts are generally net cash settled and, if the price of ~~$0.4 million in~~zinc at the ~~three~~time of the expiration is between the put and ~~nine months ended September 30, 2016, respectively.~~call prices, would expire

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

at no cost to the Company. At ~~September 30,~~March 31, 2018, the fair market value of the put and call zero cost collar contracts was a net asset of $0.1 million.

During the three months ended March 31, 2018, the Company had recorded unrealized gains of $0.1 million related to outstanding options which were included in Fair value adjustments, net. At March 31, 2017, the Company had no outstanding options contracts.

At March 31, 2018, the Company had the following ~~provisionally priced sales~~derivative instruments that settle as follows:

In thousands except average prices and notional ounces 2017 Thereafter

Provisional silver sales contracts $ 3,915
$ —
Average silver price $ 16.86
$ —
Notional ounces 232,200
—

Provisional gold sales contracts $ 33,887
$ —
Average gold price $ 1,299
$ —
Notional ounces 26,087
—

~~Silver and Gold Options~~

During the nine months ended September 30, 2016, the Company had realized losses of $1.6 million, from settled option contracts. At September 30, 2017, the Company had no outstanding gold and silver options contracts.



In thousands except average prices and notional ounces	2018			Thereafter

Provisional silver sales contracts	$	831		$	—
Average silver price per ounce	$	16.66		$	—
Notional ounces	49,853			—

Provisional gold sales contracts	$	59,332		$	—
Average gold price per ounce	$	1,317		$	—
Notional ounces	45,051			—

Zinc put options purchased	$	8,100		$	—
Average zinc strike price per metric ton	$	3,000		$	—
Notional metric tons	2,700			—

Zinc call options sold	$	(10,935	)	$	—
Average zinc strike price per metric ton	$	4,050		$	—
Notional metric tons	2,700			—

The following summarizes the classification of the fair value of the derivative instruments:


	September 30, 2017								March 31, 2018
In thousands	Prepaid expenses and other		Accrued liabilities and other		Current portion of royalty obligation		Non-current portion of royalty obligation		Prepaid expenses and other		Accrued liabilities and other		Current portion of royalty obligation		Non-current portion of royalty obligation
Provisional silver and gold sales contracts	$	44	$	255	$	—	$	—	$	407	$	125	$	—	$	—
Zinc options									145		—		—		—
									$	552	$	125	$	—	$	—



	~~December 31, 2016~~
~~In thousands~~	~~Prepaid expenses and other~~	~~Accrued liabilities and other~~	~~Current portion of royalty obligation~~	~~Non-current portion of royalty obligation~~
~~Provisional silver and gold sales contracts~~	—	~~762~~	—	—



	December 31, 2017
In thousands	Prepaid expenses and other		Accrued liabilities and other		Current portion of royalty obligation		Non-current portion of royalty obligation
Provisional silver and gold sales contracts	$	251	$	222	$	—	$	—

The following represent mark-to-market gains (losses) on derivative instruments for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017, ~~and 2016~~respectively (in thousands):


		Three months ended September 30,						Nine months ended September 30,						Three months ended March 31,
Financial statement line	Derivative	2017			2016			2017		2016			Derivative	2018		2017
Revenue	Provisional silver and gold sales contracts	$	(45	)	$	(784	)	$	551	$	378		Provisional silver and gold sales contracts	$	253	$	1,212
Fair value adjustments, net	Palmarejo gold production royalty	—			(110		)	—		(5,866		)	Zinc options	145		—
Fair value adjustments, net	Silver and gold options	—			—			—		(1,582		)
		$	(45	)	$	(894	)	$	551	$	(7,070	)		$	398	$	1,212

Credit Risk

The credit risk exposure related to any derivative instrument is limited to the unrealized gains, if any, on outstanding contracts based on current market prices. To reduce counter-party credit exposure, the Company enters into contracts with institutions management deems credit-worthy and limits credit exposure to each institution. The Company does not anticipate non-performance by any of its counterparties.

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

NOTE 12 – ACQUISITIONS

In October 2017, the Company completed the acquisition of JDS Silver Holdings Ltd. and its wholly-owned subsidiary JDS Silver Inc. (together, “JDS Silver”) which, following the closing of the acquisition, were amalgamated with a subsidiary of Coeur to form Coeur Silvertip Holdings Ltd., which owns the underground Silvertip silver-zinc-lead mine in northern British Columbia, Canada. JDS Silver was purchased for approximately $153.2 million in cash and $36.0 million in Coeur common stock. In addition, the Company recorded $47.7 million of contingent consideration payable in cash and common stock upon reaching future permitting and resource declaration milestones. The cash consideration was funded with $100.0 million of borrowing under the Facility (as defined in Note 18 -- Debt) and cash on hand. Upon closing, the Company issued approximately 4.2 million Coeur shares to former shareholders of JDS Silver Holdings Ltd. The acquisition aligns with the Company’s strategic shift to a North America-focused mining portfolio.

The transaction was accounted for as a business combination, which requires that assets acquired and liabilities assumed be recognized at their respective fair values at the acquisition date. The acquisition is not significant to the Company’s results of operations, individually or in the aggregate, because the Silvertip mine is in pre-production. As there are no significant differences from the Company’s historical results of operations, no pro forma financial information is provided.

The allocation of purchase price to the acquired assets and liabilities assumed is preliminary as of March 31, 2018 and subsequent adjustments may result in changes to mineral interest and other carrying amounts initially assigned based on the preliminary fair value analysis. The principal remaining items to be valued are property, plant and equipment and mining properties, which will be finalized as management continues to review the valuation methodologies used to estimate the fair value of these assets. The preliminary purchase price allocation is as follows (in thousands):



Common shares issued (4,191,679 at $8.59)	$	36,007
Cash	153,194
Contingent consideration	47,705
Total purchase price⁽¹⁾	$	236,906
Assets:
Receivables and other assets	$	6,828
Property, plant, and equipment	29,943
Mining properties, net	288,464
	325,235
Liabilities:
Accounts payable and accrued liabilities	13,077
Asset retirement obligation	6,982
Debt and capital lease	20,149
Deferred income taxes	48,121
	88,329
Net assets acquired	$	236,906

⁽¹⁾ Purchase price has been adjusted for restricted cash acquired due to the adoption of ASU 2016-01.

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

NOTE 13 – INVESTMENTS

Equity and Debt Securities

The Company makes strategic investments in equity and debt securities of silver and gold exploration and development companies. ~~These investments are classified as available-for-sale and are measured at fair value in the financial statements with unrealized gains and losses recorded in~~ ~~Other comprehensive income (loss)~~.


	At September 30, 2017									At March 31, 2018
In thousands	Cost		Gross Unrealized Losses			Gross Unrealized Gains		Estimated Fair Value		Cost		Gross Unrealized Losses			Gross Unrealized Gains		Estimated Fair Value
Equity Securities
Metalla Royalty & Streaming Ltd.	$	6,294	$	—		$	817	$	7,111	$	6,294	$	—		$	2,837	$	9,131
Corvus Gold Inc.	3,582		—			542		4,124		3,582		—			6,844		10,426
Almaden Minerals, Ltd.	3,125		—			102		3,227		2,067		(727		)	—		1,340
Northern Empire Resources Corp.	2,999		—			378		3,377		4,489		—			2,999		7,488
Rockhaven Resources, Ltd.	2,064		(364		)	—		1,700		2,064		(596		)	—		1,468
Kootenay Silver, Inc.	928		—			40		968
Other	1,482		(82		)	566		1,966		1,190		(155		)	115		1,150
Equity securities	$	20,474	$	(446	)	$	2,445	$	22,473	$	19,686	$	(1,478	)	$	12,795	$	31,003

Debt Securities
Metalla Royalty & Streaming Ltd.	$	6,677	$	(25	)	$	—	$	6,652	$	6,677	$	(363	)	$	—	$	6,314

Equity and debt securities	$	27,151	$	(471	)	$	2,445	$	29,125	$	26,363	$	(1,841	)	$	12,795	$	37,317


	At December 31, 2016								At December 31, 2017
In thousands	Cost		Gross Unrealized Losses		Gross Unrealized Gains		Estimated Fair Value		Cost		Gross Unrealized Losses			Gross Unrealized Gains		Estimated Fair Value
Equity Securities
Metalla Royalty & Streaming Ltd.									$	6,294	$	—		$	1,354	$	7,648
Corvus Gold Inc.									3,582		—			4,518		8,100
Almaden Minerals, Ltd.									3,125		(235		)	—		2,890
Northern Empire Resources Corp.									4,489		—			1,077		5,566
Rockhaven Resources, Ltd.									2,064		(193		)	—		1,871
Kootenay Silver, Inc.	$	2,645	$	—	$	—	$	2,645	738		—			1		739
Silver Bull Resources, Inc.	233		—		783		1,016
Other	229		—		598		827		1,479		(453		)	405		1,431
Equity securities	$	3,107	$	—	$	1,381	$	4,488	$	21,771	$	(881	)	$	7,355	$	28,245

Debt Securities
Metalla Royalty & Streaming Ltd.									$	6,677	$	(85	)	$	—	$	6,592

Equity and debt securities									$	28,448	$	(966	)	$	7,355	$	34,837

The following table presents the disaggregated gain (loss) on equity securities recognized in Income (loss) from continuing operations on the Condensed Consolidated Statements of Comprehensive Income:



	Three months ended March 31,
In thousands	2018		2017
Net gain (loss)	$	4,529	$	(1,471	)
Less: Realized (gain) loss	313		1,471
Unrealized gain (loss)	$	4,842	$	—

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

The Company performs a quarterly assessment on ~~each of~~ its ~~equity and~~ debt securities with unrealized losses to determine if the ~~security is~~securities are other than temporarily impaired. ~~The Company recorded no pre-tax other-than-temporary impairment losses in the three months ended September 30, 2017, in~~ ~~Other, net. The Company recorded pre-tax other-than-temporary impairment losses of $0.4 million in the nine months ended September 30, 2017, in~~ ~~Other, net. No impairment losses were recorded in the three and nine months ended September 30, 2016, in~~ ~~Other, net~~. The following table summarizes unrealized losses on ~~equity and~~ debt securities for which other-than-temporary impairments have not been recognized and the fair values of those securities, aggregated by the length of time the individual securities have been in a continuous unrealized loss position, at ~~September 30, 2017:~~March 31, 2018:


	Less than twelve months				Twelve months or more				Total				Less than twelve months		Twelve months or more		Total
In thousands	Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses	Fair Value	Unrealized Losses	Fair Value	Unrealized Losses	Fair Value
Equity securities	$	446	$	2,046	$	—	$	—	$	446	$	2,046
Debt securities	25		6,652		—		—		25		6,652		363	6,314	—	—	363	6,314

Restricted Assets

The Company, under the terms of its self-insurance and bonding agreements with certain banks, lending institutions and regulatory agencies, is required to collateralize certain portions of its asset retirement obligations. The Company has collateralized these obligations by assigning certificates of deposit that have maturity dates ranging from three months to a year to the applicable institutions or agencies. At ~~September 30, 2017~~March 31, 2018 and December 31, ~~2016,~~2017, the Company held certificates of deposit and cash equivalents under

~~Coeur Mining, Inc. and Subsidiaries~~

~~Notes to Condensed Consolidated Financial Statements~~

these agreements of ~~$21.0~~$22.1 million and $17.6 million, respectively. The ultimate timing of the release of the collateralized amounts is dependent on the timing and closure of each mine and repayment of the obligation. In order to release the collateral, the Company must seek approval from certain government agencies responsible for monitoring the mine closure status. Collateral could also be released to the extent the Company is able to secure alternative financial assurance satisfactory to the regulatory agencies. The Company believes the collateral will remain in place beyond a twelve-month period and has therefore classified these investments as long-term.

NOTE 1314 – RECEIVABLES

Receivables consist of the following:


In thousands	September 30, 2017		December 31, 2016		March 31, 2018		December 31, 2017
Current receivables:
Trade receivables	$	13,040	$	10,669	$	3,840	$	5,883
Income tax receivable	220		1,038		48		7
Value added tax receivable	51,133		46,083		14,482		10,982
Manquiri note receivable					15,840		—
Other	2,022		2,641		1,654		2,197
	$	66,415	$	60,431	$	35,864	$	19,069
Non-current receivables:
Value added tax receivable	$	13,461	$	19,293	$	31,381	$	28,750
Income tax receivable	—		11,658
Manquiri note receivable					24,047		—
	13,461		30,951		55,428		28,750
Total receivables	$	79,876	$	91,382	$	91,292	$	47,819

The increase in receivables is due to the recognition of Manquiri notes receivable as consideration for the sale of San Bartolomé. See Note 21 -- Discontinued Operations for additional detail.

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

NOTE 1415 – INVENTORY AND ORE ON LEACH PADS

Inventory consists of the following:


In thousands	September 30, 2017		December 31, 2016		March 31, 2018		December 31, 2017
Inventory:
Concentrate	$	8,245	$	17,994	$	11,062	$	6,831
Precious metals	24,537		47,228		17,783		18,803
Supplies	39,547		40,804		32,878		32,596
	$	72,329	$	106,026	61,723		58,230
Ore on leach pads:
Current	$	78,801	$	64,167	75,584		73,752
Non-current	69,805		67,231		67,430		65,393
	$	148,606	$	131,398	143,014		139,145
Total inventory and ore on leach pads	$	220,935	$	237,424	$	204,737	$	197,375

NOTE 1516 – PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment consist of the following:


In thousands	September 30, 2017			December 31, 2016			March 31, 2018			December 31, 2017
Land	$	9,417		$	7,878		$	9,107		$	9,408
Facilities and equipment	670,375			650,480			559,276			554,160
Assets under capital leases	71,624			54,968			88,720			82,753
	751,416			713,326			657,103			646,321
Accumulated amortization ⁽¹⁾	(546,212		)	(524,806		)	(456,374		)	(448,001		)
	205,204			188,520			200,729			198,320
Construction in progress	29,854			28,276			65,428			56,417
Property, plant and equipment, net	$	235,058		$	216,796		$	266,157		$	254,737

(1) Includes ~~$24.4~~$29.0 million and $28.2 million of accumulated amortization related to assets under capital ~~leases.~~leases at March 31, 2018 and December 31, 2017, respectively.

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

NOTE 1617 – MINING PROPERTIES

Mining properties consist of the following (in thousands):


September 30, 2017	Palmarejo			Rochester			Kensington			Wharf				San Bartolomé			La Preciosa		Total
March 31, 2018																						Palmarejo			Rochester			Silvertip		Kensington			Wharf				La Preciosa		Other			Total
Mine development	$	191,562		$	192,734		$	294,388		$	38,339			$	39,445		$	—	$	756,468		$	220,141		$	194,390		$	70,626	$	307,996		$	40,688			$	—	$	—		$	833,841
Accumulated amortization	(142,262		)	(142,686		)	(170,343		)	(14,984		)		(33,418		)	—		(503,693		)	(151,102		)	(146,245		)	—		(182,555		)	(16,456		)		—		—			(496,358		)
	49,300			50,048			124,045			23,355				6,027			—		252,775			69,039			48,145			70,626		125,441			24,232				—		—			337,483
Mineral interests	629,303			—			—			45,837				12,868			49,085		737,093			629,303			—			245,116		—			45,837				49,085		7,102			976,443
Accumulated amortization	(418,512		)	—			—			(23,264		)	—	(11,891		)	—		(453,667		)	(445,327		)	—			—		—			(24,655		)	—	—		(123		)	(470,105		)
	210,791			—			—			22,573				977			49,085		283,426			183,976			—			245,116		—			21,182				49,085		6,979			506,338
Mining properties, net	$	260,091		$	50,048		$	124,045		$	45,928			$	7,004		$	49,085	$	536,201		$	253,015		$	48,145		$	315,742	$	125,441		$	45,414			$	49,085	$	6,979		$	843,821


December 31, 2016	Palmarejo			Rochester			Kensington			Wharf			San Bartolomé			La Preciosa		Joaquin		Other			Total
December 31, 2017																										Palmarejo			Rochester			Silvertip		Kensington			Wharf				La Preciosa		Total
Mine development	$	174,890		$	165,230		$	271,175		$	37,485		$	39,184		$	—	$	—	$	—		$	687,964		$	214,383		$	193,881		$	57,214	$	298,749		$	40,618			$	—	$	804,845
Accumulated amortization	(134,995		)	(138,244		)	(154,744		)	(11,699		)	(32,192		)	—				—			(471,874		)	(146,598		)	(144,390		)	—		(178,632		)	(15,748		)		—		(485,368		)
	39,895			26,986			116,431			25,786			6,992			—		—		—			216,090			67,785			49,491			57,214		120,117			24,870				—		319,477
Mineral interests	629,303			—			—			45,837			12,868			49,085		10,000		37,272			784,365			629,303			—			245,116		—			45,837				49,085		969,341
Accumulated amortization	(381,686		)	—			—			(19,249		)	(11,695		)	—		—		(29,370		)	(442,000		)	(435,215		)	—			—		—			(24,034		)	—	—		(459,249		)
	247,617			—			—			26,588			1,173			49,085		10,000		7,902			342,365			194,088			—			245,116		—			21,803				49,085		510,092
Mining properties, net	$	287,512		$	26,986		$	116,431		$	52,374		$	8,165		$	49,085	$	10,000	$	7,902		$	558,455		$	261,873		$	49,491		$	302,330	$	120,117		$	46,673			$	49,085	$	829,569

In February ~~2017,~~2018, the Company ~~sold~~completed the ~~Joaquin silver-gold exploration project for consideration~~sale of ~~$27.4 million and~~Manquiri, which operates the San Bartolomé mine. Pursuant to the terms of the agreement, the Company received, among other things, a 2.0% ~~NSR~~net smelter returns royalty. Coeur estimates the value of this net smelter returns royalty ~~on the Joaquin project,~~to be approximately $7.1 million, which is included in Other. See Note 21 -- Discontinued Operations for additional detail.

The ~~Company recognized a $21.1 million pre-tax gain~~Silvertip mine is expected to reach commercial production in the second quarter of 2018. The determination of commercial production (or ready for intended use) is based on ~~this sale, included in~~many factors requiring the exercise of judgment. Factors that are considered when determining if intended use has been achieved include ~~Other, net~~ onachievement of continuous production or other output, mineral recoveries at or near expected levels, the ~~Consolidated Statements~~absence of ~~Comprehensive Income.~~routine take-downs of the plant to address commissioning issues and fix problems, and the release of the commissioning team.

~~In July 2017,~~Prior to commercial production, costs related to mine development, construction of long-lived assets, and inventory are capitalized; all other costs are expensed in the ~~Company sold~~period incurred. Amortization of mining properties will commence when the ~~Endeavor silver stream and our remaining portfolio of royalties~~mine has been determined to ~~Metalla for total consideration of $13.0 million comprised of $6.3 million of Metalla shares and a $6.7 million convertible debenture. The Company recognized a $1.2 million pre-tax gain, included~~be in ~~Other, net~~ ~~on the Consolidated Statements of Comprehensive Income.~~commercial production.

NOTE 1718 – DEBT


	September 30, 2017				December 31, 2016				March 31, 2018				December 31, 2017
In thousands	Current		Non-Current		Current		Non-Current		Current		Non-Current		Current		Non-Current
2024 Senior Notes, net⁽¹⁾	$	—	$	244,934	$	—	$	—	$	—	$	245,280	$	—	$	245,088
2021 Senior Notes, net⁽²⁾	—		—		—		175,991
Revolving Credit Facility⁽²⁾									—		115,000		—		100,000
Capital lease obligations	14,375		29,589		12,039		22,866		17,040		36,704		16,559		35,481
Silvertip debt obligation									—		—		14,194		—
	$	14,375	$	274,523	$	12,039	$	198,857	$	17,040	$	396,984	$	30,753	$	380,569

⁽¹⁾Net of unamortized debt issuance costs of ~~$5.1~~$4.7 million and $4.9 million at ~~September 30, 2017.~~March 31, 2018 and December 31, 2017, respectively.

⁽²⁾~~Net of unamortized~~Unamortized debt issuance costs of $1.8 million and ~~premium received of $2.0~~$1.9 million at March 31, 2018 and December 31, ~~2016.~~2017, respectively, included in

Other Non-Current Assets.

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

5.875% Senior Notes due 2024

Revolving Credit Facility

In September 2017, the Company, as borrower, and certain subsidiaries of the Company, as guarantors, entered into a Credit Agreement (the “Credit Agreement”) with Bank of America, N.A, Royal Bank of Canada, Bank of Montreal, ~~Chicago Branch,~~ and the Bank of Nova Scotia. The Credit Agreement provides for a $200.0 million senior secured revolving credit facility (the “Facility”), which may be increased by up to $50.0 million in incremental loans and commitments subject to the terms of the Credit Agreement. The Facility has a term of four years. Loans under the Facility will bear interest at a rate equal to either a base rate plus a margin ranging from 1.00% to 1.75% or an adjusted LIBOR rate plus a margin ranging from 2.00% to 2.75%, as selected by the Company, in each case, with such margin determined in accordance with a pricing grid based upon the Company’s consolidated net leverage ratio as of the end of the applicable period.

The Facility is secured by substantially all of the assets of the Company and its domestic subsidiaries, including the land, mineral rights and infrastructure at the Kensington, Rochester and Wharf mines, as well as a pledge of the shares of certain of the Company’s subsidiaries. The Credit Agreement contains representations and warranties and affirmative and negative covenants that are usual and customary, including representations, warranties, and covenants that, among other things, restrict the ability of the Company and its subsidiaries to incur additional debt, incur or permit liens on assets, make investments and acquisitions, consolidate or merge with any other company, engage in asset sales and make dividends and distributions. The Credit Agreement contains financial covenants consisting of a consolidated net leverage ratio and a consolidated interest coverage ratio. Obligations under the Credit Agreement may be accelerated upon the occurrence of certain customary events of default. At ~~September 30, 2017,~~March 31, 2018, the Company had ~~$200.0~~$73.0 million available under the ~~Facility with no amounts drawn. Issuance costs~~Facility; $15.0 million was drawn to repay the third-party debt obligation at Silvertip, $100.0 million was drawn to partially fund the Silvertip acquisition in 2017, and $12.0 million currently supports outstanding letters of ~~$1.8 million were recorded as prepaid costs and will be amortized over~~credit. At March 31, 2018, the ~~term~~interest rate of the ~~Facility. On October 12, 2017, the~~Facility was 4.1%.

Silvertip Debt Obligation

The Company ~~drew $100.0 million from the Facility at a rate of 3.5%, which was based on the 1-month LIBOR rate plus a margin of 2.25%.~~

~~5.875% Senior Notes due 2024~~

~~In May 2017, the Company completed~~assumed an ~~offering of $250.0 million in aggregate principal amount of 2024 Senior Notes in a private placement conducted pursuant to Rule 144A and Regulation S under the Securities Act of 1933,~~existing third-party debt obligation as amended for net proceeds of approximately $245.0 million. The 2024 Senior Notes are governed by an Indenture dated as of May 31, 2017 (the “Indenture”), among the Company, as issuer, certain of the Company's subsidiaries named therein, as guarantors thereto (the “Guarantors”), and the Bank of New York Mellon, as trustee. In connection with the sale of the 2024 Senior Notes, the Company entered into a Registration Rights Agreement. On August 4, 2017, the Company commenced an exchange offer of registered 2024 Senior Notes for privately-placed 2024 Senior Notes which was completed on September 12, 2017. The 2024 Senior Notes bear interest at a rate of 5.875% per year from the date of issuance. Interest on the 2024 Senior Notes is payable semi-annually in arrears on June 1 and December 1 of each year, commencing on December 1, 2017. The 2024 Senior Notes will mature on June 1, 2024 and are fully and unconditionally guaranteed by the Guarantors. At any time prior to June 1, 2020, the Company may redeem all or part of the 2024 Senior Notes upon not less than 30 nor more than 60 days’ prior notice at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption.Silvertip acquisition. In ~~addition,~~February 2018, the Company ~~may redeem some or all of the 2024 Senior Notes on or after June 1, 2020, at redemption prices set forth in the Indenture, together with accrued~~voluntarily terminated and unpaid interest. At any time prior to June 1, 2020, the Company may use the proceeds of certain equity offerings to redeem up to 35% of the aggregate principal amount of the 2024 Senior Notes, including any permitted additional 2024 Senior Notes, at a redemption price equal to 105.875% of the principal amount. The Indenture contains covenants that, among other things, limit the Company’s ability under certain circumstances to incur additional indebtedness, pay dividends or make other distributions or repurchase or redeem capital stock, prepay, redeem or repurchase certain debt, make loans and investments, create liens, sell, transfer or otherwise dispose of assets, enter into transactions with affiliates, enter into agreements restricting the Company's subsidiaries' ability to pay dividends and impose conditions on the Company’s ability to engage in mergers, consolidations and sales of all or substantially all of its assets. The Indenture also contains certain “Events of Default” (as defined in the Indenture) customary for indentures of this type.

~~7.875% Senior Notes due 2021~~

Concurrent with the offering of the 2024 Senior Notes, the Company commenced a cash tender offer (the “Tender Offer”) to purchase the outstanding $178.0 million in aggregate principal amount of its 2021 Senior Notes. The Tender Offer was made on the terms and subject to the conditions set forth in the Offer to Purchase dated May 19, 2017. Holders of the 2021 Senior Notes who tendered their notes were entitled to receive $1,043.88 per $1,000 principal amount of the Notes, plus accrued and unpaid interest. $118.1 million aggregate principal amount of the Notes were tendered and purchased by the Company on May 31, 2017. In accordance with the terms of the indenture governing the 2021 Senior Notes,repaid the remaining ~~$59.9 million aggregate principal amount~~debt obligation of the Notes were redeemed on June 30, 2017 at the redemption price of $1,039.38 per $1,000 principal amount, plus accrued and unpaid interest. The Company recorded a loss of $9.3 million as a result of the extinguishment of the 2021 Senior Notes.

~~Coeur Mining, Inc. and Subsidiaries~~

~~Notes to Condensed Consolidated Financial Statements~~

~~Lines of Credit~~

At September 30, 2017, the Company’s subsidiary that holds the San Bartolomé mine had an available line of credit for $12.0 million that matures in June 30, 2018, bearing interest at 6.0% per annum, which is secured by machinery and equipment. There was no outstanding balance at September 30, 2017.$12.6 million.

Capital Lease Obligations

From time to time, the Company acquires mining equipment under capital lease agreements. In the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2018, the Company entered into new lease financing arrangements primarily for ~~diesel generators at Kensington and~~ mining equipment at ~~Palmarejo,~~ Rochester and Kensington. All capital lease obligations are recorded, upon lease inception, at the present value of future minimum lease payments.

Interest Expense


	Three months ended September 30,						Nine months ended September 30,						Three months ended March 31,
In thousands	2017			2016			2017			2016			2018			2017
2024 Senior Notes	$	3,672		$	—		$	4,937		$	—		$	3,673		$	—
2021 Senior Notes	—			7,337			6,221			22,250			—			3,504
Term Loan due 2020	—			417			—			4,939
Revolving Credit Facility													1,152			—
Capital lease obligations	413			399			1,115			1,079			524			306
Accretion of Palmarejo gold production royalty obligation	—			49			—			1,211
Amortization of debt issuance costs	180			388			518			1,650			325			166
Accretion of debt premium	—			(90		)	(71		)	(272		)	—			(43		)
Accretion of Silvertip contingent consideration													324			—
Other debt obligations	13			40			30			95			107			9
Capitalized interest	(672		)	(472		)	(1,809		)	(889		)	(140		)	(363		)
Total interest expense, net of capitalized interest	$	3,606		$	8,068		$	10,941		$	30,063		$	5,965		$	3,579

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

NOTE 1819 - SUPPLEMENTAL GUARANTOR INFORMATION

The following Consolidating Financial Statements are presented to satisfy disclosure requirements of Rule 3-10 of Regulation S-X resulting from the guarantees by Coeur Alaska, Inc., Coeur Explorations, Inc., Coeur Rochester, Inc., Coeur South America Corp., Wharf Resources (U.S.A.), Inc. and its subsidiaries, and Coeur Capital, Inc. (collectively, the “Subsidiary Guarantors”) of the 2024 Senior Notes. The following schedules present Consolidating Financial Statements of (a) Coeur, the parent company; (b) the Subsidiary Guarantors; and (c) certain wholly-owned domestic and foreign subsidiaries of the Company (collectively, the “Non-Guarantor Subsidiaries”). Each of the Subsidiary Guarantors is 100% owned by Coeur and the guarantees are full and unconditional and joint and several obligations. There are no restrictions on the ability of Coeur to obtain funds from the Subsidiary Guarantors by dividend or loan.

CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)

THREE MONTHS ENDED MARCH 31, 2018



In thousands	Coeur Mining, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Revenue	$	—		$	93,230		$	70,037		$	—		$	163,267
COSTS AND EXPENSES
Costs applicable to sales⁽¹⁾	—			68,245			31,095			—			99,340
Amortization	246			14,205			16,326			—			30,777
General and administrative	8,797			3			4			—			8,804
Exploration	459			2,245			3,979			—			6,683
Pre-development, reclamation, and other	406			1,947			1,872			—			4,225
Total costs and expenses	9,908			86,645			53,276			—			149,829
OTHER INCOME (EXPENSE), NET
Fair value adjustments, net	5,279			(292		)	—			—			4,987
Other, net	4,142			(137		)	(106		)	(3,719		)	180
Interest expense, net of capitalized interest	(5,083		)	(353		)	(4,248		)	3,719			(5,965		)
Total other income (expense), net	4,338			(782		)	(4,354		)	—			(798		)
Income (loss) from continuing operations before income and mining taxes	(5,570		)	5,803			12,407			—			12,640
Income and mining tax (expense) benefit	1,638			(1,120		)	(12,467		)	—			(11,949		)
Income (loss) from continuing operations	(3,932		)	4,683			(60		)	—			691
Equity income (loss) in consolidated subsidiaries	4,164			(38		)	(170		)	(3,956		)	—
Income (loss) from discontinued operations	1,009			(284		)	(175		)	—			550
NET INCOME (LOSS)	$	1,241		$	4,361		$	(405	)	$	(3,956	)	$	1,241
OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
Unrealized gain (loss) on debt securities, net of tax	(278		)	—			—			—			(278		)
COMPREHENSIVE INCOME (LOSS)	$	963		$	4,361		$	(405	)	$	(3,956	)	$	963

(1) Excludes amortization.

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)

THREE MONTHS ENDED ~~SEPTEMBER 30,~~MARCH 31, 2017

In thousands Coeur Mining, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Revenue $ —
$ 99,093
$ 76,870
$ —
$ 175,963
COSTS AND EXPENSES
Costs applicable to sales⁽¹⁾
—
68,267
50,657
—
118,924
Amortization 286
15,678
17,866
—
33,830
General and administrative 7,250
6
156
—
7,412
Exploration 466
4,582
4,766
—
9,814
Pre-development, reclamation, and other 1,030
1,922
5,009
—
7,961
Total costs and expenses 9,032
90,455
78,454
—
177,941
OTHER INCOME (EXPENSE), NET
Loss on debt extinguishments —
—
—
—
—
Fair value adjustments, net —
—
—
—
—
Other, net 2,868
(4,603 ) 6,312
(1,413 ) 3,164
Interest expense, net of capitalized interest (3,220 ) (264 ) (1,535 ) 1,413
(3,606 )
Total other income (expense), net (352 ) (4,867 ) 4,777
—
(442 )
Loss before income and mining taxes (9,384 ) 3,771
3,193
—
(2,420 )
Income and mining tax (expense) benefit (8,091 ) (574 ) (5,567 ) —
(14,232 )
Total loss after income and mining taxes (17,475 ) 3,197
(2,374 ) —
(16,652 )
Equity income (loss) in consolidated subsidiaries 823
(1,755 ) (304 ) 1,236
—
NET INCOME (LOSS) $ (16,652 ) $ 1,442
$ (2,678 ) $ 1,236
$ (16,652 )
OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
Unrealized gain (loss) on marketable securities, net of tax 1,066
1,504
—
(1,504 ) 1,066
Reclassification adjustments for impairment of equity securities, net of tax —
(852 ) —
852
—
Reclassification adjustments for realized gain (loss) on sale of equity securities, net of tax 32
1,112
—
(1,112 ) 32
Other comprehensive income (loss) 1,098
1,764
—
(1,764 ) 1,098
COMPREHENSIVE INCOME (LOSS) $ (15,554 ) $ 3,206
$ (2,678 ) $ (528 ) $ (15,554 )

~~(1) Excludes amortization.~~

~~CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)~~

~~THREE MONTHS ENDED SEPTEMBER 30, 2016~~


In thousands	Coeur Mining, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated			Coeur Mining, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Revenue	$	—		$	117,426		$	58,821		$	—		$	176,247		$	—		$	107,194		$	78,360		$	—		$	185,554
COSTS AND EXPENSES
Costs applicable to sales⁽¹⁾	—			68,189			37,219			—			105,408			—			71,202			43,288			—			114,490
Amortization	389			19,750			7,624			—			27,763			324			18,104			20,265			—			38,693
General and administrative	6,956			16			141			—			7,113			10,106			24			(5		)	—			10,125
Exploration	989			1,410			1,307			—			3,706			336			1,727			3,189			—			5,252
Pre-development, reclamation, and other	388			1,470			2,633			—			4,491			175			1,781			1,881			—			3,837
Total costs and expenses	8,722			90,835			48,924			—			148,481			10,941			92,838			68,618			—			172,397
OTHER INCOME (EXPENSE), NET
Loss on debt extinguishments	(10,040		)	—			—			—			(10,040		)
Fair value adjustments, net	—			(852		)	(109		)	—			(961		)	—			(1,200		)	—			—			(1,200		)
Other, net	1,666			3,021			3,178			(1,460		)	6,405			15,222			5,458			1,533			(1,414		)	20,799
Interest expense, net of capitalized interest	(7,852		)	(209		)	(1,467		)	1,460			(8,068		)	(3,279		)	(175		)	(1,539		)	1,414			(3,579		)
Total other income (expense), net	(16,226		)	1,960			1,602			—			(12,664		)	11,943			4,083			(6		)	—			16,020
Income (Loss) before income and mining taxes	(24,948		)	28,551			11,499			—			15,102
Income (loss) from continuing operations before income and mining taxes																1,002			18,439			9,736			—			29,177
Income and mining tax (expense) benefit	(29,312		)	41,807			41,960			—			54,455			1,588			(2,434		)	(10,032		)	—			(10,878		)
Income (Loss) after income and mining taxes	(54,260		)	70,358			53,459			—			69,557
Income (loss) from continuing operations																2,590			16,005			(296		)	—			18,299
Equity income (loss) in consolidated subsidiaries	123,818			328			—			(124,146		)	—			16,073			70			(67		)	(16,076		)	—
Income (loss) from discontinued operations																—			—			364			—			364
NET INCOME (LOSS)	$	69,558		$	70,686		$	53,459		$	(124,146	)	$	69,557		$	18,663		$	16,075		$	1		$	(16,076	)	$	18,663
OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
Unrealized gain (loss) on equity securities, net of tax	1,387			1,387			—			(1,387		)	1,387
Unrealized gain (loss) on debt and equity securities, net of tax																(2,182		)	(279		)	—			279			(2,182		)
Reclassification adjustments for impairment of equity securities, net of tax	—			—			—			—			—			121			121			—			(121		)	121
Reclassification adjustments for realized loss on sale of equity securities, net of tax	(2,965		)	(2,485		)	—			2,485			(2,965		)	1,471			(369		)	—			369			1,471
Other comprehensive income (loss)	(1,578		)	(1,098		)	—			1,098			(1,578		)	(590		)	(527		)	—			527			(590		)
COMPREHENSIVE INCOME (LOSS)	$	67,980		$	69,588		$	53,459		$	(123,048	)	$	67,979		$	18,073		$	15,548		$	1		$	(15,549	)	$	18,073

(1) Excludes amortization.

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

THREE MONTHS ENDED ~~SEPTEMBER 30, 2017~~MARCH 31, 2018

In thousands Coeur Mining, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Cash provided by (used in) operating activities $ (8,682 ) $ 27,407
$ 9,471
$ 1,236
29,432

CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (318 ) (23,016 ) (6,127 ) —
(29,461 )
Proceeds from the sale of assets —
76
1,007
—
1,083
Purchase of investments (3,594 ) (1 ) —
—
(3,595 )
Sales of investments —
403
—
—
403
Other (5,783 ) —
(67 ) —
(5,850 )
Investments in consolidated subsidiaries 3,433
7,144
(1,311 ) (9,266 ) —
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (6,262 )
(15,394 )
(6,498 ) (9,266 ) (37,420 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of notes and bank borrowings (2,257 ) —
—
—
(2,257 )
Payments on debt, capital leases, and associated costs —
(1,894 ) (1,450 ) —
(3,344 )
Net intercompany financing activity 9,266
(12,370 ) (4,926 ) 8,030
—
Other (6 ) —
—
—
(6 )
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 7,003

(14,264 )
(6,376 )
8,030

(5,607 )
Effect of exchange rate changes on cash and cash equivalents —
3
(225 ) —
(222 )
NET CHANGE IN CASH AND CASH EQUIVALENTS (7,941 )
(2,248 )
(3,628 ) —
(13,817 )
Cash and cash equivalents at beginning of period 103,878
47,912
98,248
—
250,038
Cash and cash equivalents at end of period $ 95,937

$ 45,664

$ 94,620

$ —

$ 236,221

~~CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS~~

~~THREE MONTHS ENDED SEPTEMBER 30, 2016~~

In thousands Coeur Mining, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Cash provided by (used in) operating activities $ 101,581
$ 48,791
$ 21,586
$ (124,146 ) 47,812

CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (62 ) (12,550 ) (13,015 ) —
(25,627 )
Acquisitions, net of cash acquired —
—
(1,427 ) —
(1,427 )
Proceeds from the sale of assets 2
560
4,240
—
4,802
Purchase of investments (5 ) (16 ) —
—
(21 )
Sales of investments 2
5,430
—
—
5,432
Other (1,245 ) (7 ) (47 ) —
(1,299 )
Investments in consolidated subsidiaries (117,911 ) 1,356
—
116,555
—
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (119,219 )
(5,227 )
(10,249 )
116,555

(18,140 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock 49,513
—
—
—
49,513
Payments on debt, capital leases, and associated costs (104,165 ) (2,498 ) (1,205 ) —
(107,868 )
Gold production royalty payments —
—
(7,563 ) —
(7,563 )
Net intercompany financing activity 39,297
(42,679 ) (4,209 ) 7,591
—
Other 1,051
—
—
—
1,051
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES (14,304 )
(45,177 )
(12,977 )
7,591

(64,867 )
Effect of exchange rate changes on cash and cash equivalents —
—
121
—
121
NET CHANGE IN CASH AND CASH EQUIVALENTS (31,942 )
(1,613 )
(1,519 )
—

(35,074 )
Cash and cash equivalents at beginning of period 127,803
53,548
76,240
—
257,591
Cash and cash equivalents at end of period $ 95,861

$ 51,935

$ 74,721

$ —

$ 222,517

~~Coeur Mining, Inc. and Subsidiaries~~

~~Notes to Condensed Consolidated Financial Statements~~

~~CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)~~

~~NINE MONTHS ENDED SEPTEMBER 30, 2017~~

In thousands Coeur Mining, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Revenue $ —
$ 301,658
$ 253,797
$ —
$ 555,455
COSTS AND EXPENSES
Costs applicable to sales⁽¹⁾
—
207,385
169,872
—
377,257
Amortization 908
49,617
56,355
—
106,880
General and administrative 24,316
26
245
—
24,587
Exploration 1,197
9,526
12,156
—
22,879
Pre-development, reclamation, and other 1,803
5,593
9,512
—
16,908
Total costs and expenses 28,224
272,147
248,140
—
548,511
OTHER INCOME (EXPENSE), NET
Loss on debt extinguishments (9,342 ) —
—
—
(9,342 )
Fair value adjustments, net —
(864 ) —
—
(864 )
Other, net 20,090
3,332
9,256
(4,239 ) 28,439
Interest expense, net of capitalized interest (9,876 ) (703 ) (4,601 ) 4,239
(10,941 )
Total other income (expense), net 872
1,765
4,655
—
7,292
Loss before income and mining taxes (27,352 ) 31,276
10,312
—
14,236
Income and mining tax (expense) benefit (3,108 ) (3,946 ) (16,126 ) —
(23,180 )
Total loss after income and mining taxes (30,460 ) 27,330
(5,814 ) —
(8,944 )
Equity income (loss) in consolidated subsidiaries 21,516
(546 ) (609 ) (20,361 ) —
NET INCOME (LOSS) $ (8,944 ) $ 26,784
$ (6,423 ) $ (20,361 ) $ (8,944 )
OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
Unrealized gain (loss) on marketable securities, net of tax (1,134 ) 756
—
(756 ) (1,134 )
Reclassification adjustments for impairment of equity securities, net of tax 426
(426 ) —
426
426
Reclassification adjustments for realized gain (loss) on sale of equity securities, net of tax 1,300
540
—
(540 ) 1,300
Other comprehensive income (loss) 592
870
—
(870 ) 592
COMPREHENSIVE INCOME (LOSS) $ (8,352 ) $ 27,654
$ (6,423 ) $ (21,231 ) $ (8,352 )

~~(1) Excludes amortization.~~

~~CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)~~

~~NINE MONTHS ENDED SEPTEMBER 30, 2016~~

In thousands Coeur Mining, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Revenue $ —
$ 317,587
$ 189,054
$ —
$ 506,641
COSTS AND EXPENSES
Costs applicable to sales⁽¹⁾
—
189,227
118,201
—
307,428
Amortization 1,225
57,983
34,024
—
93,232
General and administrative 22,132
237
420
—
22,789
Exploration 2,091
2,843
2,735
—
7,669
Write-downs —
—
4,446
—
4,446
Pre-development, reclamation, and other 1,774
4,332
6,953
—
13,059
Total costs and expenses 27,222
254,622
166,779
—
448,623
OTHER INCOME (EXPENSE), NET
Loss on debt extinguishments (10,040 ) —
—
—
(10,040 )
Fair value adjustments, net (1,635 ) (5,787 ) (5,813 ) —
(13,235 )
Other, net 3,345
3,082
3,068
(3,633 ) 5,862
Interest expense, net of capitalized interest (28,348 ) (665 ) (4,683 ) 3,633
(30,063 )
Total other income (expense), net (36,678 ) (3,370 ) (7,428 ) —
(47,476 )
Income (Loss) before income and mining taxes (63,900 ) 59,595
14,847
—
10,542
Income and mining tax (expense) benefit (29,768 ) 39,905
42,981
—
53,118
Income (Loss) after income and mining taxes (93,668 ) 99,500
57,828
—
63,660
Equity income (loss) in consolidated subsidiaries 157,328
(4,825 ) —
(152,503 ) —
NET INCOME (LOSS) $ 63,660
$ 94,675
$ 57,828
$ (152,503 ) $ 63,660
OTHER COMPREHENSIVE INCOME (LOSS), net of tax:
Unrealized gain (loss) on equity securities, net of tax 4,533
4,466
—
(4,466 ) 4,533
Reclassification adjustments for impairment of equity securities, net of tax 20
20
—
(20 ) 20
Reclassification adjustments for realized loss on sale of equity securities, net of tax (2,691 ) (3,181 ) —
3,181
(2,691 )
Other comprehensive income (loss) 1,862
1,305
—
(1,305 ) 1,862
COMPREHENSIVE INCOME (LOSS) $ 65,522
$ 95,980
$ 57,828
$ (153,808 ) $ 65,522

~~(1) Excludes amortization.~~



In thousands	Coeur Mining, Inc.			Guarantor Subsidiaries				Non-Guarantor Subsidiaries			Eliminations			Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Cash provided by (used in) activities of continuing operations	$	(7,938	)	$	5,395			$	22,040		$	(3,956	)	15,541
Cash provided by (used in) activities of discontinued operations	—			—				(2,690		)	—			(2,690		)
CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES	(7,938		)	5,395				19,350			(3,956		)	12,851

CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(83		)	(14,341		)		(27,921		)	—			(42,345		)
Proceeds from the sale of assets	—			60				—			—			60
Purchase of investments	(361		)	—				—			—			(361		)
Sales of investments	1,067			552				—			—			1,619
Other	—			—				(65		)	—			(65		)
Investments in consolidated subsidiaries	(4,162		)	37				169			3,956			—
Cash provided by (used in) activities of continuing operations	(3,539		)	(13,692		)		(27,817		)	3,956			(41,092		)
Cash provided by (used in) activities of discontinued operations	—			—				(28,470		)	—			(28,470		)
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES	(3,539		)	(13,692		)		(56,287		)	3,956			(69,562		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of notes and bank borrowings, net of issuance costs	15,000			—			52,577	—			—			15,000
Payments on debt, capital leases, and associated costs	—			(2,395		)		(16,054		)	—			(18,449		)
Net intercompany financing activity	(20,381		)	(10,946		)		31,327			—			—
Other	(4,606		)	—				—			—			(4,606		)
Cash provided by (used in) activities of continuing operations	(9,987		)	(13,341		)		15,273			—			(8,055		)
Cash provided by (used in) activities of discontinued operations	—			—				(22		)	—			(22		)
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES	(9,987		)	(13,341		)		15,251			—			(8,077		)
Effect of exchange rate changes on cash and cash equivalents	—			2				555			—			557
Less net cash provided by (used in) discontinued operations	—			—				(32,930		)	—			(32,930		)
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	(21,464		)	(21,636		)		11,799			—			(31,301		)
Cash, cash equivalents and restricted cash at beginning of period	56,033			52,239				95,130			—			203,402
Cash, cash equivalents and restricted cash at end of period	$	34,569		$	30,603			$	106,929		$	—		$	172,101

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

~~NINE~~THREE MONTHS ENDED ~~SEPTEMBER 30,~~MARCH 31, 2017


In thousands	Coeur Mining, Inc.			Guarantor Subsidiaries				Non-Guarantor Subsidiaries			Eliminations			Consolidated			Coeur Mining, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Cash provided by (used in) operating activities	$	(18,502	)	$	59,434		52,577	$	93,411		$	(20,361	)	113,982
Cash provided by (used in) activities of continuing operations																	$	(4,815	)	$	17,183		$	47,644		$	(16,076	)	43,936
Cash provided by (used in) activities of discontinued operations																	—			—			11,335			—			11,335
CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES																	(4,815		)	17,183			58,979			(16,076		)	55,271

CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(1,626		)	(63,928		)	52,577	(25,368		)	—			(90,922		)	(319		)	(16,975		)	(6,297		)	—			(23,591		)
Proceeds from the sale of assets	8,917			6,670			52,577	951			—			16,538			8,916			6,151			(48		)	—			15,019
Purchase of investments	(13,558		)	(1		)	52,577	—			—			(13,559		)	(1,016		)	—			—			—			(1,016		)
Sales of investments	9,157			2,164			52,577	—			—			11,321			9,157			863			—			—			10,020
Other	(7,269		)	—			52,577	(188		)	—			(7,457		)	46			—			(60		)	—			(14		)
Investments in consolidated subsidiaries	(9,571		)	7,897			52,577	(1,004		)	2,678			—			(12,454		)	(70		)	67			12,457			—
Cash provided by (used in) activities of continuing operations																	4,330			(10,031		)	(6,338		)	12,457			418
Cash provided by (used in) activities of discontinued operations																	—			—			(388		)	—			(388		)
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES	(13,950		)	(47,198		)		(25,609		)	2,678			(84,079		)	4,330			(10,031		)	(6,726		)	12,457			30
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of notes and bank borrowings	242,701			—			52,577	—			—			242,701
Payments on debt, capital leases, and associated costs	(185,538		)	(5,789		)	52,577	(4,174		)	—			(195,501		)	—			(1,874		)	(1,332		)	—			(3,206		)
Net intercompany financing activity	16,904			(10,809		)	52,577	(23,778		)	17,683			—			14,318			(9,325		)	(8,612		)	3,619			—
Other	(3,726		)	—			52,577	—			—			(3,726		)	(3,247		)	—			—			—			(3,247		)
Cash provided by (used in) activities of continuing operations																	11,071			(11,199		)	(9,944		)	3,619			(6,453		)
Cash provided by (used in) activities of discontinued operations																	—			—			(20		)	—			(20		)
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES	70,341			(16,598		)		(27,952		)	17,683			43,474			11,071			(11,199		)	(9,964		)	3,619			(6,473		)
Effect of exchange rate changes on cash and cash equivalents	—			3				659			—			662			—			—			555			—			555
NET CHANGE IN CASH AND CASH EQUIVALENTS	37,889			(4,359		)		40,509			—			74,039
Cash and cash equivalents at beginning of period	58,048			50,023				54,111			—			162,182
Cash and cash equivalents at end of period	$	95,937		$	45,664			$	94,620		$	—		$	236,221
Less net cash provided by (used in) discontinued operations																	—			—			5,527			—			5,527
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH																	10,586			(4,047		)	37,317			—			43,856
Cash, cash equivalents and restricted cash at beginning of period																	66,337			50,023			10,241			—			126,601
Cash, cash equivalents and restricted cash at end of period																	$	76,923		$	45,976		$	47,558		$	—		$	170,457

~~CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS~~

~~NINE MONTHS ENDED SEPTEMBER 30, 2016~~

In thousands Coeur Mining, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Cash provided by (used in) operating activities $ 98,323
$ 101,368
$ 53,180
$ (152,503 ) 100,368

CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (196 ) (38,272 ) (32,619 ) —
(71,087 )
Acquisitions, net of cash acquired —
—
(1,427 ) —
(1,427 )
Proceeds from the sale of assets 2
4,601
11,501
—
16,104
Purchase of investments (104 ) (16 ) —
—
(120 )
Sales of investments 501
6,576
—
—
7,077
Other (4,383 ) 294
(129 ) —
(4,218 )
Investments in consolidated subsidiaries (138,843 ) 25,516
—
113,327
—
CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (143,023 ) (1,301 ) (22,674 ) 113,327
(53,671 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock 122,584
—
—
—
122,584
Payments on debt, capital leases, and associated costs (104,665 ) (9,001 ) (6,885 ) —
(120,551 )
Gold production royalty payments —
—
(27,155 ) —
(27,155 )
Net intercompany financing activity 26,196
(73,364 ) 7,992
39,176
—
Other 323
—
—
—
323
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 44,438

(82,365 )
(26,048 )
39,176

(24,799 )
Effect of exchange rate changes on cash and cash equivalents —
5
(100 ) —
(95 )
NET CHANGE IN CASH AND CASH EQUIVALENTS (262 ) 17,707
4,358
—
21,803
Cash and cash equivalents at beginning of period 96,123
34,228
70,363
—
200,714
Cash and cash equivalents at end of period $ 95,861
$ 51,935
$ 74,721
$ —
$ 222,517

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATING BALANCE SHEET

~~SEPTEMBER 30, 2017~~MARCH 31, 2018


In thousands	Coeur Mining, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated			Coeur Mining, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	95,937		$	45,664		$	94,620		$	—		$	236,221		$	22,111		$	30,603		$	106,929		$	—		$	159,643
Receivables	18			11,085			55,312			—			66,415			15,895			5,084			14,885			—			35,864
Ore on leach pads	—			78,801			—			—			78,801			—			75,584			—			—			75,584
Inventory	—			35,371			36,958			—			72,329			—			31,512			30,211			—			61,723
Prepaid expenses and other	7,688			2,985			9,687			—			20,360			8,892			3,193			6,118			—			18,203
	103,643			173,906			196,577			—			474,126			46,898			145,976			158,143			—			351,017
NON-CURRENT ASSETS
Property, plant and equipment, net	3,940			151,765			79,353			—			235,058			3,141			165,578			97,438			—			266,157
Mining properties, net	—			220,022			316,179			—			536,201			6,980			219,000			617,841			—			843,821
Ore on leach pads	—			69,805			—			—			69,805			—			67,430			—			—			67,430
Restricted assets	13,242			227			7,484			—			20,953			14,352			227			7,537			—			22,116
Equity and debt securities	27,558			1,567			—			—			29,125			36,772			545			—			—			37,317
Receivables	—			—			13,461			—			13,461			24,047			—			31,381			—			55,428
Deferred tax assets	—			—			—			—			—
Net investment in subsidiaries	259,259			407			(1,166		)	(258,500		)	—			423,448			332			694			(424,474		)	—
Other	214,047			10,531			5,168			(206,383		)	23,363			317,146			11,820			3,431			(313,748		)	18,649
TOTAL ASSETS	$	621,689		$	628,230		$	617,056		$	(464,883	)	$	1,402,092		$	872,784		$	610,908		$	916,465		$	(738,222	)	$	1,661,935

LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable	$	2,492		$	25,975		$	31,721		$	—		$	60,188		$	3,419		$	21,634		$	19,811		$	—		$	44,864
Other accrued liabilities	9,381			14,087			27,125			—			50,593			16,643			12,059			76,447			—			105,149
Debt	—			7,885			6,490			—			14,375			—			9,977			7,063			—			17,040
Reclamation	—			2,754			850			—			3,604			—			2,313			1,464			—			3,777
	11,873			50,701			66,186			—			128,760			20,062			45,983			104,785			—			170,830
NON-CURRENT LIABILITIES
Debt	244,920			22,838			213,148			(206,383		)	274,523			360,280			31,116			319,336			(313,748		)	396,984
Reclamation	—			82,043			22,462			—			104,505			—			83,392			35,762			—			119,154
Deferred tax liabilities	14,978			6,137			56,075			—			77,190			2,641			4,978			97,605			—			105,224
Other long-term liabilities	2,328			4,061			46,188			—			52,577			2,602			2,751			50,079			—			55,432
Intercompany payable (receivable)	(416,947		)	341,431			75,516			—			—			(327,111		)	307,016			20,095			—			—
	(154,721		)	456,510			413,389			(206,383		)	508,795			38,412			429,253			522,877			(313,748		)	676,794
STOCKHOLDERS’ EQUITY
Common stock	1,814			250			172,599			(172,849		)	1,814			1,862			19,630			195,020			(214,650		)	1,862
Additional paid-in capital	3,318,987			174,111			1,803,807			(1,977,918		)	3,318,987			3,355,710			145,024			1,882,610			(2,027,634		)	3,355,710
Accumulated deficit	(2,554,368		)	(49,984		)	(1,838,925		)	1,888,909			(2,554,368		)	(2,542,899		)	(28,982		)	(1,788,827		)	1,817,810			(2,542,898		)
Accumulated other comprehensive income (loss)	(1,896		)	(3,358		)	—			3,358			(1,896		)	(363		)	—			—			—			(363		)
	764,537			121,019			137,481			(258,500		)	764,537			814,310			135,672			288,803			(424,474		)	814,311
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	621,689		$	628,230		$	617,056		$	(464,883	)	$	1,402,092		$	872,784		$	610,908		$	916,465		$	(738,222	)	$	1,661,935

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATING BALANCE SHEET

DECEMBER 31, ~~2016~~2017


In thousands	Coeur Mining, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated			Coeur Mining, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	58,048		$	50,023		$	54,111		$	—		$	162,182		$	44,662		$	52,239		$	95,131		$	—		$	192,032
Receivables	12			6,865			53,554			—			60,431			137			7,922			11,010			—			19,069
Ore on leach pads	—			64,167			—			—			64,167			—			73,752			—			—			73,752
Inventory	—			49,393			56,633			—			106,026			—			29,769			28,461			—			58,230
Prepaid expenses and other	3,803			1,459			12,719			—			17,981			7,824			2,816			4,413			—			15,053
Assets held for sale																—			—			91,421			—			91,421
	61,863			171,907			177,017			—			410,787			52,623			166,498			230,436			—			449,557
NON-CURRENT ASSETS
Property, plant and equipment, net	3,222			139,885			73,689			—			216,796			4,007			161,487			89,243			—			254,737
Mining properties, net	—			195,791			362,664			—			558,455			—			216,281			613,288			—			829,569
Ore on leach pads	—			67,231			—			—			67,231			—			65,393			—			—			65,393
Restricted assets	10,170			226			7,201			—			17,597			13,251			227			7,369			—			20,847
Equity and debt securities	—			4,488			—			—			4,488			33,569			1,268			—			—			34,837
Receivables	—			—			30,951			—			30,951			—			—			28,750			—			28,750
Net investment in subsidiaries	273,056			11,650			—			(284,706		)	—			422,074			223			(18		)	(422,279		)	—
Other	221,381			9,263			3,344			(221,384		)	12,604			320,335			11,040			2,854			(316,744		)	17,485
TOTAL ASSETS	$	569,692		$	600,441		$	654,866		$	(506,090	)	$	1,318,909		$	845,859		$	622,417		$	971,922		$	(739,023	)	$	1,701,175

LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable	$	2,153		$	24,921		$	26,261		$	—		$	53,335		$	3,607		$	24,534		$	20,451		$	—		$	48,592
Other accrued liabilities	12,881			13,664			16,198			—			42,743			13,205			19,262			62,463			—			94,930
Debt	—			6,516			5,523			—			12,039			—			9,215			21,538			—			30,753
Royalty obligations	—			4,995			—			—			4,995
Reclamation	—			2,672			850			—			3,522			—			2,313			1,464			—			3,777
Liabilities held for sale																—			—			50,677			—			50,677
	15,034			52,768			48,832			—			116,634			16,812			55,324			156,593			—			228,729
NON-CURRENT LIABILITIES
Debt	175,991			15,214			229,036			(221,384		)	198,857			345,088			28,313			323,912			(316,744		)	380,569
Royalty obligations	—			4,292			—			—			4,292
Reclamation	—			75,183			20,621			—			95,804			—			82,021			35,034			—			117,055
Deferred tax liabilities	13,810			6,179			54,809			—			74,798			4,110			5,127			95,911			—			105,148
Other long-term liabilities	1,993			4,750			53,294			—			60,037			2,311			3,063			49,323			—			54,697
Intercompany payable (receivable)	(405,623		)	336,813			68,810			—			—			(337,439		)	317,759			19,680			—			—
	(213,829		)	442,431			426,570			(221,384		)	433,788			14,070			436,283			523,860			(316,744		)	657,469
STOCKHOLDERS’ EQUITY
Common stock	1,809			250			197,913			(198,163		)	1,809			1,856			19,630			195,020			(214,650		)	1,856
Additional paid-in capital	3,314,590			181,009			1,864,261			(2,045,270		)	3,314,590			3,357,345			149,194			1,885,046			(2,034,240		)	3,357,345
Accumulated deficit	(2,545,424		)	(73,529		)	(1,882,710		)	1,956,239			(2,545,424		)	(2,546,743		)	(34,551		)	(1,788,597		)	1,823,148			(2,546,743		)
Accumulated other comprehensive income (loss)	(2,488		)	(2,488		)	—			2,488			(2,488		)	2,519			(3,463		)	—			3,463			2,519
	768,487			105,242			179,464			(284,706		)	768,487			814,977			130,810			291,469			(422,279		)	814,977
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	569,692		$	600,441		$	654,866		$	(506,090	)	$	1,318,909		$	845,859		$	622,417		$	971,922		$	(739,023	)	$	1,701,175

Coeur Mining, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

NOTE 1920 – COMMITMENTS AND CONTINGENCIES

~~Labor Union Contract~~

The Company maintains a labor agreement with Sindicato de Trabajadores Mineros de la Empresa Manquiri S.A. at the San Bartolomé mine in Bolivia. The San Bartolomé mine labor agreement, which became effective January 28, 2010, is currently active and does not have a fixed term. At September 30, 2017, approximately 11% of the Company’s global labor force was covered by this collective bargaining agreement. The Company cannot predict whether this agreement will be renewed on similar terms or at all, whether future labor disruptions will occur or, if disruptions do occur, how long they will last.

Palmarejo Gold Stream

~~Effective August 2016,~~ Coeur Mexicana, S.A. de C.V. (“Coeur Mexicana”), a subsidiary of Coeur, sells 50% of Palmarejo gold production (excluding production from the Paramount properties acquired in 2015) to ~~a subsidiary of~~ Franco-Nevada ~~Corporation~~ under a gold stream agreement for the lesser of $800 or spot price per ounce. In 2015, Coeur Mexicana received a $22.0 million deposit toward future deliveries under the gold stream agreement. In accordance with generally accepted accounting principles, although Coeur has satisfied its contractual obligation to repay the deposit to Franco-Nevada, the deposit is accounted for as deferred revenue and is recognized as revenue on a units of production basis as ounces are sold to Franco-Nevada. As of March 31, 2018, the remaining unamortized balance was $14.3 million.

Silvertip Contingent Consideration

A total of up to $50.0 million of contingent consideration, payable in cash and common stock, is payable in conjunction with the October 2017 Silvertip acquisition. The contingent consideration is based on the achievement of two milestones, which the Company has determined to be probable at March 31, 2018. The first milestone payment of $25.0 million is contingent upon receipt of a permit expansion for a sustained mining and milling rate of 1,000 tonnes per day. The permit application must be submitted to the British Columbia Ministry of Energy and Mining no later than June 2018. The second milestone payment of up to $25.0 million is contingent upon the amount of resource tonnes added as of December 31, 2019. The maximum payment of $25.0 million can be earned if the total resource reaches 3.7 million tonnes. The former JDS Silver Holdings Ltd. shareholders will receive $5.0 million for a total resource of at least 2.5 million tonnes and $5.0 million for every 0.3 million tonnes over 2.5 million tonnes up to 3.7 million tonnes.

NOTE 2021 – ~~SUBSEQUENT EVENTS~~DISCONTINUED OPERATIONS

~~On September 10,~~In December 2017, the Company and certain of its subsidiaries entered into ~~an Arrangement~~a definitive agreement (as amended, the “Agreement”) to sell all of the outstanding capital stock of Manquiri, which is the operator of the San Bartolomé mine and processing facility (the “Manquiri Divestiture”). On February 28, 2018, the Manquiri Divestiture was completed, and, in accordance with the Agreement, Manquiri was sold to Ag-Mining Investments, AB, a privately-held Swedish company owned by a group of individuals with extensive mining experience in Latin America.

Coeur and its subsidiaries received the following consideration:

2.0% net smelter returns royalty (the ~~“Arrangement Agreement”~~“NSR”) ~~among~~payable to Coeur on all metals processed through the San Bartolomé Mine’s processing facility, commencing immediately upon the closing of the Transaction, valued at $7.1 million.

Pre-closing value added tax refunds valued at $12.7 million that will be collected or received by Manquiri in the future will be paid to Coeur (net of collection costs).

Eighteen-month promissory notes valued at $26.9 million payable to Coeur and certain of its subsidiaries representing Manquiri’s cash and cash equivalents on the date of closing of the Manquiri Divestiture, and providing for repayment beginning in October 2018.

The Company ~~an indirect wholly-owned subsidiary~~recognized a liability of approximately $5.7 million for certain post-closing covenants, guaranties and indemnification obligations on the part of the Company ~~JDS Silver Holdings, Ltd. (“JDS Silver”)~~pursuant to the Agreement

The sale of Manquiri resulted in a gain of $1.5 million, which is included in Income (loss) from discontinued operations.

Coeur Mining, Inc. and ~~Silvertip Resources Investment LLC~~Subsidiaries

Notes to Condensed Consolidated Financial Statements

The sale of Manquiri and San Bartolomé is expected to have a major effect on the Company's results and operations. Accordingly, San Bartolomé’s operations for the three months ended March 31, 2018 and 2017 are classified on the consolidated statements of operations and comprehensive income (loss) as ~~representative~~Income (loss) from discontinued operations. The major classes of line items constituting the pretax profit or loss for the three months ended March 31, 2018 and 2017 are as follows:



	Three months ended March 31,
	2018			2017
Revenue	$	12,346		$	20,584
COSTS AND EXPENSES
Costs applicable to sales⁽¹⁾	12,269			18,222
Amortization	—			1,411
General and administrative	41			8
Pre-development, reclamation, and other	265			744
OTHER INCOME (EXPENSE), NET
Interest expense, net of capitalized interest	(3		)	(6		)
Other, net	(260		)	340
Pretax profit (loss) on discontinued operations related to major classes of pretax profit (loss)	(492		)	533
Pretax gain on the disposal of the discontinued operation	1,525			—
Total pretax gain or loss on discontinued operations	1,033			533
Income and mining tax (expense) benefit	(483		)	(169		)
Income (loss) from discontinued operations	$	550		$	364

(1) Excludes amortization.

Net cash used in operating activities from San Bartolomé was $2.7 million for the three months ended March 31, 2018 compared to net cash provided by operating activities of $11.3 million for the three months ended March 31, 2017, respectively. Net cash used in investing activities from San Bartolomé were $28.5 million and $0.4 million for the three months ended March 31, 2018 and 2017, respectively.

NOTE 22 – ADDITIONAL BALANCE SHEET DETAIL AND SUPPLEMENTAL CASH FLOW INFORMATION

Accrued liabilities and other consist of the ~~shareholders~~following:



	March 31, 2018		December 31, 2017
Accrued salaries and wages	$	15,552	$	26,559
Income and mining taxes	36,642		25,788
Silvertip contingent consideration	24,543		24,393
Accrued operating costs	17,174		12,323
Taxes other than income and mining	5,644		4,354
Accrued interest payable	5,594		1,513
Accrued liabilities and other	$	105,149	$	94,930

The following table provides a reconciliation of ~~JDS Silver. The Arrangement Agreement provides for~~cash, cash equivalents, and restricted cash reported within the ~~implementation~~statement of ~~a Plan of Arrangement (the “Plan of Arrangement”), pursuant~~financial position that sum to ~~which~~ the ~~Company would acquire all~~total of the ~~issued and outstanding common shares~~same such amounts shown in the statement of JDS Silver (the “Acquisition”), the owner of the high-grade silver-zinc-lead Silvertip Mine located in northern British Columbia, Canada. On October 16, 2017, the Supreme Court of British Columbia approved the Plan of Arrangement, and the Company completed the Acquisition on October 17, 2017. Total initial consideration for the Acquisition was $200.0 million, consisting of (i) payments by the Company of approximately $147.5 million in cash and approximately $37.5 million in shares of common stock of the Company, and (ii) the assumption of approximately $15.0 million in existing debt. Additional contingent consideration of up to $50.0 million may become payable upon the achievement of certain permitting and exploration milestones prior to December 31, 2019.flows:

~~In connection with the completion of the Acquisition, on October 12, 2017 the Company borrowed $100.0 million under the revolving credit facility.~~



	March 31, 2018		March 31, 2017
Cash and cash equivalents	$	159,643	$	160,636
Restricted cash equivalents	12,458		9,821
Total cash, cash equivalents and restricted cash shown in the statement of cash flows	172,101		170,457

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following Management’s Discussion and Analysis (“MD&A”) provides information that management believes is relevant to an assessment and understanding of the consolidated financial condition and results of operations of Coeur Mining, Inc. and its subsidiaries (collectively the “Company”, ~~“our”~~“our”, or “we”). We use certain non-GAAP financial performance measures in our MD&A. For a detailed description of these measures, please see “Non-GAAP Financial Performance Measures” at the end of this item. We provide certain operational and financial data on a silver equivalent basis, converting gold to silver at a historical 60:1 ratio of silver ounces to gold ounces, unless otherwise noted. We also provide realized silver equivalent data determined by average spot silver and gold prices during the relevant period.

Overview

We are a gold, silver, zinc and ~~silver~~lead producer with mines located in the United States, Mexico and ~~Bolivia~~Canada and exploration projects in the United States and Mexico. The Palmarejo complex, ~~and~~ Rochester, Kensington ~~Wharf,~~ and ~~San Bartolomé~~Wharf mines constitute our principal sources of revenue.

In October 2017, the Company added ~~its sixth~~a mine to Coeur’s North America-focused platform with the acquisition of the high-grade silver-zinc-lead Silvertip mine ~~(“Silvertip”)~~ located in northern British Columbia, Canada. The Silvertip mine commenced milling in the first quarter of 2018, and is expected to ~~achieve~~commence commercial production in the second quarter of 2018. In February 2018, the Company completed the Manquiri Divestiture, which we determined to represent a strategic shift to a North America-focused mining portfolio with a major effect on the Company’s results and operations; therefore, San Bartolomé’s results of operations are reported as discontinued operations for all periods. In the following discussion and analysis, the operating statistics, results of operations, cash flows and financial condition that we present and discuss are those of our continuing operations unless otherwise indicated.

The Company's strategy is to discover, acquire, develop and operate low-cost silver and gold mines, which may include base metals such as zinc and lead, that produce long-term cash flow, provide opportunities for growth through continued exploration, and generate superior and sustainable returns for stockholders. Management focuses on maximizing net cash flow through identifying and implementing revenue enhancement opportunities, reducing operating and non-operating costs, exercising consistent capital discipline, and efficient working capital management.

~~Third~~First Quarter Highlights

Production from continuing operations of ~~9.5~~8.3 million silver equivalent ounces, consisting of ~~4.0~~3.2 million silver ounces and ~~93,293~~85,383 gold ounces

Sales from continuing operations of ~~9.2~~8.4 million silver equivalent ounces, consisting of ~~3.8~~3.2 million silver ounces and ~~89,972~~87,153 gold ounces

Net ~~loss~~income from continuing operations of ~~$16.7~~$0.7 million ($~~0.09~~0.00 per share) and adjusted net ~~loss~~income of ~~$18.4~~$0.7 million ($~~0.10~~0.00 per share) (see “Non-GAAP Financial Performance Measures”)

Costs applicable to sales from continuing operations were ~~$12.28~~$9.77 per silver equivalent ounce ($~~11.19~~8.55 per average spot silver equivalent ounce) and ~~$845~~$970 per gold equivalent ounce (see “Non-GAAP Financial Performance Measures”)

All-in sustaining costs from continuing operations were ~~$17.68~~$17.33 per silver equivalent ounce ($~~15.30~~14.44 per average spot silver equivalent ounce) (see “Non-GAAP Financial Performance Measures”)

Operating cash flow from continuing operations of ~~$29.4~~$15.5 million and adjusted EBITDA from continuing operations of ~~$39.5~~$49.5 million (see “Non-GAAP Financial Performance Measures”)

Cash and cash equivalents of ~~$236.2~~$159.6 million at ~~September 30, 2017~~March 31, 2018

~~Acquired~~Completed the ~~Silvertip mine~~Manquiri Divestiture for ~~initial~~total consideration of ~~$200.0~~$46.7 million ~~(closed~~consisting of a 2.0% NSR valued at $7.1 million, pre-closing value added tax refunds valued at $12.7 million payable to the Company, and $26.9 million of promissory notes payable in eighteen months to the Company, with payments beginning in October ~~2017). Additional consideration up to $50.0 million is contingent upon achieving specific future permitting and exploration milestones.~~

Established a $200.0 million secured revolving credit facility, which may be increased by up to $50.0 million in incremental loans and commitments subject to the terms of the Credit Agreement; drew $100.0 million on October 12, 2017 in connection with the Silvertip closing

2018

Selected Financial and Operating Results


	Three months ended September 30,					Nine months ended September 30,					Three months ended March 31,
	2017			2016		2017			2016		2018		2017
Financial Results from Continuing Operations:
Metal sales	$	175,963		$	176,386	$	555,455		$	503,219	$	163,267	$	185,554
Net income (loss)	$	(16,652	)	$	69,557	$	(8,944	)	$	63,660	$	691	$	18,299
Net income (loss) per share, diluted	$	(0.09	)	$	0.42	$	(0.05	)	$	0.40	$	0.00	$	0.10
Adjusted net income (loss)⁽¹⁾	$	(18,425	)	$	38,555	$	(13,958	)	$	45,045	$	680	$	6,766
Adjusted net income (loss) per share, diluted⁽¹⁾	$	(0.10	)	$	0.23	$	(0.08	)	$	0.28	$	0.00	$	0.04
EBITDA⁽¹⁾	$	35,016		$	50,933	$	132,057		$	133,837	$	49,382	$	71,449
Adjusted EBITDA⁽¹⁾	$	39,477		$	62,725	$	128,125		$	171,137	$	49,524	$	54,514
Operating Results from Continuing Operations:
Silver ounces produced	3,951,616			3,545,697		11,858,974			10,948,145		3,182,110		2,717,869
Gold ounces produced	93,293			84,871		264,330			255,669		85,383		88,218
Silver equivalent ounces produced	9,549,196			8,637,957		27,718,774			26,288,285		8,305,090		8,010,949
Silver ounces sold	3,817,063			3,394,121		12,377,603			10,897,097		3,160,913		3,325,706
Gold ounces sold	89,972			83,389		287,040			251,023		87,153		110,874
Silver equivalent ounces sold	9,215,393			8,397,467		29,599,974			25,958,451		8,390,090		9,978,120
Average realized price per silver ounce	$	16.86		$	19.61	$	17.17		$	17.36	$	16.70	$	17.49
Average realized price per gold ounce	$	1,240		$	1,317	$	1,195		$	1,251	$	1,268	$	1,149
Costs applicable to sales per silver equivalent ounce⁽¹⁾	$	12.28		$	12.38	$	12.21		$	11.79	$	9.77	$	10.61
Costs applicable to sales per average spot silver equivalent ounce⁽¹⁾	$	11.19		$	11.91	$	11.28		$	11.02	$	8.55	$	9.80
Costs applicable to sales per gold equivalent ounce⁽¹⁾	$	845		$	767	$	831		$	716	$	970	$	788
All-in sustaining costs per silver equivalent ounce⁽¹⁾	$	17.68		$	17.02	$	16.72		$	16.03	$	17.33	$	14.77
All-in sustaining costs per average spot silver equivalent ounce⁽¹⁾	$	15.30		$	15.75	$	14.86		$	14.17	$	14.44	$	13.29
Financial and Operating Results from Discontinued Operations:⁽²⁾
Income (loss) from discontinued operations											$	550	$	364
Silver ounces produced											643,078		1,214,507
Gold ounces produced											78		—
Silver equivalent ounces produced											647,758		1,214,507
Silver ounces sold											704,479		1,148,006
Gold ounces sold											292		—
Silver equivalent ounces sold											721,999		1,148,006


(1)	See “Non-GAAP Financial Performance Measures.”


(2)	Reported production and financial results include operations through February 28, 2018.

Consolidated Financial Results

Three Months Ended ~~September 30, 2017~~March 31, 2018 compared to Three Months Ended ~~September 30, 2016~~March 31, 2017

Net Income (Loss) from Continuing Operations

Net ~~loss~~income from continuing operations was ~~$16.7~~$0.7 million ($~~0.09~~0.00 per share) compared to Net income of ~~$69.6~~$18.3 million ($~~0.42~~0.10 per share). The decrease in Net incomefrom continuing operations is primarily due to lower ounces sold and a ~~significant tax benefit realized~~$21.1 million gain on the sale of the Joaquin project in ~~2016, lower realized silver and gold prices and higher all-in sustaining costs per silver equivalent ounce,~~the first quarter of 2017, partially offset by higher ~~production, lower interest expense and loss on debt extinguishment in the third quarter of 2016.~~operating margin per consolidated silver equivalent ounce.

Revenue

Metal sales were lower due to higher sales in the first quarter of 2017 resulting from holdover ounces from 2016 and a decrease in average realized silver ~~and~~prices of 5%, partially offset by an increase in average realized gold prices of ~~14% and 6%, respectively, partially offset by higher silver and gold production.~~10%. The Company sold ~~3.8~~3.2 million silver ounces and ~~89,972~~87,153 gold ounces, compared to sales of ~~3.4~~3.3 million silver ounces and ~~83,389~~110,874 gold ounces. Gold contributed ~~63%~~68% of sales and silver contributed ~~37%~~32%, compared to ~~62%~~69% of sales from gold and ~~38%~~31% from silver. ~~Metal sales from North American operations provided 91% of consolidated revenue, compared to 84%.~~

Costs Applicable to Sales

Costs applicable to sales ~~increased~~decreased due to ~~higher~~lower silver and gold ounces sold and lower costs applicable to sales per silver equivalent ounce, partially offset by higher costs applicable to sales per gold equivalent ounce. For a complete discussion of costs applicable to sales, see Results of Operations below.

Amortization

Amortization ~~increased $6.1~~decreased $7.9 million or ~~22%~~20%, primarily due to ~~higher~~lower silver and gold ounces sold.

Expenses

General and administrative expenses ~~increased 4%~~decreased $1.3 million or 13% due to ~~higher~~lower compensation, severance and professional service costs.

Exploration expense increased ~~$6.1~~$1.4 million or 27%, due to the Company’s expansion of near-mine drilling efforts at Palmarejo, Kensington, ~~and Rochester~~ and regional exploration focused on projects in Nevada and ~~Chihuahua,~~ Mexico.

Pre-development, reclamation, and other expenses increased ~~77%~~$0.4 million or 10% due to ~~additional work~~higher asset retirement obligation accretion at ~~La Preciosa, Silvertip acquisition costs, and workforce reduction severance at San Bartolomé.~~Palmarejo.

Other Income and Expenses

~~In 2016, the Company incurred losses of $10.0 million on extinguishment of debt and non-cash~~Non-cash fair value adjustments, ~~related~~net, were a gain of $5.0 million compared to ~~the Palmarejo gold production royalty which was terminated~~a loss of $1.2 million due to unrealized gains of $4.8 million on equity securities and a favorable fair value adjustment on zinc hedges. Effective January 1, 2018, as a result of ASU 2016-01, changes in the ~~third quarter~~fair value of ~~2016 and the Rochester royalty obligation which was terminated~~equity investments are recognized as fair value adjustments instead of other comprehensive income (loss) in the ~~second quarter~~Condensed Consolidated Statements of ~~2017.~~Comprehensive Income (Loss).

Interest expense (net of capitalized interest of ~~$0.7~~$0.1 million) ~~decreased~~increased to ~~$3.6~~$6.0 million from ~~$8.1~~$3.6 million, primarily due to ~~lower~~higher average debt levels ~~and~~related to the ~~lower~~ 2024 Senior Notes ~~interest rate.~~and the Facility.

Other, net decreased ~~by $3.2~~to $0.2 million, primarily due to ~~lower gains~~a $21.1 million gain on the sale of ~~non-core assets and investments.~~the Joaquin project in Argentina in the first quarter of 2017.

Income and Mining Taxes

During the ~~third~~first quarter of ~~2017,~~2018, the Company reported estimated income and mining tax expense of approximately ~~$14.2~~$11.9 million resulting in an effective tax rate of ~~(588.1%)~~94.5%. This compares to estimated income ~~and mining~~ tax ~~benefit~~expense of ~~$54.5~~$10.9 million for an effective tax rate of ~~(360.6%)~~37.3% during the ~~third~~first quarter of ~~2016.~~2017.

The following table summarizes the components of the Company’s income (loss) before tax and income and mining tax (expense) benefit:

Three months ended September 30,
2017 2016
In thousands Income (loss) before tax Tax (expense) benefit Income (loss) before tax Tax (expense) benefit
United States $ (6,008 ) $ (2,362 ) $ 3,286
$ 10,712
Argentina 738
(366 ) (301 ) 67
Mexico 3,210
(9,057 ) 3,020
37,821
Bolivia (5,029 ) (518 ) 4,325
5,904
Other jurisdictions 4,669
(1,929 ) 4,772
(49 )
$ (2,420 ) $ (14,232 ) $ 15,102
$ 54,455

A valuation allowance is provided for deferred tax assets for which it is more likely than not that the related benefits will not be realized. The Company analyzes its deferred tax assets and if it is determined that the Company will not realize all or a portion of its deferred tax assets, it will record or increase a valuation allowance. Conversely, if it is determined that the Company will ultimately be able to realize all or a portion of the related benefits for which a valuation allowance has been provided, all or a portion of the related valuation allowance will be reduced. There are a number of risk factors that could impact the Company’s ability to realize its deferred tax assets.

~~Nine Months Ended September 30, 2017 compared to Nine Months Ended September 30, 2016~~

~~Net Income (Loss)~~

~~Net loss~~ ~~was $8.9 million ($0.05 per share) compared to~~ ~~Net income~~ ~~of $63.7 million ($0.40 per share). The decrease in~~ ~~Net income~~ is primarily due to a significant tax benefit realized in 2016, lower realized silver and gold prices, and higher all-in sustaining costs per silver equivalent ounce, partially offset by a $21.1 million gain on the sale of the Joaquin project, less unfavorable fair value adjustments, lower interest expense and higher silver and gold production.

~~Revenue~~

Metal sales increased due to higher silver and gold production, and a reduction in metal inventory, partially offset by a 1% and 4% decrease in average realized silver and gold prices, respectively. The Company sold 12.4 million silver ounces and 287,040 gold ounces, compared to sales of 10.9 million silver ounces and 251,023 gold ounces. Gold contributed 62% of sales and silver contributed 38% for both periods. Royalty revenue was lower due to the Company’s divestiture of non-core royalty assets throughout 2016 and the first half of 2017. Metal sales from North American operations provided 89% of revenue, compared to 85%.

~~Costs Applicable to Sales~~

~~Costs applicable to sales increased due to higher silver and gold ounces sold and higher mining and processing costs. For a complete discussion of costs applicable to sales, see~~ ~~Results of Operations~~ ~~below.~~

~~Amortization~~

~~Amortization increased $13.6 million, or 15%, primarily due to higher silver and gold ounces sold.~~

~~Expenses~~

~~General and administrative expenses increased 8% due to higher compensation, severance and professional service costs.~~

Exploration expense increased $15.2 million, due to the Company’s expansion of near-mine exploration drilling at Palmarejo, Kensington and Rochester as well as regional exploration with a focus on projects in Nevada and Chihuahua, Mexico.

~~Pre-development, reclamation, and other expenses increased 29% to $16.9 million due to additional work at La Preciosa, Silvertip acquisition costs and workforce reduction severance at San Bartolomé.~~

~~Other Income and Expenses~~

In 2017, the Company incurred a $9.3 million loss in connection with the repurchase of the 2021 7.875% Senior Notes concurrent with the completed offering of the 2024 5.875% Senior Notes compared to $10.0 million primarily related to the voluntary repayment of a term loan.

Non-cash fair value adjustments, net, were a loss of $0.9 million compared to a loss of $13.2 million, primarily due to the termination of the Palmarejo gold production royalty in the third quarter of 2016 and the lesser impact of changes in future metal prices on the Rochester royalty obligation, which was repurchased and terminated in May 2017.

Interest expense (net of capitalized interest of $1.8 million) decreased to $10.9 million from $30.1 million, primarily due lower debt levels and a lower interest rate on the 2024 Senior Notes compared to the 2021 Senior Notes.

Other, net increased by $22.6 million, primarily due to a $21.1 million gain on the sale of the Joaquin project in Argentina and a $2.3 million gain on the repurchase of the Rochester royalty obligation.

~~Income and Mining Taxes~~

During the first three quarters of 2017, the Company reported estimated income and mining tax expense of approximately $23.2 million resulting in an effective tax rate of 162.8%. This compares to estimated income and mining tax benefit of $53.1 million for an effective tax rate of (503.9%) during the first nine months of 2016.

~~The following table summarizes the components of the Company’s income (loss) before tax and income and mining tax (expense) benefit:~~


	Nine months ended September 30,												Three months ended March 31,
	2017						2016						2018						2017
In thousands	Income (loss) before tax			Tax (expense) benefit			Income (loss) before tax			Tax (expense) benefit			Income (loss) before tax			Tax (expense) benefit			Income (loss) before tax			Tax (expense) benefit
United States	$	8,213		$	(2,739	)	$	(5,956	)	$	8,370		$	1,187		$	517		$	20,653		$	(1,827	)
Argentina	281			1,704			3,137			(183		)	254			10			(328		)	1,124
Mexico	9,665			(23,745		)	(1,136		)	42,155			13,126			(13,222		)	8,650			(9,923		)
Bolivia	(6,559		)	(304		)	10,388			5,182
Other jurisdictions	2,636			1,904			4,109			(2,406		)	(1,927		)	746			202			(252		)
	$	14,236		$	(23,180	)	$	10,542		$	53,118		$	12,640		$	(11,949	)	$	29,177		$	(10,878	)

The Company’s effective income and mining tax rate is a function of the combined effective tax rates and foreign exchange rates in the jurisdictions in which it operates. Variations in the jurisdictional mix of income and loss and foreign exchange rates result in significant fluctuations in the consolidated effective tax rate, along with mining taxes, uncertain tax positions, and a full valuation allowance on deferred tax assets related to losses in the United States and certain foreign jurisdictions. ~~During the first three quarters of the year, fluctuations~~Fluctuations in foreign exchange rates on deferred tax balances increased income and mining tax expense by ~~$7.2~~$3.6 million and $5.6 million for the three months ended March 31, 2018 and 2017, respectively, predominately due to the ~~strength~~strengthening of the Mexican Peso. ~~Also, continued~~Additionally, favorable operating results at Palmarejo contributed to higher income and mining tax ~~expense. The first three quarters of 2016 benefited from a legal entity reorganization to integrate acquisitions that resulted~~expense in ~~a valuation allowance release of $40.8 million and a $15.0 million deferred tax benefit related to unremitted earnings.~~Mexico.

A valuation allowance is provided for deferred tax assets for which it is more likely than not that the related tax benefits will not be realized. The Company analyzes its deferred tax assets and, if it is determined that the Company will not realize all or a portion of its deferred tax assets, it will record or increase a valuation allowance. Conversely, if it is determined that the Company will ultimately be more likely than not able to realize all or a portion of the related benefits for which a valuation allowance has been provided, all or a portion of the related valuation allowance will be reduced. There are a number of ~~risk~~ factors that ~~could~~ impact the Company’s ability to realize its deferred tax assets.

~~2017~~Income (loss) from Discontinued Operations

In respect of San Bartolomé’s operating results, income increased $0.2 million, primarily due to a $1.5 million gain on the sale of San Bartolomé in the first quarter of 2018, partially offset by lower production and higher unit costs.

2018 Outlook

~~Full-year 2017~~The Company is maintaining its full-year 2018 production guidance remains unchanged from the revised guidance published in the third quarter production release on October 5, 2017, which reflected lower expected silver production at the San Bartolomé mine due to persistent drought conditions. Revised 2017and related cost ~~guidance is shown in the table below.~~guidance.

~~2017 Production Outlook~~

(silver and silver equivalent ounces in thousands) Silver Gold
Silver Equivalent¹
Palmarejo 6,500 - 7,000 110,000 - 120,000 13,100 - 14,200
Rochester 4,200 - 4,700 47,000 - 52,000 7,020 - 7,820
San Bartolomé 4,500 - 4,750 — 4,500 - 4,750
Endeavor 107 — 107
Kensington — 120,000 - 125,000 7,200 - 7,500
Wharf — 90,000 - 95,000 5,400 - 5,700
Total 15,307 - 16,557 367,000 - 392,000 37,327 - 40,077

~~2017 Cost Outlook~~



~~(dollars in millions, except per ounce amounts)~~	~~Previous Guidance~~	~~Revised Guidance~~
~~CAS per AgEqOz~~¹ ~~– Palmarejo~~	~~$10.00 - $10.50~~	~~$10.00 - $10.50~~
~~CAS per AgEqOz~~¹ ~~– Rochester~~	~~$11.50 - $12.00~~	~~$12.50 - $13.00~~
~~CAS per AgOz~~¹ ~~– San Bartolomé~~	~~$15.75 - $16.25~~	~~$16.50 - $17.00~~
~~CAS per AuOz~~¹ ~~– Kensington~~	~~$800 - $850~~	~~$850 - $900~~
~~CAS per AuEqOz~~¹ ~~– Wharf~~	~~$700 - $750~~	~~$700 - $750~~
~~Capital Expenditures~~	~~$109 - $129~~	~~$120 - $140~~
~~General and Administrative Expenses~~	~~$28 - $32~~	~~$28 - $32~~
~~Exploration Expense~~	~~$29 - $31~~	~~$32 - $36~~
~~AISC per AgEqOz~~¹	~~$15.75 - $16.25~~	~~$16.25 - $16.75~~


~~(1)~~	~~See~~ “~~Non-GAAP Financial Performance Measures.~~”

Results of Continuing Operations

The Company produced ~~4.0~~3.2 million ounces of silver and ~~93,293~~85,383 ounces of gold in the three months ended ~~September 30, 2017,~~March 31, 2018, compared to ~~3.5~~2.7 million ounces of silver and ~~84,871~~88,218 ounces of gold in the three months ended ~~September 30, 2016.~~March 31, 2017. Silver production increased ~~11%~~ 17% due to ~~higher mill throughput and~~ higher grade at Palmarejo ~~partially offset by lower~~and higher placed tons ~~placed at Rochester and lower grade and mill throughput at San Bartolomé. Gold production~~ ~~increased~~ ~~10% due to higher mill throughput and grade at Palmarejo, partially offset by lower grades at Wharf.~~

The Company produced 11.9 million ounces of silver and 264,330 ounces of gold in the nine months ended September 30, 2017, compared to 10.9 million ounces of silver and 255,669 ounces of gold in the nine months ended September 30, 2016. Silver production increased 8% due to higher mill throughput and grade at Palmarejo and timing of leach pad recoveries at Rochester, partially offset by lower mill throughput and grade at San Bartolomé and lower tons placed at Rochester. Gold production ~~increased~~decreased 3% due to ~~higher~~lower grade at Wharf, lower mill throughput ~~and grade Palmarejo, partially offset by lower grades~~ at Kensington and ~~Wharf.~~lower recovery at Palmarejo.

Costs applicable to sales were ~~$12.28~~$9.77 per silver equivalent ounce ($~~11.19~~8.55 per average spot silver equivalent ounce) and ~~$845~~$970 per gold equivalent ounce in the three months ended ~~September 30, 2017~~March 31, 2018 compared to ~~$12.38~~$10.61 per silver equivalent ounce ($~~11.91~~9.80 per average spot silver equivalent ounce) and ~~$767~~$788 per gold equivalent ounce in the three months ended ~~September 30, 2016.~~March 31, 2017. Costs applicable to sales per silver equivalent ounce ~~remained comparable~~decreased 8% due to lower unit costs at Palmarejo while costs applicable to sales per gold equivalent ounce increased ~~10%~~23% in the three months ended ~~September 30, 2017 due to lower grades and production at Kensington and Wharf.~~

Costs applicable to sales were $12.21 per silver equivalent ounce ($11.28 per average spot silver equivalent ounce) and $831 per gold equivalent ounce in the nine months ended September 30, 2017 compared to $11.79 per silver equivalent ounce ($11.02 per average spot silver equivalent ounce) and $716 per gold equivalent ounce in the nine months ended September 30, 2016. Costs applicable to sales per silver equivalent ounce increased 4% in the nine months ended September 30, 2017March 31, 2018 due to higher ~~mining and maintenance~~unit costs ~~at Rochester and lower production at San Bartolomé. Costs applicable to sales per gold equivalent ounce increased16%in the nine months ended September 30, 2017 due to lower grades and production~~ at Kensington and Wharf.

All-in sustaining costs were ~~$17.68~~$17.33 per silver equivalent ounce ($~~15.30~~14.44 per average spot silver equivalent ounce) in the three months ended ~~September 30, 2017,~~March 31, 2018, compared to ~~$17.02~~$14.77 per silver equivalent ounce ($~~15.75~~13.29 per average spot silver equivalent ounce) in the three months ended ~~September 30, 2016.~~March 31, 2017. The 4%17% increase ~~in all-in sustaining costs per silver equivalent ounce in 2017~~ was primarily due to higher costs applicable to sales per consolidated silver equivalent ounce and ~~exploration expense,~~higher sustaining capital related to underground development at Palmarejo and Kensington, partially offset by lower ~~sustaining capital.~~general and administrative costs.

~~All-in sustaining costs~~were $16.72 per silver equivalent ounce ($14.86 per average spot silver equivalent ounce) in the nine months ended September 30, 2017, compared to $16.03 per silver equivalent ounce ($14.17 per average spot silver equivalent ounce) in the nine months ended September 30, 2016. The 4% increase in all-in sustaining costs per silver equivalent ounce in 2017 was primarily due to higher costs applicable to sales and exploration expense, partially offset by lower sustaining capital.

Palmarejo


	Three months ended September 30,				Nine months ended September 30,				Three months ended March 31,
	2017		2016		2017		2016		2018		2017
Tons milled	413,086		274,644		1,108,897		791,319		359,893		360,383
Silver ounces produced	1,907,548		933,200		4,894,910		3,173,665		2,013,239		1,530,541
Gold ounces produced	28,948		16,608		84,032		50,006		29,896		30,792
Silver equivalent ounces produced	3,644,428		1,929,680		9,936,830		6,174,025		3,806,999		3,378,061
Costs applicable to sales per silver equivalent oz⁽¹⁾	$	9.82	$	10.96	$	10.19	$	10.58	$	8.01	$	9.71
Costs applicable to sales per average spot silver equivalent oz⁽¹⁾	$	8.73	$	10.29	$	9.17	$	9.58	$	6.94	$	8.89


(1)	See Non-GAAP Financial Performance Measures.

Three Months Ended ~~September 30, 2017~~March 31, 2018 compared to Three Months Ended ~~September 30, 2016~~March 31, 2017

Silver equivalent production increased ~~89%~~13% due to higher mining rates from Guadalupe and Independencia and higher silver and gold grade. Metal sales were $60.7 million, or 34% of Coeur’s metal sales, compared with $30.7 million, or 17% of Coeur’s metal sales. Costs applicable to sales per ounce decreased 10% as a result of higher production, partially offset by higher consumable costs. Amortization increased to $16.4 million, primarily due to due to higher production from Guadalupe and Independencia. Capital expenditures decreased to $5.5 million due to lower underground development at Independencia.

~~Nine Months Ended September 30, 2017 compared to Nine Months Ended September 30, 2016~~

~~Silver equivalent production increased 61% due to higher mining rates from Guadalupe and~~ Independencia and higher silver and gold grade, partially offset by lower silver and gold recovery. Metal sales were ~~$191.6~~$70.0 million, or ~~34%~~43% of Coeur’s metal sales, compared with ~~$108.7~~$77.7 million, or ~~22%~~43% of Coeur’s metal sales. Costs applicable to sales per ounce decreased 4%18% as a result of higher production. Amortization ~~increased~~decreased to ~~$51.0~~$16.3 million compared to ~~$27.8~~$20.2 million, primarily due to higher ~~production from~~life of mine reserves, partially offset by higher production. Capital expenditures increased to $9.3 million due to underground development at Guadalupe and Independencia. ~~Capital expenditures decreased to $23.0 million due to lower underground development at Independencia.~~

Rochester


	Three months ended September 30,				Nine months ended September 30,				Three months ended March 31,
	2017		2016		2017		2016		2018		2017
Tons placed	4,262,011		4,901,039		12,268,819		15,677,511		4,351,131		3,513,708
Silver ounces produced	1,069,945		1,160,902		3,353,608		3,286,817		1,157,026		1,127,322
Gold ounces produced	10,955		12,120		32,056		36,521		11,487		10,356
Silver equivalent ounces produced	1,727,245		1,888,102		5,276,968		5,478,077		1,846,246		1,748,682
Costs applicable to sales per silver equivalent oz⁽¹⁾	$	13.91	$	11.66	$	13.31	$	11.87	$	13.59	$	12.56
Costs applicable to sales per average spot silver equivalent oz⁽¹⁾	$	12.66	$	11.11	$	12.32	$	10.90	$	12.13	$	11.80


(1)	See Non-GAAP Financial Performance Measures.

Three Months Ended ~~September 30, 2017~~March 31, 2018 compared to Three Months Ended ~~September 30, 2016~~March 31, 2017

Silver equivalent production ~~decreased 9%~~increased 6% due to ~~lower~~higher tons placed, partially offset by ~~the timing of~~lower silver ~~recoveries.~~grade. Metal sales were ~~$31.2~~$33.5 million, or ~~18%~~21% of Coeur’s metal sales, compared with $37.9 million, or 22% of Coeur’s metal sales. Costs applicable to sales per silver equivalent ounce increased 19% due to lower production, higher waste tons mined as well as higher hauling and maintenance costs. Amortization decreased to $4.6 million compared to $5.2 million due to lower production. Capital expenditures increased to $9.7 million compared to $3.4 million due to the stage IV leach pad expansion and commissioning.

~~Nine Months Ended September 30, 2017 compared to Nine Months Ended September 30, 2016~~

Silver equivalent production decreased 4% due to lower tons placed resulting from planned crusher maintenance and higher waste tons mined, partially offset by the timing of silver recoveries. Metal sales were $102.9 million, or 19% of Coeur’s metal sales, compared with $103.7$39.0 million, or 21% of Coeur’s metal sales. Costs applicable to sales per silver equivalent ounce increased ~~12%~~8% due to lower ~~placed recoverable~~silver ounces ~~higher waste tons mined as well as higher hauling and maintenance costs.~~placed. Amortization ~~remained comparable at $15.3 million.~~decreased to $4.8 million due to lower ounces sold. Capital expenditures ~~increased~~decreased to ~~$34.1~~$2.6 million compared to $10.6 million due to the ~~stage~~completion of the Stage IV leach pad expansion ~~and commissioning.~~in 2017.

Kensington


	Three months ended September 30,				Nine months ended September 30,				Three months ended March 31,
	2017		2016		2017		2016		2018		2017
Tons milled	172,038		140,322		501,096		456,799		158,706		165,895
Gold ounces produced	27,541		26,459		80,162		90,642		26,064		26,197
Costs applicable to sales/oz⁽¹⁾	$	948	$	862	$	931	$	794	$	1,031	$	885


(1)	See Non-GAAP Financial Performance Measures.

Three Months Ended ~~September 30, 2017~~March 31, 2018 compared to Three Months Ended ~~September 30, 2016~~March 31, 2017

Gold production ~~increased 4% due to higher mill throughput, partially offset by lower grades mined.~~remained comparable. Metal sales were ~~$36.6~~$36.3 million, or ~~21%~~22% of Coeur’s metal sales, compared to ~~$40.2~~$38.0 million, or ~~23%~~20% of Coeur’s metal sales. Costs applicable to sales per ounce were ~~10%~~16% higher, primarily due to lower ~~grade,~~mill throughput, higher ~~maintenance~~diesel costs, and higher contract ~~services.~~mining costs. Amortization ~~remained comparable at $7.9 million.~~decreased to $6.7 million from $9.2 million due to lower ounces sold. Capital expenditures increased to ~~$10.1 million compared to $8.6~~$11.4 million due to ~~higher rates~~expansion of ~~underground mine development.~~

~~Nine Months Ended September 30, 2017 compared to Nine Months Ended September 30, 2016~~

Gold production decreased 12% due to lower grades mined, partially offset by higher mill throughput. Metal sales were $110.1 million, or 20% of Coeur’s metal sales, compared to $112.4 million, or 22% of Coeur’s metal sales. Costs applicable to sales per ounce were 17% higher, primarily due to lower grade and higher contract services. Amortization was $25.4 million compared to $26.2 million due to lower production, partially offset by higher amortizable mining properties and equipment. Capital expenditures remained comparable at $24.3 million.

the site power plant.

Wharf


	Three months ended September 30,				Nine months ended September 30,				Three months ended March 31,
	2017		2016		2017		2016		2018		2017
Tons placed	1,150,308		1,199,008		3,435,656		3,089,302		1,076,395		1,292,181
Gold ounces produced	25,849		29,684		68,080		78,500		17,936		20,873
Silver ounces produced	14,817		25,335		47,469		73,515		11,845		20,065
Gold equivalent ounces produced⁽¹⁾	26,096		30,106		68,871		79,725		18,133		21,207
Costs applicable to sales per gold equivalent oz⁽¹⁾	$	720	$	668	$	704	$	623	$	874	$	662


(1)	See Non-GAAP Financial Performance Measures.

Three Months Ended ~~September 30, 2017~~March 31, 2018 compared to Three Months Ended ~~September 30, 2016~~March 31, 2017

Gold equivalent production decreased ~~13%~~14% due to ~~fewer high-grade~~lower grade and lower tons ~~placed from the Golden Reward deposit.~~placed. Metal sales were ~~$31.3~~$23.4 million, or ~~18%~~14% of Coeur’s metal sales, compared to ~~$39.3~~$30.3 million, or ~~22%~~16% of Coeur’s metal sales. Costs applicable to sales per gold equivalent ounce increased 8%32% due to lower production ~~partially offset by lower~~resulting from the completion of mining ~~crushing~~at the higher-grade Golden Reward deposit in 2017, higher pad unloading costs, and ~~processing~~higher diesel costs. Amortization was ~~$3.2~~$2.7 million compared ~~to $6.5 million due to lower production and higher life of mine reserves. Capital expenditures increased~~ to $3.1 million due to ~~mining equipment purchases.~~

~~Nine Months Ended September 30, 2017 compared to Nine Months Ended September 30, 2016~~

~~Gold equivalent production decreased 14% due to~~ lower grade, partially offset by higher tons placed. Metal sales were $88.6 million, or 16% of Coeur’s metal sales, compared to $101.3 million, or 20% of Coeur’s metal sales. Costs applicable to sales per gold equivalent ounce increased 13% due to lower production and higher blasting and crushing costs. Amortization was $8.9 million compared to $15.6 million due to lower production and higher life of mine reserves.ounces sold. Capital expenditures ~~increased~~decreased to ~~$5.5 million due to mining equipment purchases.~~$0.3 million.

~~San Bartolomé~~Endeavor Silver Stream


	Three months ended September 30,				Nine months ended September 30,				Three months ended March 31,
	2017		2016		2017		2016		2018		2017
Tons milled	365,554		450,409		1,167,605		1,298,656		—		45,340
Silver ounces produced	956,893		1,370,194		3,455,961		4,210,051		—		39,941
Costs applicable to sales/oz⁽¹⁾	$	18.26	$	14.97	$	16.86	$	13.58	$	—	7.22


(1)	See Non-GAAP Financial Performance Measures.

~~Three Months Ended September 30, 2017 compared to Three Months Ended September 30, 2016~~

Silver production decreased 30% due to lower high-grade ore purchases and mill throughput due to continued drought conditions and lower third-party ore purchases. Silver sales were $16.0 million, or 9%of Coeur’s metal sales, compared with $27.5 million, or 16% of Coeur’s metal sales. Costs applicable to sales per ounce increased due to lower production and an inventory adjustment of $0.6 million. Amortization remained comparable at $1.4 million due to lower life of mine reserves. Capital expenditures decreased to $0.5 million.

~~Nine Months Ended September 30, 2017 compared to Nine Months Ended September 30, 2016~~

Silver production decreased 18% due to lower high-grade ore purchases and mill throughput due to continued drought conditions and lower third-party ore purchases, partially offset by higher recoveries. Silver sales were $60.4 million, or 11%of Coeur’s metal sales, compared with $73.9 million, or 15% of Coeur’s metal sales. Costs applicable to sales per ounce increased due to lower production and inventory adjustments of $1.6 million. Amortization remained comparable at $5.1 million due to lower life of mine reserves. Capital expenditures decreased to $1.2 million.

~~Endeavor Silver Stream~~

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016
Tons milled —
42,335
133,905
166,740
Silver ounces produced 2,413
56,066
107,026
204,097
Costs applicable to sales/oz⁽¹⁾
$ 4.86
$ 8.10
6.95
6.42


~~(1)~~	~~See Non-GAAP Financial Performance Measures.~~

In July 2017, the Company sold the Endeavor ~~silver stream~~Silver Stream and our remaining portfolio of royalties for total consideration of $13.0 million to Metalla Royalty & Streaming Ltd. Reported production and financial results include operations through May 2017 ~~as the buyer is entitled to production and any associated sales subject to the stream agreement after June 1, 2017 under~~in accordance with the terms of the sale agreement. ~~Amounts presented for the three months ended September 30, 2017 relate to final adjustments for provisional sales.~~

~~Nine Months Ended September 30, 2017 compared to Nine Months Ended September 30, 2016~~

Silver production at Endeavor decreased due to lower grades. Costs applicable to sales per ounce increased due to the impact of higher silver prices on the Company’s silver price sharing agreement with the Endeavor mine operator. Amortization was $0.3 million compared to $0.9 million due to lower production and lower amortizable mining properties.

Liquidity and Capital Resources

Cash and cash equivalents decreased $32.4 million in the three months ended March 31, 2018 as a result of pre-production capital expenditures to advance Silvertip toward commercial production, lower silver equivalent ounces sold, and higher costs applicable to sales per silver equivalent ounce, partially offset by higher average realized prices.

Cash Provided by Operating Activities from Continuing Operations

Net cash provided by operating activities for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017 was ~~$29.4~~$15.5 million and ~~$114.0~~$43.9 million, respectively, ~~compared to net cash provided by operating activities of $47.8 million and $100.4 million, respectively, for the three and nine months ended September 30, 2016,~~ and was impacted by the following key factors:


	Three months ended September 30,						Nine months ended September 30,						Three months ended March 31,
	2017			2016			2017			2016			2018			2017
Consolidated silver equivalent ounces sold	9,215,393			8,397,467			29,599,974			25,958,451			8,390,090			9,978,120
Average realized price per consolidated silver equivalent ounce	$	19.09		$	21.00		$	18.77		$	19.39		$	19.46		$	18.60
Costs applicable to sales per consolidated silver equivalent ounce ⁽¹⁾	(12.90		)	(12.55		)	(12.75		)	(11.84		)	(11.84		)	(11.47		)
Operating margin per consolidated silver equivalent ounce	$	6.19		$	8.45		$	6.02		$	7.55		$	7.62		$	7.13


(1)	See Non-GAAP Financial Performance Measures.


	Three months ended September 30,						Nine months ended September 30,						Three months ended March 31,
In thousands	2017			2016			2017			2016			2018			2017
Cash flow before changes in operating assets and liabilities	$	21,237		$	58,118		$	92,421		$	128,867		$	33,440		$	43,290
Changes in operating assets and liabilities:
Receivables	6,529			19,672			17,719			10,751			(1,691		)	5,680
Prepaid expenses and other	(3,195		)	(2,816		)	(3,882		)	(2,435		)	(5,635		)	(4,906		)
Inventories	(2,874		)	(8,900		)	10,421			(24,408		)	(8,708		)	15,171
Accounts payable and accrued liabilities	7,735			(18,262		)	(2,697		)	(12,407		)	(1,865		)	(15,299		)
CASH PROVIDED BY OPERATING ACTIVITIES	$	29,432		$	47,812		$	113,982		$	100,368
Cash provided by continuing operating activities													$	15,541		$	43,936

Cash provided by operating activities decreased ~~$18.4~~$28.4 million for the three months ended ~~September 30, 2017~~March 31, 2018 compared to the three months ended ~~September 30, 2016~~March 31, 2017 due to lower ~~average realized prices and higher costs applicable to sales per consolidated silver equivalent ounce, partially offset by higher~~ silver equivalent ounces sold, and favorable working capital adjustments. Metal sales for the three months ended September 30, 2017 decreased $0.4 million, with $15.7 million due to lower average realized prices mostly offset by $15.3 million due to higher silver equivalent ounces sold. The $8.2 million working capital decrease in the three months ended September 30, 2017 was primarily due to an increase in accounts payable partially offset by an increase in inventories and prepaid assets, compared to the $10.3 million working capital increase in the three months ended September 30, 2016 primarily due to an increase on ore on leach pads and timing of payments, partially offset by lower trade receivables.

Cash provided by operating activities increased $13.6 million for the nine months ended September 30, 2017 compared to the nine months ended September 30, 2016 due to higher silver equivalent ounces sold and favorable working capital adjustments, partially offset by higher costs applicable to sales per consolidated silver equivalent ounce and ~~lower~~unfavorable working capital adjustments, partially offset by higher average realized prices. Metal sales for the ~~nine~~three months ended ~~September 30, 2017 increased $52.2~~March 31, 2018 decreased $22.3 million, with ~~$68.5~~$32.8 million due to ~~higher~~lower silver equivalent ounces sold, partially offset by ~~$16.2~~$10.5 million due to ~~lower~~higher average realized prices. The ~~$21.6~~$17.9 million working capital increase in the three months ended March 31, 2018 was primarily due to an increase in inventories and prepaid assets and the timing on the collection of accounts receivable and VAT refunds, compared to the $0.6 million working capital decrease in the ~~nine~~three months ended ~~September 30,~~March 31, 2017, which was primarily due to ~~the reduction in precious metal inventory and~~

~~receivables, compared to the $28.5 million working capital increase in the nine months ended September 30, 2016, primarily due to an increase in ore on leach pads and precious metal inventory, and~~ a reduction inof inventories carried over from the fourth quarter of 2016 and the collection of accounts ~~payable~~receivable, partially offset by ~~lower receivables.~~the timing of payments.

Cash ~~Used in~~Provided by (Used in) Investing Activities from Continuing Operations

Net cash used in investing activities in the three months ended ~~September 30, 2017~~March 31, 2018 was ~~$37.4~~$41.1 million compared to ~~$18.1~~net cash provided by investing activities of $0.4 million in the three months ended ~~September 30, 2016,~~March 31, 2017, primarily due to ~~the purchase of strategic equity investments, and higher~~ capital expenditures ~~partially offset by non-core asset sales.~~at Silvertip and the proceeds from the sale of the Joaquin project in the first quarter of 2017. The Company had capital expenditures of ~~$29.5~~$42.3 million in the three months ended ~~September 30, 2017~~March 31, 2018 compared with ~~$25.6~~$23.6 million in the three months ended ~~September 30, 2016.~~March 31, 2017. Capital expenditures in the three months ended ~~September 30,~~March 31, 2018 were primarily related to general pre-production capital spending at Silvertip and underground development at Silvertip, Palmarejo, and Kensington. Capital expenditures in the three months ended March 31, 2017 were primarily related to underground development at Palmarejo and Kensington, ~~capitalized conversion drilling,~~ and the Stage IV leach pad expansion ~~and commissioning~~ at Rochester. ~~Capital expenditures in the three months ended September 30, 2016 were primarily related to underground development at Palmarejo and Kensington.~~

Net cash used in investing activities in the nine months ended September 30, 2017 was $84.1 million compared to $53.7 million in the nine months ended September 30, 2016, primarily due to higher capital expenditures and the purchase of strategic equity investments, partially offset by the proceeds from the sale of the Joaquin project. The Company had capital expenditures of $90.9 million in the nine months ended September 30, 2017 compared with $71.1 million in the nine months ended September 30, 2016. Capital expenditures in the nine months ended September 30, 2017 were primarily related to underground development at Palmarejo and Kensington, capitalized conversion drilling, and the Stage IV leach pad expansion and commissioning at Rochester. Capital expenditures in the nine months ended September 30, 2016 were primarily related to underground development at Palmarejo and Kensington.

Cash ~~Provided by (Used in)~~Used in Financing Activities from Continuing Operations

Net cash used in financing activities in the three months ended ~~September 30, 2017~~March 31, 2018 was ~~$5.6~~$8.1 million compared to ~~$64.9~~$6.5 million in the three months ended ~~September 30, 2016, primarily due to issuance costs incurred in connection with the Revolving Credit Facility.~~March 31, 2017. During the three months ended ~~September 30, 2016,~~March 31, 2018, the Company ~~repaid the Term Loan, partially offset by net proceeds~~drew $15.0 million from the ~~settlement of sales of shares of its common stock.~~Facility to repay Silvertip’s debt obligation. In addition, the Company ~~made payments~~had higher tax withholdings on vested stock-based compensation awards during the three months ended March 31, 2018.

Critical Accounting Policies and Accounting Developments

Please see Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES contained in the Company’s Form

10-K for the year ended December 31, 2017 (the “2017 10-K”) for the Company’s critical accounting policies and estimates.

Revenue Recognition


1.	Identify the contract with the customer


2.	Identify the performance obligations


3.	Determine the transaction price


4.	Allocate the transaction price to the performance obligations


5.	Recognize revenue when (or as) the entity satisfies a performance obligation

The Company’s streaming agreement with a subsidiary of Franco-Nevada commenced in 2016 with a $20.0 million ~~under~~deposit paid by Franco-Nevada in exchange for the ~~Palmarejo gold production royalty~~right and obligation ~~that terminated in July 2016. Coeur Mexicana now sells~~to purchase 50% of a portion of Palmarejo gold production ~~(excluding production from Independencia Este, acquired in the 2015 Paramount transaction) for~~at the lesser of $800 or ~~spot~~market price per ~~ounce~~ounce. Because there is no minimum obligation associated with this deposit, it is not considered financing, and each shipment is considered to be a separate performance obligation. The streaming agreement represents a contract liability under ~~a gold stream agreement.~~

Net cash provided by financing activities in the nine months ended September 30, 2017 was $43.5 million compared to net cash used in financing activities of $24.8 million in the nine months ended September 30, 2016. During the nine months ended September 30, 2017,ASC 606, which requires the Company ~~received net proceeds of approximately $245.0 million from the issuance~~to ratably recognize a portion of the ~~2024 Senior Notes, partially offset by the repurchase of the 2021 Senior Notes~~deposit as revenue for ~~$185.5 million, including premiums. Payments of $27.2 million were made in 2016 under the Palmarejo~~each gold production royalty that terminated in July 2016. Coeur Mexicana now sells 50% of Palmarejo gold production (excluding production from Independencia Este, acquired in 2015 Paramount transaction) for the lesser of $800 or spot price per ounce ~~under a gold stream agreement.~~

In September 2017, the Company, as borrower, and certain subsidiaries of the Company, as guarantors, entered into a Credit Agreement (the “Credit Agreement”) with Bank of America, N.A, Royal Bank of Canada, Bank of Montreal, Chicago Branch, and the Bank of Nova Scotia. The Credit Agreement provides for a $200.0 million senior secured revolving credit facility (the “Facility”), which may be increased by updelivered to $50.0 million in incremental loans and commitments subject to the terms of the Credit Agreement. The Facility has a term of four years. Loans under the Facility will bear interest at a rate equal to either a base rate plus a margin ranging from 1.00% to 1.75% or an adjusted LIBOR rate plus a margin ranging from 2.00% to 2.75%, as selected by the Company, in each case, with such margin determined in accordance with a pricing grid based upon the Company’s consolidated net leverage ratio as of the end of the applicable period.

The Facility is secured by substantially all of the assets of the Company and its domestic subsidiaries, including the land, mineral rights and infrastructure at the Kensington, Rochester and Wharf mines, as well as a pledge of the shares of certain of the Company’s subsidiaries. The Credit Agreement contains representations and warranties and affirmative and negative covenants that are usual and customary, including representations, warranties, and covenants that, among other things, restrict the ability of the Company and its subsidiaries to incur additional debt, incur or permit liens on assets, make investments and acquisitions, consolidate or merge with any other company, engage in asset sales and make dividends and distributions. The Credit Agreement also contains financial covenants consisting of a consolidated net leverage ratio and a consolidated interest coverage ratio. Obligations under the Credit Agreement may be accelerated upon the occurrence of certain customary events of default At September 30, 2017, the Company had $200.0 million available under the Facility with no amounts drawn. Issuance costs of $1.8 million were recorded as prepaid costs and will be amortized over the term of the Facility. On October 12, 2017, the Company drew $100.0 million from the Facility at a rate of 3.5% based on the 1-month LIBOR rate plus a margin of 2.25%.Franco-Nevada.

In May 2017, the Company completed an offering of $250.0 million in aggregate principal amount of 2024 Senior Notes in a private placement conducted pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended for net proceeds of approximately $245.0 million. The 2024 Senior Notes are governed by an Indenture dated as of May 31, 2017 (the “Indenture”), among the Company, as issuer, certain of the Company's subsidiaries named therein, as guarantors thereto (the “Guarantors”), and the Bank of New York Mellon, as trustee. In connection with the sale of the 2024 Senior Notes, the Company entered into a Registration Rights Agreement. On August 4, 2017, the Company commenced an exchange offer of registered 2024 Senior Notes for privately-placed 2024 Senior Notes which was completed on September 12, 2017. The 2024 Senior Notes bear interest at a rate of 5.875% per year from the date of issuance. Interest on the 2024 Senior Notes is payable semi-annually in arrears on June 1 and December 1 of each year, commencing on December 1, 2017. The 2024 Senior Notes will mature on June 1, 2024 and are fully and unconditionally guaranteed by the Guarantors. At any time prior to June 1, 2020, the Company may redeem all or part of the 2024 Senior Notes upon not less than 30 nor more than 60 days’ prior notice at a redemption price equal to the sum of (i) 100% of the principal amount thereof, plus (ii) a make-whole premium as of the date of redemption, plus (iii) accrued and unpaid interest and additional interest, if any, thereon, to the date of redemption. In addition, the Company may redeem some or all of the 2024 Senior Notes on or after June 1, 2020, at redemption prices set forth in the Indenture, together with accrued and unpaid interest. At any time prior to June 1, 2020, the Company may use the proceeds of certain equity offerings to redeem up to 35% of the aggregate principal amount of the 2024 Senior Notes, including any permitted additional 2024 Senior Notes, at a redemption price equal to 105.875% of the principal amount. The Indenture contains covenants that, among other things, limit the Company’s ability under certain circumstances to incur additional indebtedness, pay dividends or make other distributions or repurchase or redeem capital stock, prepay, redeem or repurchase certain debt, make loans and investments, create liens, sell, transfer or otherwise dispose of assets, enter into transactions with affiliates, enter into agreements restricting the Company's subsidiaries' ability to pay dividends and impose conditions on the Company’s ability to engage in mergers, consolidations and sales of all or substantially all of its assets. The Indenture also contains certain “Events of Default” (as defined in the Indenture) customary for indentures of this type.

Concurrent with the offering of the 2024 Senior Notes, the Company commenced a cash tender offer (the “Tender Offer”) to purchase the outstanding $178.0 million in aggregate principal amount of its 2021 Senior Notes. The Tender Offer was made on the terms and subject to the conditions set forth in the Offer to Purchase dated May 19, 2017. Holders of the 2021 Senior Notes who tendered their notes were entitled to receive $1,043.88 per $1,000 principal amount of the Notes, plus accrued and unpaid interest. $118.1 million aggregate principal amount of the Notes were tendered and purchased by the Company on May 31, 2017. In accordance with the terms of the indenture governing the 2021 Senior Notes, the remaining $59.9 million aggregate principal amount of the Notes were redeemed on June 30, 2017 at the redemption price of $1,039.38 per $1,000 principal amount, plus accrued and unpaid interest. The Company recorded a loss of $9.3 million as a result of the extinguishment of the 2021 Senior Notes.

Other Liquidity Matters

We believe that our liquidity and capital resources from U.S. operations are adequate to fund our U.S. operations and corporate activities. The Company has asserted indefinite reinvestment of earnings from its Mexican operations as determined by management’s judgment about and intentions concerning the future operations of the Company. The Company does not believe that the amounts reinvested will have a material impact on liquidity.

~~Critical Accounting Policies~~In order to reduce future cash interest payments, and/or amounts due at maturity or upon redemption, from time to time we may repurchase certain of our debt securities for cash or in exchange for other securities, which may include secured or unsecured notes or equity, in each case in open market or privately negotiated transactions. We regularly engage in conversations with our bondholders and ~~Accounting Developments~~

~~Please see Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES contained~~evaluate any such transactions in light of prevailing market conditions, liquidity requirements, contractual restrictions, and other factors. The amounts involved may be significant and any such transactions may occur at a substantial discount to the ~~Company’s Form~~

10-K for the year ended December 31, 2016 (the “2016 10-K”) for the Company’s critical accounting policies and estimates. Those critical accounting policies and estimates have been supplemented and updated in this Form 10-Q.

debt securities’ face amount.

Non-GAAP Financial Performance Measures

Non-GAAP financial measures are intended to provide additional information only and do not have any standard meaning prescribed by generally accepted accounting principles (“GAAP”). Unless otherwise noted, we present the Non-GAAP financial measures of our continuing operations in the tables below. For additional information regarding our discontinued operations, see Note 21 -- to the Condensed Consolidated Financial Statements. These measures should not be considered in isolation or as a substitute for performance measures prepared in accordance with GAAP.

Adjusted Net Income (Loss)

Management uses Adjusted net income (loss) to evaluate the Company’s operating performance, and to plan and forecast its operations. The Company believes the use of Adjusted net income (loss) reflects the underlying operating performance of our core mining business and allows investors and analysts to compare results of the Company to similar results of other mining companies. Management’s determination of the components of Adjusted net income (loss) are evaluated periodically and are based, in part, on a review of non-GAAP financial measures used by mining industry analysts. The tax effect of adjustments are based on statutory tax rates and the Company’s tax attributes, including the impact through the Company’s valuation allowance. The combined effective rate of tax adjustments may not be consistent with the statutory tax rates or the Company’s effective tax rate due to jurisdictional tax attributes and related valuation allowance impacts which may minimize the tax effect of certain adjustments and may not apply to gains and losses equally. Adjusted net income (loss) is reconciled to Net income (loss) in the table below:


	Three months ended September 30,						Nine months ended September 30,						Three months ended March 31,
In thousands except per share amounts	2017			2016			2017			2016			2018			2017
Net income (loss)	$	(16,652	)	$	69,557		$	(8,944	)	$	63,660		$	1,241		$	18,663
(Income) loss from discontinued operations, net of tax													(550		)	(364		)
Fair value adjustments, net	—			961			864			13,235			(4,987		)	1,200
Impairment of equity and debt securities	—			—			425			20			—			121
Write-downs	—			—			—			4,446
Inventory write-downs	—			3,689			—			3,689
Gain on sale of Joaquin project	—			—			(21,138		)	—			—			(21,138		)
(Gain) loss on sale of assets and securities	(2,117		)	(7,462		)	(565		)	(11,674		)	574			2,066
Gain on repurchase of Rochester royalty	—			—			(2,332		)	—
Loss on debt extinguishment	—			10,040			9,342			10,040
San Bartolomé workforce severance	2,175			—			2,175			—
Transaction costs	819			26			819			1,198			90			—
Deferred tax on reorganization	—			(40,767		)	—			(40,767		)
Foreign exchange loss (gain)	(1,660		)	2,549			4,580			(1,384		)	4,312			4,411
Tax effect of adjustments⁽¹⁾	(990		)	(38		)	816			2,582			—			1,807
Adjusted net income (loss)	$	(18,425	)	$	38,555		$	(13,958	)	$	45,045		$	680		$	6,766

Adjusted net income (loss) per share - Basic	$	(0.10	)	$	0.24		$	(0.08	)	$	0.29		$	0.00		$	0.04
Adjusted net income (loss) per share - Diluted	$	(0.10	)	$	0.23		$	(0.08	)	$	0.28		$	0.00		$	0.04

(1)

For the three months ended ~~September 30,~~March 31, 2017, tax effect of adjustments of ~~$(1.0)~~$1.8 million (112.9%) is primarily related to deferred taxes on the Metalla transaction. For the three months ended September 30, 2016, tax effect of adjustments of $(38) thousand (0.5%) is primarily related to the tax gain on the sale of an asset, partially offset by losses on other asset sales where no tax benefit was recognized and tax benefit from fair value adjustment.

For the nine months ended September 30, 2017, tax effect of adjustments of $0.8 million (-7.8%) is primarily related to a taxable gain on the sale of the Joaquin project and deferred taxes on the Metalla transaction. For the nine months ended September 30, 2016, tax effect of adjustments of $2.6 million (-12.3%(14%) is primarily related to a taxable gain on the sale of assets and the tax valuation allowance impact from an asset write-down, partially offset by tax benefit from fair value adjustments.

EBITDA and Adjusted EBITDA

Management uses EBITDA to evaluate the Company’s operating performance, to plan and forecast its operations, and assess leverage levels and liquidity measures. The Company believes the use of EBITDA reflects the underlying operating performance of our core mining business and allows investors and analysts to compare results of the Company to similar results of other mining companies. Adjusted EBITDA is a measure used in the 2024 Senior Notes Indenture and the Facility to determine our ability to make certain payments and incur additional indebtedness. EBITDA and Adjusted EBITDA do not represent, and should not be considered an alternative to, Net income (Loss) or Cash Flow from Operations as determined under GAAP. Other companies may calculate Adjusted EBITDA differently and those calculations may not be comparable to our presentation. Adjusted EBITDA is reconciled to Net income (loss) in the table below:


	Three months ended September 30,						Nine months ended September 30,						Three months ended March 31,
In thousands except per share amounts	2017			2016			2017			2016			2018			2017
Net income (loss)	$	(16,652	)	$	69,557		$	(8,944	)	$	63,660		$	1,241		$	18,663
(Income) loss from discontinued operations, net of tax													(550		)	(364		)
Interest expense, net of capitalized interest	3,606			8,068			10,941			30,063			5,965			3,579
Income tax provision (benefit)	14,232			(54,455		)	23,180			(53,118		)	11,949			10,878
Amortization	33,830			27,763			106,880			93,232			30,777			38,693
EBITDA	35,016			50,933			132,057			133,837			49,382			71,449
Fair value adjustments, net	—			961			864			13,235			(4,987		)	1,200
Impairment of equity and debt securities	—			—			425			20			—			121
Foreign exchange (gain) loss	(229		)	1,466			(2,577		)	7,286			670			(1,206		)
Gain on sale of Joaquin project	—			—			(21,138		)	—			—			(21,138		)
(Gain) loss on sale of assets and securities	(2,117		)	(7,462		)	(565		)	(11,674		)	574			2,066
Gain on repurchase of Rochester royalty	—			—			(2,332		)	—
Loss on debt extinguishment	—			10,040			9,342			10,040
San Bartolomé workforce severance	2,175			—			2,175			—
Transaction costs	819			26			819			1,198			90			—
Asset retirement obligation accretion	2,511			2,096			7,352			6,221			2,669			2,116
Inventory adjustments and write-downs	1,302			4,665			1,703			6,528			1,126			(94		)
Write-downs	—			—			—			4,446
Adjusted EBITDA	$	39,477		$	62,725		$	128,125		$	171,137		$	49,524		$	54,514

Costs Applicable to Sales and All-in Sustaining Costs

Management uses Costs applicable to sales (“CAS”) and All-in sustaining costs (“AISC”) to evaluate the Company’s current operating performance and life of mine performance from discovery through reclamation. We believe these measures assist analysts, investors and other stakeholders in understanding the costs associated with producing silver and gold, assessing our operating performance and ability to generate free cash flow from operations and sustaining production. These measures may not be indicative of operating profit or cash flow from operations as determined under GAAP. Management believes converting the benefit from selling gold into silver equivalent ounces best allows management, analysts, investors and other stakeholders to evaluate the operating performance of the Company. Other companies may calculate CAS and AISC differently as a result of reflecting the benefit from selling non-silver metals as a by-product credit rather than converting to silver equivalent ounces, differences in the determination of sustaining capital expenditures, and differences in underlying accounting principles and accounting frameworks such as in International Financial Reporting Standards.

Three Months Ended ~~September 30, 2017~~March 31, 2018


		Silver										Gold						Total			Silver						Gold						Total
In thousands except per ounce amounts		Palmarejo		Rochester		San Bartolomé		Endeavor		Total		Kensington		Wharf		Total					Palmarejo		Rochester		Total		Kensington		Wharf		Total
Costs applicable to sales, including amortization (U.S. GAAP)		$	49,669	$	27,866	$	18,795	$	59	$	96,389	$	35,522	$	20,553	$	56,075	$	152,464		$	47,421	$	29,136	$	76,557	$	35,347	$	17,966	$	53,313	$	129,870
Amortization		16,414		4,591		1,430		20		22,455		7,864		3,223		11,087		33,542			16,325		4,831		21,156		6,717		2,657		9,374		30,530
Costs applicable to sales		$	33,255	$	23,275	$	17,365	$	39	$	73,934	$	27,658	$	17,330	$	44,988	$	118,922		$	31,096	$	24,305	$	55,401	$	28,630	$	15,309	$	43,939	$	99,340
Silver equivalent ounces sold		3,386,963		1,673,704		951,219		8,027		6,019,913								9,215,393			3,883,983		1,789,007		5,672,990								8,390,090
Gold equivalent ounces sold												29,173		24,085		53,258											27,763		17,522		45,285
Costs applicable to sales per ounce		$	9.82	$	13.91	$	18.26	$	4.86	$	12.28	$	948	$	720	$	845	$	12.90		$	8.01	$	13.59	$	9.77	$	1,031	$	874	$	970	$	11.84

Costs applicable to sales per average spot ounce		$	8.73	$	12.66					$	11.19							$	11.17		$	6.94	$	12.13	$	8.55							$	9.87

Costs applicable to sales																		$	118,922														$	99,340
Treatment and refining costs																		1,408															1,195
Sustaining capital⁽¹⁾																		18,626															23,389
General and administrative																		7,412															8,804
Exploration																		9,814															6,683
Reclamation																		4,364															4,532
Project/pre-development costs																		2,337															1,421
All-in sustaining costs																		$	162,883														$	145,364
Silver equivalent ounces sold																		6,019,913															5,672,990
Kensington and Wharf silver equivalent ounces sold	Kensington and Wharf silver equivalent ounces sold																	3,195,480		Kensington and Wharf silver equivalent ounces sold													2,717,100
Consolidated silver equivalent ounces sold	Consolidated silver equivalent ounces sold																	9,215,393		Consolidated silver equivalent ounces sold													8,390,090
All-in sustaining costs per silver equivalent ounce	All-in sustaining costs per silver equivalent ounce																	$	17.68	All-in sustaining costs per silver equivalent ounce													$	17.33

Consolidated silver equivalent ounces sold (average spot)	Consolidated silver equivalent ounces sold (average spot)																	10,645,948		Consolidated silver equivalent ounces sold (average spot)													10,066,759
All-in sustaining costs per average spot silver equivalent ounce	All-in sustaining costs per average spot silver equivalent ounce																	$	15.30	All-in sustaining costs per average spot silver equivalent ounce													$	14.44


(1)	Excludes development capital for Jualin ~~Guadalupe South Portal~~ and ~~Rochester expansion permitting.~~Silvertip.

Three Months Ended ~~September 30, 2016~~March 31, 2017


		Silver										Gold									Silver								Gold
In thousands except per ounce amounts		Palmarejo		Rochester		San Bartolomé		Endeavor		Total		Kensington		Wharf		Total		Total			Palmarejo		Rochester		Endeavor		Total		Kensington		Wharf		Total		Total
Costs applicable to sales, including amortization (U.S. GAAP)		$	21,794	$	27,027	$	22,536	$	486	$	71,843	$	34,755	$	26,158	$	60,913	$	132,756		$	63,151	$	32,255	$	400	$	95,806	$	37,621	$	19,431	$	57,052	$	152,858
Amortization		5,761		5,244		1,723		113		12,841		8,046		6,461		14,507		27,348			20,150		5,816		113		26,079		9,178		3,111		12,289		38,368
Costs applicable to sales		$	16,033	$	21,783	$	20,813	$	373	$	59,002	$	26,709	$	19,697	$	46,406	$	105,408		$	43,001	$	26,439	$	287	$	69,727	$	28,443	$	16,320	$	44,763	$	114,490
Silver equivalent ounces sold		1,462,401		1,868,085		1,390,552		46,069		4,767,107								8,397,467			4,427,346		2,104,209		39,765		6,571,320								9,978,120
Gold equivalent ounces sold												30,998		29,508		60,506													32,144		24,636		56,780
Costs applicable to sales per ounce		$	10.96	$	11.66	$	14.97	$	8.10	$	12.38	$	862	$	668	$	767	$	12.55		$	9.71	$	12.56	$	7.22	$	10.61	$	885	$	662	$	788	$	11.47

Costs applicable to sales per average spot ounce		$	10.29	$	11.11					$	11.91							$	11.62		$	8.89	$	11.80			$	9.80							$	10.33

Costs applicable to sales																		$	105,408																$	114,490
Treatment and refining costs																		761																	1,616
Sustaining capital⁽¹⁾																		19,762																	11,191
General and administrative																		7,113																	10,125
Exploration																		3,706																	5,252
Reclamation																		4,036																	3,338
Project/pre-development costs																		2,133																	1,419
All-in sustaining costs																		$	142,919																$	147,431
Silver equivalent ounces sold																		4,767,107																	6,571,320
Kensington and Wharf silver equivalent ounces sold	Kensington and Wharf silver equivalent ounces sold																	3,630,360		Kensington and Wharf silver equivalent ounces sold															3,406,800
Consolidated silver equivalent ounces sold	Consolidated silver equivalent ounces sold																	8,397,467		Consolidated silver equivalent ounces sold															9,978,120
All-in sustaining costs per silver equivalent ounce	All-in sustaining costs per silver equivalent ounce																	$	17.02	All-in sustaining costs per silver equivalent ounce															$	14.77

Consolidated silver equivalent ounces sold (average spot)	Consolidated silver equivalent ounces sold (average spot)																	9,074,222		Consolidated silver equivalent ounces sold (average spot)															11,093,378
All-in sustaining costs per average spot silver equivalent ounce	All-in sustaining costs per average spot silver equivalent ounce																	$	15.75	All-in sustaining costs per average spot silver equivalent ounce															$	13.29


(1)	Excludes development capital for Jualin, ~~Guadalupe,~~ Independencia, ~~and Rochester crushing capacity expansion.~~

~~Nine Months Ended September 30, 2017~~

Silver Gold Total
In thousands except per ounce amounts Palmarejo Rochester San Bartolomé Endeavor Total Kensington Wharf Total
Costs applicable to sales, including amortization (U.S. GAAP) $ 161,145

$ 89,220
$ 64,032
$ 1,045
$ 315,442
$ 109,478
$ 58,301
$ 167,779
$ 483,221
Amortization 50,995
15,345
5,053
301
71,694
25,389
8,883
34,272
105,966
Costs applicable to sales $ 110,150
$ 73,875
$ 58,979
$ 744
$ 243,748
$ 84,089
$ 49,418
$ 133,507
$ 377,255
Silver equivalent ounces sold 10,809,932
5,551,913
3,497,263
107,026
19,966,134
29,599,974
Gold equivalent ounces sold 90,348
70,216
160,564

Costs applicable to sales per ounce $ 10.19

$ 13.31
$ 16.86
$ 6.95
$ 12.21
$ 931
$ 704
$ 831
$ 12.75

Costs applicable to sales per average spot ounce $ 9.17
$ 12.32

$ 11.28

$ 11.33

Costs applicable to sales $ 377,255
Treatment and refining costs 4,312
Sustaining capital⁽¹⁾
47,795
General and administrative 24,587
Exploration 22,879
Reclamation 12,279
Project/pre-development costs 5,903
All-in sustaining costs $ 495,010
Silver equivalent ounces sold 19,966,134
Kensington and Wharf silver equivalent ounces sold 9,633,840
Consolidated silver equivalent ounces sold 29,599,974
All-in sustaining costs per silver equivalent ounce $ 16.72

Consolidated silver equivalent ounces sold (average spot) 33,311,575
All-in sustaining costs per average spot silver equivalent ounce $ 14.86


~~(1)~~	~~Excludes development capital for Jualin,~~ Guadalupe South Portal and Rochester expansion permitting.

~~Nine Months Ended September 30, 2016~~

The table below includes the Company’s mineralized material at December 31, 2017.

Silver Gold
In thousands except per ounce amounts Palmarejo Rochester San Bartolomé Endeavor Total Kensington Wharf Total Total
Costs applicable to sales, including amortization (U.S. GAAP) $ 87,751
$ 81,983
$ 62,285
$ 1,806
$ 233,825
$ 99,941
$ 65,140
$ 165,081
$ 398,906
Amortization 27,815
15,994
5,330
496
49,635
26,203
15,640
41,843
91,478
Costs applicable to sales $ 59,936
$ 65,989
$ 56,955
$ 1,310
$ 184,190
$ 73,738
$ 49,500
$ 123,238
$ 307,428
Silver equivalent ounces sold 5,667,133
5,559,347
4,193,397
204,174
15,624,051
25,958,451
Gold equivalent ounces sold 92,824
79,416
172,240

Costs applicable to sales per ounce $ 10.58

$ 11.87

$ 13.58

$ 6.42

$ 11.79
$ 794

$ 623

$ 716
$ 11.84

Costs applicable to sales per average spot ounce $ 9.58
$ 10.90

$ 11.02
$ 10.47

Costs applicable to sales $ 307,428
Treatment and refining costs 3,047
Sustaining capital⁽¹⁾
57,491
General and administrative 22,789
Exploration 7,669
Reclamation 11,967
Project/pre-development costs 5,789
All-in sustaining costs $ 416,180
Silver equivalent ounces sold 15,624,051
Kensington and Wharf silver equivalent ounces sold 10,334,400
Consolidated silver equivalent ounces sold 25,958,451
All-in sustaining costs per silver equivalent ounce $ 16.03

Consolidated silver equivalent ounces sold (average spot) 29,370,501
All-in sustaining costs per average spot silver equivalent ounce $ 14.17



	Mineralized Material at December 31, 2017^(1)(2)(3)(4)
	Tons (000s)	Silver Grade (oz./ton)	Gold Grade (oz./ton)	Lead Grade (percent)	Zinc Grade (percent)
Palmarejo Mine, Mexico⁽⁵⁾	8,074	3.35	0.046	—	—
San Bartolomé Mine, Bolivia⁽⁶⁾	4,087	3.42	—	—	—
Kensington Mine, USA⁽⁷⁾	2,878	—	0.271	—	—
Wharf Mine, USA⁽⁸⁾	7,710	—	0.023	—	—
Rochester Mine, USA⁽⁹⁾	179,885	0.36	0.002	—	—
Silvertip Mine, Canada⁽¹⁰⁾	2,589	10.26	—	6.74	9.41
La Preciosa Project, Mexico⁽¹¹⁾	28,677	3.67	0.006	—	—
Total Mineralized Material	233,900


(1)	~~Excludes development capital~~Assumed metal prices for ~~Jualin, Guadalupe, Independencia~~estimated 2017 mineralized material were $20.00 per ounce of silver, $1,400 per ounce of gold, $1.15 per pound zinc, and ~~Rochester crushing capacity expansion.~~$1.00 per pound lead. 2017 mineralized material effective December 31, 2017.

~~Reconciliation of All-in Sustaining Costs per Silver Equivalent Ounce for Revised 2017 Guidance~~

Silver Gold
In thousands except per ounce amounts Palmarejo Rochester San Bartolomé Endeavor Total Silver Kensington Wharf Total Gold Total Combined
Costs applicable to sales, including amortization (U.S. GAAP) $ 215,400
$ 118,700
$ 86,000
$ 1,044
$ 421,144
$ 153,800
$ 83,600
$ 237,400
$ 658,544
Amortization 67,800
20,500
7,800
300
96,400
38,800
12,800
51,600
148,000
Costs applicable to sales $ 147,600
$ 98,200
$ 78,200
$ 744
$ 324,744
$ 115,000
$ 70,800
$ 185,800
$ 510,544
Silver equivalent ounces sold 14,500,000
7,690,000
4,700,000
107,000
26,997,000
40,557,000
Gold equivalent ounces sold 131,000
95,000
226,000

Costs applicable to sales per ounce $10.00 - $10.50 $12.50 - $13.00 $16.50 - $17.00

$850 - $900 $700 - $750

Costs applicable to sales $ 510,544
Treatment and refining costs 5,100
Sustaining capital, including capital lease payments 70,000
General and administrative 32,000
Exploration 33,000
Reclamation 16,000
Project/pre-development costs 7,000
All-in sustaining costs $ 673,644
Silver equivalent ounces sold 26,997,000
Kensington and Wharf silver equivalent ounces sold 13,560,000
Consolidated silver equivalent ounces sold 40,557,000
All-in sustaining costs per silver equivalent ounce $16.25 - $16.75

~~Reconciliation of All-in Sustaining Costs per Silver Equivalent Ounce for Previous 2017 Guidance~~

Silver Gold
In thousands except per ounce amounts Palmarejo Rochester San Bartolomé Endeavor Total Silver Kensington Wharf Total Gold Total Combined
Costs applicable to sales, including amortization (U.S. GAAP) $ 228,500
$ 113,550
$ 92,300
$ 1,038
$ 435,388
$ 136,600
$ 82,200
$ 218,800
$ 654,188
Amortization 76,500
22,550
8,300
281
107,631
29,100
13,200
42,300
149,931
Costs applicable to sales $ 152,000
$ 91,000
$ 84,000
$ 757
$ 327,757
$ 107,500
$ 69,000
$ 176,500
$ 504,257
Silver equivalent ounces sold 14,900,000
7,800,000
5,200,000
105,000
28,005,000
41,505,000
Gold equivalent ounces sold 130,000
95,000
225,000

Costs applicable to sales per ounce guidance $10.00 - $10.50 $11.50 - $12.00 $15.75 - $16.25 $800 - $850 $700 - $750

Costs applicable to sales $ 504,257
Treatment and refining costs 4,500
Sustaining capital, including capital lease payments 77,000
General and administrative 30,000
Exploration 30,000
Reclamation 15,000
Project/pre-development costs 6,000
All-in sustaining costs $ 666,757
Silver equivalent ounces sold 28,005,000
Kensington and Wharf silver equivalent ounces sold 13,500,000
Consolidated silver equivalent ounces sold 41,505,000
All-in sustaining costs per silver equivalent ounce guidance $15.75 - $16.25


(2)	Estimated with mining cost parameters and initial metallurgical test results.


(3)	Mineralized material estimates were completed by company technical staff, except for La Preciosa which was completed by an external consultant supervised by technical company staff.

(4)

Estimated using 3-dimensional geologic modeling and geostatistical evaluation of the exploration drill data. Mineralized material is reported exclusive of reserves. “Mineralized material” as used in this Quarterly Report on Form 10-Q, although permissible under Guide 7, does not indicate “reserves” by SEC standards. There is no certainty that any part of the reported mineralized material will ever be confirmed or converted into Guide 7 compliant “reserves”.


(5)	Cutoff grades for mineralized material is 2.49 g/tonne AuEq.


(6)	Cutoff grades for mineralized material is 95 g/tonne.


(7)	The cutoff grade for mineralized material is 0.13 oz/ton Au.


(8)	The cutoff grade for mineralized material is 0.009 oz/ton Au.


(9)	The cutoff grade for mineralized material is 0.46 oz/ton AgEq.


(10)	The cutoff grade for mineralized material is 200 g/tonne AgEq.


(11)	The cutoff grade for mineralized material is 121.71 g/ton AgEq for underground, and 71.86 g/t for surface mining.

Cautionary Statement Concerning Forward-Looking Statements

This report contains numerous forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) relating to the Company’s gold, silver, zinc and ~~silver~~lead mining business, including statements regarding mineralized material estimates, exploration efforts, drilling, development at Kensington, Palmarejo and Silvertip, estimated production, costs, capital expenditures, contingent payments for the Silvertip acquisition, expenses, metals prices, sufficiency of assets, ability to discharge liabilities, liquidity management, financing needs, environmental compliance expenditures, risk management strategies, ~~to produce long-term cash flow, provide opportunities for growth through continued exploration, generate superior~~operational excellence, cost reduction initiatives, capital discipline, and ~~sustainable returns for stockholders,~~initiatives to maximize net cash flow, enhance revenues, reduce operating and non-operating costs, ~~demonstrate consistent capital discipline, efficiently~~and manage working capital and statements regarding tax positions, the anticipated results of the Silvertip acquisition, anticipated production, costs and expenses, drought conditions in Bolivia, efforts to mitigate risks associated with gold and silver price and foreign currency fluctuations and the adequacy of liquidity and capital resources.efficiently. Such forward-looking statements are identified by the use of words such as “believes,” “intends,” “expects,” “hopes,” “may,” “should,” “plan,” “projected,” “contemplates,” “anticipates” or similar words. Actual results could differ materially from those projected in the forward-looking statements. The factors that could cause actual results to differ materially from those projected in the forward-looking statements include (i) the risk factors set forth in the “Risk Factors” section of the ~~2016~~2017 10-K, the risk factors set forth below under Item 1A and in this ~~Report~~Management’s Discussion and ~~in the Company’s Quarterly Report on Form 10-Q filed on July 27, 2017,~~Analysis of Financial Condition and ~~the risks and uncertainties discussed in this MD&A,~~Results of Operations , (ii) the risk that the ~~anticipated results~~ramp up of ~~the~~production at Silvertip ~~acquisition are not realized,~~will be delayed, (iii) the risks and hazards inherent in the mining business (including risks inherent in developing large-scale mining projects, environmental hazards, industrial accidents, weather or geologically related conditions), (iv) changes in the market prices of gold, silver, zinc and ~~silver~~lead and a sustained lower price environment, ~~including any resulting impact on cash flows,~~ (v) the uncertainties inherent in the Company’s production, exploratory and developmental activities, including risks relating to permitting and regulatory delays, ground conditions and grade variability, (vi) any future labor disputes or work stoppages (involving the Company and its subsidiaries or third parties), (vii) the uncertainties inherent in the estimation of gold, silver, zinc and ~~silver~~lead reserves and mineralized material, (viii) changes that could result from the Company’s future acquisition of new mining properties or businesses, (ix) the loss of access to any third-party smelter to ~~which~~whom the Company markets silver and gold, (x) the effects of environmental and other governmental regulations, (xi) the risks inherent in the ownership or operation of or investment in mining properties or businesses in foreign countries, ~~(xii) the political risks~~ and ~~uncertainties associated with operations in Bolivia; and (xiii)~~(xii) the Company’s ability to raise additional financing necessary to conduct its business, make payments or refinance its debt. Readers are cautioned not to put undue reliance on forward-looking statements. The Company disclaims any intent or obligation to update publicly these forward-looking statements, whether as a result of new information, future events or otherwise.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The Company is exposed to various market risks as a part of its operations and engages in risk management strategies to mitigate these risks. The Company continually evaluates the potential benefits of engaging in these strategies based on current market conditions. The Company does not actively engage in the practice of trading derivative instruments for profit. Additional information about the Company’s derivative financial instruments may be found in Note 11 -- Derivative Financial Instruments in the notes to the condensed consolidated financial statements. This discussion of the Company’s market risk assessments contains “forward looking statements”. For additional information regarding forward-looking statements and risks and uncertainties that could impact the Company, please refer to Item 2 of this Report - Cautionary Statement Concerning Forward-Looking Statements. Actual results and actions could differ materially from those discussed below.

Gold, Silver, Zinc and ~~Silver Price~~Lead Prices

Gold, silver, zinc, and ~~silver~~lead prices may fluctuate widely due to numerous factors, such as U.S. dollar strength or weakness, demand, investor sentiment, inflation or deflation, and global mine production. The Company’s profitability and cash flow may be significantly impacted by changes in the market price of gold, silver, zinc, and ~~silver.~~lead.

Gold, Silver, Zinc and ~~Silver~~Lead Hedging

To mitigate the risks associated with gold, silver, zinc and ~~silver~~lead price fluctuations, the Company may enter into option contracts to hedge future production. The Company had no outstanding ~~gold~~Asian put and ~~silver~~call option contracts in net-zero-cost collar contracts on zinc at ~~September 30, 2017.~~March 31, 2018. The weighted average strike prices on the put and call contracts are $3,000 and $4,050 per metric ton, respectively. The contracts are generally net cash settled and, if the price of zinc at the time of the expiration is between the put and call prices, would expire at no cost to the Company. At March 31, 2018, the fair market value of the put and call zero cost collar contracts was a net asset of $0.1 million. During the three months ended March 31, 2018, the Company had recorded unrealized gains of $0.1 million related to outstanding options which were included in Fair value adjustments, net.

Provisional Silver and Gold Sales

derivatives do not qualify for hedge accounting and, as a result, are marked to the market gold and silver price at the end of each period from the provisional sale date to the date of final settlement. The mark-to-market gains and losses are recorded in earnings. Changes in silver and gold prices resulted in provisional pricing mark-to-market ~~losses~~gains of ~~$0.1~~$0.3 million and ~~gains of $0.6~~$1.2 million in the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017, ~~respectively, compared to losses of $0.8 million and gains of $0.4 million in the three and nine months ended September 30, 2016,~~ respectively.

At ~~September 30, 2017,~~March 31, 2018, the Company had outstanding provisionally priced sales of ~~0.2 million~~49,853 ounces of silver and ~~26,087~~45,051 ounces of gold at prices of ~~$16.86~~$16.66 and ~~$1,299,~~$1,317, respectively. A 10% change in realized silver price would ~~cause~~result in a de minimis change in revenue ~~to vary by $0.4 million~~ and a 10% change in realized gold price would cause revenue to vary by ~~$3.4~~$5.9 million.

Foreign Currency

The Company operates, or has mineral interests, in several foreign countries including ~~Australia, Bolivia, Chile,~~Canada, Mexico, ~~Argentina, Ecuador,~~ and New Zealand, which exposes it to foreign currency exchange rate risks. Foreign currency exchange rates are influenced by world market factors beyond the Company’s control such as supply and demand for U.S. and foreign currencies and related monetary and fiscal policies. Fluctuations in local currency exchange rates in relation to the U.S. dollar may significantly impact profitability and cash flow.

Foreign Exchange Hedging

To manage foreign currency risk, the Company may enter into foreign exchange forward and/or option contracts when the Company believes such contracts would be beneficial. The Company had no outstanding foreign exchange contracts at ~~September 30, 2017.~~March 31, 2018.


Item 4.	Controls and Procedures


(a)	Disclosure Controls and Procedures

As of the end of the period covered by this quarterly report, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and management necessarily applied its judgment in assessing the costs and benefits of such controls and procedures, which by their nature, can provide only reasonable assurance regarding management’s control objectives. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events. Based upon the foregoing, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective and operating to provide reasonable assurance that information required to be disclosed by it in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and to provide reasonable assurance that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.


(b)	Management’s Report on Internal Control Over Financial Reporting

Based on an evaluation by the Company’s Chief Executive Officer and Chief Financial Officer, such officers concluded

that there was no change in the Company’s internal control over financial reporting during the three months ended ~~September 30, 2017~~three months ended March 31, 2018 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II

Item 1. Legal Proceedings

For a discussion of legal proceedings, see Note 1920 -- Commitments and Contingencies in the notes to the Consolidated Financial Statements included herein.

Item 1A. Risk Factors

Item 1A --- Risk Factors of the ~~2016~~2017 10-K ~~and the Company’s Quarterly Report on Form 10-Q filed on July 27, 2017~~ sets forth information relating to important risks and uncertainties that could

materially adversely affect the ~~Company's~~Company’s business, financial condition or operating results. Those risk factors have been supplemented and updated in this Form 10-Q. Except as supplemented and updated below, the risk factors set forth in the 2017 10-K remain current. Additional risks and uncertainties that the Company does not presently know or that it currently deems immaterial also may impair our business operations.

The Company’s business depends on good relations with, and the retention and hiring of, employees.

The Company may ~~be unable to successfully integrate the recently acquired Silvertip mine~~experience labor disputes, work stoppages or other ~~acquisitions.~~

~~There can~~disruptions in production that could adversely affect its business and results of operations. Labor disruptions may be ~~no assurance that~~used to advocate labor, political or social goals, particularly at non-U.S. mines. For example, labor disruptions may occur in sympathy with strikes or labor unrest in other sectors of local economies. During the ~~anticipated benefits~~past several years, two of the ~~recently completed acquisition~~Company’s mines have experienced work stoppages, each of ~~the Silvertip mine in British Columbia, Canada,~~which was resolved within a short period of time and had no material effect on results of operations or any future acquisition, will be realized. The success of this and any other acquisition will depend upon the Company’s ability to effectively manage the integration and operations of entities or properties it acquires and to realize other anticipated benefits. The process of managing acquired businesses may involve unforeseen difficulties and may require a disproportionate amount of management resources, which may divert management’s focus and resources from other strategic opportunities and from operational matters during this process.

~~Any acquisition would be accompanied by risks, including:~~

~~a significant change in commodity prices after the Company has committed to complete the transaction and established the purchase price or exchange ratio;~~

~~a material orebody may prove to be below expectations;~~

~~difficulties integrating and assimilating the operations and personnel of any acquired companies, realizing anticipated synergies and maximizing the~~ financial ~~and strategic position of the combined enterprise, and maintaining uniform standards, policies and controls across the organization; and~~

~~the acquired business or assets may have unknown liabilities which may be significant.~~

In addition, the Silvertip acquisition was funded, in part, with funds drawn under the Facility, resulting in increased interest expense. In connection with any future acquisition, the Company may incur indebtedness or issue equity securities or securities convertible into equity securities, resulting in increased interest expense, or dilution of the percentage ownership of existing stockholders.condition. The Company cannot ~~predict the impact of future acquisitions on the price of its common stock, or~~ assure that it

~~would be able to obtain any necessary financing on acceptable terms. Unprofitable acquisitions,~~work stoppages or ~~additional indebtedness~~other disruptions will not occur in the future. Any such work stoppage or ~~issuances of securities in connection with such acquisitions, may negatively affect results of operations.~~

Finally, the Company’s systems, procedures and controls may be inadequate to support the expansion of our operations resulting from an acquisition or development of a new mine, including the Silvertip mine. The Company’s future operating resultsdisruption could be affected by the ability of its officers and key employees to manage the changing business conditions and to integrate an acquired business or new operation into Coeur. There may also be liabilities, such as environmental liabilities, or significant capital expenditures thatexpose the Company ~~failed~~ to ~~discover or have underestimated in connection with any acquisition or development. Any such liabilities or capital expenditure requirements could~~significant costs and have a material adverse effect on its business, results of operations or financial condition. At March 31, 2018, none of the Company’s ~~business,~~global workforce was represented by unions.

We compete with other mining companies to attract and retain key executives, skilled labor, contractors and other employees. We may be unable to continue to attract and retain skilled and experienced employees, which could have an adverse effect on our competitive position or adversely impact our results of operations or financial ~~condition or future prospects.~~condition.

Continuation of the Company’s mining operations is dependent on the availability of sufficient and affordable water supplies.

The ~~Company's results~~Company’s mining operations require significant quantities of ~~operations, cash flows~~water for mining, ore processing and related support facilities. In particular, the Company’s properties in Mexico are in areas where water is scarce and competition among users for continuing access to water is significant. Continuous production and mine development is dependent on the Company’s ability to acquire and maintain water rights and claims and to defeat claims adverse to current water uses in legal proceedings. Although each of the Company’s operating ~~costs are highly dependent upon~~mines currently has sufficient water rights and claims to cover its operational demands, the ~~market prices~~Company cannot predict the potential outcome of ~~silver~~pending or future legal proceedings relating to water rights, claims and ~~gold and, following the Silvertip acquisition, other commodities, including zinc and lead, which are volatile and beyond the Company's control.~~uses.

~~Silver, gold, lead~~Water shortages may also result from weather or environmental and ~~zinc are actively traded commodities, and their prices are volatile. During the twelve months ended September 30, 2017, the price~~climate impacts out of silver ranged from a low of $15.22 per ounce to a high of $19.35 per ounce, the price of gold ranged from a low of $1,126 per ounce to a high of $1,346 per ounce, the price of lead ranged from a low of $0.89 per pound to a high of $1.14 per pound, and the price of zinc ranged from a low of $1.01 per pound to a high of $1.45 per pound. The closing market prices of silver, gold, lead, and zinc on October 24, 2017 were $17.04 per ounce, $1,276 per ounce, $1.12 per pound, and $1.47 per pound, respectively.

~~Silver, gold, lead and zinc prices are affected by many factors beyond~~ the Company’s ~~control, including U.S. dollar strength or weakness, speculation, global currency values, the price of products that incorporate silver, gold, lead or zinc, global~~control. Shortages in water supply could result in production and ~~regional demand and production, political and economic conditions and other factors.~~processing interruptions. In addition, ~~Exchange Traded Funds (“ETFs”),~~the scarcity of water in certain regions could result in increased costs to obtain sufficient quantities of water to conduct the Company’s operations. The loss of some or all water rights, in whole or in part, or ongoing shortages of water to which we have ~~substantially facilitated~~rights or significantly higher costs to obtain sufficient quantities of water (or the ~~ability~~failure to procure sufficient quantities of ~~large and small investors~~water) could result in the Company’s inability to buy and sell precious metals and base metals, have become significant holders of gold, silver, lead and zinc. Silver and gold prices are also affected by prevailing interest rates and returns on other asset classes, expectations regarding inflation and governmental decisions regarding precious metals stockpiles.

~~Because~~maintain production at current or expected levels, require the Company ~~derives a significant portion of its revenues~~to curtail or shut down mining production and could prevent the Company from sales of silver and gold, and to a lesser extent, lead and zinc as a result of the Silvertip acquisition, its results of operations and cash flows will fluctuate as the prices of these metals change. A period of significant and sustained lower gold and silver prices and, to a lesser extent, lead and zinc prices, would materially andpursuing expansion or development opportunities, which could adversely affect the Company’s results of operations and ~~cash flows. Additionally, if market prices for silver, gold, lead~~financial condition. Laws and ~~zinc decline further or remain at current or lower levels for a sustained period of time,~~regulations may be introduced in some jurisdictions in which the Company ~~may have~~operates which could also limit access to revise its operating plans, including reducing operating costs and capital expenditures, terminating or suspending mining operations at one or more of its properties and discontinuing certain exploration and development plans. The Company may be unable to decrease its costs in an amount sufficient ~~to offset reductions in revenues, and may continue to incur losses.~~

~~Operating costs at~~water resources, thus adversely affecting the Company’s mines are also affected by the price of input commodities, such as fuel, electricity, labor, chemical reagents, explosives, steel and concrete. Prices for these input commodities are volatile and can fluctuate due to conditions that are difficult to predict, including global competition for resources, currency fluctuations, consumer or industrial demand and other factors. Continued volatility in the prices of commodities and other supplies the Company purchases could lead to higher costs, which would adversely affect results of operations and cash flows.

~~The terms of the Company’s debt impose restrictions on its~~ operations.

~~The agreements governing the Company’s outstanding indebtedness include a number of significant negative covenants. These covenants, among other things:~~

~~limit the Company’s ability to obtain additional financing, repurchase outstanding equity or issue debt securities;~~

~~require the Company to meet certain financial covenants consisting of a consolidated net leverage ratio and a consolidated interest coverage ratio;~~

require a portion of the Company’s cash flows to be dedicated to debt service payments instead of other purposes, thereby reducing the amount of cash flows available for working capital, capital expenditures, acquisitions and other general corporate purposes;

limit the Company’s ability to sell, transfer or otherwise dispose of assets, enter into transactions with and invest capital in affiliates, enter into agreements restricting our subsidiaries’ ability to pay dividends, consolidate, amalgamate, merger or sell all or substantially all of the Company’s assets;

~~increase our vulnerability to general adverse economic and industry conditions;~~

~~limit the Company’s flexibility in planning for and reacting to changes in the industry in which we compete; and~~

~~place the Company at a disadvantage compared to other, less leveraged competitors.~~

A breach of any of these covenants could result in an event of default under the applicable agreement governing the Company’s outstanding indebtedness that, if not cured or waived, could cause all amounts outstanding with respect to the debt to be due and payable immediately. Acceleration of any debt could result in cross-defaults under the Company’s other debt instruments. The Company’s assets and cash flow may be insufficient to repay borrowings fully under all of its outstanding debt instruments if any of its debt instruments are accelerated upon an event of default, which could force the Company into bankruptcy or liquidation.

~~The Company’s future operating performance may not generate cash flows sufficient to meet debt payment obligations.~~

As of September 30, 2017, the Company had approximately $288.9 million of outstanding indebtedness. On October 12, 2017, the Company borrowed $100.0 million under the Facility. The Company’s ability to make scheduled debt payments on outstanding indebtedness will depend on future results of operations and cash flows. The Company’s results of operations and cash flows, in part, are subject to economic factors beyond its control, including the market prices of silver, gold, lead and zinc. The Company may not be able to generate enough cash flow to meet obligations and commitments under outstanding debt instruments. If the Company cannot generate sufficient cash flow from operations to service debt, it may need to further refinance debt, dispose of assets or issue equity to obtain the necessary funds.

If the Company’s cash flows and capital resources are insufficient to fund its debt services obligations, the Company could face substantial liquidity problems and could be forced to reduce or delay investments and capital expenditures or to dispose of material assets or operations, seek additional debt or equity capital or restructure or refinance its indebtedness. The Company cannot predict whether it would be able to refinance debt, issue equity or dispose of assets to raise funds on a timely basis or on satisfactory terms. In a rising interest rate environment, the costs of borrowing additional funds or refinancing outstanding indebtedness would also be expected to increase. The agreements governing the Company’s outstanding indebtedness restrict the Company’s ability to dispose of assets and use the proceeds from those dispositions and may also restrict its ability to raise debt or equity capital to be used to repay other indebtedness when it becomes due. The Company may not be able to consummate those dispositions or to obtain proceeds in an amount sufficient to meet any debt service obligations then due. If the Company raises additional funds by issuing equity securities or securities convertible into equity securities, holders of its common stock could experience significant dilution of their ownership interest, and these securities could have rights senior to those of the holders of common stock.

Item 4. Mine Safety Disclosures

Information pertaining to mine safety matters is reported in accordance with Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act in Exhibit 95.1 attached to this Form 10-Q.

Item 5. Other Information

None.

Item 6. Exhibits



2.1	Arrangement Agreement, dated September 10, 2017, among Coeur Mining, Inc., 1132917 B.C. Ltd., JDS Silver Holdings, Ltd. and Silvertip Resources Investment LLC (Incorporated herein by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed on September 11, 2017 (File No. 001-08641)).
10.1	~~Credit~~Amendment to Share Purchase Agreement, dated ~~September 29, 2017,~~February 16, 2018, by and among Coeur Mining, Inc., ~~certain subsidiaries~~a Delaware corporation, Coeur South America Corp., a Delaware corporation, Coeur Explorations, Inc., an Idaho corporation, Empresa Minera Manquiri S.A., a Bolivian sociedad anónima, and Ag-Mining Investments, AB (formerly NewCo 4714 Sweden AB under change of ~~Coeur Mining, Inc., as guarantors, the lenders party thereto and Bank of America, N.A., as administrative agent~~name to Argentum Investment AB). (Incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on ~~October 2, 2017~~February 16, 2018 (File No. 001-08641)).
31.1	Certification of the CEO (Filed herewith).
31.2	Certification of the CFO (Filed herewith).
32.1	CEO Section 1350 Certification (Filed herewith).
32.2	CFO Section 1350 Certification (Filed herewith).
95.1	Mine Safety Disclosure (Filed herewith).
101.INS	XBRL Instance Document**
101.SCH	XBRL Taxonomy Extension Schema**
101.CAL	XBRL Taxonomy Extension Calculation Linkbase**
101.DEF	XBRL Taxonomy Extension Definition Linkbase**
101.LAB	XBRL Taxonomy Extension Label Linkbase**
101.PRE	XBRL Taxonomy Extension Presentation Linkbase**

* Management contract or compensatory plan or arrangement.

** The following financial information from Coeur Mining, Inc.~~’s Quarterly~~'s Annual Report on Form 10-Q for the three ~~and nine~~ months ended ~~September 30, 2017,~~March 31, 2018, formatted in XBRL (Extensible Business Reporting Language): ~~Condensed~~ Consolidated Statements of Comprehensive Income (Loss), ~~Condensed~~ Consolidated Statements of Cash Flows, ~~Condensed~~ Consolidated Balance Sheets, and ~~Condensed~~ Consolidated Statement of Changes in ~~Stockholders’ Equity.~~Stockholders' Equity

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.



		COEUR MINING, INC.
		(Registrant)

Dated	~~October~~April 25, ~~2017~~2018	/s/ Mitchell J. Krebs
		MITCHELL J. KREBS
		President and Chief Executive Officer (Principal Executive Officer)

Dated	~~October~~April 25, ~~2017~~2018	/s/ Peter C. Mitchell
		PETER C. MITCHELL
		Senior Vice President and Chief Financial Officer (Principal Financial Officer)

Dated	~~October~~April 25, ~~2017~~2018	/s/ ~~Mark Spurbeck~~Ken Watkinson
		~~MARK SPURBECK~~KEN WATKINSON
		Vice President, ~~Finance~~Corporate Controller and Chief Accounting Officer (Principal Accounting Officer)

5147



Three months ended September 30, 2016	Palmarejo			Rochester			Kensington			Wharf			San Bartolomé			Other			Total
Revenue
Metal sales	$	30,663		$	37,946		$	40,164		$	39,316		$	27,485		$	812		$	176,386
Royalties	—			—			—			—			—			(139		)	(139		)
	30,663			37,946			40,164			39,316			27,485			673			176,247
Costs and Expenses
Costs applicable to sales⁽¹⁾	16,033			21,783			26,709			19,697			20,813			373			105,408
Amortization	5,761			5,244			8,046			6,461			1,723			528			27,763
Exploration	1,262			129			1,208			2			—			1,105			3,706
Other operating expenses	305			703			263			521			1,165			8,647			11,604
Other income (expense)
Loss on debt extinguishment	—			—			—			—			—			(10,040		)	(10,040		)
Fair value adjustments, net	(110		)	(851		)	—			—			—			—			(961		)
Interest expense, net	(184		)	(157		)	(30		)	(22		)	(8		)	(7,667		)	(8,068		)
Other, net	(2,223		)	17			(7		)	45			549			8,024			6,405
Income and mining tax (expense) benefit	35,671			7,844			—			30,208			5,905			(25,173		)	54,455
Net income (loss)	$	40,456		$	16,940		$	3,901		$	42,866		$	10,230		$	(44,836	)	$	69,557
Segment assets⁽²⁾	$	430,716		$	212,477		$	192,204		$	105,456		$	81,704		$	87,353		$	1,109,910
Capital expenditures	$	10,012		$	3,383		$	8,602		$	567		$	3,001		$	62		$	25,627



Nine months ended September 30, 2017	Palmarejo			Rochester			Kensington			Wharf			San Bartolomé			Other			Total
Revenue
Metal sales	$	191,616		$	102,926		$	110,134		$	88,598		$	60,441		$	1,740		$	555,455
Costs and Expenses
Costs applicable to sales⁽¹⁾	110,150			73,875			84,089			49,418			58,979			746			377,257
Amortization	50,995			15,345			25,389			8,883			5,053			1,215			106,880
Exploration	9,272			990			5,785			210			23			6,599			22,879
Other operating expenses	930			2,487			1,051			1,899			4,048			31,080			41,495
Other income (expense)
Loss on debt extinguishment	—			—			—			—			—			(9,342		)	(9,342		)
Fair value adjustments, net	—			(864		)	—			—			—			—			(864		)
Interest expense, net	(339		)	(386		)	(266		)	(52		)	(23		)	(9,875		)	(10,941		)
Other, net	(345		)	2,239			(893		)	429			1,125			25,884			28,439
Income and mining tax (expense) benefit	(22,313		)	(413		)	—			(2,980		)	(304		)	2,830			(23,180		)
Net income (loss)	$	(2,728	)	$	10,805		$	(7,339	)	$	25,585		$	(6,864	)	$	(28,403	)	$	(8,944	)
Segment assets⁽²⁾	$	388,044		$	253,477		$	211,052		$	103,843		$	64,463		$	71,551		$	1,092,430
Capital expenditures	$	22,972		$	34,121		$	24,314		$	5,493		$	1,242		$	2,780		$	90,922



Nine months ended September 30, 2016	Palmarejo			Rochester			Kensington			Wharf			San Bartolomé			Other			Total
Revenue
Metal sales	$	108,748		$	103,689		$	112,376		$	101,250		$	73,948		$	3,208		$	503,219
Royalties																3,422			3,422
	108,748			103,689			112,376			101,250			73,948			6,630			506,641
Costs and Expenses
Costs applicable to sales⁽¹⁾	59,936			65,989			73,738			49,500			56,955			1,310			307,428
Amortization	27,815			15,994			26,203			15,640			5,330			2,250			93,232
Exploration	2,625			426			2,138			2			—			2,478			7,669
Write-downs	—			—			—			—			—			4,446			4,446
Other operating expenses	898			2,084			772			1,702			2,532			27,860			35,848
Other income (expense)
Loss on debt extinguishment	—			—			—			—			—			(10,040		)	(10,040		)
Fair value adjustments, net	(5,814		)	(5,787		)	—			—			—			(1,634		)	(13,235		)
Interest expense, net	(1,343		)	(509		)	(107		)	(49		)	(18		)	(28,037		)	(30,063		)
Other, net	(7,818		)	(3,840		)	(26		)	259			1,275			16,012			5,862
Income and mining tax (expense) benefit	38,922			7,429			—			29,972			5,182			(28,387		)	53,118
Net income (loss)	$	41,421		$	16,489		$	9,392		$	64,588		$	15,570		$	(83,800	)	$	63,660
Segment assets⁽²⁾	$	430,716		$	212,477		$	192,204		$	105,456		$	81,704		$	87,353		$	1,109,910
Capital expenditures	$	27,690		$	10,557		$	24,228		$	3,488		$	4,839		$	285		$	71,087