Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: September 30, 20172023

or

o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from        to        

Commission File Number: 1-14066

Graphic

SOUTHERN COPPER CORPORATION

(Exact name of registrant as specified in its charter)

SOUTHERN COPPER CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

13-3849074

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

1440 East Missouri Avenue7310 North 16th St, Suite 160135 Phoenix, AZ

8501485020

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (602) (602) 264-1375

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:

Trading Symbol

Name of each exchange on which registered:

Common stock, par value $0.01 per share

SCCO

New York Stock Exchange

Lima Stock Exchange

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 x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, 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 x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 filerx

Accelerated filero

Non-accelerated filer o

Non-accelerated filer

Smaller reporting companyo

Emerging growth companyo

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. o

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

As of October 27, 201731, 2023 there were outstanding 773,028,469773,110,469 shares of Southern Copper Corporation common stock, par value $0.01 per share.



Table of Contents

Southern Copper Corporation (“SCC”)

INDEX TO FORM 10-Q

    

    

Page No.

Part I. Financial Information:Information:

Item 1.

Condensed Consolidated Financial Statements (Unaudited)

3

Condensed Consolidated Statements of Earnings for the three and nine months ended September 30, 20172023 and 20162022

3

Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 20172023 and 20162022

4

Condensed Consolidated Balance Sheets as of September 30, 20172023 and December 31, 20162022

5

Condensed Consolidated Statements of Cash Flows for the three and nine months ended September 30, 20172023 and 20162022

6

Condensed Consolidated Statements of Changes in Equity for the three and nine months ended September 30, 2023 and 2022

7

Notes to Condensed Consolidated Financial Statements

7-29

8-37

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

30-47

38-58

Item 3.

Quantitative and Qualitative Disclosure about Market Risk

48-49

59-60

Item 4.

Controls and procedures

50

61

Report of Independent Registered Public Accounting Firm

51

62

Part II. Other Information:Information:

Item 1.

Legal Proceedings

52Legal Proceedings

63

Item 1A.

Risk Factors

52Risk Factors

63

Item 2.

Unregistered Sale of Equity Securities and Use of Proceeds

52

63

Item 4.

Mine Safety Disclosures

52

63

Item 6.

Exhibits

53-55List of Exhibits

64-67

Signatures

56

Signatures

List of Exhibits

57-59

Exhibit 15

Independent Accountants’ Awareness Letter

Exhibit 31.1

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 31.2

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 32.1

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 32.2

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

68

2

Table of Contents

PART I — FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements

Southern Copper Corporation

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

(Unaudited)

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

 

 

(in millions, except per share amounts)

 

 

 

 

 

 

 

 

 

 

 

Net sales (including sales to related parties, see Note 7)

 

$

1,676.5

 

$

1,400.7

 

$

4,790.2

 

$

3,980.8

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

Cost of sales (exclusive of depreciation, amortization and depletion shown separately below)

 

781.5

 

831.4

 

2,430.2

 

2,309.9

 

Selling, general and administrative

 

25.0

 

22.7

 

68.6

 

72.5

 

Depreciation, amortization and depletion

 

169.3

 

174.5

 

493.8

 

474.3

 

Exploration

 

8.1

 

9.7

 

18.9

 

30.4

 

Environmental remediation

 

 

 

(10.2

)

 

Total operating costs and expenses

 

983.9

 

1,038.3

 

3,001.3

 

2,887.1

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

692.6

 

362.4

 

1,788.9

 

1,093.7

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

(90.3

)

(91.5

)

(285.1

)

(270.9

)

Capitalized interest

 

18.7

 

18.4

 

49.7

 

50.8

 

Other income (expense)

 

(6.2

)

9.6

 

1.6

 

14.9

 

Interest income

 

1.8

 

1.8

 

4.0

 

6.0

 

Income before income taxes

 

616.6

 

300.7

 

1,559.1

 

894.5

 

 

 

 

 

 

 

 

 

 

 

Income taxes (including royalty taxes, see Note 4)

 

220.1

 

111.2

 

556.6

 

305.4

 

Net income before equity earnings of affiliate

 

396.5

 

189.5

 

1,002.5

 

589.1

 

Equity earnings of affiliate, net of income tax

 

6.3

 

8.7

 

16.1

 

17.4

 

 

 

 

 

 

 

 

 

 

 

Net income

 

402.8

 

198.2

 

1,018.6

 

606.5

 

 

 

 

 

 

 

 

 

 

 

Less: Net income attributable to the non-controlling interest

 

1.0

 

0.6

 

2.6

 

1.9

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to SCC

 

$

401.8

 

$

197.6

 

$

1,016.0

 

$

604.6

 

 

 

 

 

 

 

 

 

 

 

Per common share amounts attributable to SCC:

 

 

 

 

 

 

 

 

 

Net earnings - basic and diluted

 

$

0.52

 

$

0.26

 

$

1.31

 

$

0.78

 

Dividends paid

 

$

0.14

 

$

0.05

 

$

0.34

 

$

0.13

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding - basic and diluted

 

773.0

 

773.6

 

773.0

 

773.7

 

    

Three Months Ended

Nine Months Ended

September 30, 

September 30, 

2023

2022

    

2023

    

2022

(in millions, except for per share amounts) 

Net sales (including sales to related parties, see note 5)

$

2,505.6

$

2,156.9

$

7,600.2

$

7,227.6

Operating cost and expenses:

Cost of sales (exclusive of depreciation, amortization and depletion shown separately below)

 

1,175.7

 

1,137.9

 

3,517.6

 

3,442.3

Selling, general and administrative

 

32.7

 

30.2

 

94.1

 

91.4

Depreciation, amortization and depletion

 

212.5

 

192.0

 

625.4

 

597.6

Exploration

 

15.5

 

9.6

 

39.5

 

30.6

Total operating costs and expenses

 

1,436.4

 

1,369.7

 

4,276.6

 

4,161.9

Operating income

 

1,069.2

 

787.2

 

3,323.6

 

3,065.7

Interest expense

 

(94.2)

 

(96.7)

 

(282.3)

 

(291.8)

Capitalized interest

 

12.7

 

12.5

 

36.5

 

34.6

Other income (expense)

 

8.9

 

38.7

 

24.9

 

54.4

Interest income

 

20.8

 

7.8

 

65.3

 

16.7

Income before income taxes

 

1,017.4

 

749.5

 

3,168.0

 

2,879.6

Income taxes (including royalty taxes, see Note 4)

 

395.3

 

228.5

 

1,170.2

 

1,137.0

Net income before equity earnings of affiliate

 

622.1

 

521.0

 

1,997.8

 

1,742.6

Equity earnings (loss) of affiliate, net of income tax

 

(0.1)

 

(0.1)

 

(10.3)

 

0.3

Net income

 

622.0

 

520.9

 

1,987.5

 

1,742.9

Less: Net income attributable to the non-controlling interest

 

2.5

 

1.9

 

7.3

 

6.8

Net income attributable to SCC

$

619.5

$

519.0

$

1,980.2

$

1,736.1

Per common share amounts attributable to SCC:

Net earnings-basic and diluted

$

0.80

$

0.67

$

2.56

$

2.25

Weighted average shares outstanding-basic and diluted

 

773.1

 

773.1

 

773.1

 

773.1

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

3

Table of Contents

Southern Copper Corporation

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

 

 

(in millions)

 

Net income and comprehensive income

 

$

402.8

 

$

198.2

 

$

1,018.6

 

$

606.5

 

Comprehensive income attributable to the non-controlling interest

 

1.0

 

0.6

 

2.6

 

1.9

 

Comprehensive income attributable to SCC

 

$

401.8

 

$

197.6

 

$

1,016.0

 

$

604.6

 

    

Three Months Ended

Nine Months Ended

September 30, 

September 30, 

    

2023

    

2022

    

2023

    

2022

(in millions)

COMPREHENSIVE INCOME:

Net income and comprehensive income

$

622.0

$

520.9

$

1,987.5

$

1,742.9

Other comprehensive income (loss) net of tax:

- Unrealized (loss) on derivative instruments classified as cash flow hedge (net of income tax of $0.2 million in 2022)

 

 

(0.6)

Total other comprehensive income (loss)

 

 

 

(0.6)

Total comprehensive income

 

622.0

520.9

 

1,987.5

 

1,742.3

Comprehensive income attributable to the non-controlling interest

 

2.5

1.9

7.3

 

6.8

Comprehensive income attributable to SCC

$

619.5

$

519.0

$

1,980.2

$

1,735.5

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

4

Table of Contents

Southern Copper Corporation

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

 

September 30,

 

December 31,

 

 

 

2017

 

2016

 

 

 

(in millions)

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

798.5

 

$

546.0

 

Restricted cash

 

 

3.6

 

Short-term investments

 

30.5

 

51.3

 

Accounts receivable trade

 

830.3

 

591.9

 

Accounts receivable other (including related parties 2017 - $76.0 and 2016 - $23.4)

 

146.5

 

76.6

 

Inventories

 

997.4

 

1,010.4

 

Prepaid taxes

 

122.6

 

249.4

 

Other current assets

 

26.6

 

36.9

 

Total current assets

 

2,952.4

 

2,566.1

 

 

 

 

 

 

 

Property and mine development, net

 

8,928.3

 

8,766.5

 

Ore stockpiles on leach pads

 

940.5

 

806.9

 

Intangible assets, net

 

147.0

 

154.2

 

Deferred income tax

 

773.3

 

727.3

 

Equity method investment

 

95.8

 

87.5

 

Other assets

 

145.1

 

125.8

 

Total assets

 

$

13,982.4

 

$

13,234.3

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable (including related parties 2017 - $83.1 and 2016 - $62.2)

 

$

565.1

 

$

584.2

 

Accrued income taxes

 

118.3

 

185.1

 

Accrued workers’ participation

 

130.7

 

125.4

 

Accrued interest

 

133.1

 

85.6

 

Other accrued liabilities

 

32.6

 

18.7

 

Total current liabilities

 

979.8

 

999.0

 

 

 

 

 

 

 

Long-term debt

 

5,956.3

 

5,954.2

 

Deferred income taxes

 

155.1

 

162.6

 

Other liabilities and reserves

 

35.5

 

31.1

 

Asset retirement obligation

 

225.6

 

216.5

 

Total non-current liabilities

 

6,372.5

 

6,364.4

 

 

 

 

 

 

 

Commitments and contingencies (Note 9)

 

 

 

 

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY

 

 

 

 

 

Common stock

 

8.8

 

8.8

 

Additional paid-in capital

 

3,368.5

 

3,358.2

 

Retained earnings

 

6,211.3

 

5,455.3

 

Accumulated other comprehensive income

 

(2.4

)

(2.4

)

Treasury stock, at cost, common shares

 

(2,996.7

)

(2,987.6

)

Total Southern Copper Corporation stockholders’ equity

 

6,589.5

 

5,832.3

 

Non-controlling interest

 

40.6

 

38.6

 

Total equity

 

6,630.1

 

5,870.9

 

 

 

 

 

 

 

Total liabilities and equity

 

$

13,982.4

 

$

13.234.3

 

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

Southern Copper Corporation

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

September 30, 

December 31, 

    

2023

    

2022

(in millions)

ASSETS

Current assets:

Cash and cash equivalents

$

1,967.1

$

2,069.7

Short-term investments

 

247.1

 

208.3

Accounts receivable trade

 

1,131.0

 

1,394.1

Accounts receivable other (including related parties 2023- $24.6 and 2022 - $33.3)

 

80.1

 

79.7

Inventories

 

975.5

 

1,013.9

Prepaid taxes

303.7

377.6

Other current assets

 

43.5

 

44.4

Total current assets

 

4,748.0

 

5,187.7

Property and mine development, net

 

9,730.8

 

9,596.6

Ore stockpiles on leach pads

 

1,089.6

 

1,064.3

Intangible assets, net

 

130.5

 

134.7

Right-of-use assets

 

786.9

 

851.4

Deferred income tax

 

257.0

 

237.3

Equity method investment

 

100.1

 

110.8

Other non-current assets

 

122.1

 

94.6

Total assets

$

16,965.0

$

17,277.4

LIABILITIES

Current liabilities:

Accounts payable (including related parties 2023- $126.7 and 2022- $120.2)

$

618.5

$

657.6

Accrued income taxes

 

213.6

 

138.1

Accrued workers’ participation

 

200.1

 

236.3

Accrued interest

 

127.1

 

97.1

Lease liabilities current

71.8

77.3

Other accrued liabilities

 

53.0

 

29.3

Total current liabilities

 

1,284.1

 

1,235.7

Long-term debt

 

6,253.8

 

6,251.2

Lease liabilities

715.1

774.1

Deferred income taxes

 

145.0

 

161.2

Non-current taxes payable

82.0

40.6

Other liabilities and reserves

 

72.5

 

82.4

Asset retirement obligation

 

604.3

 

585.3

Total non-current liabilities

 

7,872.7

 

7,894.8

Commitments and contingencies (Note 10)

STOCKHOLDERS’ EQUITY (NOTE 11)

Common stock par value $0.01; shares authorized, 2023 and 2022–2,000; shares issued, 2023 and 2022–884.6

 

8.8

 

8.8

Additional paid-in capital

 

3,514.6

 

3,489.7

Retained earnings

 

7,361.5

 

7,702.3

Accumulated other comprehensive income

 

(9.0)

 

(9.0)

Treasury stock, at cost, common shares

 

(3,131.1)

 

(3,107.6)

Total Southern Copper Corporation stockholders’ equity

 

7,744.8

 

8,084.2

Non-controlling interest

 

63.4

 

62.7

Total equity

 

7,808.2

 

8,146.9

Total liabilities and equity

$

16,965.0

$

17,277.4

(Unaudited)

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

 

 

(in millions)

 

OPERATING ACTIVITIES

 

 

 

 

 

 

 

 

 

Net income

 

$

402.8

 

$

198.2

 

$

1,018.6

 

$

606.5

 

Adjustments to reconcile net income to net cash provided from operating activities:

 

 

 

 

 

 

 

 

 

Depreciation, amortization and depletion

 

169.3

 

174.5

 

493.8

 

474.3

 

Equity earnings of affiliate, net of dividends received

 

(4.3

)

(5.3

)

(8.3

)

(7.5

)

(Gain) loss on foreign currency transaction effect

 

(2.0

)

1.6

 

50.8

 

(6.5

)

Benefit (provision) for deferred income taxes

 

(20.9

)

(77.1

)

(61.7

)

(130.9

)

Other, net

 

3.6

 

7.6

 

11.2

 

21.4

 

 

 

 

 

 

 

 

 

 

 

Change in operating assets and liabilities:

 

 

 

 

 

 

 

 

 

Decrease (increase) in accounts receivable

 

(210.1

)

(86.5

)

(238.3

)

(115.0

)

Decrease (increase) in inventories

 

(72.3

)

(3.4

)

(120.5

)

(149.7

)

Increase (decrease) in accounts payable and accrued liabilities

 

113.9

 

153.1

 

(9.5

)

53.6

 

Decrease (increase) in other operating assets and liabilities

 

56.1

 

(55.6

)

143.9

 

(110.3

)

Net cash provided by operating activities

 

436.1

 

307.1

 

1,280.0

 

635.9

 

 

 

 

 

 

 

 

 

 

 

INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

 

Capital investments

 

(212.7

)

(275.6

)

(710.4

)

(840.5

)

Proceeds from sale (purchase) of short-term investments, net

 

9.6

 

(2.6

)

20.8

 

502.7

 

Loan repaid by related parties

 

 

74.8

 

 

111.2

 

Sale of property

 

(0.1

)

1.3

 

1.0

 

2.6

 

Net cash used in investing activities

 

(203.2

)

(202.1

)

(688.6

)

(224.0

)

 

 

 

 

 

 

 

 

 

 

FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

Cash dividends paid to common stockholders

 

(108.2

)

(38.7

)

(262.8

)

(100.6

)

Repurchase of common shares

 

 

(18.0

)

 

(71.7

)

Other

 

(0.2

)

 

0.1

 

0.3

 

Net cash used in financing activities

 

(108.4

)

(56.7

)

(262.7

)

(172.0

)

 

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

(14.7

)

10.7

 

(76.2

)

(2.9

)

 

 

 

 

 

 

 

 

 

 

Increase in cash and cash equivalents

 

109.8

 

59.0

 

252.5

 

237.0

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents, at beginning of period

 

688.7

 

452.5

 

546.0

 

274.5

 

Cash and cash equivalents, at end of period

 

$

798.5

 

$

511.5

 

$

798.5

 

$

511.5

 

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

5

Table of Contents

Southern Copper Corporation

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

    

Three Months Ended

    

Nine Months Ended

    

September 30, 

September 30, 

2023

2022

2023

2022

(in millions)

OPERATING ACTIVITIES

Net income

$

622.0

$

520.9

$

1,987.5

$

1,742.9

Adjustments to reconcile net earnings to net cash provided from operating activities:

Depreciation, amortization and depletion

 

212.5

 

192.0

 

625.4

 

597.6

Equity earnings of affiliate, net of dividends received

 

0.1

 

0.1

 

10.7

(0.3)

(Gain) loss on foreign currency transaction effect

 

(7.4)

 

0.2

 

3.7

52.0

(Benefit) provision for deferred income taxes

 

(49.6)

 

52.6

 

(43.3)

84.5

Other, net

 

7.2

 

8.1

 

21.7

25.5

Change in operating assets and liabilities:

(Increase) / decrease in accounts receivable

 

(63.1)

 

(1.2)

 

263.1

292.9

(Increase) / decrease in inventories

 

(2.4)

 

30.9

 

13.2

(57.9)

Increase / (decrease) in accounts payable and accrued liabilities

 

226.5

 

(24.9)

 

53.8

(768.6)

Decrease / (increase) in other operating assets and liabilities

 

104.0

 

(188.6)

 

96.3

(248.0)

Net cash provided by operating activities

 

1,049.8

 

590.1

 

3,032.1

 

1,720.6

INVESTING ACTIVITIES

Capital expenditures

 

(262.7)

 

(227.9)

 

(753.2)

 

(657.6)

(Purchase) / proceeds from sale of short-term investments, net

 

(246.8)

 

242.3

 

(38.8)

 

486.6

Other

 

0.5

 

0.6

Net cash (used in) provided by investing activities

 

(509.0)

 

14.4

 

(791.4)

 

(171.0)

FINANCING ACTIVITIES

Cash dividends paid to common stockholders

 

(773.1)

 

(579.8)

(2,319.3)

 

(2,319.3)

Other, net

 

(2.0)

 

(0.3)

 

(6.4)

 

(4.0)

Net cash (used in) financing activities

 

(775.1)

 

(580.1)

 

(2,325.7)

 

(2,323.3)

Effect of exchange rate changes on cash and cash equivalents

2.4

 

47.0

 

(17.6)

 

(43.8)

(Decrease) / increase in cash and cash equivalents

 

(231.9)

 

71.4

 

(102.6)

 

(817.5)

Cash and cash equivalents, at beginning of period

 

2,199.0

 

2,113.1

 

2,069.7

 

3,002.0

Cash and cash equivalents, at end of period

$

1,967.1

$

2,184.5

$

1,967.1

$

2,184.5

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

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Table of Contents

Southern Copper Corporation

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Unaudited)

    

Three Months Ended

    

Nine Months Ended

September 30, 

September 30, 

2023

2022

2023

2022

(in millions)

TOTAL EQUITY, beginning of period

$

7,962.6

$

7,687.0

$

8,146.9

$

8,207.8

STOCKHOLDERS’ EQUITY, beginning of period

 

7,899.6

 

7,627.3

 

8,084.2

 

8,149.2

CAPITAL STOCK:

Balance at beginning and end of period:

 

8.8

 

8.8

 

8.8

 

8.8

ADDITIONAL PAID-IN CAPITAL:

Balance at beginning of period

 

3,514.8

 

3,472.7

 

3,489.7

 

3,454.1

Other activity of the period

 

(0.2)

 

5.2

 

24.9

 

23.8

Balance at end of period

 

3,514.6

 

3,477.9

 

3,514.6

 

3,477.9

TREASURY STOCK:

Southern Copper common shares

Balance at beginning of the period

 

(2,766.8)

 

(2,767.1)

 

(2,766.9)

 

(2,767.2)

Used for corporate purposes

 

0.1

 

0.1

 

0.2

 

0.2

Balance at end of period

 

(2,766.7)

 

(2,767.0)

 

(2,766.7)

 

(2,767.0)

Parent Company common shares

Balance at beginning of period

 

(365.0)

 

(324.4)

 

(340.7)

 

(306.8)

Other activity, including dividend, interest and foreign currency transaction effect

 

0.6

 

(4.9)

 

(23.7)

 

(22.5)

Balance at end of period

 

(364.4)

 

(329.3)

 

(364.4)

 

(329.3)

Treasury stock balance at end of period

 

(3,131.1)

 

(3,096.3)

 

(3,131.1)

 

(3,096.3)

RETAINED EARNINGS:

Balance at beginning of period

 

7,516.8

7,247.3

 

7,702.3

 

7,769.7

Net earnings

 

619.5

 

519.0

 

1,980.2

 

1,736.1

Dividends declared and paid, common stock, per share, 2023- '$3.00, 2022– '$3.00

 

(773.1)

 

(579.8)

 

(2,319.3)

 

(2,319.3)

Other activity of the period

(1.6)

(1.6)

Balance at end of period

 

7,361.5

 

7,186.5

 

7,361.5

 

7,186.5

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS):

Balance at beginning of period

 

(9.0)

 

(10.1)

 

(9.0)

 

(9.4)

Other comprehensive income (loss)

 

 

 

 

(0.6)

Balance at end of period

 

(9.0)

 

(10.1)

 

(9.0)

 

(10.1)

STOCKHOLDERS’ EQUITY, end of period

 

7,744.8

 

7,566.8

 

7,744.8

 

7,566.8

NON-CONTROLLING INTEREST, beginning of period

 

63.0

 

59.8

 

62.7

 

58.6

Net earnings

 

2.5

 

1.9

 

7.3

 

6.8

Distributions paid

 

(2.1)

 

(0.5)

 

(6.6)

 

(4.2)

NON-CONTROLLING INTEREST, end of period

 

63.4

 

61.2

 

63.4

 

61.2

TOTAL EQUITY, end of period

$

7,808.2

$

7,628.0

$

7,808.2

$

7,628.0

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

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Table of Contents

Southern Copper Corporation

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1 —1— DESCRIPTION OF THE BUSINESS:

The Company is a majority-owned, indirect subsidiary of Grupo Mexico S.A.B. de C.V. (“Grupo Mexico”). AtAs of September 30, 2017,2023, Grupo Mexico, through its wholly-owned subsidiary Americas Mining Corporation (“AMC”) owned 88.9% of the Company’s capital stock. The condensed consolidated financial statements presented herein consist of the accounts of Southern Copper Corporation (“SCC”Southern Copper”, "SCC" or the “Company”), a Delaware corporation, and its subsidiaries. The Company is an integrated producer of copper and other minerals, and operates mining, smelting and refining facilities in Peru and Mexico. The Company conducts its primary operations in Peru through a registered branch (the “Peruvian Branch”"Peruvian Branch" or “Branch” or “SPCC Peru Branch”). The Peruvian Branch is not a corporation separate from the Company. The Company’sCompany's Mexican operations are conducted through subsidiaries. The Company also conducts exploration activities in Argentina, Chile, Ecuador, Mexico and Peru.

In the opinion of the Company, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary to fairly state fairly the Company’s financial position as of September 30, 20172023 and the results of operations, comprehensive income, and cash flows and changes in equity for the three and nine months ended September 30, 20172023 and 2016.2022. The results of operations for the three and nine months ended September 30, 20172023 are not necessarily indicative of the results to be expected for the full year. The December 31, 20162022 balance sheet data was derived from audited financial statements, but does not include all disclosures required by generally accepted accounting principles in the United States of America (“GAAP”). The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements at December 31, 20162022 and notes included in the Company’s 20162022 annual report on Form 10-K.

NOTE 2 — SHORT-TERM INVESTMENTS:

Short-term investments were as follows ($ in(in millions):

At September 30, 

At December 31, 

    

2023

    

2022

Trading securities

$

246.8

$

208.0

Weighted average interest rate

 

5.5

%  

 

4.5

%

Available-for-sale

$

0.3

$

0.3

Weighted average interest rate

 

0.8

%  

 

0.8

%

Total

$

247.1

$

208.3

 

 

At September 30,

 

At December 31,

 

 

 

2017

 

2016

 

Trading securities

 

$

29.5

 

$

49.2

 

Weighted average interest rate

 

1.4

%

2.2

%

 

 

 

 

 

 

Available-for-sale

 

$

1.0

 

$

2.1

 

Weighted average interest rate

 

0.70

%

0.78

%

Total

 

$

30.5

 

$

51.3

 

Trading securities consistconsisted of bonds issued by public companies and arewere publicly traded. Each financial instrument iswas independent of the others. The Company hashad the intention to sell these bonds in the short-term.

Available-for-sale investments consist of securities issued by public companies. Each security is independent of the others and atas of September 30, 20172023, and December 31, 2016,2022, included corporate bonds and asset and mortgage backed obligations. As of September 30, 20172023 and December 31, 2016,2022, gross unrealized gains and losses on available-for-sale securities were not material.

RelatedThe Company earned interest related to these investments, the Company earned interest, which was recorded as interest income in the condensed consolidated statement of earnings. Also, the Company redeemed some of these securities and recognized gains (losses) due to changes in fair value, which were recorded as other income (expense) in the condensed consolidated statement of earnings.

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Table of Contents

The following table summarizes the activity of these investments by category (in millions):

 

 

Three months ended

 

Nine months ended

 

 

 

September 30,

 

September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

Trading securities:

 

 

 

 

 

 

 

 

 

Interest earned

 

$

0.2

 

$

0.3

 

$

0.6

 

$

1.0

 

Unrealized gain (loss) at the end of the period

 

$

0.1

 

$

0.3

 

$

0.1

 

$

0.3

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale:

 

 

 

 

 

 

 

 

 

Interest earned

 

(*

)

(*

)

(*

)

(*

)

Investment redeemed

 

$

0.1

 

$

0.3

 

$

1.1

 

$

0.8

 

Three months ended

Nine months ended

 

September 30, 

September 30, 

    

2023

    

2022

    

2023

    

2022

 

Trading:

Interest earned

$

3.3

$

3.3

$

7.6

$

3.9

Unrealized gain (loss) at the end of the period

$

(*)

$

(*)

$

(*)

$

(*)

Available-for-sale:

Interest earned

(*)

(*)

 

(*)

(*)

Investment redeemed

$

$

$

$

0.1


(*) Less than $0.1 million.million.

NOTE 3 - INVENTORIES:

Inventories were as follows:

At September 30, 

At December 31, 

(in millions)

 

At September 30,
2017

 

At December 31,
2016

 

    

2023

    

2022

Inventory, current:

 

 

 

 

 

Metals at average cost:

 

 

 

 

 

Finished goods

 

$

46.6

 

$

130.5

 

$

54.6

$

78.5

Work-in-process

 

274.0

 

231.6

 

 

282.6

 

330.5

Ore stockpiles on leach pads

 

317.0

 

310.9

 

245.1

259.7

Supplies at average cost:

 

359.8

 

337.4

 

Supplies at average cost

 

393.2

 

345.2

Total current inventory

 

$

997.4

 

$

1,010.4

 

$

975.5

$

1,013.9

 

 

 

 

 

Inventory, non-current:

 

 

 

 

 

Inventory, long-term:

Ore stockpiles on leach pads

 

$

940.5

 

$

806.9

 

$

1,089.6

$

1,064.3

During the nine months ended September 30, 20172023 and 20162022, total leaching costs capitalized as non-current inventory of ore stockpiles on leach pads amounted to $386.4$218.0 million and $329.4$192.7 million, respectively. Leaching inventories recognized in cost of sales amounted to $246.7$207.4 million and $234.1$218.4 million for the nine months ended September 30, 20172023 and 2016,2022 respectively.

NOTE 4 — INCOME TAXES:

The income tax provision and the effective income tax rate for the nine months of 2017nine-month periods ended September 30, 2023 and 20162022 consisted of (in millions):

    

2023

    

2022

Statutory income tax provision

$

985.8

$

972.7

Peruvian royalty

 

30.2

 

24.7

Mexican royalty

 

102.5

 

97.9

Peruvian special mining tax

 

51.7

 

41.7

Total income tax provision

$

1,170.2

$

1,137.0

Effective income tax rate

36.9

%

39.5

%

 

 

2017

 

2016

 

Statutory income tax provision

 

$

473.0

 

$

268.5

 

Peruvian royalty

 

0.5

 

 

Mexican royalty

 

67.7

 

29.4

 

Peruvian special mining tax

 

15.4

 

7.5

 

Total income tax provision

 

$

556.6

 

$

305.4

 

 

 

 

 

 

 

Effective income tax rate

 

35.7

%

34.1

%

These provisions include income taxes for Peru, Mexico and the United States. In addition, aThe Mexican royalty, tax, a portion of the Peruvian royalty tax and the Peruvian special mining tax are included in the income tax provision. The increasedecrease in the effective income tax rate for the 2017 period fromin 2023 compared to the same period of 2016 isin 2022 was primarily dueattributable to an increaseadditional tax expense recorded in expected dividends from our Mexican subsidiaries.

The Company’s Unrecognized Tax Benefits (UTB) are expected to change2022 for uncertain tax positions in the fourth quarterPeruvian jurisdiction.

9

Table of 2017. The change is estimated to be $153 million and it is not expected to have a material effect on the Company’s financial statements because most of this change will be offset by corresponding adjustments to deferred tax balances. The UTB change is caused by the filing in early October 2017 of Internal Revenue Service (IRS) Form 3115 (Application for Change in Accounting Method) by theContents

Company’s parent Americas Mining Corporation. The change is voluntary and is considered an automatic change pursuant to the guidelines published by the IRS.

Peruvian income tax rate: In December 2016, the Peruvian Government enacted income tax law changes to both the income tax and dividend tax rate that became effective on January 1, 2017. The 2016 rates and the new rates are as follows:

Year

 

Income Tax Rate

 

Dividend Tax Rate

 

2016

 

28.0

%

6.8

%

2017 and later

 

29.5

%

5

%

Peruvian royalty and special mining tax: The mining royalty charge is based on operating income margins with graduated rates ranging from 1% to 12% of operating profits, with a minimum royalty charge assessed at 1% of net sales. If the operating income margin is 10% or less, the royalty charge is 1% and for each 5% increment in the operating income margin, the royalty charge rate increases by 0.75%, up to a maximum of 12%. The minimum royalty charge assessed at 1% of net sales is recorded as cost of sales and those amounts assessed against operating income are included in the income tax provision. The Company has accrued $15.4$81.9 million and $12.2$66.4 million of royalty charge in the nine months of 2017 and 2016, respectively, of which $0.5 million was included in income taxes in 2017; no amounts were included in income tax in the nine months of 2016.

The special mining tax is based on operating income and its rate ranges from 2% to 8.4%. It begins at 2% for operating income margin up to 10% and increases by 0.4% of operating income for each addittoional 5% of operating income until 85% of operating income is reached. The Company has accrued $15.4 million and $7.5 million of special mining tax as part of the income tax provision for the nine months of 20172023 and 2016,2022, respectively.

Mexican mining royalty: Mexico has a mining royalty charge of 7.5% on earnings before taxes as defined by Mexican tax regulations and an additional royalty charge of 0.5% over gross income from sales of gold, silver and platinum. The Company has accrued $67.7$102.5 million and $29.4$97.9 million of royalty taxes as part of the income tax provision for the nine months of 20172023 and 2016,2022, respectively.

Accounting for uncertainty in income taxes: In The Company effectively settled the third quarter and nine months of 2017 there werethrough 2018 IRS audit on July 20, 2023. The decrease in unrecognized tax benefits from the audit settlement had no changes in the Company’s uncertain tax positions.

NOTE 5 — PROVISIONALLY PRICED SALES:

At September 30, 2017, the Company has recorded provisionally priced sales of copper at average forward prices per pound, and molybdenum at the September, 2017 market price per pound. These sales are subject to final pricing based on the average monthly London Metal Exchange (“LME”), or New York Commodities Exchange (“COMEX”), copper prices and Dealer Oxide molybdenum prices in the future month of settlement.

Following are the provisionally priced copper and molybdenum sales outstanding at September 30, 2017:

 

 

Sales volume
(million lbs.)

 

Priced at
(per pound)

 

Month of settlement

 

Copper

 

52.5

 

$

2.94

 

From October 2017 to December 2017

 

Molybdenum

 

10.6

 

$

8.33

 

From October 2017 to December 2017

 

The provisional sales price adjustment included in accounts receivable and net sales at September 30, 2017 includes positive adjustments of $0.7 million and $3.9 million for copper and molybdenum, respectively.

Management believes that the final pricing of these sales will not have a material effect on the Company’s financial positionstatements.

In the first nine months of 2023, the Company recorded a receivable, current liability and non-current liability for the Peruvian jurisdiction that increased the tax expense by approximately $15.8 million and a non-current liability for the Mexican jurisdiction that increased the tax expense by approximately $26.5 million. The Company’s current assets and current liability for uncertain tax positions constitute a net liability in the Peruvian jurisdiction of $25.6 million and represent anticipated cash refunds or resultspayments within 12 months.

NOTE 5 — RELATED PARTY TRANSACTIONS:

The Company has entered into certain transactions in the ordinary course of operations.business with parties that are controlling shareholders or their affiliates. These transactions include the lease of office space, air and railroad transportation, construction services, energy supply, and other products and services related to mining and refining. The Company lends and borrows funds among affiliates for acquisitions and other corporate purposes. These financial transactions bear interest and are subject to review and approval by senior management, as are all related party transactions. Article Nine of the Amended and Restated Certificate of Incorporation of the Company prohibits the Company from engaging in a Material Affiliate Transaction that was not the subject of prior review by a committee of the Board of Directors with at least three members, each of whom is independent, and defines a Material Affiliate Transaction as a transaction or series of related transactions between Grupo Mexico or one of its affiliates (other than the Company or its subsidiaries), on the one hand, and the Company or one of its subsidiaries, on the other hand, that involves consideration of more than $10.0 million in the aggregate. It is the Company’s policy that (i) a Material Affiliate Transaction not be entered into or continued without the review and approval by the Audit Committee or its subcommittee of related party transactions comprised of independent directors,(ii) any potential related party transaction process with aggregate consideration between $8.0 million and $10.0 million be authorized by the General Counsel and Chief Financial Officer of the Company and (iii) that all related party transactions, including any Material Affiliate Transaction, be reported to the Audit Committee of the Board of Directors or to its subcommittee of related party transactions.

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Table of Contents

Receivable and payable balances with related parties are shown below (in millions):

At September 30, 

At December 31, 

    

2023

    

2022

Related parties receivable current:

Grupo Mexico and affiliates:

Asarco LLC

$

8.6

$

9.2

AMMINCO Apoyo Administrativo, S.A. de C.V. (“AMMINCO”)

 

(*)

 

(*)

Compania Perforadora Mexico S.A.P.I. de C.V. and affiliates

 

 

0.3

Ferrocarril Mexicano, S.A. de C.V.

 

(*)

(*)

Mexico Generadora de Energia S. de R.L. ("MGE")

15.3

23.4

Grupo Mexico Servicios de Ingenieria, S.A. de C.V.

0.1

0.2

Related to the controlling group:

Boutique Bowling de Mexico, S.A. de C.V.

0.1

Empresarios Industriales de Mexico, S.A. de C.V.

0.3

Mexico Transportes Aereos, S.A. de C.V. ("Mextransport")

0.2

Operadora de Cinemas, S.A. de C.V.

0.1

0.1

$

24.6

$

33.3

Related parties payable:

Grupo Mexico and affiliates:

AMMINCO

$

9.3

$

5.0

Asarco LLC

24.5

23.8

Eolica El Retiro, S.A.P.I. de C.V.

0.4

0.4

Ferrocarril Mexicano, S.A. de C.V.

 

9.9

 

5.6

Grupo Mexico Servicios

 

19.1

 

20.2

Grupo Mexico Servicios de Ingenieria, S.A. de C.V.

1.2

1.2

MGE

42.9

57.5

Mexico Compania Constructora S.A de C.V.

18.5

5.9

Related to the controlling group:

Boutique Bowling de Mexico, S.A. de C.V.

 

0.4

 

0.3

Mextransport

 

0.3

 

0.1

Operadora de Cinemas, S.A. de C.V.

0.2

0.2

$

126.7

$

120.2

(*) Less than $0.1 million.

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Table of Contents

Purchase and sale activity:

Grupo Mexico and affiliates:

The following table summarizes the purchase and sale activities with Grupo Mexico and its affiliates in the nine months of 2023 and 2022 (in millions):

    

2023

    

2022

Purchase activity

Asarco LLC

$

31.4

$

51.9

AMMINCO

7.5

6.7

Controladora de Infraestructura Energetica S.A. de C.V

0.8

Eolica El Retiro, S.A.P.I. de C.V.

 

2.1

 

2.5

Ferrocarril Mexicano, S.A. de C.V.

 

40.1

 

32.5

Grupo Mexico Servicios

15.1

15.1

MGE

 

176.9

 

250.8

Mexico Proyectos y Desarrollos S.A. de C.V. and affiliates

49.4

38.9

Total purchases

$

322.5

$

399.2

Sales activity

Asarco LLC

$

29.9

$

32.2

AMMINCO

(*)

(*)

Ferrocarril Mexicano, S.A. de C.V.

 

 

(*)

MGE

50.9

133.6

Total sales

$

80.8

$

165.8

(*) Less than $0.1 million.

Grupo Mexico, the parent and the majority indirect stockholder of the Company, and its affiliates provide various services to the Company. These services are primarily related to accounting, legal, tax, financial, treasury, human resources, price risk assessment and hedging, purchasing, procurement and logistics, sales and administrative and other support services. The Company pays AMMINCO and Grupo Mexico Servicios, subsidiaries of Grupo Mexico, for these services and expects to continue requiring these services in the future.

In the nine months of 2023, the Company donated $3.4 million to Fundacion Grupo Mexico, A.C., an organization dedicated to promoting the social and economic development of the communities close to the Company’s Mexican operations. In the same period of 2022, the Company donated $2.6 million to this organization.

The Company’s Mexican operations paid fees for freight services provided by Ferrocarril Mexicano, S.A. de C.V., which is a subsidiary of Grupo Mexico. The Company´s Peruvian and Mexican operations paid fees for engineering services provided by Grupo Mexico Servicios de Ingenieria, S.A. de C.V., and the Company’s Mexican operations paid fees for construction services provided by Mexico Compania Constructora S.A. de C.V. Both companies are subsidiaries of Mexico Proyectos y Desarrollos, S.A. de C.V., which is a subsidiary of Grupo Mexico.

The Company’s Mexican operations purchased copper cathodes, concentrate and starter sheets from Asarco LLC and also paid fees as reimbursement of freight fees. Additionally, the Company´s Mexican operations purchased power from MGE. Both companies are subsidiaries of Grupo Mexico.

In 2012, the Company signed a power purchase agreement with MGE, whereby MGE will supply some of the Company’s Mexican operations with power through 2032. MGE has two natural gas-fired combined cycle power generating units, with a net total capacity of 516.2 megawatts and has been supplying power to the Company since December 2013. Currently, MGE is supplying approximately 8.2% of its power output to third-party energy users, compared to 1.8% as of September 30, 2022.

In 2014, Mexico Generadora de Energia Eolica, S. de R.L. de C.V, an indirect subsidiary of Grupo Mexico, located in Oaxaca, Mexico, acquired Eolica el Retiro. Eolica el Retiro is a windfarm with 37 wind turbines. This company started

12

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operations in January 2014 and began to sell power to Industrial Minera Mexico, S.A. de C.V. and subsidiaries (IMMSA) and other subsidiaries of Grupo Mexico in the third quarter of 2014. Currently, Eolica el Retiro supplies approximately 14.9% of its power output to IMMSA and Mexcobre, compared to 32.5% as of September 30, 2022.

The Company sold copper starter sheets, lime and sulfuric acid to Asarco LLC. The Company´s Mexican operations received fees for transportation and administrative services that were provided to Asarco and also received fees for natural gas and services provided to MGE, a subsidiary of Grupo Mexico. Additionally, the Company´s Mexican operations received fees for rental services provided to AMMINCO.

Companies with relationships to the controlling group:

The following table summarizes the purchase and sales activities with other Larrea family companies in the nine months of 2023 and 2022 (in millions):

    

2023

    

2022

Purchase activity

Boutique Bowling de Mexico S.A. de C.V.

$

0.5

$

0.2

Mextransport

2.2

1.6

Operadora de Cinemas S.A. de C.V.

0.3

0.1

Total purchases

$

3.0

$

1.9

Sales activity

Boutique Bowling de Mexico S.A. de C.V.

$

0.1

$

0.1

Empresarios Industriales de Mexico, S.A. de C.V.

0.2

Mextransport

1.7

1.4

Operadora de Cinemas S.A. de C.V.

0.1

0.1

Total sales

$

2.1

$

1.6

(*) amount is lower than $0.1 million

The Larrea family controls a majority of the capital stock of Grupo Mexico and has extensive interests in other businesses, including transportation, real estate and entertainment. The Company engages in certain transactions in the ordinary course of business with other entities controlled by the Larrea family relating to the lease of office space, air transportation and entertainment.

The Company’s Mexican operations paid fees for entertainment services provided by Boutique Bowling de Mexico, S.A. de C.V. and Operadora de Cinemas, S.A. de C.V. Both companies are controlled by the Larrea family. Mextransport provides aviation services to the Company´s Mexican operations. This is a company controlled by the Larrea family.

In addition, the Company received fees for building rental and maintenance provided to Boutique Bowling de Mexico, S.A. de C.V. and Operadora de Cinemas, S.A. de C.V. The Company´s Mexican operations received fees from Mextransport for reimbursement of maintenance expenses and for rental services.

Equity Investment in Affiliate: The Company has a 44.2% participation in Compania Minera Coimolache S.A. (“Coimolache”), which it accounts for on the equity method. Coimolache owns Tantahuatay, a gold mine located in the northern part of Peru.

In addition, the Company has a 30.0% participation in Apu Coropuna S.R.L. (“Apu Coropuna”), which it accounts for on the equity method. Apu Coropuna is a company that performs exploration activities in the Pucay prospect, located in Arequipa, Peru.

It is anticipated that in the future the Company will enter into similar transactions with these same parties.

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NOTE 6 -— DERIVATIVE INSTRUMENTS:

From time to time, the Company uses derivative instruments to manage its cash flows exposure to changes in commodity prices. The Company does not enter into derivative contracts unless it anticipates that the possibility exists that future activity will expose the Company’s future cash flows to deterioration. Derivative contracts for commodities are entered into to manage the price risk associated with forecasted purchases of the commodities that the Company uses in its manufacturing process.

Cash Flow Hedges of Natural Gas

The Company’s objective in using natural gas derivatives was to protect the stability of natural gas costs and manage exposure to natural gas price increases. To protect natural gas costs from estimated price increases in 2021, the Company acquired two derivative instruments that began in November 2021 and ended in March 2022.

The Company assessed these derivative instruments as Cash Flow Hedges. As such, the effective portions of said hedges were initially reported in Other Comprehensive Income (OCI) and were reclassified as earnings in the same line item associated with the forecasted transaction and in the same period or periods during which the hedged transaction affected earnings. The Company did not identify any ineffective portions of these derivatives.

As of June 30, 2023, the Company did not hold derivative instruments.

NOTE 7 — LEASES:

The Company has operating leases for power generating facilities, vehicles and properties. The Company recognizes leasing expenses for these leases on a straight-line basis over the lease term. Some of the Company’s leases include both lease and non-lease components which are accounted for separately. The Company’s leases have remaining lease terms of one year to 10 years, and do not include options to extend the leases. The Company’s lease agreements do not contain options to purchase the leased assets or to terminate the leases before the expiration date. In addition, the Company’s lease contracts have no material residual value guarantees or material restrictive covenants. As none of the Company’s leases stipulates an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.

The weighted average remaining lease term for the Company’s leases is seven years, and the weighted average discount rate for these leases is 3.94%.

The operating lease expense recognized in the nine months of 2023 and 2022 was classified as follows (in millions):

Classification

    

2023

 

2022

Cost of sales (exclusive of depreciation, amortization and depletion)

 

$

86.9

$

86.5

Selling, general and administrative

 

0.1

 

0.1

Exploration

 

0.2

 

0.1

Total lease expense

 

$

87.2

$

86.7

(*) amount is lower than $0.1 million

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Maturities of lease liabilities are as follows:

Lease liabilities

Year

    

(in millions)

2023

 

$

27.8

2024

 

105.7

2025

 

105.5

2026

 

105.3

2027

 

105.0

After 2027

 

520.8

Total lease payments

 

$

970.1

Less: interest on lease liabilities

 

(183.2)

Present value of lease payments

 

$

786.9

NOTE 8 — ASSET RETIREMENT OBLIGATION:

Peruvian operations:

The Company maintains an asset retirement obligation for its mining properties in Peru, as required by the Peruvian Mine Closure Law. In accordance with the requirements of this law, the Company’s closure plans were approved by the Peruvian Ministry of Energy and Mines (“MINEM”). As part of the closure plans, the Company is required to provide annual guarantees over the estimated life of the mines, based on a present value approach, and to furnish the funds for the asset retirement obligation. This

law requires a review of closing plans every five years. Currently andyears.

On June 24, 2019, MINEM approved a change to the guarantees required for the near-term future,mining closure plans. The new regulation specifies that annual guarantees can be secured with real estate up to a maximum of 50% and the remaining amount with credit instruments. Currently, the Company has pledged the value of its Lima office complex for the 50% of the guarantee and with a stand-by letter of credit for the other 50% as supporta security for this obligation. The accepted value of the Lima office building, for this purpose, is $30.8 million. Through September 2017,January 2023, the Company has provided total guarantees of $26.9$77.1 million.

On July 20, 2021, the Peruvian Government published Law 31347, which requires companies in the production stage to set aside additional guarantees for progressive closure of its operations. The resources that back these guarantees will be returned to the Company when activities cease and the regulatory agency verifies that all closure measures have been satisfactorily completed. Under this Law, companies must include activities for environmental remediation within the closure schedule and assume costs associated with environmental impacts that are identified during audits. As of September 30, 2023, the regulation attached to this Law had yet to be published. The Company is currently evaluating the possible financial impact of the Law but cannot fully estimate the magnitude until the Law’s regulation is published.

The closure cost recognized for this liability includes the cost, as outlined in its closure plans, of dismantling the Toquepala and Cuajone concentrators, the Ilo smelter and refinery, and the shops and auxiliary facilities at the three units.

In 2010,March 2016, MINEM approved the Company announced toMining Closure Plan for the Mexican federal environmental authorities itsToquepala expansion project and the revised closure plans for the copper smelter plant at San Luis Potosi.Cuajone mine and the Ilo facilities were approved in January and October 2019, respectively. As a result of these new estimates, the Company increased the asset retirement obligation by $28.1 million in 2019. The closure plan for the Tia Maria project was approved in February 2017. The Company, initiatedhowever, has not recorded a programretirement obligation for plant demolition and soil remediation withthe project because the work on the project is on hold. The Company believes that under these circumstances, the recording of a budgetretirement obligation is not appropriate.

In 2022, the Company made a change in the estimate for the asset retirement obligation for its Peruvian operations, mainly due to a detailed review of $66.2the closing activities required for each facility. The effect of this change was a decrease in the asset retirement liability by $59.5 million, which was recorded in December 2022, reducing the asset retirement asset by $43.3 million and the difference of $16.2 million was recorded as a reduction in cost of goods sold.

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Mexican operations:

The Company has been spent through September 30, 2017. Plant demolitionrecognized an estimated asset retirement obligation for its mining properties in Mexico as part of its environmental commitment. Even though there is currently no enacted law, statute, ordinance, written or oral contract requiring the Company to carry out mine closure and construction ofenvironmental remediation activities, the Company believes that a confinement area at the south of the property were completed in 2012. In accordance with remediation goals previously approved by environmental authorities, soil remediation and on-site encapsulationconstructive obligation presently exists based on a second confinement area of impacted soils have been completed. Confirmation sampling was successfully completed. On September 2, 2016, the environmental authorities approved the conclusion of the remediation effort for San Luis Potosi. The Company continues studyingrequirements caused by the possibilities for this property in order to decide whether to sell or develop the property.closure of any facility. The overall cost recognized for mining closure in Mexico includes the estimated costs of dismantling concentrators, smelter and refinery plants, shops and other facilities.

In 2016,the first quarter of 2022, the Company added $9.5 million relatedadjusted its estimate for the asset retirement obligation for its Mexican operations following a detailed review of the closing activities required. The effect was an increase in the asset retirement obligation to the Quebalix IV closure plan, a project that is partorder of the Buenavista expansion.$43.3 million.

The following table summarizes the asset retirement obligation activity for the nine months ended September 30, 2017of 2023 and 20162022 (in millions):

    

2023

    

2022

Balance as of January 1

$

585.3

$

562.9

Changes in estimates

 

 

43.3

Closure payments

 

(0.3)

 

(4.9)

Accretion expense

 

19.3

 

19.5

Balance as of September 30, 

$

604.3

$

620.8

 

 

2017

 

2016

 

Balance as of January 1

 

$

216.5

 

$

190.9

 

Changes in estimates

 

 

 

Payments

 

(0.3

)

(1.7

)

Accretion expense

 

9.4

 

21.2

 

Balance as of September 30,

 

$

225.6

 

$

210.4

 

NOTE 7 9 RELATED PARTY TRANSACTIONS: BENEFIT PLANS:

The Company has entered into certain transactions in the ordinary course of business with parties that are controlling shareholders or their affiliates. These transactions include the lease of office space, air transportation and construction services and products and services related to mining and refining. The Company lends and borrows funds among affiliates for acquisitions and other corporate purposes. These financial transactions bear interest and are subject to review and approval by senior management, as are all related party transactions. It is the Company’s policy that the Audit Committee of the Board of Directors shall review all related party transactions. The Company is prohibited from entering or continuing a material related party transaction that has not been reviewed and approved or ratified by the Audit Committee.

Receivable and payable balances with related parties are shown below (in millions):

 

 

At September 30,
2017

 

At December 31,
2016

 

Related parties receivable current:

 

 

 

 

 

Grupo Mexico and affiliates:

 

 

 

 

 

Asarco LLC

 

$

38.5

 

$

5.5

 

Mexico Generadora de Energia S. de R.L. (“MGE”)

 

31.6

 

10.2

 

Grupo Mexico

 

2.8

 

4.5

 

Compania Perforadora Mexico S.A.P.I. de C.V. and affiliates

 

1.4

 

1.3

 

Mexico Proyectos y Desarrollos, S.A. de C.V. and affiliates

 

1.2

 

1.5

 

Operadora de Generadoras de Energia Mexico S.A. de C.V.

 

 

0.1

 

Related to the controlling group:

 

 

 

 

 

Operadora de Cinemas S.A. de C.V.

 

0.3

 

0.2

 

Boutique Bowling de Mexico S.A. de C.V.

 

0.2

 

0.1

 

 

 

$

76.0

 

$

23.4

 

 

 

At September 30,
2017

 

At December 31,
2016

 

Related parties payable:

 

 

 

 

 

Grupo Mexico and affiliates:

 

 

 

 

 

MGE

 

$

44.5

 

$

13.9

 

Asarco LLC

 

23.5

 

36.3

 

Mexico Proyectos y Desarrollos, S.A. de C.V. and affiliates

 

9.1

 

7.8

 

Ferrocarril Mexicano S.A. de C.V.

 

4.1

 

3.0

 

Grupo Mexico

 

0.7

 

0.1

 

Eolica El Retiro, S.A.P.I. de C.V.

 

0.1

 

0.1

 

Related to the controlling group:

 

 

 

 

 

Boutique Bowling de Mexico S.A. de C.V.

 

0.4

 

0.2

 

Mexico Transportes Aereos S.A. de C.V. (“Mextransport”)

 

0.1

 

0.1

 

Operadora de Cinemas S.A. de C.V.

 

0.6

 

0.4

 

Related to SCC executive officers:

 

 

 

 

 

Breaker S.A. de C.V. and affiliates (“Breaker”)

 

 

0.3

 

 

 

$

83.1

 

$

62.2

 

Purchase and sale activity:

Grupo Mexico and affiliates:

Grupo Mexico, the parent and the majority indirect stockholder of the Company, and its affiliates provide various services to the Company. These services are primarily related to accounting, legal, tax, financial, treasury, human resources, price risk assessment and hedging, purchasing, procurement and logistics, sales and administrative and other support services. The Company pays Grupo Mexico for these services and expects to continue requiring these services in the future.

The following table summarizes the purchase and sale activities with Grupo Mexico and its affiliates in the nine months ended September 30, 2017 and 2016 (in millions):

 

 

2017

 

2016

 

Purchase activity

 

 

 

 

 

Asarco LLC

 

$

29.6

 

$

26.9

 

Eolica El Retiro, S.A.P.I. de C.V.

 

2.4

 

0.8

 

Ferrocarril Mexicano S.A de C.V.

 

34.2

 

33.9

 

Grupo Mexico

 

10.5

 

15.0

 

MGE

 

168.5

 

171.3

 

Mexico Proyectos y Desarrollos, S.A. de C.V. and affiliates

 

92.8

 

47.1

 

Total purchases

 

$

338.0

 

$

295.0

 

 

 

 

 

 

 

Sales activity

 

 

 

 

 

Asarco LLC

 

$

94.1

 

$

37.0

 

Compania Perforadora Mexico S.A.P.I. de C.V and affiliates

 

0.2

 

0.5

 

Grupo Mexico

 

0.1

 

0.6

 

MGE

 

77.8

 

72.6

 

Mexico Proyectos y Desarrollos, S.A. de C.V. and affiliates

 

 

0.3

 

Total sales

 

$

172.2

 

$

111.0

 

In the nine month period of 2017, the Company made donations of $1.9 million to Fundacion Grupo Mexico, an organization dedicated to promoting the social and economic development of the communities close to the Company’s Mexican operations.

The Company’s Mexican operations paid fees for freight services provided by Ferrocarril Mexicano S.A de C.V., and for construction services provided by Mexico Proyectos y Desarrollo S.A. de C.V. and its affiliates. All of these companies are subsidiaries of Grupo Mexico.

The Company’s Mexican operations purchased scrap and other residual copper mineral from Asarco LLC, and power from MGE. Both companies are subsidiaries of Grupo Mexico.

In 2005, the Company organized MGE, as a subsidiary of Minera Mexico, for the construction of two power plants to supply power to the Company’s Mexican operations. In May 2010, the Company’s Mexican operations granted a $350 million line of credit to MGE for the construction of the power plants. That line of credit was due on December 31, 2012 and carried an

interest rate of 4.4%. In the first quarter of 2012, Controladora de Infraestructura Energetica Mexico, S. A. de C. V., an indirect subsidiary of Grupo Mexico, acquired 99.999% of MGE through a capital subscription of 1,928.6 million of Mexican pesos (approximately $150 million), reducing Minera Mexico’s participation to less than 0.001%. As consequence of this change in control, MGE became an indirect subsidiary of Grupo Mexico. Additionally, at the same time, MGE paid $150 million to the Company’s Mexican operations partially reducing the total debt. The remaining balance was restructured as subordinated debt of MGE. In the third quarter of 2016, MGE repaid the outstanding balance of the debt. Related to this loan, the Company recorded interest income of $4.2 million in the nine months ended September 30, 2016.

In 2012, the Company signed a power purchase agreement with MGE, whereby MGE will supply some of the Company’s Mexican operations with power through 2032. MGE completed construction of its first power plant in June 2013 and the second plant, in the second quarter of 2014. These plants are natural gas-fired combined cycle power generating units, with a net total capacity of 516.2 megawatts. The first plant began supplying power to the Company in December 2013, and the second plant began to supply power in June 2015. MGE is supplying 14% of its power output to third-party energy users.

On August 4, 2014, Mexico Generadora de Energia Eolica S. de R.L. de C.V, an indirect subsidiary of Grupo Mexico, located in Oaxaca, Mexico, acquired Eolica el Retiro. Eolica el Retiro is a windfarm that has 37 wind turbines. This company started operations in January 2014 and started to sell power to IMMSA and other subsidiaries of Grupo Mexico in the third quarter of 2014. Eolica el Retiro is supplying approximately 27% of its power output to IMMSA.

The Company sold copper cathodes, rod and anodes, as well as sulfuric acid, silver, gold and lime to Asarco LLC. In addition, the Company received fees for building rental and maintenance services provided to Mexico Proyectos y Desarrollos, S.A. de C.V. and its affiliates and to Compania Perforadora Mexico S.A.P.I. de C.V., and for natural gas and services provided to MGE; all subsidiaries of Grupo Mexico.

Companies with relationships to the controlling group:

The following table summarizes the purchase and sales activities with other Larrea family companies in the nine months ended September 30, 2017 and 2016 (in millions):

 

 

2017

 

2016

 

Purchase activity

 

 

 

 

 

Boutique Bowling de Mexico S.A. de C.V.

 

$

0.2

 

$

0.3

 

Mextransport

 

0.4

 

1.5

 

Operadora de Cinemas S.A. de C.V.

 

0.1

 

0.5

 

Total purchases

 

$

0.7

 

$

2.3

 

 

 

 

 

 

 

Sales activity

 

 

 

 

 

Boutique Bowling de Mexico S.A. de C.V.

 

$

0.2

 

$

0.2

 

Mextransport

 

0.3

 

0.4

 

Operadora de Cinemas S.A. de C.V.

 

0.1

 

0.1

 

Total sales

 

$

0.6

 

$

0.7

 

The Larrea family controls a majority of the capital stock of Grupo Mexico, and has extensive interests in other businesses, including transportation, real estate and entertainment. The Company engages in certain transactions in the ordinary course of business with other entities controlled by the Larrea family relating to the lease of office space, air transportation and entertainment.

The Company’s Mexican operations paid fees for entertainment services provided by Boutique Bowling de Mexico S.A de C.V. and Operadora de Cinemas S.A. de C.V. Both companies are controlled by the Larrea family.

MexTransport provides aviation services to the Company’s Mexican operations. In addition, the Company received fees for building rental provided to Mextransport. This is a company controlled by the Larrea family.

In addition, the Company received fees for building rental and maintenance provided to Boutique Bowling de Mexico S.A. de C.V., and Operadora de Cinemas S.A. de C.V.

Companies with relationships to SCC executive officers:

The following table summarizes the purchase activities with companies with relationships to SCC executive officers in the nine months ended September 30, 2017 and 2016 (in millions):

 

 

2017

 

2016

 

Breaker

 

$

 

$

0.5

 

Higher Technology S.A.C.

 

 

1.0

 

Pigoba S.A. de C.V.

 

 

0.1

 

Servicios y Fabricaciones Mecanicas S.A.C.

 

0.2

 

0.4

 

Total purchases

 

$

0.2

 

$

2.0

 


(*) amount is lower than $0.1 million

In 2016, the Company purchased industrial materials from Breaker S.A. de C.V., Breaker Peru S.A.C., and Pigoba S.A. de C.V. in which the SCC´s Chief Executive Officer´s sons, Carlos Gonzalez and Alejandro Gonzalez; and son-in-law, Jorge Gonzalez, have a proprietary interest. Also, the Company purchased industrial material to Higher Technology S.A.C. and paid fees for maintenance services provided by Servicios y Fabricaciones Mecanicas S.A.C. Companies in which Carlos Gonzalez son of SCC´s Chief Executive Officer had a proprietary interest through June 6, 2016.

Equity Investment in Affiliate: The Company has a 44.2% participation in Compania Minera Coimolache S.A. (“Coimolache”), which it accounts for on the equity method. Coimolache owns Tantahuatay, a gold mine located in the northern part of Peru.

It is anticipated that in the future the Company will enter into similar transactions with these same parties.

NOTE 8 — BENEFIT PLANS:

Post retirement defined benefit plans:

The Company has two noncontributorynon-contributory defined benefit pension plans covering former salaried employees in the United States and certain former expatriate employees in Peru. Effective October 31, 2000, the Board of Directors amended the qualified pension plan to suspend the accrual of benefits.

In addition, the Company’s Mexican subsidiaries have a defined contribution pension plan for salaried employees and a non-contributory defined benefit pension plan for union employees.

The components of net periodic benefit costs for the nine months ended September 30, 2017of 2023 and 20162022 are as follows (in millions):

 

2017

 

2016

 

(in millions)

    

2023

    

2022

Service cost

 

$

0.6

 

$

0.6

 

$

1.6

$

1.3

Interest cost

 

1.1

 

0.7

 

 

2.6

 

1.7

Expected return on plan assets

 

(2.3

)

(1.8

)

 

(4.2)

 

(2.9)

Amortization of prior service cost (credit)

 

0.1

 

0.1

 

Amortization of net loss

 

0.2

 

0.2

 

Net periodic benefit costs

 

$

(0.3

)

$

(0.2

)

Amortization of prior service cost / (credit)

 

0.1

 

0.1

Amortization of net loss/(gain)

 

0.3

 

0.3

Net periodic benefit cost

$

0.4

$

0.5


(*) amount is lower than $0.1 million

Post-retirement Health care plans:

United States: The Company adopted a post-retirement health care plan for retired salaried employees eligible for Medicare in 1996. The Company manages the plan and is currently providing health benefits to retirees. The plan is accounted for in accordance with ASC 715 “Compensation retirement benefits”.plans:

In Mexico, health services are provided by the Mexican Social Security Institute.

The components of net periodic benefit cost for the nine months ended September 30, 2017of 2023 and 20162022 are as follows (in millions):

 

 

2017

 

2016

 

Interest cost

 

$

0.7

 

$

0.4

 

Amortization of net loss (gain)

 

(0.1

)

(0.3

)

Amortization of prior service cost (credit)

 

(*

)

(*

)

Net periodic benefit cost

 

$

0.6

 

$

0.1

 

(in millions)

    

2023

    

2022

Interest cost

$

1.6

$

1.2

Amortization of net loss (gain)

 

 

0.1

Amortization of prior service cost/ (credit)

 

 

(*)

Net periodic benefit cost

$

1.6

$

1.3


(*) amount is lower than $0.1 million

16

Table of Contents

NOTE 910 — COMMITMENTS AND CONTINGENCIES:

Environmental matters:

The Company has instituted extensiveestablished comprehensive environmental conservation programs at its mining facilities in Peru and Mexico. The Company’s environmental programsMexico, which include among others,but are not limited to, water recovery systems to conserve water and minimize the impact on nearby streams, reforestation programs to stabilize the surface of the tailings dams and the implementation of scrubbing technology in the mines to reduce dust emissions.

Environmental capital investments in the nine months ended September 30, 2017of 2023 and 20162022 were as follows (in millions):

    

2023

    

2022

Peruvian operations

$

5.5

$

7.1

Mexican operations

 

72.1

 

35.4

$

77.6

$

42.5

 

 

2017

 

2016

 

Peruvian operations

 

$

60.5

 

$

58.7

 

Mexican operations

 

95.1

 

101.2

 

 

 

$

155.6

 

$

159.9

 

Peruvian operations:

The Company’s operations are subject to applicable Peruvian environmental laws and regulations. The Peruvian government, through the Ministry of Environment (“MINAM”) conducts annual audits of the Company’s Peruvian mining and metallurgical operations. Through these environmental audits, matters relatedrelating to environmental obligation,and legal compliance, with legal requirements, atmospheric emissions, effluent monitoring and waste management are reviewed. The Company believes that it is in material compliance with applicable Peruvian environmental laws and regulations. Peruvian law requires that companies in the mining industry provide assurances for future mine closure and remediation. In accordance with the requirements of this law, the Company’s closure plans were approved by MINEM. See Note 68 “Asset retirement obligation,”obligation” for further discussion of this matter. In accordance with the requirements of the law, in 2015 the Company submitted the closure plans for the Tia Maria project and for the Toquepala expansion. The process of review and approval of closure plans usually takes several months. In March 2016, MINEM approved the Mining Closure Plan for the Toquepala expansion project. The closure plan for the Tia Maria project was approved in February 2017. The Company, however, has not recorded a retirement obligation for the project as the construction permit has not been received, and work on the project is on hold. The Company believes that under these circumstances the recording of a retirement obligation is not appropriate.

In 2008, the Peruvian government enacted environmental regulations establishing stringent air quality standardsAir Quality Standards (“AQS”) for daily sulfur dioxide (“SO2”) in the air for the Peruvian territory. These regulations, as amended in 2013, recognized distinct zones/areas, as atmospheric basins. MINAM had established three atmospheric basins that required further attention to comply with the air quality standards. The Ilo basin was one of these three areas and the Company’s smelter and refinery are part of the area.

:In June 2017, MINAM enacted a supreme decree which definesdefined new AQS for daily sulfur dioxide and gaseous mercury forin the Peruvian territory, as well as monthly lead in particulate matter (PM10), in order to adopt standards similar to comparable countries and conform them to the technical capabilities available in Peru, while ensuring the protectionair. As of public health. This decree also considers criteria established by the World Health Organization and establishes a mean 24-hour AQS equal to 250 micrograms per cubic meter (µg/m3) of SO2 to replace the current 24-hour AQS of 20 µg/m3 of SO2, effective since 2014. The decree also establishes a mean 24-hour AQS equal to 2 µg/m3 of gaseous mercury and a mean monthly AQS equal to 1.5 µg/m3 of lead in PM10.

The Company believes that these new AQS are appropriate for Peru and will allow Peruvian industry to be competitive with other countries. The Company has evaluated the potential impact of these new standards and expects that its adoption will not have a

material impact on the financial position of the Company, as currentlySeptember 30, 2023, the Company maintains a significantly lowerthe daily average level of µg/m3 of SO2, than those required bybelow the newrequirement of the AQS.

In addition, in June 2017, MINAM enacted a supreme decree which establishes new quality standards for water in the Peruvian territory. The Company has reviewed this decree and considers that its adoption will not have a material impact on its financial position.

Soil Environmental Quality Standards (“SQS”): In 2013, the Peruvian government enacted soil environmental quality standardsSoil Quality Standards. In accordance with the regulatory requirements of the law, the Company prepared Soil Decontamination Plans (“SQS”SDP”) for environmentally impacted sites at each of its operation units (Toquepala, Cuajone and Ilo) with the assistance of consulting companies. The costs of these SDPs are not material, either individually or in aggregated form, for the financial statements of the Company.

Climate change:On April 17, 2018, the Peruvian government enacted Law N. 30754, which promotes public and private investments in climate change management and establishes a Climate Change Framework. The law proposes creating an institutional framework to address climate change in Peru and outlines new measures for climate change mitigation, such as provisions to address an increase in carbon capture and use of carbon sinks; afforestation and reforestation practices; land use changes; sustainable systems of transportation, solid waste management, and energy systems. This climate change framework law incorporates obligations from the Paris Agreement. Supreme Decree 013-2019 published on December 31, 2019, enacted statutory regulations, which are applicable to any existing facility or projectall Peruvian institutions and agencies. It is expected that generates or could generate the risk of soil contamination in its area of operation or influence. In March 2014, MINAM issued a supreme decree, which establishes additional provisions for the gradual implementation of SQS. Under this rule the Company had twelve monthsPeruvian regulations will be applicable to identify contaminated sites in and around its facilities and present a report of identified contaminated sites. These documents were submittednon-governmental entities. However, no carbon pricing mechanism is currently applicable to MINEM for approval in April 2015. After MINEM’s review, the documents for the Company’s operations were fully approved in July 2017. The next step is for the Company to prepare a characterization study to determine the depth, extent and physio-chemical composition of the contaminated areas and define an appropriate remediation plan and the time-frame for completion. In addition, the Company must submit for approval a Soil Decontamination Plan (SDP) within 30 months after being notified by the authority. This SDP must include remediation actions, a schedule and compliance deadlines. Also under this rule, if deemed necessary and given reasonable justification, the Company may request a one year extension for the decontamination plan.Peru.

Soil confirmation tests must be carried out after completion of decontamination actions (within the approved schedule) and results must be presented to authorities within 30 days after receiving such results. Non-compliance with this obligation or with decontamination goals will carry penalties, although no specific sanctions have been established yet. During compliance with this schedule, companies cannot be penalized for non-compliance with the SQS.

While the Company believes that there is a reasonable possibility that a potential loss contingency may exist, it cannot currently estimate the amount of the contingency. The Company believes that a reasonable determination of the loss will be possible once the characterization study and the SDP are substantially completed, which is expected for the first quarter of 2020. At that time the Company will be in a position to estimate the remediation cost. Further, the Company does not believe that it can estimate a reasonable range of possible costs until the noted studies have substantially progressed and therefore is not be able to disclose a range of costs that is meaningful.

Mexican operations:

The Company’s operations are subject to applicable Mexican federal, state and municipal environmental laws, to Mexican official standards, and to regulations for the protection of the environment, including regulations relating to water supply, water quality, air quality, noise levels and hazardous and solid waste.

The principal legislation applicable to the Company’s Mexican operations is the Federal General Law of Ecological Balance and Environmental Protection (the “General Law”), which is enforced by the Federal Bureau of Environmental

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Protection (“PROFEPA”). PROFEPA monitors compliance with environmental legislation and enforces Mexican environmental laws, regulations and official standards. It may also initiate administrative proceedings against companies that violate environmental laws, which in the most extreme cases may result in the temporary or permanent shutdown of non-complying facilities,operations, the revocation of operating licenses and/or other sanctions or fines.

In 2011, the General Law was amended givingto provide an individual or entity the ability to contest administrative acts, including environmental authorizations, permits or concessions granted, without the need to demonstrate the actual existence of harm to the environment as long as it can be argued that the harm may be caused. In addition, in 2011,Additionally, amendments to the Civil Federal Procedures Code (“CFPC”) were enacted. These amendments establishenacted in 2011 and established three categories of collective actions by meansunder which a group of which 30 or more people claiming injury derived fromindividuals can be considered sufficient to prove a “legitimate interest” to file civil actions for injuries arising out of alleged violations of environmental, consumer protection, financial services and economic competition issues will be considered to be sufficient in order to have a legitimate interest toAntitrust laws. The group can seek through a civil procedure restitution or economic compensation for the alleged injuries or suspension of the activities from which allegedly caused the alleged injury derived.injuries in question. The amendments to the CFPC may result in more litigation, with plaintiffs seeking remedies, including suspension of the activities alleged to cause harm.

In 2013, the Environmental Liability Federal Law was enacted. The law establishes general guidelines for actions to be considered likely to likely cause environmental harm. If a possible determination regarding harm occurs, environmental clean-up and remedial actions sufficient to restore the environment to a pre-existing condition shouldmust be taken. Under this law, ifIf restoration is not possible, compensation measures should be provided. Criminal penalties and monetary fines can be imposed under this law.

In February 2019, the Mexican Supreme Court confirmed the constitutionality of an ecological tax on extractive activities carried out in the state of Zacatecas, which taxes the environmental remediation actions; emissions of certain gases to the atmosphere; emissions of polluting substances to the soil or water; and waste storage within the state. The Company determined that this environmental regulation has no impact on its financial position.

Guaymas sulfuric acid spill: On July 9, 2019, there was an incident at the Company´s Marine Terminal in Guaymas, Sonora, that caused the discharge of approximately three cubic meters of sulfuric acid into the sea in the industrial port area.

The Guaymas bay has an estimated water volume of 340 million cubic meters. The spill, upon entering in contact with the sea’s alkaline conditions, led to quick dilution of the discharge. Thus, the sulfuric acid was naturally and immediately neutralized. As a result, the discharge was considered harmless; the report from the Ministry of Navy found that neither the flora nor fauna of the port area were affected.

On July 10, 2019, PROFEPA made a first inspection of the area, concluding that the Company executed all the appropriate procedures to contain the discharge, and no reference was made to the existence of negative impacts on the environment resulting from the incident. On July 19, 2019, PROFEPA revisited the facilities to carry out a second inspection and declared a partial temporary shutdown that only affected the storage process and transportation of sulfuric acid at the terminal, arguing the absence of an authorization of environmental impact. It is important to note that these facilities have been in operation since 1979, prior to the 1988 Mexican General Law of Ecological Balance and the Protection of the Environment. Companies that were operating before the enactment of the aforementioned law are exempt from the permit requirement. In addition, in 2009, PROFEPA awarded a certification of “Clean Industry and Environmental Quality” to the facility which was subsequently renewed four times (for a two-year period each time).

The Company filed a lawsuit against the closure, which was dismissed by a ruling on August 25, 2021. This ruling was challenged through a motion to reopen the case, which was submitted on September 28, 2021. On January 4, 2022, the challenge was resolved. The authority imposed two fines and ruled that the temporary closure would remain in place until the environmental impact statement is obtained. The Company intends to appeal this ruling.

The Company is not aware of the reasons or causes for this partial and temporary closure but will continue working with the environmental authorities to provide certainty that the operation is in strict compliance with environmental regulations. The Company expects the environmental authorities to suspend the partial temporary shutdown once they

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resolve their concerns. Currently, the Company does not expect any impact on its operations. As of September 30, 2023, the matter is pending resolution.

Climate change: Several taxes are applicable to the Company’s mining operations in Mexico, including federal and state fossil fuel taxes, and the requirements associated with Mexico’s emission trading scheme. These taxes range from $1.2/tCO2 to $20/tCO2, approximately. These regional taxes are applicable in the States of Baja California and Zacatecas, as well as a federal tax linked to the import of fuels. In addition, an emission trading scheme (ETS) is currently available to the Company which is only applicable to two business units, the metallurgic and lime plants in Sonora, which both generate annual GHG emissions levels above the threshold of 100,000 tCO2 per year contemplated by the scheme. These two units are required to report and verify their emissions once a year with average costs of less than $6,000 per unit. Units that emit more than 25,000 tonnes CO2 equivalent per year (all our Mexican units) are required to report their emissions to the National Emissions Registry (RENE) every year and to verify the reported emissions every three years. As a result, the total expenses for ensure annual compliance with climate change regulations in Mexico were not material to the Company.

The Company believes that all of its facilities in Peru and Mexico are in material compliance with environmental, mining and other applicable laws and regulations. The Company also believes that continued compliance with environmental laws of Mexico and Peru will have no material adverse effects on the Company’s business, properties, or operating results.

Litigation matters:

Peruvian operations:

The Tia Maria Mining Project

There are five lawsuits filed against the Peruvian Branch of the Company related to the Tia Maria project. The lawsuits seek (i) to declare null and void the resolution that approved the Environmental Impact Assessment of the project; (ii) the cancellation of the project and the withdrawal of mining activities in the area; (iii) to annul the mining concession application for the Tia Maria project; and (iv) to annul the resolution that approved the construction license. The lawsuits were filed by Messrs. Ernesto Mendoza Padilla (filed May 26, 2015), Juan Alberto Guillen Lopez (filed June 18, 2015), Junta de Usuarios del Valle del Tambo (filed April 30, 2015), Gobierno Regional de Arequipa (filed December 16, 2019) and Municipalidad Distrital de Dean Valdivia (filed in January 2020 but notified in August 2022).

The Mendoza Padilla case was initially rejected by the lower court on July 8, 2015. This ruling was confirmed by the Superior Court on June 14, 2016. On July 12, 2016, the case was appealed before the Constitutional Court. On November 20, 2018, the Constitutional Court reversed the previous decisions and remanded the case to the lower court for further action. In the third quarter of 2020, the Company was notified that the complaint had been reinstated. The Company answered the complaint on September 15, 2020. On December 2, 2020, the lower court issued a resolution, considering the complaint answered. On September 27, 2021, the Court ordered to temporarily archive the case. As of September 30, 2023, the case remains pending resolution.

The Guillen Lopez case is currently before the lower court. Oral arguments took place on July 19, 2019. On January 7, 2020, the Judge decided to suspend the proceedings until the del Carpio Lazo case is concluded. On March 8, 2022, SCC’s Peruvian Branch informed the Court that the del Carpio Lazo case had concluded. As of September 30, 2023, the case remains pending resolution.

The Junta de Usuarios del Valle del Tambo case is currently before the lower court. In May 2016, the Company was included in the process after the Ministry of Energy and Mines filed a civil complaint. On March 6, 2019, the Company was formally notified of the lawsuit and answered the complaint on March 20, 2019. On July 8, 2019, the Company requested the suspension of the proceeding until the del Carpio Lazo case is concluded. On March 11, 2022, SCC’s Peruvian Branch informed the Court that the del Carpio Lazo case had concluded. As of September 30, 2023, the case remains pending resolution.

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The Gobierno Regional de Arequipa case is currently before the lower court. The Company answered the complaint on September 15, 2020. On February 8, 2021, the Judge decided to suspend the proceeding until the del Carpio Lazo case was concluded. On March 24, 2022, SCC’s Peruvian Branch informed the Court that the del Carpio Lazo case had concluded. On March 28, 2022, the Judge cancelled the suspension. On May 24, 2022, the parties presented their closing arguments. On March 15, 2023, the Judge dismissed the lawsuit. The plaintiff missed the chance to appeal the ruling, therefore, the Judge declared the case had concluded in favor of SCC’s Peruvian Branch. On April 20, 2023 the plaintiff appealed this ruling. As of September 30, 2023, the case is pending resolution.

The Municipalidad Distrital de Dean Valdivia case is currently before the lower court. On August 17, 2022, the Company was formally notified of the lawsuit and answered the complaint on September 2, 2022. SCC’s Peruvian Branch informed the Court the result of the del Carpio Lazo case. As of September 30, 2023, the case is pending resolution.

The Company asserts that these lawsuits are without merit and is vigorously defending them. The potential contingency amount for these cases cannot be reasonably estimated by management at this time.

Special Regional Pasto Grande Project (“Pasto Grande Project”)

In 2012, the Pasto Grande Project, an entity of the Regional Government of Moquegua, filed a lawsuit against SCC’s Peruvian Branch alleging property rights over a certain area used by the Peruvian Branch and seeking the demolition of the tailings dam where SCC’s Peruvian Branch has deposited its tailings from the Toquepala and Cuajone operations since 1995. The Peruvian Branch has had title to use the area in question since 1960 and has constructed and operated the tailings dams with proper governmental authorization since 1995. Following a motion filed by the Peruvian Branch, the lower court included MINEM as a defendant in this lawsuit. MINEM has answered the complaint and denied the validity of the claim. On July 2, 2022, the case was temporarily archived. On May 26, 2023, the Judge ordered termination of the proceeding due to the lack of interest of the plaintiff. On June 2, 2023, the plaintiff appealed the termination of the proceeding. On September 18, 2023, the Superior Court reversed the termination and ordered the Judge to continue the proceeding. As of September 30, 2023, the case is pending resolution.

SCC’s Peruvian Branch asserts that the lawsuit is without merit and is vigorously defending against it. The amount of this contingency cannot be reasonably estimated by management at this time.

Mexican operations:

The Accidental Spill at Buenavista Mine of 2014 an

In relation to the 2014 accidental spill of approximately 40,000 cubic meters of copper sulfate solution occurred at a leaching pond in the Buenavista mine, leaching pond. This solution reached the Bacanuchi River andfollowing legal procedures are pending against the Sonora River. The Company took immediate actions to contain the spill, and to comply with all necessary legal requirements. The Company hired contractors including environmental

specialists and assigned more than 1,200 of its own personnel to clean the river. In addition, the Company developed a service program to assist the residents of the Sonora River region.Company:

The National Water Commission, the Federal Commission for the Protection of Sanitary Risk and PROFEPA initiated administrative proceedings regarding the spill to determine possible environmental and health damages. On August 19, 2014, PROFEPA, as part of the administrative proceeding initiated after the spill, announced the filing of a criminal complaint against Buenavista del Cobre S.A. de C.V. (“BVC”), a subsidiary of the Company in order to determine those responsible for the environmental damages. The Company is vigorously defending itself against this complaint. AsDuring the second quarter of 2018, the criminal complaint was dismissed. This decision was appealed and was pending resolution as of September 30, 2017,2023. On October 12, 2023, SEMARNAT publicly announced the case remains in the procedural stages and is pending resolution.

On September 15, 2014, the Company executed an administrative agreement with PROFEPA, providing for the submissionfiling of a remediation action plan to the Mexican Ministry of Environment and Natural Resources (Secretaria de Medio Ambiente y Recursos Naturales “SEMARNAT”). The general remediation program submitted to SEMARNAT was approved on January 6, 2015.

The Company also created a trust with a Mexican development bank, acting as a Trustee to support environmental remedial actions in connection with the spill, to comply with the remedial action plan and to compensate those persons adversely affected by the spill. The Company committed up to two billion Mexican pesos (approximately $150 million). A technical committee for the trust was created with representatives from the federal government, the Company and specialists assisted by a team of environmental experts to ensure the proper use of the funds. Along with the administrative agreement executed with PROFEPA, the trust served as an alternative mechanism for dispute resolution to mitigate public and private litigation risks.

On December 1, 2016, SEMARNAT issued its final resolution which held that all remediation actions contained in the Remediation Plan, as approved by the same authority, had been fully fulfilled and that all requirements had been complied with, except for biological monitoring activities atanother criminal complaint regarding the Sonora River spill, arguing that remediation of damages to the river was incomplete and compensation for said damages was insufficient. The Company has been directed to provide information regarding remediation activities and compensation for damages. In due course, BVC will be continued until the first semester of 2019 pursuant to such Plan. On January 26, 2017, PROFEPA issued its final resolution under which it declared all mitigation actions completed and its investigation closed. In light of the above,analyze this new complaint. Nonetheless, the Company strongly believes that it has obtainedduly completed all necessary formal rulings from SEMARNATremediation and PROFEPA. On February 7, 2017,compensation-related activities as required by the Company closed the trust. In addition,competent Mexican authorities and as a resultsuch, this new complaint is devoid of this process, $10.2 million of excess provision was reversed in the first quarter of 2017. The total expense recorded for this accident in 2014 and 2015 was $136.4 million. Therefore, this matter is closed.merits.

Through the first half of 2015, six collective action lawsuits were filed in federal courts in Mexico City and Sonora against two subsidiaries of the Company seeking economicmonetary compensation, clean up and remedial activities in order to restore the environment to its pre-existing conditions. TwoThree of the collective action lawsuits have been dismissed by the court. The plaintiffs in the four remainingAs of September 30, 2023, three lawsuits are:are still pending: two were filed by Acciones Colectivas de Sinaloa,

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A.C. which established two collective actions;and one by Defensa Colectiva, A.C.; and Ana Luisa Salazar Medina et al. which has been granted a collective action certification. The remaining plaintiffs have requested cautionary, seeking precautionary measures onin the construction of facilities for theto monitoring of public health services and the prohibition ofprohibiting the closure of the RíoRio Sonora Trust. As of September 30, 2017, these cases remain pending resolution.

Similarly, during 2015, eight civil action lawsuits were filed against BVC in the state courts of Sonora seeking damages for alleged injuries and for moral damages as a consequence of the spill. The plaintiffs in the state court lawsuits are: Jose Vicente Arriola Nunez et al; Santana Ruiz Molina et al; Andres Nogales Romero et al; Teodoro Javier Robles et al; Gildardo Vasquez Carvajal et al; Rafael Noriega Souffle et al; Grupo Banamichi Unido de Sonora El Dorado, S.C. de R.L. de C.V; and Marcelino Mercado Cruz. In 2016, three additional civil action lawsuits, claiming similar damages, were filed by Juan Melquicedec Lebaron; Blanca Lidia Valenzuela Rivera et al and Ramona Franco Quijada et al. In 2017, BVC was served with thirty-twothirty-three additional civil action lawsuits, claiming similar damages. The lawsuits were filed by Francisco Javier Molina Peralta et al; Anacleto Cohen Machini et al; Francisco Rafael Alvarez Ruiz et al; Jose Alberto Martinez Bracamonte et al; Gloria del Carmen Ramirez Duarte et al; Flor Margarita Sabori et al; Blanca Esthela Ruiz Toledo et al; Julio Alfonso Corral DomínguezDominguez et al; Maria Eduwiges Bracamonte Villa et al; Francisca Marquez Dominguez et al; Jose Juan Romo Bravo et al; Jose Alfredo Garcia Leyva et al; Gloria Irma Dominguez Perez et al; Maria del Refugio Romero et al; Miguel Rivas Medina et al; Yolanda Valenzuela Garrobo et al; Maria Elena Garcia Leyva et al; Manuel Alfonso Ortiz Valenzuela et al; Francisco Alberto Arvayo Romero et al; Maria del Carmen Villanueva Lopez et al; Manuel Martin Garcia Salazar; Miguel Garcia Arguelles et al; Dora Elena Rodriguez Ochoa et al; Honora Eduwiges Ortiz Rodriguez et al; Francisco Jose Martinez Lopez et al; Maria Eduwiges Lopez Bustamante; Rodolfo Barron Villa et al, Jose Carlos Martinez Fernandez et al, Maria de los Angeles Fabela et al; Rafaela Edith Haro et al; Luz Mercedes Cruz et al; and Juan Pedro Montaño et al; and Juana Irma Alday Villa. In the first quarter of 2018, BVC was served with another civil action lawsuit, claiming similar damages. The lawsuit was filed by Alma Angelina Del Cid Rivera et al. In the last quarter of 2018, BVC was served with other three civil action lawsuits, claiming similar damages. These lawsuits were filed by Los Corrales de la Estancia, S.C. de R.L.; Jose Antonio Navarro; Jesus Maria Peña Molina, et al; these actions were dismissed by the court, because they have expired. As of September 30, 2017, these2023, forty-five cases remain pending resolution.

DuringIn 2015, four constitutional lawsuits (juicios de amparo) were filed before Federal Courts against various authorities and against a subsidiary of the Company, arguing; (i) the alleged lack of a waste management program approved by SEMARNAT; (ii) the alleged lack of a remediation plan approved by SEMARNAT with regard to the August 2014 spill; (iii) the alleged lack

of community approval regarding the environmental impact authorizations granted by SEMARNAT to one subsidiary of the Company; and (iv) the alleged inactivity of the authorities with regard ofto the spill in August 2014. The plaintiffs ofin these lawsuits are: Francisca Garcia Enriquez, et al which establishedfiled two lawsuits, Francisco Ramon Miranda, et al and Jesus David Lopez Peralta et al. DuringIn the third quarter of 2016, four additional constitutional lawsuits, claiming similar damages were filed by Mario Alberto Salcido et al; Maria Elena Heredia Bustamante et al; Martin Eligio Ortiz Gamez et al; and Maria de los Angeles Enriquez Bacame et al. DuringIn the third quarter of 2017, BVC was served with another constitutional lawsuit filed by Francisca García Enriquez et al. In 2018, BVC was served with two additional constitutional lawsuits that were filed against SEMARNAT by Norberto Bustamante et al. With regard to the constitutional lawsuit filed by Maria Elena Heredia Bustamante et al; in which it was claimed the lack of community approval regarding the authorization granted by SEMARNAT to build the new BVC tailings dam, on September 5, 2018, the Supreme Court of Justice issued a resolution establishing that such authorization was granted to BVC in compliance with the applicable legislation. However, SEMARNAT must carry out a public meeting to inform the community of the technical aspects required to build the dam, potential impacts and prevention measures. This public meeting will have no material effects to BVC’s operations. SEMARNAT has carried out the consultation ordered by the Supreme Court. As a result, it has informed the corresponding Judge of its compliance with the resolution, in which BVC was required to implement additional measures of environmental impact prevention, such as: (i) the building of at least three monitoring wells downstream from the curtain of the contingency dam in a period of six months; (ii) monitoring of the groundwater level and water quality every six months; (iii) carrying out rain collection work in order to restore water to the Sonora River basin, with six months granted to present the execution program; (iv) determine the location of wildlife conservation and protection areas and define the need to establish biological corridors; (v) obtain photographic or videographic evidence every six months; (vi) submitting to SEMARNAT two years before the closure and abandonment of the site, or earlier if necessary, the closure program that includes the cleaning and restoration of the soil including Mexican regulation NOM-141; (vii) include the measures in the Environmental Monitoring Program according to the environmental components impacted; and (viii) hiring an external environmental consultant to validate compliance with the current and new conditions imposed. The foregoing does not impact BVC’s operations.

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Additionally, the lawsuits filed by Maria de los Angeles Enriquez Bacame and Norberto Bustamante have been dismissed and closed without prejudice to the Company. As of September 30, 2017, these2023, the remaining cases remainwere still pending resolution.

It is currently not currently possible to determine the extent of the damages sought in these state and federal lawsuits but the Company considersbelieves that these lawsuits are without merit. Accordingly, the Company is vigorously defending against them. Nevertheless, the Company considersbelieves that none of the legal proceedings resulting from the spill, individually or in the aggregate, would have a material effect on its financial position or results of operations.

The Company believes that all of its facilities in Peru and Mexico are in material compliance with applicable environmental, mining and other laws and regulations.

The Company also believes that continued compliance with environmental laws of Mexico and Peru will not have a material adverse effect on the Company’s business, properties, result of operations, financial condition or prospects and will not result in material capital investments.

LitigationLabor matters:

The “Virgen Maria” Mining ConcessionsPeruvian operations: 68.6% of the Tia Maria Mining Project

The Tia Maria project includes various mining concessions, totaling 32,989.64 hectares. One of the concessions is the “Virgen Maria” mining concession totaling 943.72 hectares or 2.9% of the total mining concessions.

Related to the “Virgen Maria” mining concessions, in August 2009, a lawsuit was filed against SCC’s Branch by the former stockholders of Exploraciones de Concesiones Metalicas S.A.C. (“Excomet”). The plaintiffs allege that the acquisition of Excomet’s shares by the Branch is null and void because the $2 million purchase price paid by the Branch for the shares of Excomet was not fairly negotiated by the plaintiffs and the Branch. In 2005, the Branch acquired the shares of Excomet after lengthy negotiations with the plaintiffs, and after the plaintiffs, which were all the stockholders of Excomet, approved the transaction in a general stockholders’ meeting. Excomet was at the time owner of the “Virgen Maria” mining concession. In October 2011, the civil court dismissed the case on the grounds that the claim had been barred by the statute of limitations. On appeal by the plaintiffs, the Superior Court reversed the lower court’s decision and remanded it to the lower court for further proceedings. In August 2015, the lower court dismissed the case on the grounds that the plaintiffs had not proven the alleged unfairness of the negotiations. The plaintiffs appealed this resolution before the Superior Court. In September 2016, the Superior Court confirmed the lower court’s resolution and the plaintiffs filed an extraordinary appeal in order to have the case reviewed by the Supreme Court. As of September 30, 2017, the case remains pending resolution without further developments.

The Company asserts that this lawsuit is without merit and is vigorously defending against it. Additionally, the amount of this contingency cannot be reasonably estimated by management at this time.

The Tia Maria Mining Project

There are five lawsuits filed against the Peruvian Branch of the Company related to the Tia Maria project. The lawsuits seek (i) to declare null and void the resolution which approved the Environmental Impact Assessment of the project; (ii) the cancellation of the project and the withdrawal of mining activities in the area and (iii) to declare null and void the mining concession application of the Tia Maria project. The lawsuits were filed by Messrs. Jorge Isaac del Carpio Lazo (filed May 22, 2015), Ernesto Mendoza Padilla (filed May 26, 2015), Juan Alberto Guillen Lopez (filed June 18, 2015), Hernan Raul Hatamare Hual (filed August 6, 2015) and Nicolas Belfiore Nicolini (filed November 13, 2015).

The del Carpio Lazio case was rejected by the court of first instance on November 14, 2016. The plaintiff filed an appeal before the Superior Court on January 3, 2017. As of September 30, 2017, the case remains pending resolution without further developments.

The Mendoza Padilla case was rejected by the lower court on July 8, 2015. This ruling was confirmed by the Superior Court on June 14, 2016. On July 12, 2016, the case was appealed before the Constitutional Court. As of September 30, 2017, the case remains pending resolution without further developments.

The Guillen Lopez case is currently before the lower court. As of September 30, 2017, the case remains pending resolution without further developments.

On October 3, 2016 the lower court ruled that the Hatamare Hual case had expired and declared the case concluded. The plaintiff has not filed an appeal before the Superior Court. On November 16, 2016, the Company´s Peruvian Branch requested for the case to be closed. The case was closed on February 3, 2017.

In the Belfiore Nicolini case, the court ruled partially in favor of the plaintiff. However, the Company filed an appeal to challenge said decision. As of September 30, 2017, the case remains pending resolution without further developments.

The Company asserts that these lawsuits are without merit and is vigorously defending against them. The potential contingency amount for these cases cannot be reasonably estimated by management at this time.

Special Regional Pasto Grande Project (“Pasto Grande Project”)

In 2012, the Pasto Grande Project, an entity of the Regional Government of Moquegua, filed a lawsuit against SCC’s Peruvian Branch alleging property rights over a certain area used by the Peruvian Branch and seeking the demolition of the tailings dam where SCC’s Peruvian Branch has deposited its tailings from the Toquepala and Cuajone operations since 1995. The Peruvian Branch has had title to use the area in question since 1960 and has constructed and operated the tailing dams with proper governmental authorization, since 1995. SCC’s Peruvian Branch asserts that the lawsuit is without merit and is vigorously defending against it. Upon a motion filed by the Peruvian Branch, the lower court has included MINEM as a defendant in this lawsuit. MINEM has answered the complaint and denied the validity of the claim. As of September 30, 2017, the case remains pending resolution without further developments. The amount of this contingency cannot be reasonably estimated by management at this time.

Carla Lacey and Barbara Siegfried, on behalf of themselves and all other similarly situated stockholders of Southern Copper Corporation, and derivatively on behalf of Southern Copper Corporation

A purported class action derivative lawsuit filed in the Delaware Court of Chancery was served on the Company and its Directors in February 2016 relating to the 2012 capitalization of 99.999% of MGE by Controladora de Infraestructura Energetica Mexico, S.A. de C.V., an indirect subsidiary of Grupo Mexico (the “CIEM Capitalization”), the Company’s entry into a power purchase agreement with MGE in 2012 (the “MGE Power Purchase Agreement”), and the 2012 restructuring of a loan from the Company’s Mexican Operations to MGE for the construction of two power plants to supply power to the Company’s Mexican operations (the “MGE Loan Restructuring”). The action purports to be brought on behalf of the Company and its common stockholders. The complaint alleges, among other things, that the CIEM Capitalization, the MGE Power Purchase Agreement and the MGE Loan Restructuring were the result of breaches of fiduciary duties and the Company’s charter. The Company has filed a response denying these allegations and is currently in the discovery process.

Labor matters:

Peruvian operations: 70% of the Company’s 4,585Company's 4,456 Peruvian employees were unionized atas of September 30, 2017.2023. Currently, there are fivesix separate unions, none of which represents the majority of workers, as defined by current Peruvian labor legislation.

During 2021, the Company held talks with the six unions to sign collective agreements prior to their effective dates. As a result, between the duration of the agreement, a long-term agreement bonus of S/10,000 (approximately $2,753) was granted in June and December 2021, the Company signed collective agreements with the six unions with durations between three to six years. All of them granted annual salary increases of 5%. Additionally, each agreement granted, among other things, a signing bonus of between S/45,000 (approximately $12,386) and S/90,000 (approximately $24,773), depending on the union that signed a six-year extension of the collective bargaining agreement. All these concepts were recorded as labor expense. In 2022, these collective agreements were executed and the Company does not have any collective agreement pending to be negotiated with the unions.

In December 2022, the Company reached a settlement with one largeof the unions regarding compliance with an 2018-2019 Arbitration Award. As part of this settlement, the Company made a one-time payment to each union member of S/4,000 (approximately $1,101) as a compensation bonus and four smaller unions. also paid a signing bonus of S/1,000 (approximately $275).

In the first quarter of 2016,2023, the Company signed three-yearbegan applying the terms of the agreement entered into with the six unions pursuant to Law 31632, which stipulates new conditions for compensation of leaves granted during COVID-19. Within the current framework of labor regulations and the agreements with all five unions.six unions, this compensation has been adapted to align with current working hours of the mining sector. These conditions will be in effect until December 1, 2023.

In June 2023, the Company held two meetings with the unions to discuss different issues of collective interest. In these meetings, the unions expressed concerns regarding the current economic situation, including the rise in the cost of living in Peru, as well as issues related to the provision of services granted by the Company. In this regard, in the third quarter of 2023, the Company released a formal response to each union where it is confirmed that there are collective labor agreements in force with each union. These agreements include, among other things, annual salary increases of 5% for each ofhave regulated all the three years.

In April 2017, the unified labor union of SPCC workersbenefits related to salaries and one of Toquepala’s unions began a strike, demanding a review of certain health and profit sharing benefits. The strike ended after 12 days.working conditions. The Company estimates a loss of approximately 1,400 tons of copper production. In July 2017,has been complying with all its obligations under such collective labor agreements and guarantees it will continue to maintain on-going communication with the same unions began an illegal strike that ended after five days.to ensure harmony.

Mexican operations:operations: In recent years, the Mexican operations have experienced a positive improvement ofin their labor environment, as its workers opted to change their affiliation from the Sindicato Nacional de Trabajadores Mineros, Metalurgicos y Similares de la Republica Mexicana (the “National Mining Union”) to other less politicized unions.

However, theThe workers of the San Martin and Taxco mines, are still under the National Mining Union and have beenmine were on strike since July 2007. On December 10, 2009,February 28, 2018, the striking workers of the San Martín mine of IMMSA held an election to vote on the union that would hold the collective bargaining agreement at the San Martin mine. The Federacion Nacional de Sindicatos Independientes (the National Federation of Independent Unions) won the vote by a federal court confirmedmajority. Nevertheless, the legalityvote was challenged by the National Mining Union. On June 26, 2018, the Federal Mediation and Arbitration Board issued a ruling recognizing the election results. Due to the agreement between workers and the Company to end the protracted strike, on August 22, 2018, the Federal Mediation and Arbitration Board authorized the restart of operations of the San Martin strike.mine. Such authorization was challenged by the National Mining Union. On April 4, 2019, the Federal Mediation and Arbitration Board recognized, once again, the election results from February 28, 2018, by which the National Federation of Independent Unions won by a majority. In order

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the last quarter of 2019, a Federal Court issued a resolution that established that the Labor Court should analyze the list of workers with the right to recovervote in the controlunion election. The Company and the National Federation of Independent Unions challenged such determination before the Supreme Court of Justice. Such challenges were dismissed by the Supreme Court. Consequently, on September 6, 2021, the Federal Mediation and Arbitration Board issued a new resolution determining that, based on the documents submitted by the National Federation of Independent Unions and given the status of the strike until 2018, it was not possible to create a registry of workers holding a right to vote. Therefore, in case of a strike, any collective bargaining proceedings shall remain suspended. On June 9, 2023, the Federal Mediation and Arbitration Board, in a ruling that completely veered from its previous stance, did not recognize the common representatives of the coalition workers and consequently, ruled that the agreement which said representatives had made with the Company to lift the strike in 2018 lacked validity. Notwithstanding, on June 14, 2023, the Federal Mediation and Arbitration Board, on the occasion of the arbitration proceeding initiated at IMMSA's request, handed down a ruling that terminated the strike and ordered workers to resume activities within 15 days. The Mining Union filed a protective action (Amparo) against this resolution, which is pending resolution as of September 30, 2023.

Additionally, the Mining Union has filed a complaint before the Government of the United States of America under the rules of the Rapid Response Mechanism contained in the T-MEC, alleging denial of free association rights.

The Company´s operations at the San Martin mineunit continue to evolve normally and resume operations, the Company filed a court petition on January 27, 2011 requesting thatconflict is expected to be resolved in accordance with the court, among other things, definelegal framework set by labor authorities; any actions taken will respect the termination payment for each unionized worker. The court denied the petition alleging that, according to federal labor law, the union was the only legitimate party to file such petition. On appeal by the Company, on May 13, 2011, the Mexican federal tribunal accepted the petition. In July 2011, the National Mining Union appealed the

favorable court decision before the Supreme Court. On November 7, 2012, the Supreme Court affirmed the decisionwill of the federal tribunal. The Company filed a new proceeding before the labor court on the basis of the Supreme Court decision, which recognized the right of the labor court to define responsibility for the strike and the termination payment for each unionized worker. A favorable decision of the labor court in this new proceeding would have the effect of terminating the protracted strike at San Martin. As of September 30, 2017, the case remains pending resolution without further developments.workers.

In the case of the Taxco mine, following theits workers refusal to allow exploration of new reserves, the Company commenced litigation seeking to terminate the labor relationship with workers at the mine (including termination of the related collective bargaining agreement). On September 1, 2010, the federal labor court issued a ruling approving the termination of the collective bargaining agreement and all the individual labor contracts of the workers affiliated with the Mexican mining union at the Taxco mine. The mining union appealed the labor court ruling before a federal court. In September 2011, the federal court accepted the union’s appeal and remanded the case to the federal labor court for reconsideration.have been on strike since July 2007. After several legal proceedings on January 25, 2013, the Company filed a new proceeding before the labor court. On June 16, 2014, the labor court denied the petition of the Company. The resolution issued by the labor court was challenged by the Company before a federal court. Inprocedures, in August 2015, the Supreme Court decided to assert jurisdiction over the case and to rule on it directly. As of September 30, 2017,2023, the case remainswas pending resolution without further developments.

It is expected that operations at these minesthe Taxco mine will remain suspended until thesethe labor issues are resolved. In view of thesethe lengthy strikes,strike, the Company has reviewed the carrying value of the San Martin and Taxco minesmine to ascertain whether impairment exists. The Company concluded that there is a non-material impairment of the assets located at these mines.this mine.

Other legal matters:

The Company is involved in various other legal proceedings incidental to its operations, but the Company does not believe that decisions adverse to it in any such proceedings, individually or in the aggregate, would have a material effect on its financial position or results of operations.

Other commitmentscommitments::

Peruvian OperationsOperations:

Tia Maria:Michiquillay

On August 1, 2014,In June 2018, the Company receivedsigned a contract for the final approval of Tia Maria´s Environmental Impact Assessment (“EIA”). However, the issuanceacquisition of the project´s construction permit has been delayed due to pressures from anti-mining groups. The Company continues workingMichiquillay copper project in Cajamarca, Peru, at a purchase price of $400 million. Michiquillay is a world-class mining project with community groups in order to resolve open issues concerning the project. The Company is also working jointlyestimated inferred mineral resources of 2,288 million tonnes with the Peruvian Government to obtain the construction license for this 120,000 tonsan estimated copper grade of SX-EW copper per year greenfield project. The Company expects the license to be issued in the first quarter 2018.

Tia Maria´s project budget is approximately $1.4 billion, of which $350.3 million has been invested through September 30, 2017. When completed, it0.43%. It is expected to produce 120,000 tons225,000 tonnes of copper cathodes per year. This project will use state-of-the-art SX-EW technologyyear (along with the highest international environmental standards. SX-EW facilities are the most environmentally friendly in the industry as they do not require a smelting processby-products of molybdenum, gold and consequently, no emissions are released into the atmosphere. The project will only use seawater, transporting thissilver) for an initial mine life of more than 25 kilometers to 1,000 meters above sea level,years.

As per the purchase agreement, the Company paid $12.5 million at the signing of the contract and includes a desalinization plant which$12.5 million in June 2021. The remaining balance of $375.0 million will be constructed atpaid if the Company decides to develop the project. Therefore, it is not a costpresent obligation. In June 2022, the Company notified the Peruvian authorities of $95 million. Consequently, the Tambo river water resourcesend of the suspension period and the water resources fromstart of the wellspreoperational period that lasts 12 years and it can be extended for three more years. The start of the preoperational period does not imply a payment obligation. The Company must support an investment of $20 million in the area will be used solelynext five years which includes exploration activities as well as the development of social programs.

In 2021, the Company signed social agreements with the Michiquillay and La Encañada communities. In addition, in October 2021, the Peruvian Ministry of Energy and Mines approved the semi-detailed environmental impact study for farming

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the project. In the last quarter of 2022, the Company informed MINEM that exploration activities had begun and human consumption.

that it initiated an in-depth assessment of existing mineral resources. In 2023, in accordance with the social agreements with the Michiquillay and La Encañada communities, the Company has hired unskilled labor and is paying for the use of surface land. The Company expects the project to generate 3,500 jobs during the construction phase. Whenis supporting social programs in operation, Tia Maria will directly employ 600 workers and indirectly provide jobs to another 2,000. Through its expected twenty-year life, the project related services will create significant business opportunities in the Arequipa region.

In view of the delay in this project,both communities. Additionally, the Company continues exploration activities on this project and as of September 30, 2023 it had drilled 46,500 meters and obtained 14,892 core samples, which are currently under evaluation.

Social agreements with the Michiquillay and La Encañada communities represent an opportunity to reviewimprove quality of life for their residents through the carrying value of this asset to ascertain whether impairment exists. ShouldCompany´s strong social programs, backed by a solid framework for technical work at the Tia Maria project not move forward,level. The main commitments signed by the Company is confident that mostregarding the social agreements are related to providing support for agricultural and livestock activities, financial support for local initiatives, and social programs in favor of the project equipment will continue to be used productively, through reassignment to other mine locations operated by the Company. The Company believes that an impairment loss, if any, will not be material.education, water management, waste disposal, and healthcare for vulnerable groups.

Toquepala Concentrator Expansion:

In April 2015, the construction permit for the Toquepala expansion project was approved by the MINEM. The project budget is $1.2 billion, of which $743.5 million has been expended through September 30, 2017. When completed, this expansion project is expected to increase annual production capacity by 100,000 tons of copper and 3,100 tons of molybdenum. The project has reached 80% progress and is expected to be completed by the second quarter 2018.

Corporate Social Responsibility:Responsibility

The Company has a corporate social responsibility policy to maintain and promote the continuity of its mining operations and obtainwhile obtaining the best results. The main objective of this policy is to integrate itsthe Company´s operations with the local communities in the areas of influence of its operations by creating a permanent positive relationship with them, in orderrelationships to develop the optimum social conditions and to promote sustainable development in the area. Accordingly, the Company has made the following commitments:

Tacna Region: In connection with the Toquepala concentrator expansion, the Company has committed to fund various social and infrastructure improvement projects in Toquepala’s neighboring communities. The total amount committed for these purposes is S/445.0 million (approximately $132$117.2 million).

Moquegua Region: In the Moquegua region, the Company is part of a “development roundtable” in which the local municipal authorities, the community representatives and the Company discuss the social needs and the way the Company could contributerelation to sustainable development in the region. As part of this the roundtable is discussing the creation of a Moquegua Region Development Fund for whichcommitment, the Company has offeredcompleted the construction of a contributionschool with an investment of S/ 70018.8 million (approximately $209$5.0 million), infrastructure projects with an investment of S/10.7 million (approximately $2.8 million) and three irrigation systems with an investment of S/4.1 million (approximately $1.1 million). While final funding is not yet settled,Additionally, the Company has committed to contributeco-financed the construction of the Cularjahuira dam for S/ 108.515.6 million (approximately $32$4.1 million) in advance, whichand is being utilized in an educational project andpreparing the engineering study for the Callazas dam for S/ 48.42.6 million (approximately $14$0.7 million). The Company is also building a drinking water project for S/9.6 million (approximately $2.5 million).

As the Toquepala expansion project was completed, the Company considers that these commitments constitute present obligations of the Company and consequently has recorded a residual water treatment plantliability of $29.8 million in Ilo, a sea-wall embankment and a fresh water facility at El Algarrobal.its condensed consolidated financial statements as of September 30, 2023.

In addition, the Company has committed S/ 143.097.7 million (approximately $43$25.7 million) for the construction of five infrastructure projectsa high-achievement school in the MoqueguaTacna region under the “social investment“Social Investment for taxes”Taxes” (obras por impuestos) program, which allows the Company to use these amounts as an advance payment of taxes.

These commitments are subjectMoquegua Region: In the Moquegua region, the Company participates in a “development roundtable” with local municipal authorities and community representatives to discuss social needs to determine how the continuityCompany can contribute to sustainable development in the region. Although the development roundtable is not currently meeting, during previous sessions it discussed the possibility of the respective mine operations and, as such, are not considered to be present obligations of the Company. Therefore,creating a Moquegua Region Development Fund, for which the Company has not recordedoffered a liability in its condensed consolidated financial statements.

Peruvian operations

Power purchase agreements:

·Electroperu S.A.: In June 2014,contribution of S/1,000 million (approximately $263.4 million). While the final funding agreement has yet to be signed, the Company signedhas already committed to contributing S/244.4 million (approximately $64.4 million) to different projects, including S/108.4 million (approximately $28.5 million) to fund an educational project for which S/106.6 million (approximately $28.1 million) has already been invested; this project is close to completion. Additionally outlays have begun to build a power purchase agreement for 120 megawatt (“MW”) withresidual water treatment plant in Ilo, which entails a total investment of S/105.5 million (approximately $27.8 million), is currently underway and as of September 30, 2023, had advanced 19%. There are civil works ongoing and the state power company Electroperu S.A.,procurement process has already started. Also, sanitation permits are under which Electroperu S.A. will supply energy for the Peruvian operations for twenty years starting on April 17, 2017 and ending on April 30, 2037.

·Kallpa Generacion S.A. (“Kallpa”): In July 2014, the Company signed a power purchase agreement for 120MW with Kallpa, an independent Israeli owned power company, under which Kallpa will supply energy for the Peruvian operations for ten years starting on April 17, 2017 and ending on April 30, 2027. In May 2016, the Company signed an additional power purchase agreement for a maximum of 80MW with Kallpa, under which Kallpa will supply energy for the Peruvian operations related to the Toquepala Expansion and other minor projects for ten years starting on May 1, 2017 and ending after ten years of commercial operation of the Toquepala Expansion or on April 30, 2029; whichever happens first. On August 16, 2017, Kallpa merged with Cerro del Aguila S.A. (another power generating company ownedreview by the same economic group); the name of the merged entity is still Kallpa Generacion S.A.Municipal authorities and both power purchase agreements signed with Kallpa have not been affected by the noted merger.

Mexican operations

Power purchase agreements:

·MGE: In 2012, the Company signed a power purchase agreement with MGE, an indirect subsidiary of Grupo Mexico, to supply power to some of the Company’s Mexican operations through 2032. For further information, please see Note 7 “Related party transactions”.

·                  Eolica el Retiro S.A.P.I. de C.V.: In 2013, the Company signed a power purchase agreement with Eolica el Retiro, S.A.P.I de C.V. a windfarm energy producer that is an indirect subsidiary of Grupo Mexico, to supply power to some of the Company´s Mexican operations. For further information, please see Note 7 “Related party transactions”.legal area. On the education front, S/18.2 million (approximately $4.8 million) has been executed to build three schools in Moquegua, all of which have been completed. Lastly, S/6.4 million (approximately ($1.7 million) has been invested to develop sidewalks in Pacocha and S/5.9 million (approximately $1.6 million) has been used for feasibility studies and other smaller-scale efforts.

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Corporate operationsIn addition, the Company has committed S/143.6 million (approximately $37.8 million) to build three infrastructure projects in the Moquegua region and has financed pre-investment studies for basic sanitation for S/0.3 million (approximately $0.1 million), all of that under the “Social Investment for Taxes” (obras por impuestos) program, which allows the Company to use these amounts as an advance payment of taxes.

Apurimac Region: The Company has committed S/81.6 million (approximately $21.5 million) to build two educational infrastructure projects under the “Social Investment for Taxes” (obras por impuestos) program, which allows the Company to use these amounts as an advance payment of taxes.

Arequipa Region: The Company has completed the financing of the studies for a sport infrastructure project for S/0.7 million (approximately $0.2 million) and has committed S/104.3 million (approximately $27.5 million) to build two educational infrastructure projects, under the “Social Investment for Taxes” (obras por impuestos) program, which allows the Company to use these amounts as an advance payment of taxes.

Power purchase agreements

Electroperu S.A.: In June 2014, the Company entered into a power purchase agreement for 120 megawatts (“MW”) with the state power company Electroperu S.A., under which Electroperu S.A. began supplying energy for the Peruvian operations for twenty years starting on April 17, 2017.

Kallpa Generacion S.A. (“Kallpa”): In July 2014, the Company entered into a power purchase agreement for 120MW with Kallpa, an independent Israeli owned power company, under which Kallpa will supply energy for the Peruvian operations for ten years starting on April 17, 2017 and ending on April 30, 2027. In May 2016, the Company signed an additional power purchase agreement for a maximum of 80MW with Kallpa, under which Kallpa began supplying energy for the Peruvian operations related to the Toquepala Expansion and other minor projects starting on May 1, 2017 and ending on October 31, 2029.

Mexican operations:

Power purchase agreements

MGE: In 2012, the Company signed a power purchase agreement with MGE, an indirect subsidiary of Grupo Mexico, to supply power to some of the Company’s Mexican operations through 2032. For further information, please see Note 5 “Related party transactions”.

Eolica el Retiro, S.A.P.I. de C.V.: In 2013, the Company signed a power purchase agreement with Eolica el Retiro, S.A.P.I. de C.V. a windfarm energy producer that is an indirect subsidiary of Grupo Mexico, to supply power to some of the Company´s Mexican operations. For further information, please see Note 5 “Related party transactions”.

Parque Eolico de Fenicias, S. de R.L. de C.V.: On February 20, 2020, the Company signed a power purchase agreement with Parque Eolico de Fenicias, S. de R.L. de C.V., an indirect subsidiary of Grupo Mexico, to supply 611,400 MWh of power per year to some of the Company´s Mexican operations for 20 years. This agreement is expected to become effective during the first quarter of 2024.

Corporate operations:

Commitment for Capital projects:capital projects

As of September 30, 2017,2023, the Company hashad committed approximately $775.8$423.2 million forto the development of its capital investment projects at its operations.

Tax contingency matters:

Tax contingencies are provided for under ASC 740-10-50-15 Uncertain tax position (see Note 4 “Income taxes”).

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NOTE 10 — SEGMENT AND RELATED INFORMATION:

Company management views Southern Copper as having three reportable segments and manages it on the basis of these segments.  The reportable segments identified by the Company are: the Peruvian operations, the Mexican open-pit operations and the Mexican underground mining operations segment identified as the IMMSA unit.

The three reportable segments identified are groups of mines, each of which constitute an operating segment, with similar economic characteristics, type of products, processes and support facilities, similar regulatory environments, similar employee bargaining contracts and similar currency risks. In addition, each mine within the individual group earns revenues from similar type of customers for their products and services and each group incurs expenses independently, including commercial transactions between groups.

Financial information is regularly prepared for each of the three segments and the results of the Company’s operations are regularly reported to Senior Management on the segment basis. Senior Management of the Company focus on operating income and on total assets as measures of performance to evaluate different segments and to make decisions to allocate resources to the reported segments. These are common measures in the mining industry.

Financial information relating to Southern Copper’s segments is as follows:

 

 

Three Months Ended September 30, 2017

 

 

 

(in millions)

 

 

 

Mexican
Open-Pit

 

Mexican
IMMSA Unit

 

Peruvian
Operations

 

Corporate,  other
and eliminations

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales outside of segments

 

$

1,023.3

 

$

87.5

 

$

565.7

 

 

$

1,676.5

 

Intersegment sales

 

 

 

16.0

 

 

 

$

(16.0

)

 

Cost of sales (exclusive of depreciation, amortization and depletion)

 

373.6

 

73.8

 

350.6

 

(16.5

)

781.5

 

Selling, general and administrative

 

15.3

 

1.5

 

8.9

 

(0.7

)

25.0

 

Depreciation, amortization and depletion

 

97.1

 

13.1

 

55.1

 

4.0

 

169.3

 

Exploration

 

0.7

 

1.9

 

4.9

 

0.6

 

8.1

 

Operating income

 

$

536.6

 

$

13.2

 

$

146.2

 

$

(3.4

)

692.6

 

Less:

 

 

 

 

 

 

 

 

 

 

 

Interest, net

 

 

 

 

 

 

 

 

 

(69.8

)

Other income (expense)

 

 

 

 

 

 

 

 

 

(6.2

)

Income taxes

 

 

 

 

 

 

 

 

 

(220.1

)

Equity earnings of affiliate

 

 

 

 

 

 

 

 

 

6.3

 

Non-controlling interest

 

 

 

 

 

 

 

 

 

(1.0

)

Net income attributable to SCC

 

 

 

 

 

 

 

 

 

$

401.8

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital investment

 

$

71.6

 

$

12.8

 

$

127.2

 

$

1.1

 

$

212.7

 

Property and mine development, net

 

$

5,109.2

 

$

374.1

 

$

3,198.7

 

$

246.3

 

$

8,928.3

 

Total assets

 

$

8,466.8

 

$

887.2

 

$

4,613.5

 

$

14.9

 

$

13,982.4

 

 

 

Three Months Ended September 30, 2016

 

 

 

(in millions)

 

 

 

Mexican
Open-pit

 

Mexican
IMMSA Unit

 

Peruvian
Operations

 

Corporate, other
and eliminations

 

Consolidated

 

Net sales outside of segments

 

$

865.0

 

$

94.9

 

$

440.8

 

 

$

1,400.7

 

Intersegment sales

 

 

 

19.0

 

 

 

$

(19.0

)

 

Cost of sales (exclusive of depreciation, amortization and depletion)

 

462.6

 

73.8

 

341.8

 

(46.8

)

831.4

 

Selling, general and administrative

 

11.3

 

2.1

 

9.0

 

0.3

 

22.7

 

Depreciation, amortization and depletion

 

94.5

 

15.8

 

54.0

 

10.2

 

174.5

 

Exploration

 

2.5

 

1.7

 

2.1

 

3.4

 

9.7

 

Operating income

 

$

294.1

 

$

20.5

 

$

33.9

 

$

13.9

 

362.4

 

Less:

 

 

 

 

 

 

 

 

 

 

 

Interest, net

 

 

 

 

 

 

 

 

 

(71.3

)

Other income (expense)

 

 

 

 

 

 

 

 

 

9.6

 

Income taxes

 

 

 

 

 

 

 

 

 

(111.2

)

Equity earnings of affiliate

 

 

 

 

 

 

 

 

 

8.7

 

Non-controlling interest

 

 

 

 

 

 

 

 

 

(0.6

)

Net income attributable to SCC

 

 

 

 

 

 

 

 

 

$

197.6

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital investment

 

$

112.8

 

$

8.7

 

$

151.8

 

$

2.3

 

$

275.6

 

Property and mine development, net

 

$

5,094.2

 

$

448.6

 

$

2,796.6

 

$

242.0

 

$

8,581.4

 

Total assets

 

$

8,052.2

 

$

800.3

 

$

4,262.4

 

$

(51.9

)

$

13,063.0

 

 

 

Nine Months Ended September 30, 2017

 

 

 

(in millions)

 

 

 

Mexican
Open-Pit

 

Mexican
IMMSA Unit

 

Peruvian
Operations

 

Corporate, other
and eliminations

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales outside of segments

 

$

2,875.3

 

$

305.0

 

$

1,609.9

 

 

$

4,790.2

 

Intersegment sales

 

 

 

54.1

 

 

 

$

(54.1

)

 

Cost of sales (exclusive of depreciation, amortization and depletion)

 

1,230.0

 

248.2

 

1,009.8

 

(57.8

)

2,430.2

 

Selling, general and administrative

 

36.4

 

5.7

 

26.4

 

0.1

 

68.6

 

Depreciation, amortization and depletion

 

295.7

 

39.0

 

147.5

 

11.6

 

493.8

 

Exploration

 

1.9

 

3.5

 

9.2

 

4.3

 

18.9

 

Environmental remediation

 

(10.2

)

 

 

 

(10.2

)

Operating income

 

$

1,321.5

 

$

62.7

 

$

417.0

 

$

(12.3

)

1,788.9

 

Less:

 

 

 

 

 

 

 

 

 

 

 

Interest, net

 

 

 

 

 

 

 

 

 

(231.4

)

Other income (expense)

 

 

 

 

 

 

 

 

 

1.6

 

Income taxes

 

 

 

 

 

 

 

 

 

(556.6

)

Equity earnings of affiliate

 

 

 

 

 

 

 

 

 

16.1

 

Non-controlling interest

 

 

 

 

 

 

 

 

 

(2.6

)

Net income attributable to SCC

 

 

 

 

 

 

 

 

 

$

1,016.0

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital investment

 

$

217.7

 

$

25.8

 

$

464.0

 

$

2.9

 

$

710.4

 

Property and mine development, net

 

$

5,109.2

 

$

374.1

 

$

3,198.7

 

$

246.3

 

$

8,928.3

 

Total assets

 

$

8,466.8

 

$

887.2

 

$

4,613.5

 

$

14.9

 

$

13,982.4

 

 

 

Nine Months Ended September 30, 2016

 

 

 

(in millions)

 

 

 

Mexican
Open-pit

 

Mexican
IMMSA Unit

 

Peruvian
Operations

 

Corporate, other
and eliminations

 

Consolidated

 

Net sales outside of segments

 

$

2,422.5

 

$

247.5

 

$

1,310.8

 

 

$

3,980.8

 

Intersegment sales

 

 

 

53.5

 

 

 

$

(53.5

)

 

Cost of sales (exclusive of depreciation, amortization and depletion)

 

1,288.8

 

215.8

 

958.0

 

(152.7

)

2,309.9

 

Selling, general and administrative

 

37.5

 

5.4

 

28.6

 

1.0

 

72.5

 

Depreciation, amortization and depletion

 

267.0

 

39.6

 

162.3

 

5.4

 

474.3

 

Exploration

 

5.5

 

4.7

 

9.7

 

10.5

 

30.4

 

Operating income

 

$

823.7

 

$

35.5

 

$

152.2

 

$

82.3

 

1,093.7

 

Less:

 

 

 

 

 

 

 

 

 

 

 

Interest, net

 

 

 

 

 

 

 

 

 

(214.1

)

Other income (expense)

 

 

 

 

 

 

 

 

 

14.9

 

Income taxes

 

 

 

 

 

 

 

 

 

(305.4

)

Equity earnings of affiliate

 

 

 

 

 

 

 

 

 

17.4

 

Non-controlling interest

 

 

 

 

 

 

 

 

 

(1.9

)

Net income attributable to SCC

 

 

 

 

 

 

 

 

 

$

604.6

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital investment

 

$

379.7

 

$

26.2

 

$

432.2

 

$

2.4

 

$

840.5

 

Property and mine development, net

 

$

5,094.2

 

$

448.6

 

$

2,796.6

 

$

242.0

 

$

8,581.4

 

Total assets

 

$

8,052.2

 

$

800.3

 

$

4,262.4

 

$

(51.9

)

$

13,063.0

 

NOTE 11 — STOCKHOLDERS’EQUITY:

Treasury Stock:

Activity in treasury stock in the nine-month period ended September 30, 20172023 and 20162022 is as follows (in millions):

 

2017

 

2016

 

    

2023

    

2022

Southern Copper common shares

 

 

 

 

 

Balance as of January 1,

 

$

2,769.0

 

$

2,697.6

 

$

2,766.9

$

2,767.2

Purchase of shares

 

 

71.7

 

Used for corporate purposes

 

(0.3

)

(0.3

)

 

(0.2)

 

(0.2)

Balance as of September 30,

 

2,768.7

 

2,769.0

 

 

2,766.7

 

2,767.0

 

 

 

 

 

Parent Company (Grupo Mexico) common shares

 

 

 

 

 

Balance as of January 1,

 

218.6

 

211.3

 

 

340.7

 

306.8

Other activity, including dividend, interest and foreign currency transaction effect

 

9.4

 

6.7

 

 

23.7

 

22.5

Balance as of September 30,

 

228.0

 

218.0

 

 

364.4

 

329.3

 

 

 

 

 

Treasury stock balance as of September 30,

 

$

2,996.7

 

$

2,987.0

 

$

3,131.1

$

3,096.3

The following table summarizes share distributions in the nine months of 2017 and 2016:

 

 

2017

 

2016

 

Southern Copper common shares

 

 

 

 

 

Directors’ Stock Award Plan

 

12,000

 

12,000

 

 

 

 

 

 

 

Parent Company (Grupo Mexico) common shares

 

 

 

 

 

Employee stock purchase plan (shares in millions)

 

0.3

 

0.9

 

Common Stock:

In September 2022, Grupo Mexico, through its wholly owned subsidiary AMC, purchased 350,000 shares of SCC’s Common Stock. With this purchase and the Company’s repurchase of shares of its Common Stock, the indirect ownership of Grupo Mexico increased to 88.92%.

Southern Copper Common Shares:

AtOn September 30, 20172023 and 2016,on December 31, 2022, there were in treasury 111,567,617111,488,017 and 110,579,617 SCC’s common shares, respectively.

SCC share repurchase program:

In 2008, the Company’s Board of Directors (“BOD”) authorized a $500 million share repurchase program that has since been increased by the BOD and is currently authorized to $3 billion. Pursuant to this program, the Company has purchased 119.5 million shares of common stock at a cost of $2.9 billion. These shares are available for general corporate purposes. The

Company may purchase additional shares of its common stock from time to time, based on market conditions and other factors. This repurchase program has no expiration date and may be modified or discontinued at any time.

There has not been activity in the SCC share repurchase program since the third quarter of 2016. The NYSE closing price of SCC common shares at September 30, 2017 was $39.76 and the maximum number of shares that the Company could purchase at that price is 2.1 million shares.

As a result of the repurchase of111,497,617 shares of SCC’s common stock, Grupo Mexico’s direct and indirect ownership was 88.9% as of September 30, 2017.respectively.

Directors’ Stock Award Plan:

The Company established a stock award compensation plan for certain directors who are not compensated as employees of the Company. Under this plan, participants will receivereceived 1,200 shares of common stock upon election and 1,200 additional shares following each annual meeting of stockholders thereafter. 600,000 shares of Southern Copper common stock have been reserved for this plan. The Company’s Board of Directors andOn April 26, 2018, the Company's stockholders approved a one-yearfive-year extension of the Plan until January 29, 2018.2023 and an increase of the shares award from 1,200 to 1,600. On May 27, 2022, the Company’s stockholders approved a five-year extension of the Plan until January 27, 2028. The fair value of the award is measured each year at the date of the grant. Commencing with the 2021 grant, the 1,600 shares shall be granted quarterly and conditioned upon the attendance of each director to each Board meeting. The award is not subject to vesting requirements.

    

2023

    

2022

Total SCC shares reserved for the plan

 

600,000

 

600,000

Total shares granted at January 1,

 

(416,800)

 

(405,200)

Granted in the period

 

(9,600)

 

(8,800)

Total shares granted at September 30, 

 

(426,400)

 

(414,000)

Remaining shares reserved

 

173,600

 

186,000

The activity of the plan in the three-month period ended September 30, 2017 and 2016 was as follows:

 

 

2017

 

2016

 

Total SCC shares reserved for the plan

 

600,000

 

600,000

 

 

 

 

 

 

 

Total shares granted at January 1,

 

(334,800

)

(322,800

)

Granted in the period

 

(12,000

)

(12,000

)

Total shares granted at September 30,

 

(346,800

)

(334,800

)

 

 

 

 

 

 

Remaining shares reserved

 

253.200

 

265,200

 

Parent Company common shares:

At September 30, 20172023 and 2016at December 31, 2022 there were in treasury 110,941,76967,798,524 and 115,781,66579,728,356 of Grupo Mexico’s common shares, respectively.

26

Table of Contents

Employee Stock Purchase Plan:

20102015 Plan: During 2010,In January 2015, the Company offered to eligible employees a new stock purchase plan through a trust that acquires series B shares of Grupo Mexico stock for sale to its employees, and employees of subsidiaries, and certain affiliated companies. The purchase price was established at 26.51 Mexican pesos (approximately $1.28) for the initial subscription. Every two years employees were able to acquire title to 50% of the shares paid in the previous two years. The employees paid for shares purchased through monthly payroll deductions over the eight year period of the plan. At the end of the eight year period, the Company granted the participant a bonus of one share for every ten shares purchased by the employee.

The participants were entitled to receive dividends in cash for dividends paid by Grupo Mexico for all shares that were fully purchased and paid by the employee as of the date that the dividend is paid. If the participant had only partially paid for shares, the entitled dividends were used to reduce the remaining liability owed for purchased shares.

In the case of voluntary or involuntary resignation/termination of the employee, the Company paid to the employee the fair market sales price at the date of resignation/termination of the fully paid shares, net of costs and taxes. When the fair market sales value of the shares was higher than the purchase price, the Company applied a deduction over the amount to be paid to the employee based on a decreasing schedule specified in the plan.

In case of retirement or death of the employee, the Company rendered the buyer or his legal beneficiary, the fair market sales value as of the date of retirement or death of the shares effectively paid, net of costs and taxes.

The stock based compensation expense for the nine months 2017 and 2016 and the unrecognized compensation expense under this plan were as follows (in millions):

 

 

2017

 

2016

 

Stock based compensation expense

 

$

0.4

 

$

0.4

 

Unrecognized compensation expense

 

$

0.4

 

$

1.2

 

The unrecognized compensation expense under this plan is expected to be recognized over the remaining one year and three month period.

The following table presents the activity of this plan for the nine months ended September 30, 2017 and 2016:

 

 

Shares

 

Unit Weighted Average
Grant Date Fair Value

 

 

 

 

 

 

 

Outstanding shares at January 1, 2017

 

1,401,096

 

$

2.05

 

Granted

 

 

 

Exercised

 

(7,433

)

2.05

 

Forfeited

 

 

 

Outstanding shares at September 30, 2017

 

1,393,663

 

$

2.05

 

 

 

 

 

 

 

Outstanding shares at January 1, 2016

 

2,227,582

 

$

2.05

 

Granted

 

 

 

Exercised

 

(740,601

)

2.05

 

Forfeited

 

 

 

Outstanding shares at September 30, 2016

 

1,486,981

 

$

2.05

 

2015 Plan: In January 2015, the Company offered to eligible employees a new stock purchase plan (the “New Employee Stock Purchase Plan”) through a trust that acquires series B of shares of Grupo Mexico stock for sale to its employees, and employees of subsidiaries, and certain affiliated companies.

The purchase price was establishedset at 38.44 Mexican pesos (approximately $1.86)$2.63) for the initial subscription, which expires on January 2023.subscription. Every two years employees will be able to acquire title to 50% of the shares paid in the previous two years. The employees will pay for shares purchased through monthly payroll deductions over the eight year period of the plan. At the end of the eight year period, the Company will grant the participant a bonus of 1 share for every 10 shares purchased by the employee. Any future subscription will be at the average market price at the date of acquisition or the grant date.

If Grupo Mexico pays dividends on shares during the eight year period, the participants will be entitled to receive the dividend in cash for all shares that have been fully purchased and paid as of the date that the dividend is paid. If the participant has only partially paid for shares, the entitled dividends will be used to reduce the remaining liability owed for purchased shares.

In the case of voluntary or involuntary resignation/termination of the employee, the Company will pay to the employee the fair market sales price at the date of resignation of the fully paid shares, net of costs and taxes. When the fair market sales value of the shares is higher than the purchase price, the Company will apply a deduction over the amount to be paid to the employee based on a decreasing schedule specified in the plan.

In case of retirement or death of the employee, the Company will render the buyer or his legal beneficiary, the fair market sales value as of the date of retirement or death of the shares effectively paid, net of costs and taxes.

The stock based compensation expense for the nine months of 20172023 and 20162022 and the unrecognized compensation expense under this plan were as follows (in millions):

    

2023

    

2022

Stock based compensation expense

$

$

0.5

Unrecognized compensation expense

$

$

0.5

 

 

2017

 

2016

 

Stock based compensation expense

 

$

0.4

 

$

0.4

 

Unrecognized compensation expense

 

$

3.4

 

$

4.0

 

The plan ended in January 2023.

The following table presents the activity of this plan for the nine months ended September 30, 2017of 2023 and 2016:2022:

 

Shares

 

Unit Weighted Average
Grant Date Fair Value

 

 

 

 

 

 

Outstanding shares at January 1, 2017

 

2,540,223

 

$

2.63

 

    

    

Unit Weighted Average

Shares

Grant Date Fair Value

Outstanding shares at January 1, 2023

 

845,895

$

2.63

Granted

 

 

 

 

 

Exercised

 

(248,992

)

2.63

 

 

(801,056)

$

2.63

Forfeited

 

 

 

 

 

Outstanding shares at September 30, 2017

 

2,291,231

 

$

2.63

 

 

 

 

 

 

Outstanding shares at January 1, 2016

 

2,656,386

 

$

2.63

 

Outstanding shares at September 30, 2023

 

44,839

$

2.63

Outstanding shares at January 1, 2022

 

867,234

$

2.63

Granted

 

 

 

 

 

Exercised

 

(103,852

)

2.63

 

 

(21,339)

$

2.63

Forfeited

 

 

 

 

 

Outstanding shares at September 30, 2016

 

2,552,534

 

$

2.63

 

Outstanding shares at September 30, 2022

 

845,895

$

2.63

2018 Plan: In November 2018, the Company offered a new stock purchase plan (the “New Employee Stock Purchase Plan”) to eligible employees through a trust that acquires series B shares of Grupo Mexico stock for sale to its employees, and employees of subsidiaries, and certain affiliated companies. The purchase price was established at 37.89 Mexican pesos (approximately $1.86) for the initial subscription, which expires in October 2026. Every two years employees will be able to acquire title to 50% of the shares paid in the previous two years. The employees will pay for shares purchased through monthly payroll deductions over the eight-year period of the plan. At the end of the eight-year period, the Company will grant the participant a bonus of 1 share for every 10 shares purchased by the employee. Any future subscription will be at the average market price at the date of acquisition or the grant date.

27

Table of Contents

If Grupo Mexico pays dividends on shares during the eight-year period, the participants will be entitled to receive the dividend in cash for all shares that have been fully purchased and paid as of the date that the dividend is paid. If the participant has only partially paid for shares, the entitled dividends will be used to reduce the remaining liability owed for purchased shares.

In the case of voluntary or involuntary resignation/termination of the employee, the Company will pay to the employee the fair market sales price on the date of resignation of the fully paid shares, net of costs and taxes. When the fair market sales value of the shares is higher than the purchase price, the Company will apply a deduction over the amount to be paid to the employee based on a decreasing schedule specified in the plan.

In case of retirement or death of the employee, the Company will render the buyer or his legal beneficiary, the fair market sales value as of the date of retirement or death of the shares effectively paid, net of costs and taxes.

The stock based compensation expense for the nine months of 2023 and 2022 and the unrecognized compensation expense under this plan were as follows (in millions):

    

2023

2022

Stock based compensation expense

$

0.5

 

$

0.5

Unrecognized compensation expense

$

1.6

 

$

2.6

The following table presents the stock award activity of this plan for the nine months of 2023 and 2022:

Unit Weighted Average

    

Shares

    

Grant Date Fair Value

Outstanding shares at January 1, 2023

 

2,754,506

$

1.86

Granted

 

Exercised

 

(770,017)

$

1.86

Forfeited

 

Outstanding shares at September 30, 2023

 

1,984,489

$

1.86

Outstanding shares at January 1, 2022

3,173,924

$

1.86

Granted

Exercised

(312,907)

$

1.86

Forfeited

Outstanding shares at September 30, 2022

 

2,861,017

$

1.86

Non-controlling interest:

The following table presents the non-controlling interest activity for the nine months ended September 30, 2017of 2023 and 2016:2022 (in millions):

    

2023

    

2022

Balance as of January 1,

 

$

62.7

 

$

58.6

Net earnings

 

7.3

 

6.8

Dividend paid

 

(6.6)

 

(4.2)

Balance as of September 30, 

 

$

63.4

 

$

61.2

 

 

2017

 

2016

 

Balance as of January 1,

 

$

38.6

 

$

36.3

 

Net earnings

 

2.6

 

1.9

 

Dividend paid

 

(0.6

)

 

Balance as of September 30,

 

$

40.6

 

$

38.2

 

NOTE 12 — FINANCIAL INSTRUMENTS:FAIR VALUE MEASUREMENT:

Subtopic 820-10 of ASC “Fair value measurement and disclosures — Overall” establishes 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 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under Subtopic 820-10 are described below:

Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

28

Table of Contents

Level 2 - Inputs that are observable, either directly or indirectly, but do not qualify as Level 1 inputs. (i.e., quoted prices for similar assets or liabilities).

Level 3 - Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

The carrying amounts of certain financial instruments, including cash and cash equivalents, accounts receivable (other than accounts receivable associated with provisionally priced sales) and accounts payable approximate fair value due to their short maturities. Consequently, such financial instruments are not included in the following table, thatwhich provides information about the carrying amounts and estimated fair values of other financial instruments that are not measured at fair value in the condensed consolidated balance sheet as of September 30, 20172023 and December 31, 20162022 (in millions):

 

At September 30, 2017

 

At December 31, 2016

 

 

Carrying Value

 

Fair Value

 

Carrying Value

 

Fair Value

 

At September 30, 2023

At December 31, 2022

    

Carrying Value

    

Fair Value

    

Carrying Value

    

Fair Value

Liabilities:

 

 

 

 

 

 

 

 

 

Long-term debt

 

$

5,956.3

 

$

6,970.8

 

$

5,954.2

 

$

6,212.0

 

Long-term debt level 1

6,202.6

5,892.7

6,200.0

6,372.6

Long-term debt level 2

51.2

54.3

51.2

54.2

Total long-term debt

$

6,253.8

$

5,947.0

$

6,251.2

$

6,426.8

Long-term debt is carried at amortized cost and its estimated fair value is based on quoted market prices classified as Level 1 in the fair value hierarchy except for the case of the Yankee bonds, which qualify as Level 2 in the fair value hierarchy as they are based on quoted pricedprices in marketmarkets that are not active.

Fair values of assets and liabilities measured at fair value on a recurring basis were calculated as follows as of September 30, 20172023 and December 31, 20162022 (in millions):

Fair Value at Measurement Date Using:

    

    

    

Significant

    

Fair Value

Quoted prices in

other

Significant

as of

active markets for

observable

unobservable

September 30, 

identical assets

inputs

inputs

Description

2023

(Level 1)

(Level 2)

(Level 3)

Assets:

Short term investment:

Trading securities

$

246.8

$

246.8

$

$

Available-for-sale debt securities:

Asset backed securities

 

0.1

0.1

Mortgage backed securities

 

0.2

0.2

Accounts receivable:

Embedded derivativesNot classified as hedges:

Provisionally priced sales:

Copper

 

776.6

 

776.6

Molybdenum

 

356.4

 

356.4

 

Total

$

1,380.1

$

1,379.8

$

0.3

$

29

Table of Contents

Fair Value at Measurement Date Using:

    

    

    

Significant

    

Fair Value

Quoted prices in

other

Significant

as of

active markets for

observable

unobservable

December 31, 

identical assets

inputs

inputs

Description

2022

(Level 1)

(Level 2)

(Level 3)

Assets:

Short term investment:

Trading securities

$

208.0

$

208.0

$

$

Available-for-sale debt securities:

Asset backed securities

 

0.1

 

0.1

Mortgage backed securities

 

0.2

0.2

Accounts receivable:

Embedded derivatives-Not classified as hedges:

Provisionally priced sales:

Copper

 

1,052.0

 

1,052.0

Molybdenum

 

456.9

 

456.9

 

Total

$

1,717.2

$

1,716.9

$

0.3

$

Fair Value at Measurement Date Using:

Description

 

Fair Value
as of
September
30, 2017

 

Quoted prices in
active markets for
identical assets
(Level 1)

 

Significant other
observable
inputs
(Level 2)

 

Significant
unobservable
inputs
(Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

Short term investment:

 

 

 

 

 

 

 

 

 

- Trading securities

 

$

29.5

 

$

29.5

 

$

 

$

 

- Available-for-sale debt securities:

 

 

 

 

 

 

 

 

 

Corporate bonds

 

0.1

 

 

0.1

 

 

Asset backed securities

 

0.5

 

 

0.5

 

 

Mortgage backed securities

 

0.4

 

 

0.4

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable:

 

 

 

 

 

 

 

 

 

- Embedded derivatives - Not classified as hedges:

 

 

 

 

 

 

 

 

 

Provisionally priced sales:

 

 

 

 

 

 

 

 

 

Copper

 

154.2

 

154.2

 

 

 

Molybdenum

 

88.1

 

88.1

 

 

 

Total

 

$

272.8

 

$

271.8

 

$

1.0

 

$

 

Fair Value at Measurement Date Using:

Description

 

Fair Value
as of
December
31, 2016

 

Quoted prices in
active markets for
identical assets
(Level 1)

 

Significant other
observable
inputs
(Level 2)

 

Significant
unobservable
inputs
(Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

Short term investment:

 

 

 

 

 

 

 

 

 

- Trading securities

 

$

49.2

 

$

49.2

 

 

$

 

- Available-for-sale debt securities:

 

 

 

 

 

 

 

 

 

Corporate bonds

 

 

 

 

 

Asset backed securities

 

 

 

 

 

Mortgage backed securities

 

2.1

 

 

$

2.1

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable:

 

 

 

 

 

 

 

 

 

- Embedded derivatives - Not classified as hedges:

 

 

 

 

 

 

 

 

 

Provisionally priced sales:

 

 

 

 

 

 

 

 

 

Copper

 

203.8

 

203.8

 

 

 

Molybdenum

 

54.0

 

54.0

 

 

 

Total

 

$

309.1

 

$

307.0

 

$

2.1

 

$

 

The Company’s short-term trading securities investments arewere classified as Level 1 because they arewere valued using quoted prices of the same securities as they consistconsisted of bonds issued by public companies and were publicly traded. The Company’s short-term available-for-sale investments are classified as Level 2 because they are valued using quoted prices for similar investments.

The Company’s accounts receivables associated with provisionally priced copper sales are valued using quoted market prices based on the forward price on the LME or on the COMEX. Such value is classified within Level 1 of the fair value hierarchy. Molybdenum prices are established by reference to the publication Platt’sPlatts Metals Week and are considered Level 1 in the fair value hierarchy.

NOTE 13 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:REVENUE:

PROPOSED ACCOUNTING STANDARDS

In May 2014,The Company’s net sales were $2,505.6 million and $7,600.2 million in the FASB issued ASU 2014-09 “Revenue from Contracts with Customers” (Topic 606).three and nine months ended September 30, 2023, compared to $2,156.9 million and $7,227.6 million in the same period of 2022. The objectivegeographic breakdown of the new revenue standardCompany’s sales is to provide a single comprehensive revenue recognition modelas follows (in millions):

30

Table of Contents

Three Months Ended September 30, 2023

Mexican 

Mexican 

IMMSA

Peruvian 

Corporate & 

    

Open-Pit

    

Unit

    

Operations

    

Elimination

    

Consolidated

The Americas:

Mexico

$

712.6

$

113.1

$

(36.6)

$

789.1

United States

 

257.4

 

 

144.7

 

 

402.1

Peru

 

 

9.6

 

113.1

 

(9.6)

 

113.1

Brazil

 

 

9.3

 

91.0

 

 

100.3

Chile

 

 

 

90.9

 

 

90.9

Other American countries

 

13.1

 

 

5.7

 

 

18.8

Europe:

 

 

 

 

 

Switzerland

 

81.7

 

8.6

 

146.7

 

 

237.0

Italy

 

0.5

 

3.6

 

95.9

 

 

100.0

Spain

 

106.8

 

 

18.3

 

 

125.1

Other European countries

 

35.7

 

5.7

 

64.9

 

 

106.3

Asia:

 

 

 

 

 

China

166.7

0.4

25.8

192.9

Singapore

 

45.3

 

3.2

 

64.2

 

 

112.7

Japan

 

15.5

 

 

74.0

 

 

89.5

Other Asian countries

 

26.9

 

0.1

 

0.8

 

 

27.8

Total

$

1,462.2

$

153.6

$

936.0

$

(46.2)

$

2,505.6

Three Months Ended September 30, 2022

Mexican

Mexican

IMMSA

Peruvian

Corporate &

    

Open-Pit

    

Unit

    

Operations

    

Elimination

    

Consolidated

The Americas:

Mexico

$

414.7

$

103.8

$

$

(30.9)

$

487.6

United States

 

333.9

 

11.4

 

86.4

 

431.7

Peru

 

(19.7)

 

 

126.6

 

11.4

118.3

Brazil

 

 

16.1

 

104.5

 

120.6

Chile

 

10.4

 

 

91.2

 

101.6

Other American countries

 

10.8

 

1.2

 

7.7

 

19.7

Europe:

 

 

 

Switzerland

123.9

 

10.9

 

161.6

 

296.4

Italy

 

6.2

 

74.3

 

80.5

Spain

90.2

 

 

(3.0)

 

87.2

Other European countries

49.0

 

9.6

 

42.9

 

101.5

Asia:

 

 

 

China

101.9

18.1

120.0

Singapore

48.1

 

(0.1)

 

14.1

 

62.1

Japan

9.2

 

 

84.6

 

93.8

Other Asian countries

29.1

 

0.1

 

6.7

 

35.9

Total

$

1,201.5

$

159.2

$

815.7

$

(19.5)

$

2,156.9

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Table of Contents

Nine Months Ended September 30, 2023

Mexican 

Mexican 

IMMSA

Peruvian 

Corporate & 

    

Open-Pit

    

Unit

    

Operations

    

Elimination

    

Consolidated

The Americas:

Mexico

$

1,902.9

$

368.0

$

$

(105.5)

$

2,165.4

United States

 

851.9

 

8.6

 

397.0

 

 

1,257.5

Peru

 

 

17.4

 

386.5

 

(17.5)

 

386.4

Brazil

 

 

24.7

 

267.1

 

 

291.8

Chile

 

(8.4)

 

 

260.5

 

 

252.1

Other American countries

 

33.3

 

0.6

 

20.7

 

 

54.6

Europe:

 

 

 

 

 

Switzerland

 

393.0

 

20.6

 

431.2

 

 

844.8

Italy

 

0.7

 

13.1

 

306.3

 

 

320.1

Spain

 

319.3

 

 

37.8

 

 

357.1

Other European countries

 

109.4

 

16.5

 

162.1

 

 

288.0

Asia:

 

 

 

 

 

China

459.3

1.4

84.4

545.1

Singapore

 

154.2

 

3.2

 

173.4

 

 

330.8

Japan

 

107.6

 

 

313.3

 

 

420.9

Other Asian countries

 

77.1

 

0.2

 

8.3

 

 

85.6

Total

$

4,400.3

$

474.3

$

2,848.6

$

(123.0)

$

7,600.2

Nine Months Ended September 30, 2022

Mexican

Mexican

IMMSA

Peruvian

Corporate &

    

Open-Pit

    

Unit

    

Operations

    

Elimination

    

Consolidated

The Americas:

Mexico

$

1,390.8

$

356.8

$

$

(114.9)

$

1,632.7

United States

 

1,237.2

 

37.8

 

282.3

 

1,557.3

Peru

 

158.6

 

 

459.6

 

(166.6)

451.6

Brazil

 

 

25.7

 

319.3

 

345.0

Chile

 

10.9

 

 

276.2

 

287.1

Other American countries

 

28.5

 

2.2

 

22.3

 

53.0

Europe:

 

 

 

Switzerland

450.2

 

33.8

 

517.8

 

1,001.8

Italy

1.3

 

13.9

 

196.5

 

211.7

Spain

290.5

 

 

36.8

 

327.3

Other European countries

90.9

 

24.0

 

143.1

 

258.0

Asia:

 

 

 

China

308.8

18.1

326.9

Singapore

53.5

 

8.4

 

99.1

 

161.0

Japan

51.8

 

 

379.6

 

431.4

Other Asian countries

111.7

 

0.4

 

70.7

 

182.8

Total

$

4,184.7

$

503.0

$

2,821.4

$

(281.5)

$

7,227.6

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The following table presents information regarding the sales value by reporting segment of the Company’s significant products for allthe three and nine months ended September 30, 2023 and 2022 (in millions):

Three Months Ended September 30, 2023

    

Mexican

Mexican

    

IMMSA 

    

Peruvian

    

Corporate, Other &

    

Total

Open-pit

Unit

Operations

Eliminations

Consolidated

Copper

$

1,118.1

$

23.7

$

755.0

$

(22.2)

$

1,874.6

Molybdenum

 

230.3

 

 

112.8

 

 

343.1

Silver

 

62.4

 

40.1

 

23.5

 

(22.0)

 

104.0

Zinc

 

 

69.8

 

 

0.2

 

70.0

Other

 

51.4

 

20.0

 

44.7

 

(2.2)

 

113.9

Total

$

1,462.2

$

153.6

$

936.0

$

(46.2)

$

2,505.6

Three Months Ended September 30, 2022

    

Mexican

Mexican

    

IMMSA 

    

Peruvian

    

Corporate, Other &

    

Total

Open-pit

Unit

Operations

Eliminations

Consolidated

Copper

$

950.4

$

11.9

$

650.8

$

(3.1)

$

1,610.0

Molybdenum

 

131.9

 

 

80.7

 

 

212.6

Silver

 

53.8

 

28.0

 

20.0

 

(14.2)

 

87.6

Zinc

 

 

100.9

 

 

0.1

 

101.0

Other

 

65.4

 

18.4

 

64.2

 

(2.3)

 

145.7

Total

$

1,201.5

$

159.2

$

815.7

$

(19.5)

$

2,156.9

Nine Months Ended September 30, 2023

    

Mexican

Mexican

    

IMMSA 

    

Peruvian

    

Corporate, Other &

    

Total

Open-pit

Unit

Operations

Eliminations

Consolidated

Copper

$

3,501.4

$

65.1

$

2,294.9

$

(56.5)

$

5,804.9

Molybdenum

 

561.5

 

 

337.6

 

 

899.1

Silver

 

181.9

 

121.1

 

74.2

(59.4)

 

317.8

Zinc

 

 

224.6

 

 

0.5

 

225.1

Other

 

155.5

 

63.5

 

141.9

 

(7.6)

 

353.3

Total

$

4,400.3

$

474.3

$

2,848.6

$

(123.0)

$

7,600.2

Nine Months Ended September 30, 2022

    

Mexican

Mexican

    

IMMSA 

    

Peruvian

    

Corporate, Other &

    

Total

Open-pit

Unit

Operations

Eliminations

Consolidated

Copper

$

3,432.8

$

62.3

$

2,282.6

$

(215.0)

$

5,562.7

Molybdenum

 

388.1

 

 

298.5

 

 

686.6

Silver

 

178.6

 

101.8

 

68.4

(56.6)

 

292.2

Zinc

 

 

281.5

 

 

(0.9)

 

280.6

Other

 

185.2

 

57.4

 

171.9

 

(9.0)

 

405.5

Total

$

4,184.7

$

503.0

$

2,821.4

$

(281.5)

$

7,227.6

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The opening and closing balances of receivables by reporting segment of the Company were as follows (in millions):

Mexican

    

Mexican

    

IMMSA

    

Peruvian

    

Corporate &

    

Open-Pit

Unit

Operations

Elimination

Consolidated

As of September 30, 2023:

 

  

 

  

 

  

 

  

 

  

Trade receivables

$

684.3

$

49.0

$

397.7

$

$

1,131.0

Related parties, current

 

24.2

 

4.1

 

0.5

 

(4.2)

 

24.6

As of December 31, 2022:

 

  

 

  

 

  

 

  

 

  

Trade receivables

$

788.1

$

60.0

$

546.0

$

$

1,394.1

Related parties, current

 

31.1

 

0.1

 

0.1

 

2.0

 

33.3

As of September 30, 2023, the Company has long-term contracts with customerspromises to improve comparability within industries, across industriesdeliver the following products in 2023:

Copper concentrates (in tonnes)

145,000

Copper cathodes (in tonnes)

48,000

Molybdenum concentrates (in tonnes)

19,290

Sulfuric acid (in tonnes)

413,672

Provisionally priced sales: At September 30, 2023, the Company has recorded provisionally priced sales of copper at average forward prices per pound, and across capital markets.molybdenum at the September 30, 2023 market price per pound. These sales are subject to final pricing based on the average monthly London Metal Exchange (“LME”), or New York Commodities Exchange (“COMEX”), copper prices and Dealer Oxide molybdenum prices in the future month of settlement.

Following are the provisionally priced copper and molybdenum sales outstanding at September 30, 2023:

    

Sales volume

    

Priced at

    

(million lbs.)

(per pound)

Month of settlement

Copper

207.9

3.74

October 2023 through February 2024

Molybdenum

15.8

22.50

October 2023 through January 2024

The core principleprovisional sales price adjustment included in accounts receivable and net sales as of the standard isSeptember 30, 2023 includes negative adjustments of $11.8 million for copper and $16.8 million for molybdenum.

Management believes that the Company should recognize revenue to represent the transferfinal pricing of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services.

The Company should apply the following five steps to achieve the core principle:

Step 1: Identify the contract(s) with a customer.

Step 2: Identify the performance obligations (promises) in the contract.

Step 3: Determine the transaction price.

Step 4: Allocate the transaction price to the performance obligations in the contract.

Step 5: Recognize revenue when (or as) the Company satisfies a performance obligation.

The guidance also specifies the accounting for some costs to obtain or fulfill a contract with a customer. Additionally, the Company should disclose sufficient qualitative and quantitative information to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers.

On July 9, 2015, the FASB approved a one year deferral of the effective date of the new revenue standard for all entities. This revenue standard is effective for the first interim period within annual reporting periods beginning after December 15, 2017, and early adoption is not permitted. The Company is evaluating the impact of the adoption of this new standard on the consolidated financial information.

IMPACT OF NEW ACCOUNTING STANDARDS

During the third quarter of 2017, the FASB issued the following new accounting updates to the Codification:

ASU 2017-11:  In July 2017, the FASB issued ASU 2017-11 “Earnings Per Share” (Topic 260-9), “Distinguishing Liabilities from Equity” (Topic 480), “Derivatives and Hedging (Topic 815).  The FASB undertook this project to address narrow issues identified as a result of the complexity associated with applying GAAP for certain financial instruments with characteristics of liability and equity. Part l of the update addresses the complexity of accounting for certain financial instruments with down round features. This update doesthese sales will not have anya material effect on the Company’s financial position or on operating results.

NOTE 14 SEGMENT AND RELATED INFORMATION:

Company financial statements.management views Southern Copper as having three reportable segments and manages it on the basis of these segments. The reportable segments identified by the Company are: the Peruvian operations, the Mexican open-pit operations and the Mexican underground mining operations segment identified as the IMMSA unit.

Part llThe three reportable segments identified are groups of this Update addressesmines, each of which constitute an operating segment, with similar economic characteristics, types of products, processes and support facilities, similar regulatory environments, similar employee bargaining contracts and similar currency risks. In addition, each mine within the difficultyindividual group earns revenues from similar types of navigating Topic 480, distinguishing Liabilities from Equity, becausecustomers for their products and services and each group incurs expenses independently, including commercial transactions between groups.

Financial information is regularly prepared for each of the extensive pending contentthree segments and the results of the Company’s operations are regularly reported to the Chief Operating Decision Maker (“CODM”) on the segment basis. The CODM of the

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Company focuses on operating income and on total assets as measures of performance to evaluate different segments and to make decisions to allocate resources to the reported segments. These are common measures in the Codification. The FASB believes this update will improve the readabilitymining industry.

Financial information relating to Southern Copper’s segments is as follows:

Three Months Ended September 30, 2023

(in millions)

    

    

Mexican

    

    

Corporate, other

    

Mexican

IMMSA 

Peruvian 

and

Open-pit

Unit

Operations

eliminations

Consolidated

Net sales outside of segments

$

1,462.2

$

107.4

$

936.0

$

$

2,505.6

Intersegment sales

 

46.2

(46.2)

 

Cost of sales (exclusive of depreciation, amortization and depletion)

 

591.6

133.3

490.9

(40.1)

 

1,175.7

Selling, general and administrative

 

18.9

2.6

9.4

1.8

 

32.7

Depreciation, amortization and depletion

 

96.9

16.8

88.6

10.2

 

212.5

Exploration

 

1.9

2.1

8.1

3.4

 

15.5

Operating income

$

752.9

$

(1.2)

$

339.0

$

(21.5)

1,069.2

Less:

Interest, net

 

(60.7)

Other income (expense)

 

8.9

Income taxes

 

(395.3)

Equity earnings of affiliate

 

(0.1)

Non-controlling interest

 

(2.5)

Net income attributable to SCC

$

619.5

Capital investment

$

141.5

$

40.1

$

76.1

$

5.0

$

262.7

Property and mine development, net

$

4,634.3

$

727.4

$

3,616.2

$

752.9

$

9,730.8

Total assets

$

8,531.7

$

1,153.6

$

4,643.2

$

2,636.5

$

16,965.0

Three Months Ended September 30, 2022

(in millions)

    

    

Mexican

    

    

Corporate, other

    

Mexican

IMMSA 

Peruvian 

and

Open-pit

Unit

Operations

eliminations

Consolidated

Net sales outside of segments

$

1,201.5

$

128.2

$

815.7

$

$

2,145.4

Intersegment sales

 

31.0

(19.5)

 

11.5

Cost of sales (exclusive of depreciation, amortization and depletion)

 

702.8

141.1

511.2

(217.2)

 

1,137.9

Selling, general and administrative

 

18.6

2.7

7.5

1.3

 

30.2

Depreciation, amortization and depletion

 

96.6

15.1

70.1

10.3

 

192.0

Exploration

 

0.6

1.7

3.3

4.0

 

9.6

Operating income

$

382.9

$

(1.4)

$

223.6

$

182.1

787.2

Less:

Interest, net

 

(76.4)

Other income (expense)

 

38.7

Income taxes

 

(228.5)

Equity earnings of affiliate

 

(0.1)

Non-controlling interest

 

(1.9)

Net income attributable to SCC

$

519.0

Capital investment

$

103.2

$

37.8

$

87.8

$

(0.9)

$

227.9

Property and mine development, net

$

4,544.7

$

644.1

$

3,689.8

$

675.9

$

9,554.5

Total assets

$

8,318.9

$

1,079.8

$

4,687.2

$

2,997.3

$

17,083.2

35

Table of the Codification and reduce its complexity.The amendments in Part ll of the Update do not require any transition guidance because the amendments do not have an accounting effect.Contents

Nine Months Ended September 30, 2023

(in millions)

    

    

Mexican

    

    

Corporate, other

    

Mexican

IMMSA 

Peruvian 

and

Open-pit

Unit

Operations

eliminations

Consolidated

Net sales outside of segments

$

4,400.3

$

351.3

$

2,848.6

$

$

7,600.2

Intersegment sales

 

 

123.0

 

 

(123.0)

 

Cost of sales (exclusive of depreciation, amortization and depletion)

 

1,781.9

 

411.5

 

1,442.7

 

(118.5)

 

3,517.6

Selling, general and administrative

 

51.7

 

7.9

 

27.9

 

6.6

 

94.1

Depreciation, amortization and depletion

 

288.1

 

51.6

 

253.0

 

32.7

 

625.4

Exploration

 

4.6

 

6.0

 

20.2

 

8.7

 

39.5

Operating income

$

2,274.0

$

(2.7)

$

1,104.8

$

(52.5)

3,323.6

Less:

Interest, net

 

(180.5)

Other income (expense)

 

24.9

Income taxes

 

(1,170.2)

Equity earnings of affiliate

 

(10.3)

Non-controlling interest

 

(7.3)

Net income attributable to SCC

$

1,980.2

Capital investment

$

406.3

$

102.6

$

232.5

$

11.8

$

753.2

Property and mine development, net

$

4,634.3

$

727.4

$

3,616.2

$

752.9

$

9,730.8

Total assets

$

8,531.7

$

1,153.6

$

4,643.2

$

2,636.5

$

16,965.0

Nine Months Ended September 30, 2022

(in millions)

    

    

Mexican

    

    

Corporate, other

    

Mexican

IMMSA 

Peruvian 

and

Open-pit

Unit

Operations

eliminations

Consolidated

Net sales outside of segments

$

4,184.7

$

388.1

$

2,821.4

$

$

7,394.2

Intersegment sales

 

 

114.9

 

 

(281.5)

 

(166.6)

Cost of sales (exclusive of depreciation, amortization and depletion)

 

1,915.3

 

386.1

 

1,560.8

 

(419.9)

 

3,442.3

Selling, general and administrative

 

49.5

 

7.5

 

26.0

 

8.4

 

91.4

Depreciation, amortization and depletion

 

289.2

 

40.8

 

237.8

 

29.8

 

597.6

Exploration

 

1.7

 

4.0

 

14.1

 

10.7

 

30.6

Operating income

$

1,929.0

$

64.6

$

982.7

$

89.5

3,065.7

Less:

Interest, net

 

(240.5)

Other income (expense)

 

54.4

Income taxes

 

(1,137.0)

Equity earnings of affiliate

 

0.3

Non-controlling interest

 

(6.8)

Net income attributable to SCC

$

1,736.1

Capital investment

$

288.9

$

115.1

$

248.6

$

5.0

$

657.6

Property and mine development, net

$

4,544.7

$

644.1

$

3,689.8

$

675.9

$

9,554.5

Total assets

$

8,318.9

$

1,079.8

$

4,687.2

$

2,997.3

$

17,083.2

ASU 2017-12:  In August 2017, the FASB issued ASU 2017-12 “Derivatives and Hedging” (Topic 815).  The amendments in this update apply to all entities that use hedge accounting in accordance with current GAAP.  The FASB has issued this amendment to address stakeholder concerns by improving the financial reporting of hedging relationships to better portray the economic results of an entities risk management activities in its financial statements.

The amendments in this update are effective for the Company in fiscal years beginning after December 15, 2018.  As the Company´s hedging activity has been limited in recent years, the adoption of this update should not have a significant impact on the Company´s financial results.

NOTE 14 15 SUBSEQUENT EVENTS:

Dividends:

On October 19, 2017,2023, the Board of Directors authorized a dividend of $0.25$1.00 per share payable on November 22, 20172023 to shareholders of record at the close of business on November 8, 2017.2023.

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The Accidental Spill at Buenavista Mine of 2014 update:

In relation to the 2014 accidental spill of copper sulfate solution at a leaching pond in the Buenavista mine, on October 12, 2023, SEMARNAT publicly announced the filing of another criminal complaint, arguing that remediation of damages to the river was incomplete and compensation for said damages was insufficient. The Company has been directed to provide information regarding remediation activities and compensation for damages. In due course Buenavista del Cobre S.A. de C.V. will analyze this new complaint. Nonetheless, the Company strongly believes that it has duly completed all remediation and compensation-related activities as required by the competent Mexican authorities and as such, this new complaint is devoid of merit.

37

Table of Contents

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion provides information that management believes is relevant to an assessment and understanding of the condensed consolidated financial condition and results of operations of Southern Copper Corporation and its subsidiaries (collectively, “SCC”, “the Company”, “our”, and “we”). This item should be read in conjunction with our interim unaudited Condensed Consolidated Financial Statements and the notes thereto included in this quarterly report. Additionally, the following discussion and analysis should be read in conjunction with the Management Discussion and Analysis of Financial Condition and Results of Operations and the Consolidated Financial Statements included in Part II of our annual report on Form 10-K for the year ended December 31, 20162022.

EXECUTIVE OVERVIEW

Business: Our business is primarily the production and sale of copper. In the process of producing copper, a number of valuable metallurgical by-products are recovered, which we also produce and sell. Market forces outside of our control largely determine the sale prices for our products. Our management, therefore, focuses on value creation through copper production, cost control, production enhancement and maintaining a prudent capital structure to remain profitable. We endeavor to achieve these goals through capital spending programs, exploration efforts and cost reduction programs. Our aim is to remain profitable during periods of low copper prices and to maximize financial performance in periods of high copper prices.

We are one of the world’s largest copper mining companies in terms of production and sales withand our principal operations are in Peru and Mexico. We also have active ongoing exploration programs in Chile, Argentina and Ecuador. In addition to copper, we produce significant amounts of other metals, either as a by-product of the copper process or inthrough a number of dedicated mining facilities in Mexico.

Outlook: Various key factors will affect our outcome. These include, but are not limited to, some of the following:

Sales structure: In the third quarter of 2023, approximately 74.8% of our revenue came from the sale of copper; 13.7% from molybdenum; 4.2% from silver; 2.8% from zinc; and 4.6% from various other products, including gold, sulfuric acid, and other materials.

Copper: In the third quarter of 2023, the LME copper price increased from an average of $3.51 per pound in the third quarter of 2022 to $3.79 (+8.0%), reflecting the uncertainty that involves basic metals markets due to the slow recovery of the Chinese economy, a recession in Europe and a soft landing or minor recession in the US.

·Changes inAt this point we see the following factors affecting the copper molybdenum, silver and zinc prices: In the nine-month period of 2017, the average LME and COMEXmarket:

The most relevant market intelligence houses for the copper market are now expecting a market in surplus of about 170,000 tons for 2023.
Even though copper inventories (LME + Comex + Shanghai+ BWChina), are still at a very low level, they have increased from 235,000 tons in June to 292,000 in September.
A stronger than expected U.S. dollar is reducing copper and other metals prices expressed in the greenback.

It is important to emphasize that copper prices were $2.70 per pound and $2.71 per pound, about 26.2% and 27.2% higher thanplays a leading role in the same period of 2016, respectively. Duringglobal shift to clean energy, which correlates positively with our assertion that the nine months of 2017 per pound LME spotunderlying demand for copper prices ranged from $2.48 to $3.13. Average molybdenum, silver and zinc priceswill be strong in the nine monthslong-term. In this scenario, we believe the current cycle of 2017 increased 24.5%, 0.3% and 43.2%, respectively, when compared to the averagelow prices in the nine monthsshould be short-lived.

Molybdenum: Accounted for 13.7% of our sales in the third quarter of 2023 and is currently our most important by-product. Molybdenum prices averaged $23.59 per pound in the third quarter of 2023, compared to $16.00 in the same period of 2022, reflecting an increase of 47.4%.

38

Table of 2016.Contents

·Sales structure: In the nine months of 2017, approximately 82% of our revenue came from the sale of copper, 5% from molybdenum, 5% from silver, 5% from zinc and 3% from various other products, including gold, sulfuric acid and other materials.

·Copper: During the last quarter, the LME copper price has increased significantly, from an average of $2.57 per pound in the second quarter of 2017 to $2.88 per pound in the third quarter of 2017. We believe this price improvement is the result of the synchronized economic growth recovery, particularly in the capital goods industries.

The latest Chinese data indicates a strong growth in this country. According to China’s Central Bank governor, this country is heading towards a 7% GDP growth for the second half of the year. This compares to a prior market expectation of 6.7%. As China is the world’s largest copper consumer with over 45% of the demand, a higher Chinese GDP growth expectation is good news for our industry. As previously reported, for 2017, we expect refined copper demand to grow about 2.0%.

Regarding supply increases, we expect a weak response as a result of the consistent decline in investments that several companies have had in recent years. In addition to this, labor unrest, excess government taxation and technical difficulties are affecting production. As a result of these factors, we expect a copper market deficit after 2018, giving strong support for prices.

·Silver: Represented 4.2% of our sales in the third quarter of 2017. We believe that silver prices will have support due to its industrial uses as well as its linkage to gold as a value shelter in times of economic uncertainty.

·Molybdenum: Represented 5.4% of our sales in the third quarter of 2017. During the third quarter of 2017, the molybdenum price improved its level by 0.6% when compared to the second quarter of 2017.

Molybdenum is mainly used forin the production of special alloys offor stainless steel that require significant hardness and corrosion and heat resistance. A new useNew uses for this metal is inare associated with lubricants, and sulfur filtering of heavy oils and shale gas production.

·Zinc: Represented 3.6% of our sales inFor the third quarter of 2017. Zincshort term, we believe molybdenum prices will have increased by 43.2% when comparing the first nine months of the year with the same period of 2016. These significant price increments are reflecting the good long term fundamentals of this metalsupport due to its significant industrial consumptiona market deficit and expected mine production shutdowns.  It is important to note that inhigher demand coming from the first nine months of 2017 zinc inventories have consistently decreased, improving this market’s fundamentals.aerospace and defense industries.

Silver: Represented 4.2% of our sales in the third quarter of 2023. We believe that the prices for silver will be supported by intensive level of industrial use.

·Production: For 2017, we have adjusted our production forecast level from 900,000 to 885,000 tons of copper. For 2018, we will initiate production at the new Toquepala concentrator and expect to be able to produce 980,000 tons of copper, continuing our aggressive organic growth program.

Zinc: Represented 2.8% of our sales in the third quarter of 2023, with an average price of $1.10 per pound in the quarter, down 25.7% from the third quarter of 2022.

Production: For 2023, we expect to produce 917,700 tonnes of copper, an increase of 2.6% over 2022’s final print. This growth will unfold as we get Peruvian production back on track and will be accompanied by new production at our Mexican operations through our Pilares Concentrator project.

We also expect to produce 16.125,900 tonnes of molybdenum, which represents a decrease of 1.1% over our 2022 production level. In 2023, we expect to produce 19.3 million ounces of silver, in line with 2016an increase of 3.8% compared to 2022 production of 16.2 million ounces. For zinc production, in 2017, we expect to produce 75,400 tons from our mines, up from 2016’s production, of 73,984 tons.level. Additionally, we expect to produce 21,200 tons64,200 tonnes of molybdenum, in line with last year’szinc from our mines, which represents an increase of 7.0% over our 2022 production level. This growth will be driven by the recovery of 21,736 tons.

·Cost: Our operating coststhe IMMSA mines production, where better ore grade areas have been identified. For 2024 and expenses for the nine months of 2017 and 2016 were as follows:

 

 

 

 

 

 

Variance

 

 

 

2017

 

2016

 

Value

 

%

 

Operating costs and expenses ($ in millions)

 

$

3,001.3

 

$

2,887.1

 

$

114.2

 

4.0

%

The increase was mainly due to higher cost of sales in our Peruvian operations and our IMMSA segment, as well as higher depreciation, amortization and depletion at our Mexican open-pit operations, partially offset by lower cost of sales at our Mexican open-pit operations, lower exploration expenses and a $10.2 million credit related to a previously accrued environmental remediation cost at our Mexican operations which was reversed in the first quarter of 2017.

·Capital Investments: In the nine months of 2017 we spent $710.4 million on capital investments, 15.5% lower than in the same period of 2016, and represented 69.9% of net income. The year 2017 is the starting point of a new strategic plan: we will increase copper production capacity to exceed the one million ton milestone by mid-2018, and by 2023 we expect to reach 1.5 million tonsproduce over 124,900 tonnes of copper.zinc per year.

Capital Investments: In the nine months of 2023, we spent $753.2 million on capital investments; this represented 38.4% of net income and an increase of 14.5% compared to the amount registered for the same period in 2022.

CYBERSECURITY

Our organization continues to maintain a strong commitment to cybersecurity. It is relevant to highlight that in the third quarter of 2023, there have been no material cybersecurity incidents.

As the cybersecurity landscape continues to evolve, we have observed several notable trends. This quarter, we have witnessed an increase in the sophistication of cyberattacks, emphasizing the importance of maintaining a strong defensive posture.

Our cybersecurity strategy remains agile and adaptable to address these emerging trends. We´re fortifying our controls and security measures, and also working to improve employee training for early threat detection.

We have also conducted a review of our security posture, with a particular focus on proactive risk identification. Our information security culture remains fundamental and is being further strengthened.

KEY MATTERS:MATTERS

WeBelow, we discuss below several matters that we believe are important to understand ourthe results of our operations and financial condition. These matters include, (i) our earnings, (ii) our production, (iii) our “operating cash costs” as a measure of our performance, (iv) metal prices, (v) business segments, (vi) the effect of inflation and other local currency issues, and (vii) our capital investment and exploration program.

39

Table of Contents

Earnings: The table below highlights key financial and operational data of our Company for the three and nine months ended September 30, 20172023 and 20162022 (in millions, except copper price, percentages and per share amounts):

 

 

Three months ended September 30,

 

Nine months ended September 30,

 

 

 

2017

 

2016

 

Variance

 

% Change

 

2017

 

2016

 

Variance

 

% Change

 

Copper price LME

 

2.88

 

2.17

 

0.71

 

32.7

%

2.70

 

2.14

 

0.56

 

26.2

%

Pounds of copper sold

 

488.2

 

505.2

 

(17.0

)

(3.4

)%

1,468.8

 

1,460.0

 

8.8

 

0.6

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

1,676.5

 

$

1,400.7

 

$

275.8

 

19.7

%

$

4,790.2

 

$

3,980.8

 

$

809.4

 

20.3

%

Operating income

 

$

692.6

 

$

362.4

 

$

330.2

 

91.1

%

$

1,788.9

 

$

1,093.7

 

$

695.2

 

63.6

%

Net income attributable to SCC

 

$

401.8

 

$

197.6

 

$

204.2

 

103.3

%

$

1,016.0

 

$

604.6

 

$

411.4

 

68.0

%

Earnings per share

 

$

0.52

 

$

0.26

 

$

0.26

 

100.0

%

$

1.31

 

$

0.78

 

$

0.53

 

67.9

%

Dividends per share

 

$

0.14

 

$

0.05

 

$

0.09

 

180.0

%

$

0.34

 

$

0.13

 

$

0.21

 

161.5

%

    

Three months ended September 30, 

Nine months ended September 30, 

    

    

2023

    

2022

    

Variance

% Change

 

    

2023

    

2022

    

Variance

% Change

 

Copper price LME

3.79

3.51

0.28

    

8.0

%

3.90

4.12

(0.22)

    

(5.3)

%

Pounds of copper sold

495.4

518.6

(23.2)

 

(4.5)

%

1,482.5

1,407.7

74.8

 

5.3

%

Net sales

$

2,505.6

$

2,156.9

$

348.7

 

16.2

%

$

7,600.2

$

7,227.6

$

372.6

 

5.2

%

Operating income

$

1,069.2

$

787.2

$

282.0

 

35.8

%

$

3,323.6

$

3,065.7

$

257.9

 

8.4

%

Net income attributable to SCC

$

619.5

$

519.0

$

100.5

19.4

%

$

1,980.2

$

1,736.1

$

244.1

14.1

%

Earnings per share

$

0.80

$

0.67

$

0.13

19.4

%

$

2.56

$

2.25

$

0.31

13.8

%

Dividends per share

$

1.00

$

0.75

$

0.25

33.3

%

$

3.00

$

3.00

$

%

Net sales in the nine monthsthird quarter of 20172023 sales increased 16.2% compared to the same period in 2022. This growth was primarily due to higher metal prices, given that prices were up for copper (+8.0% LME), molybdenum (+47.4%), and silver (+23.6%). Additionally, there was an increase in sales volumes for molybdenum (+12.5%). The favorable trend, however, was partially offset by a decrease in the sales volumes of copper (-4.5%), silver (-7.2%), and zinc (-10.8%). Furthermore, zinc (-25.7%) prices declined.

Net income attributable to SCC in the third quarter of 2023 was 19.4% higher than in the same period of 2016 by $809.4 million.2022. This increase was mainly attributable to the result16.2% growth in sales, which was primarily driven by higher prices for metals this quarter. This effect was slightly offset by an uptick in operating costs.

Net sales in the first nine months of 2023 recorded a 5.3% increase compared to the same period in 2022. This growth was primarily attributable to an uptick in sales volume of copper (+5.3%), molybdenum (+1.1%) and zinc (+1.4%) and to higher metalprices for molybdenum (+43.6%) and silver (+7.0%). However, this positive trajectory was partially offset by a drop in copper (-5.3% LME) and zinc (-26.1%) prices and slightlyby a reduction in sales volumes of silver (-0.4%).

Net income attributable to SCC for the first nine months of 2023 increased14.1% compared to the same period in 2022. This growth was mainly due to higher net sales, driven by an uptick in sales volumes of copper, (+0.6%)molybdenum, and zinc. Higher molybdenum and silver (+1.7%), partially offset by lowerprices also contributed to the increase. Despite declines in silver sales volumes ofand fluctuations in copper and zinc (-4.2%)prices, effective cost control and molybdenum (-1.7%).operational efficiency positively influenced the outcome.

Net income in the nine months of 2017 was higher than in the same period of 2016 by $411.4 million. This increase was principally due to higher sales.

Production: The table below highlights our mine production data for the three and nine months ended September 30, 20172023 and 2016:2022:

Three months ended September 30, 

Nine months ended September 30, 

    

2023

    

2022

    

Variance

    

% Change

    

2023

    

2022

    

Variance

    

% Change

Copper (in million pounds)

 

498.5

 

508.2

 

(9.7)

 

(1.9)

%

 

1,492.4

 

1,440.6

 

51.8

 

3.6

%

 

Molybdenum (in million pounds)

 

15.1

 

13.4

 

1.7

 

12.6

%

 

43.3

 

43.0

 

0.3

 

0.8

%

 

Silver (in million ounces)

 

4.4

 

4.9

 

(0.5)

 

(10.0)

%

 

13.6

 

13.6

 

 

%

 

Zinc (in million pounds)

 

35.9

 

32.8

 

3.1

 

9.4

%

 

107.1

 

98.7

 

8.4

 

8.6

%

 

 

 

Three months ended September 30,

 

Nine months ended September 30,

 

 

 

 

 

 

 

Variance

 

 

 

 

 

Variance

 

 

 

2017

 

2016

 

Volume

 

%

 

2017

 

2016

 

Volume

 

%

 

Copper (in million pounds)

 

488.5

 

495.8

 

(7.3

)

(1.5

)%

1,435.1

 

1,482.3

 

(47.2

)

(3.2

)%

Molybdenum (in million pounds)

 

11.9

 

12.3

 

(0.4

)

(3.4

)%

35.4

 

36.3

 

(0.9

)

(2.4

)%

Silver (in million ounces)

 

4.2

 

4.0

 

0.2

 

4.2

%

12.2

 

12.1

 

0.1

 

0.4

%

Zinc (in million pounds)

 

40.5

 

41.6

 

(1.1

)

(2.5

)%

120.8

 

125.4

 

(4.6

)

(3.7

)%

40

Table of Contents

The table below highlights our coppermine production data for the three and nine months ended September 30, 20172023 and 2016 (in million pounds):2022:

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

 

 

 

Variance

 

 

 

 

 

Variance

 

 

2017

 

2016

 

Volume

 

%

 

2017

 

2016

 

Volume

 

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30, 

Nine Months Ended September 30, 

Copper (in million pounds):

    

2023

    

2022

    

Variance

    

% Change

    

2023

    

2022

    

Variance

    

% Change

Toquepala

 

82.6

 

73.4

 

9.2

 

12.4

%

239.2

 

229.4

 

9.8

 

4.3

%

 

123.3

 

109.4

 

13.9

 

12.6

%

353.8

 

320.2

 

33.6

 

10.5

%

 

Cuajone

 

87.8

 

94.0

 

(6.2

)

(6.6

)%

253.6

 

281.4

 

(27.8

)

(9.9

)%

 

74.7

 

92.7

 

(18.0)

 

(19.4)

%

238.5

 

215.2

 

23.3

 

10.8

%

 

La Caridad

 

73.5

 

73.8

 

(0.3

)

(0.4

)%

220.9

 

221.2

 

(0.3

)

(0.1

)%

 

61.3

 

60.8

 

0.5

 

0.8

%

179.1

 

183.7

 

(4.6)

 

(2.5)

%

 

Buenavista

 

241.4

 

251.1

 

(9.7

)

(3.9

)%

711.7

 

739.5

 

(27.8

)

(3.8

)%

 

233.6

 

239.7

 

(6.1)

 

(2.5)

%

705.4

 

706.3

 

(0.9)

 

(0.1)

%

 

IMMSA

 

3.2

 

3.5

 

(0.3

)

(8.4

)%

9.7

 

10.8

 

(1.1

)

(10.3

)%

 

5.6

 

5.6

 

 

%

15.6

 

15.2

 

0.4

 

2.8

%

 

Total

 

488.5

 

495.8

 

(7.3

)

(1.5

)%

1,435.1

 

1,482.3

 

(47.2

)

(3.2

)%

Total mined copper

 

498.5

 

508.2

 

(9.7)

 

(1.9)

%

1,492.4

 

1,440.6

 

51.8

 

3.6

%

 

Third quarter:quarter: Mined copper production in the third quarter of 20172023 decreased 1.9%, driven by 1.5% to 488.5 million pounds compared to 495.8 million pounds in the third quarter of 2016. This decrease was due to:

·                  Lowerlower production at the Cuajone mine due to a decrease in ore grades and higher ore hardness index, which caused lower recoveries.

·                  Lower production at our Mexican mines principally due to lower SX-EW productionore grades. Production at theour Cuajone mine was down due to lower ore grades. Declines were also recorded at our Buenavista mine as a result of lower PLS processed and lower copper content.

·IMMSA operations. The decrease in productionaforementioned was partially offset by higher production at theour Toquepala mine due to higher(+12.6%) and La Caridad (+0.8%) mines in quarter-on-quarter terms, as a result of better ore grades and recoveries.grades.

Molybdenum production decreased 3.4%increased 12.6% in the third quarter of 2017 to 11.9 million pounds,2023 compared to 12.3 million poundsthe levels registered in the third quarter of 20162022. This was attributable to higher production at our La Caridad (+37.8%), Toquepala (+14.7%) and Buenavista (+0.6%) mines, which was mainly driven by an increase in grades and recoveries. This effect was mainly offset by a reduction in production at our Cuajone (-28.8%) mine, which was largely driven by a drop in ore grades and recoveries.

Silver mine production decreased 10.0% in the third quarter of 2023 compared to the same period of 2022. This was attributable to lower production at our Cuajone (-23.5%), Buenavista (-18.3%), IMMSA (-7.5%) and La Caridad (-4.0%) operations in quarter-on-quarter terms. This was slightly offset by higher production at our Toquepala (+13.0%) mine.

Zinc production increased 9.4% in the third quarter of 2023 compared to the same period in 2022. This result was mainly attributable to a rise in mineral production at the Charcas and Santa Barbara units, which was partially offset by a decrease in production at the San Martin mine.

Nine months: Mined copper production in the nine months of 2023 rose 3.6%. This increase was mainly attributable to production at our Toquepala (+10.5%), Cuajone (+10.8%) and IMMSA (+2.8%) operations due to higher ore grades. Production at our La Caridad (-2.5%) and Buenavista (-0.1%) operations decreased in the same period, which reflected lower ore grades and recoveries.

Molybdenum production increased 0.8% in the nine months of 2023 compared to the same period in 2022; this was mainly due to higher production at our La Caridad (+21.2%), Cuajone (11.6%) and Buenavista (+3.4%) operations. This was partially offset by lower production at the Toquepala and La Caridad mines as a result of lower ore grades.(-29.7%) mine.

Silver mine production increased by 4.2% in the third quarter of 2017 as a result of higher production at our open-pit mines in Mexico and Peru. This was offset by lower production at our IMMSA mines.

Zinc production decreased 2.5% in the third quarter of 2017, due to lower mineral processed at Santa Eulalia mine and Santa Barbara mine.

Nine months: Copper mine production in the nine months of 2017 decreased 3.2% to 1,435.1 million pounds from 1,482.3 million pounds in2023 mirrored those seen over the same period in 2022. This result reflects an uptick in production of 2016. This decrease was due to:

·                  Lower production at the Cuajone mine due to lower ore grades and recoveries.

·                  Lower productionincrease at our MexicanToquepala (+16.4%) and Cuajone (+9.7%) mines, principally lower SX-EW production at the Buenavista mine due to lower PLS processed with a lower copper content.

·                  The decrease in productionwhich was partially offset by higher production at the Toquepala mine due to higher ore grades and recoveries.

Molybdenum production decreased 2.4% in the nine months of 2017 compared to the same period of 2016, principally due to lower production at our Peruvian operations as a result of lower grades and recoveries. This decrease was partially offset by the additional production from the Buenavista molybdenum plant at the second concentrator which started production in July 2016.

Silver mine production increased 0.4% in the nine months of 2017 as result of higher production at our open-pit mines in Mexico and Peru. This wasfully offset by lower production at our Buenavista (-6.5%), La Caridad (-4.0%) and IMMSA mines, principally at Santa Barbara mine.(-2.0%) operations.

Zinc production decreased 3.7%increased 8.6% in the nine months of 2017 principally2023 due to loweran increase in production at our Santa EulaliaBarbara and Santa BarbaraCharcas mines, principally due to lower mineral milled and lowerhigher grades.

Operating Cash Costs: An overall benchmark used by us andthat we use, which is a common industry metric to measure performance is operating cash costs per pound of copper produced. Operating cash cost is a non-GAAP measure that does not have a standardized meaning and may not be comparable to similarly titled measures provided by other companies. This non-GAAP information should not be considered in isolation or as substitute for measures of performance determined in accordance with GAAP. A reconciliation of our operating cash cost per pound of copper produced to the cost of sales (exclusive of depreciation, amortization and depletion) as presented in the condensed consolidated statement of earnings is presented under the subheading, “Non-GAAP Information Reconciliation” on page 47.57. We disclose operating cash cost per pound of copper produced, both before and net of by-product revenues.

41

Table of Contents

We define operating cash cost per pound of copper produced before by-product revenues as cost of sales (exclusive of depreciation, amortization and depletion), plus selling, general and administrative charges, treatment and refining charges net of sales premiums; less the cost of purchased concentrates, workers’ participation and other miscellaneous charges, including royalty charges, and the change in inventory levels; divided by total pounds of copper produced by our own mines.

In our calculation of operating cash cost per pound of copper produced, we exclude depreciation, amortization and depletion, which are considered non-cash expenses. Exploration is considered a discretionary expenditure and is also excluded. Workers’ participation provisions are determined on the basis of pre-tax earnings and are also excluded. Additional exclusions from operating cash costs are items of a non-recurring nature and the mining royalty charge as it is based on various calculations of taxable income, depending on which jurisdiction, Peru or Mexico, is imposing the charge. We believe these adjustments allow our management and stakeholders to more fully visualize our controllable cash cost, which we believe is one of the lowest of all copper-producing companies of similar size.

We define operating cash cost per pound of copper produced net of by-product revenues as operating cash cost per pound of copper produced, as defined in the previous paragraph, less by-product revenues and net revenue (loss) on sale of metal purchased from third parties.

In our calculation of operating cash cost per pound of copper produced, beforenet of by-product revenues, we credit against our costs the revenues from the sale of all our by-products, including, molybdenum, zinc, silver, gold, etc. and the net revenue (loss) on sale of metals purchased from third parties. We disclose this measure including the by-product revenues in this way because we consider our principal business to be the production and sale of copper. As part of our copper production process, much of our by-products are recovered. These by-products, as well as the processing of copper purchased from third parties, are a supplemental part of our production process and their sales value contribute to covercovering part of our incurred fixed costs incurred.costs. We believe that our Company is viewed by the investment community as a copper company, and is valued, in large part, by the investment community’s view of the copper market and our ability to produce copper at a reasonable cost.

We believe that both of these measures are useful tools for our management and our stakeholders. Our cash costs before by-product revenues allow us to monitor our cost structure and address with operating management areas of concern.concern within operating management. The measure operating cash cost per pound of copper produced net of by-product revenues is a common measure used in the copper industry and is a useful management tool that allows us to track our performance and better allocate our resources. This measure is also used in our investment project evaluation process to determine a project’s potential contribution to our operations, its competitiveness and its relative strength in different price scenarios. The expected contribution of by-products is generally a significant factor used by the copper industry in determiningto determine whether to move forward withor not in the development of a new mining project. As the price of our by-product commodities can have significant fluctuations from period to period, the value of its contribution to our costs can be volatile.

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Our operating cash cost per pound of copper produced, before and net of by-product revenues, is presented in the table below for the three and nine months ended September 30, 20172023 and 2016.2022:

Operating cash cost per pound of copper produced (1)

(In millions, except cost per pound and percentages)

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

 

 

 

 

Variance

 

 

 

 

 

Variance

 

 

 

2017

 

2016

 

Value

 

%

 

2017

 

2016

 

Value

 

%

 

Total operating cash cost before by-product revenues

 

$

684.5

 

$

692.2

 

$

(7.7

)

(1.1

)%

$

2,077.2

 

$

2,064.5

 

$

12.7

 

0.6

%

Total by-product revenues

 

$

(257.3

)

$

(253.2

)

$

(4.1

)

1.6

%

$

(787.4

)

$

(705.8

)

$

(81.6

)

11.6

%

Total operating cash cost net of by-product revenues

 

$

427.2

 

$

439.0

 

$

(11.8

)

(2.7

)%

$

1,289.8

 

$

1,358.7

 

$

(68.9

)

(5.1

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total pounds of copper produced (2)

 

473.8

 

476.8

 

(3.0

)

(0.6

)%

1,393.0

 

1,440.8

 

(47.8

)

(3.3

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash cost per pound before by-product revenues

 

$

1.45

 

$

1.45

 

 

 

$

1.49

 

$

1.43

 

$

0.06

 

4.2

%

By-products per pound revenues

 

$

(0.55

)

$

(0.53

)

$

(0.02

)

3.8

%

$

(0.56

)

$

(0.49

)

$

(0.07

)

14.3

%

Operating cash cost per pound net of by-product revenues

 

$

0.90

 

$

0.92

 

$

(0.02

)

(2.2

)%

$

0.93

 

$

0.94

 

$

(0.01

)

(1.1

)%

Three Months Ended September 30, 

 

Nine Months Ended September 30, 

 

    

2023

    

2022

    

Variance

    

% Change

    

2023

    

2022

    

Variance

    

% Change

Total operating cash cost before by‑product revenues

$

1,073.0

$

1,005.6

$

67.4

 

6.7

%

$

3,120.3

$

2,794.5

$

325.8

 

11.7

%

Total by‑product revenues

$

(604.3)

$

(501.1)

$

(103.2)

 

20.6

%

$

(1,752.3)

$

(1,549.9)

$

(202.4)

 

13.1

%

Total operating cash cost net of by‑product revenues

$

468.7

$

504.5

$

(35.8)

 

(7.1)

%

$

1,368.0

$

1,244.6

$

123.4

 

9.9

%

Total pounds of copper produced(2)

 

478.3

 

487.8

 

(9.5)

 

(1.9)

%

 

1,435.7

 

1,388.5

 

47.2

 

3.4

%

Operating cash cost per pound before byproduct revenues

$

2.24

$

2.06

$

0.18

 

8.7

%

$

2.17

$

2.01

$

0.16

 

8.0

%

Byproducts per pound revenues

$

(1.26)

$

(1.03)

$

(0.23)

 

22.3

%

$

(1.22)

$

(1.11)

$

(0.11)

 

9.9

%

Operating cash cost per pound net of byproduct revenues

$

0.98

$

1.03

$

(0.05)

 

(4.9)

%

$

0.95

$

0.90

$

0.05

 

5.6

%


(1)   These are non-GAAP measures. Please see page 47

(1)These are non-GAAP measures. Please see page 56 for reconciliation to GAAP measure.
(2)Net of metallurgical losses.

(2)   Net of metallurgical losses.

As seen on the table above, our cash cost per pound before by-product revenues was $1.45 inIn the third quarter of 2017 and 2016. However,2023, our per poundper-pound cash cost, when calculated net ofexcluding by-product revenues, was $0.90 in the third quarter of 2017, two cents lower than inrose by 8.7% compared to the same period of 2016.in 2022. This growth was the result of higher prices for our major by-products.

primarily driven by an increase in production costs and treatment and refining charges. Our cash cost per pound net of by-product revenue for the third quarter of 2023 decreased 4.9% when compared to the same period of 2022. This improvement was attributable to an increase in by-product revenue credits this quarter.

For the nine months ending September 30, 2023, our per-pound cash cost before by-product revenues in the nine months of 2017 was $1.49, 4.2%8.0% higher than in the same period of 2016.2022. This increase in operating cash cost was the result ofmainly driven by higher production costs and treatment and refining charges. This was slightly offset by the unit cost effect generated by an increase in pounds of 3.3% lower production, higher treatment and refining charges and higher production costs, due to higher diesel and natural gas costs, partially reduced by lower costscopper produced. Additionally, the operating cash cost per pound from selling, general and administrative expenses. However, our per pound cash cost for the nine months ended September 30, 2017, when calculatedof copper net of by-product revenues was slightly lower thanrevenue represented an increase of 5.6% compared to the $0.90 reported in the same period of 2016 despite the2022. These results were mainly driven by higher production costs and were, slightly offset by an increase in our production costs. This wasby-product revenue credits and by the resultunit cost effect generated by an increase in pounds of higher prices for our major by-products.copper produced.

Metal Prices: The profitability of our operations is dependent on, and our financial performance is significantly affected by, the international market prices for the products we produce, especiallyand for copper, molybdenum, zinc and silver.silver in particular.

We are subject to market risks arising from the volatility of copper and other metal prices. For the remaining threenine months of 2017,2023, assuming that expected metal production and sales are achieved, that tax rates areremain unchanged and giving no effect toeffects are generated by potential hedging programs, metal price sensitivity factors would indicate the following change in estimated net income attributable to SCC resulting from metal price changes:

 

Copper

 

Zinc

 

Molybdenum

 

Silver

 

Change in metal prices (per pound except silver ��� per ounce)

 

$

0.10

 

$

0.10

 

$

1.00

 

$

1.00

 

    

Copper

    

Molybdenum

    

Zinc

    

Silver

Change in metal prices (per pound except silver—per ounce)

$

0.10

$

1.00

$

0.10

$

1.00

Change in net earnings (in millions)

 

$

29.4

 

$

3.7

 

$

6.6

 

$

2.3

 

$

32.5

$

8.0

$

7.0

$

3.1

Business Segments: We view our Company as having three reportable segments and manage it on the basis of these segments. These segments are (1) our Peruvian operations, (2) our Mexican open-pit operations and (3) our Mexican underground operations, known as our IMMSA unit. Our Peruvian operations include the Toquepala and Cuajone mine complexes and the smelting and refining plants, industrial railroad and port facilities that service both mines. The Peruvian operations produce copper, with significant by-product production of molybdenum, silver and other material. Our Mexican open-pit operations include La Caridad and Buenavista mine complexes, the smelting and refining plants

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and support facilities, which service both mines. The Mexican open pit operations produce copper, with significant by-product production of molybdenum, silver and other material. Our IMMSA unit includes five underground mines that produce zinc, lead, copper, silver and gold, a coal mine which produces coal and coke, and several industrial processing facilities for zinc, copper and silver.

Segment information is included in our review of “Results of Operations” in this item and also in Note 1014 “Segment and Related Information” of our condensed consolidated financial statements.

Inflation and Exchange Rate Effect of the Peruvian Sol and the Mexican Peso: Our functional currency is the U.S. dollar and our revenues are primarily denominated in U.S. dollars. Significant portions of our operating costs are denominated in Peruvian sol and Mexican pesos. Accordingly, when inflation and currency devaluation/appreciation of the Peruvian currency

and Mexican currency occur, our operating results can be affected. In recent years, we do believe such changes have notexchange rate volatility has been high but has had a materiallimited effect on our results and financial position.results. Please see Item 3. “Quantitative and Qualitative Disclosures about Market Risk” for more detailed information.

Capital Investment Programs: We made capital investments of $710.4$753.2 million in the nine months ended September 30, 2017,of 2023, compared with $840.5to $657.6 million in the same period of 2016.2022. In general, the capital investments and investment projects described below are intended to increase production, decrease costs or address social and environmental commitments.

Set forth below are descriptions of some of our current expected capital investment programs. We expect to meet the cash requirements for these projects fromby utilizing cash on hand,hand; internally generated funds and from additional external financing, if necessary.financing. All capital spending plans will continue to be reviewed and adjusted to respond to changes in the economy orand market conditions.

Projects in Mexico:

Buenavista Quebalix IV - Sonora: The project consisted of a Crushing, Conveying and Spreading System for Leachable Ore (Quebalix IV), which has been completed on time and under budget and is currently operating steadily. This project will reduce mining costs as well as increase SX-EW copper recovery, allowing the Buenavista unit to reach its copper production capacity of 500,000 tons.

Buenavista Zinc - Sonora: This project is located within the Buenavista facility and contemplates the development ofdeposit, where we have built a new concentrator to produce approximately 80,000 tonsplant. This facility has a production capacity of 100,000 tonnes of zinc and 20,000 tonstonnes of copper per yearyear. When operating, the concentrator will double the Company’s zinc production capacity and will provide more than 2,000 jobs on the operating front.

Project update: the capital budget for the project is $413 million, most of which has already been invested. Progress is 99%; we have initiated the commissioning process. The ramping up of the plant, initially scheduled to conclude in the fourth quarter of 2023, has been pushed back to the first quarter of 2024 given that the concentrator requires technical adjustments.

Pilares - Sonora: Located six kilometers from La Caridad, this project consists of an open-pit mine operation with an annual production capacity of 35,000 tonnes of copper in concentrate. This project will significantly improve the overall mineral ore grade (considering the 0.78% expected from Pilares with 0.29% from La Caridad).

Project update: The budget for Pilares is $176 million, of which $144 million has been invested. Pilares is currently operating and delivering copper ore to the Caridad operation.

El Pilar - Sonora: This low-capital intensity copper greenfield project is strategically located in Sonora, Mexico,

approximately 45 kilometers from our Buenavista mine. Its copper oxide mineralization contains estimated proven and

probable reserves of 317 million tonnes of ore with an average copper grade of 0.249%. We anticipate that El Pilar will

operate as a conventional open-pit mine with an annual production capacity of 36,000 tonnes of copper cathodes. This

operation will use highly cost efficient and environmentally friendly SX-EW technology. The budget for El Pilar is $310

million.

Project update: The results from experimental pads in the leaching process have confirmed adequate levels of copper recovery and we are evaluating different options to improve the same. The basic engineering study has been completed and the Company is engaging in project development and onsite environmental activities. Project engineering is being developed by an external engineering and technology company. Mine life is estimated at 13 years.

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Lime plant - Sonora: As part of our cost improvement projects, we built a new lime plant with a production capacity of 600 metric tonnes per day, which will be the largest lime plant of Mexico. This facility will allow us to doublereduce to approximately 50% our current zinc production capacity. Welime cost at our Mexican operations. The total budget for the plant is $79.4 million, of which we have concluded the basic engineering and we are working on the detailed engineeringinvested $65.2 million as of September 30, 2023. The furnace of the project. We estimate an investment of $413 million for this project and expect to initiate operations by the first half of 2020.

Pilares - Sonora: This project, located six kilometers away from La Caridad, will be developed as an open-pit mine operation.

The ore will be transported by truck from the pit to the primary crushers of the La Caridad copper concentrator, significantly improving the over-all mineral ore grade (from 0.34% at La Caridad to 0.78% expected from Pilares). During the third quarter of 2017, we continued to advance on required pre-construction activities, including final outline design for the road through which the ore will be transported to the La Caridad mill. An investment of $159 million is estimated to produce 34,500 tons of copper per year. We expect this project to startplant started operations in the second quarter of 2019.2022, complying with the performance tests.

Projects in Peru:

Quebrada Honda dam expansion – Tacna: This project aims to enlarge the main and lateral dams in Quebrada Honda and

includes the relocation and repowered of some facilities due to dam growth and implementation of other facilities for water recovery, among other factors. As of September 30, 2023, the drainage works and removal of Eolic material for the main and lateral dam, as well as complementary operational works had been completed. We currently have five major copper projectsexpect to install two cyclone nests for the main dam in Peru, withthe second half of the year and intend to build the implementation of administrative facilities. This project has a total capital budget for these projects of $2,900$165.0 million, out of which $1,426 million have been already invested.

Toquepala Expansion Project - Tacna: This $1.2 billion project includes a new state-of-the-art concentrator which will increase Toquepala’s annual copper production by 100,000 tons to 217,000 tons in 2018 and 260,000 tons in 2019. Through September 30, 2017, we have invested $743.5$152.2 million in this expansion. The project has reached 80% progress and is expected to be completed by the second quarter of 2018.

The project to improve the crushing process at Toquepala with the installation of a High Pressure Grinding Roll (HPGR) system, has as its main objective, to ensure that our existing concentrator will operate at its maximum annual production capacity of 117,000 tons of copper while reducing operating costs through ore crushing efficiencies, even with an increase of the ore material hardness index. The budget for this project is $50 million and as of September 30, 2017, we have invested $32.2 million2023.

Tia Maria - Arequipa: This greenfield project, located in this project. We expect that itArequipa, Peru, will be completed by the first quarter of 2018.

Cuajone Projects — Moquegua: The Heavy Mineral Management Optimizing Project consists of installing a primary crusher at the Cuajone mine pit with a seven kilometer overland conveyor belt system for moving the ore to the concentrator. The project is optimizing the hauling process by replacing rail haulage, thereby reducing operating and maintenance costs as well as the environmental impactuse state of the Cuajone mine. The crusher has a processing capacityart SX-EW technology with the highest international environmental standards to produce 120,000 tonnes of 43.8 million tonsSX- EW copper cathodes per year. As of September 30, 2017,The estimated capital budget for the project is completed$1.4 billion.

The Company has been consistently working to promote the welfare of the Islay province population. As part of these efforts, we have implemented successful social programs in education, healthcare and initiating operations.productive development to improve the quality-of-life in the region. We have invested $195.0 million in this project out of the approved capital budget of $215.5 million.

The Cuajone tailing thickeners project at the concentrator will replace two of the three existing thickeners with a new hi-rate thickener. The purpose is to streamline the concentrator flotation processalso promoted agricultural and improve water recovery efficiency, increasing the tailings solids content from 54% to 61%, thereby reducing fresh water consumption and replacing it with recovered water. Equipment assembly is completed and we arelivestock activities in the commissioning process. AsTambo Valley and supported growth in manufacturing, fishing and tourism in Islay.

We reiterate our view that the initiation of September 30, 2017, we have invested

$24.4 million in this project out of the approved capital budget of $30 million. We expect it to be completed by the end of the fourth quarter of 2017.

Tailings disposalconstruction activities at Quebrada Honda - Moquegua: This project increases the height of the existing Quebrada Honda dam to impound future tailings from the Toquepala and Cuajone mills andTia Maria will extend the expected life of this tailings facility by 25 years. The first stage and construction of the drainage systemgenerate significant economic opportunities for the lateral damIslay province and the Arequipa region. Given the current Peruvian economic situation, it is finished.crucial to move ahead on projects that will stimulate a sustainable growth cycle. We finishedwill make it a priority to hire local labor to fill the second stage with9,000 jobs that we expect to generate during Tia Maria’s construction phase. Additionally, from day one of our operations, we will generate significant contributions to revenues in the installation of a new cyclone battery station that allows us to place more slurry at the dams. We are in a bidding process for a new stage which will improve the operational processes. The project has a total budgeted cost of $116.0 million. Arequipa region.

Potential projects

We have invested $81.0 million through September 30, 2017 and expect the project to be completed by the second quarter of 2018.

Potential projects

We have a number of other projects that we may develop in the future. We continuously evaluate new projects on the basis of our long-term corporate objectives, expected return on investment, environmental concerns, required investment and estimated production, among other considerations. All capital spending plans will continue to be reviewed and adjusted to respond to changes in the economy orand market conditions.

El Arco:Arco - Baja California: This is a world classworld-class copper deposit located in the central part of the Baja California peninsula with ore reserves of over 2.7 billion tons1,230 million tonnes with an average ore grade of 0.399%0.40% and 0.11 grams141 million tonnes of gold per ton. Thisleach material with an average ore grade of 0.27%. The project includes an open-pit mine combiningwith a combined concentrator and SX-EW operations with an estimatedoperations. Annual production ofis expected to total 190,000 tonstonnes of copper and 105,000 ounces of gold annually. Between July 2015 and February 2016, we conducted a drilling program of 20,170 meters in order to further definegold.

Project update: The Company has completed the deposit at lower depths of between 300 and 600 meters. During the balance of 2017 and in 2018, we expect to conduct further exploration activities. In addition, we will begin an engineeringenvironmental baseline study to define optimization alternatives for the projectmine, concentrator and updateindustrial facilities and will proceed to submit the feasibility study.

El Pilar: This is a fully permitted, low capital intensity copper development project strategically located in Sonora, Mexico, approximately 45 kilometers from our Buenavista mine. Its copper oxide mineralization contains estimated provenEnvironmental Impact Statement (Manifestacion de Impacto Ambiental “MIA”) to the Secretary of Environment and probable reserves of 325 million tons of ore with an average copper grade of 0.287%. El Pilar will operate as a conventional open-pit mine and copper cathodes will be produced usingNatural Resources “SEMARNAT” to request the highly cost efficient and environmentally friendly SX-EW technology. Average annual productionrespective environmental impact permits. The Company is currently estimated at 35,000 tons of copper cathodes over an initial 13-year mine life, with start of commercial operations forecastedpreparing studies for 2019. On a preliminary basis, we estimate a development investment of approximately $310 million. In 2016, we conducted a diamond drilling program of 3,700 metersthe port, power pipelines, townsites and a geophysical survey of 40 kilometers in order to confirm the reserves. Additionally, the results allowed us to identify potential new areas of interest. During the first half of 2017, we initiated a reserve estimation program. In July 2017, we started a 20,000 meter drilling program focused on further assessing the geophysical anomalies detected in the exploration program of 2016. We also continue with the metallurgical testing program.auxiliary facilities.

Tia Maria: We have completed engineering and after having complied with all environmental requirements, we have obtained the approval of the environmental impact assessment. We are working jointly with the Peruvian Government to obtain the construction license for this 120,000 tons of SX-EW copper per year greenfield project with a total capital investment of $1,400 million. We expect the license to be issued in the first quarter 2018.

This greenfield project, located in Arequipa, Peru, will use state of the art SX-EW technology with the highest international environmental standards. SX-EW facilities are the most environmentally friendly in the industry due to their technical process and consequently no emissions into the atmosphere are released. The project will use seawater, transporting it more than 25 kilometers and at 1,000 meters above sea level. The construction of the desalinization plant requires an investment of approximately $95 million.

We expect the project to generate 3,500 jobs during the construction phase. When in operation, Tia Maria will directly employ 600 workers and indirectly provide jobs to another 2,000. Through its expected twenty-year life, the project related services will create significant business opportunities in the Arequipa region. Tia Maria has complied with all existing requirements and regulations and therefore the Company trusts that it will soon receive from government authorities the construction licenses and permits required in order to begin construction of this project.

Los Chancas.Chancas - Apurimac: This greenfield project, located in Apurimac, Peru, is a copper and molybdenum porphyry deposit. Current estimates indicate the presence of 545indicated copper mineral resources are 98 million tonstonnes of mineralized materialoxides with a copper content of 0.59%, molybdenum content0.45% and 52 million tonnes of 0.04% and 0.039 grams of gold per ton as well as, 181 million tons of mineralized leachable materialsulfides with a total copper content of 0.357%0.59%. The Los Chancas project envisions an open-pit mine with a combined operation of concentrator and SX-EW processes to

produce 100,000 tons130,000 tonnes of copper and 4,500 tons7,500 tonnes of molybdenum.molybdenum annually. The estimated capital investment is $2,800$2,600 million and the project is expected to be in

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operation in 2022.  In 2016, we continued with the development of2030. We continue to engage in social and environmental programsimprovements for the local communities and work on the project´s environmental impact assessment.

Project update: As of September 30, 2023, the Company has held talks with representatives of the Tiaparo Community to acquire part of the land required for the project. Simultaneously, we continue to work with the local communities.Peruvian authorities to eliminate illegal mining activities at our concession. SCC will initiate hydrogeological and geotechnical studies soon to gather additional information on the characteristics of the Los Chancas deposit.

Michiquillay Project - Cajamarca: In the third quarter of 2017, we contractedJune 2018, Southern Copper signed a consulting firm to develop the environmental impact assessmentcontract for the project.acquisition of the Michiquillay project in Cajamarca, Peru. Michiquillay is a world class mining project with inferred mineral resources of 2,288 million tonnes with an estimated copper grade of 0.43%. When developed, we expect Michiquillay to produce 225,000 tonnes of copper per year (along with by-products of molybdenum, gold and silver) for an initial mine life of more than 25 years and at a competitive cash-cost. We estimate an investment of approximately $2.5 billion will be required and expect production start-up by 2032. Michiquillay will become one of Peru´s largest copper mines and will create significant business opportunities in the Cajamarca region; generate new jobs for the local communities; and contribute with taxes and royalties to the local, regional and national governments.

Project update: In 2023, in accordance with our social agreements with the Michiquillay and La Encañada communities, the Company has hired unskilled labor and is paying for the use of surface land. We are also supporting social programs in both communities. Simultaneously, exploration activities are underway. As of September 30, 2023, we had drilled 46,500 meters and obtained 14,892 core samples, which are currently under evaluation.

The above information is based on estimates only. We cannot make any assurances that we will undertake any of these projects or that the information noted is accurate.

ENVIRONMENTAL, SOCIAL AND CORPORATE GOVERNANCE (“ESG”) PRACTICES

Investments that transcend. We are building drinking water infrastructure to remedy shortages in Cananea and Nacozari communities in Sonora, Mexico; approximately 75 thousand residents will benefit from these initiatives. This effort is aligned with our policies and commitment for sustainable development and is part of the $77 million that we have invested in Mexico and Peru over the last 5 years.

Innovation in the use and efficiency of water. We are currently recovering about six thousand cubic meters of water per day through the new tailings filtering plant in Quebrada Honda, Peru, which is equivalent to 0.6 m3 of water per ton of tailings. With a design capacity of 10,000 tons/day and an investment of $27 million to date, this dam filter is the largest tailings processing unit of its kind in the market.

Focus on prevention and risk management. In September 2023, our Buenavista del Cobre unit in Sonora received “Safe and Healthy Work Environments” (“ELSSA”) recognition from the Mexican government after successfully passing an audit conducted by the Mexican Social Security Institute. All of our other Mexican units also hold this recognition, which is awarded to companies that implement effective strategies and preventive actions for occupational health and safety.

We continue to make progress with our Critical Risk Registry and the performance of the controls in place to prevent or mitigate undesirable events have improved. To this goal, we require the heads of each operating unit to be involved in the process of establishing and continuously monitoring controls. All results are reported to managing executives on a monthly basis to facilitate supervision and subsequent monitoring by the Board of Directors.

Innovation in climate change mitigation. In September 2023, Southern Peru received the 2023 National Mining Award in the Mining Economy category within the framework of PERUMIN 36 Mining Convention held in Arequipa, Peru. The winning study “Integration scenarios of renewable electricity generation systems in the mining sector of Peru by 2050”, prepared by Eng. Rolando Jesus Claros, from the Power System area, proposes the use of clean and renewable energy sources as part of the global energy transition process. Southern Copper aims to achieve net-zero emissions by 2050.

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Disclosure, transparency, and accountability. To provide more clarity regarding Southern Copper's performance on ESG issues, we have published a supplement to the 2022 Sustainable Development Report and have also incorporated new topics on our sustainable development page to address biodiversity, our people, human rights and the supply chain.

At the behest of our investors, we have expanded our responses to the CDP questionnaires to include the “Forests” questionnaire. This information complements responses to our “Climate change” and “Water security” questionnaires, which have been available since 2016 and 2022 respectively.

From loss to gain: A journey of environmental restoration. Year to date, we have reforested 3 times the area impacted in the same period (1,398 hectares replanted versus 424 hectares impacted). Additionally, we have implemented efforts to retain 10,722 tons of soil that would have otherwise been lost to erosion in the state of Sonora, Mexico. These actions are within the framework of our strategy to achieve zero net deforestation and generate a net positive impact on biodiversity, particularly in areas close to our operations.

Harmony and human development in communities where we operate. Residents of the communities near our operations are highly active in the social programs we offer. To date, we have recorded 170,000 participations in this program, which is a 7% increase from the previous year. One of our most noteworthy efforts, the Youth Orchestras and Choirs program, recently celebrated its fifth year in Nacozari de Garcia, Sonora and is now present in 11 communities with 1,596 students in Mexico and Peru. To date, eight out of ten of our alumni pursue a bachelor´s degree, with 2% choosing music as their life project.

ACCOUNTING ESTIMATES

Our discussion and analysis of financial condition and results of operations, as well as quantitative and qualitative disclosures about market risks, are based upon our consolidated financial statements, which have been prepared in accordance with U.S. GAAP. Preparation of these consolidated financial statements requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We make our best estimate of the ultimate outcome for these items based on historical trends and other information available when the financial statements are prepared. Changes in estimates are recognized in accordance with the accounting rules for the estimate, which is typically in the period when new information becomes available to management. Areas where the nature of the estimate makes it reasonably possible that actual results could materially differ from amounts estimated include: ore reserves, revenue recognition, ore stockpiles on leach pads and related amortization, estimated impairment of assets, asset retirement obligations, determination of discount rates related to the financial lease liabilities, classification of operating leases versus financial leases, valuation allowances for deferred tax assets, unrecognized tax benefits and fair value of financial instruments. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions.

47

Table of Contents

RESULTS OF OPERATIONS

The following table highlights key financial results for the three and nine months ended September 30, 20172023 and 20162022 (in millions):

    

Three Months Ended

    

    

Nine Months Ended

    

    

September 30, 

September 30, 

Statement of Earnings Data

    

2023

    

2022

    

Variance

    

% Change

    

2023

    

2022

    

Variance

    

% Change

Net sales

$

2,505.6

$

2,156.9

$

348.7

$

16.2

%

$

7,600.2

$

7,227.6

$

372.6

$

5.2

%

Operating costs and expenses

 

(1,436.4)

 

(1,369.7)

 

(66.7)

 

4.9

%

 

(4,276.6)

 

(4,161.9)

 

(114.7)

 

2.8

%

Operating income

 

1,069.2

 

787.2

 

282.0

 

35.8

%

 

3,323.6

 

3,065.7

 

257.9

 

8.4

%

Non‑operating income (expense)

 

(51.8)

 

(37.7)

 

(14.1)

 

37.4

%

 

(155.6)

 

(186.1)

 

30.5

 

(16.4)

%

Income before income taxes

 

1,017.4

 

749.5

 

267.9

 

35.7

%

 

3,168.0

 

2,879.6

 

288.4

 

10.0

%

Income taxes

 

(395.3)

(228.5)

(166.8)

73.0

%

(1,170.2)

(1,137.0)

(33.2)

2.9

%

Equity earnings of affiliate

 

(0.1)

(0.1)

%

(10.3)

0.3

(10.6)

(3,533.3)

%

Net income attributable to non‑controlling interest

 

(2.5)

 

(1.9)

 

(0.6)

 

31.6

%

 

(7.3)

 

(6.8)

 

(0.5)

 

7.4

%

Net income attributable to SCC

$

619.5

$

519.0

$

100.5

$

19.4

%

$

1,980.2

$

1,736.1

$

244.1

$

14.1

%

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2017

 

2016

 

Variance

 

% Change

 

2017

 

2016

 

Variance

 

% Change

 

Net sales

 

$

1,676.5

 

$

1,400.7

 

$

275.8

 

19.7

%

$

4,790.2

 

$

3,980.8

 

$

809.4

 

20.3

%

Operating costs and expenses

 

983.9

 

(1,038.3

)

(54.4

)

(5.2

)%

(3,001.3

)

(2,887.1

)

(114.2

)

4.0

%

Operating income

 

692.6

 

362.4

 

330.2

 

91.1

%

1,788.9

 

1,093.7

 

695.2

 

63.6

%

Non-operating income (expense)

 

(76.0

)

(61.7

)

(14.3

)

23.2

%

(229.8

)

(199.2

)

(30.6

)

15.4

%

Income before income taxes

 

616.6

 

300.7

 

315.9

 

105.1

%

1,559.1

 

894.5

 

664.6

 

74.3

%

Income taxes

 

(220.1

)

(111.2

)

(108.9

)

97.9

%

(556.6

)

(305.4

)

(251.2

)

82.3

%

Equity earnings of affiliate

 

6.3

 

8.7

 

(2.4

)

(27.6

)%

16.1

 

17.4

 

(1.3

)

(7.5

)%

Net income attributable to non-controlling interest

 

(1.0

)

(0.6

)

(0.4

)

66.7

%

(2.6

)

(1.9

)

(0.7

)

36.8

%

Net income attributable to SCC

 

$

402.8

 

$

197.6

 

$

204.2

 

103.3

%

$

1,016.0

 

$

604.6

 

$

411.4

 

68.0

%

NET SALES

Net sales forIn the third quarter of 2017 were $1,676.5 million,2023, net sales increased 16.2% compared to $1,400.7 millionthe same period in 2022. This growth was driven by higher metal prices, with copper prices rising by 8.0% according to the third quarterLondon Metal Exchange (LME), molybdenum prices surging by 47.4%, and silver prices experiencing a notable increase of 2016,23.6%. Additionally, an increase of $275.8 million. This 19.7% increase was principally the result of higher copper,in sales volumes for molybdenum and zinc prices as shown below;by 12.5% contributed to this growth. However, these positive factors were partially offset by lowerdecreased sales volumevolumes of copper (-3.4%(- 4.5%), silver (-4.8%(- 7.2%) and zinc (-20.1%(- 10.8%). Furthermore, zinc prices declined by 25.7%.

Net sales inIn the nine months of 2017 were $4,790.2 million,2023, net sales experienced a 5.2% increase compared to $3,980.8 million in the first same period of 2016,in 2022. This growth was primarily driven by an increase of $809.4 million. This 20.3% increase was principally the result of higher metalupswing in sales volumes for copper (+5.3%), molybdenum (+1.1%), and zinc (+1.4%). Notably, substantial increases in molybdenum prices as shown below,(+43.6%) and also duesilver prices (+7.0%) significantly contributed to higher sales volume of copper (+0.6%), silver (+1.7%);this positive performance. However, these favorable elements were partially offset by lower sales volume of molybdenum (-1.7%)a decrease in copper prices (-5.3% - LME) and zinc (-4.2%prices (-26.1%). Additionally, there was a marginal reduction in sales volumes of silver (-0.4%).

    

    

Three Months Ended September 30, 

 

    

Nine Months Ended September 30, 

 

    

2023

    

2022

    

% Change

    

2023

    

2022

    

% Change

Copper price ($per pound—LME)

$

3.79

$

3.51

8.0

%

$

3.90

$

4.12

(5.3)

%

Copper price ($per pound—COMEX)

$

3.77

$

3.50

7.7

%

$

3.90

$

4.12

(5.3)

%

Molybdenum price ($per pound)(1)

$

23.59

$

16.00

47.4

%

$

25.50

$

17.76

43.6

%

Zinc price ($per pound—LME)

$

1.10

$

1.48

(25.7)

%

$

1.22

$

1.65

(26.1)

%

Silver price ($per ounce—COMEX)

$

23.60

$

19.10

23.6

%

$

23.46

$

21.93

7.0

%

(1)Platts Metals Week Dealer Oxide

48

Table of Contents

The table below outlines the average published market metals prices for our metals for the three and nine months ended September 30, 2017 and 2016:

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

2017

 

2016

 

% Change

 

2017

 

2016

 

% Change

 

Copper ($ per pound — LME)

 

$

2.88

 

$

2.17

 

32.7

%

$

2.70

 

$

2.14

 

26.2

%

Copper ($ per pound — COMEX)

 

$

2.89

 

$

2.16

 

33.8

%

$

2.71

 

$

2.13

 

27.2

%

Molybdenum ($ per pound) (1)

 

$

8.05

 

$

6.94

 

16.0

%

$

7.93

 

$

6.92

 

24.5

%

Zinc ($ per pound — LME)

 

$

1.34

 

$

1.02

 

31.4

%

$

1.26

 

$

0.88

 

43.2

%

Silver ($ per ounce — COMEX)

 

$

16.80

 

$

19.59

 

(14.2

)%

$

17.15

 

$

17.10

 

0.3

%


(1)   Platt’s Metals Week Dealer Oxide

The table below provides our metal sales as a percentage of our total net sales for the three and nine months ended September 30, 20172023 and 2016:2022:

 

Three Months Ended

 

Nine Months Ended

 

 

September 30,

 

September 30,

 

 

2017

 

2016

 

2017

 

2016

 

    

Three Months Ended

Nine Months Ended

    

September 30, 

September 30, 

Sales as a percentage of total net sales

    

2023

    

2022

    

2023

    

2022

Copper

 

83.6

%

77.4

%

82.3

%

78.1

%

 

74.8

%  

74.6

%

 

76.4

%  

77.0

%

Molybdenum

 

5.4

%

5.2

%

5.2

%

5.2

%

 

13.7

%  

9.9

%

 

11.8

%  

9.5

%

Silver

 

4.2

%

6.2

%

4.6

%

5.5

%

 

4.2

%  

4.1

%

 

4.2

%  

4.0

%

Zinc

 

3.6

%

4.2

%

4.5

%

4.0

%

 

2.8

%  

4.7

%

 

3.0

%  

3.9

%

Other by-products

 

3.2

%

7.0

%

3.4

%

7.2

%

Other by‑products

 

4.5

%  

6.7

%

 

4.6

%  

5.6

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

 

100.0

%  

100.0

%

 

100.0

%  

100.0

%

The table below provides our copper sales by type of product for the three and nine months ended September 30, 20172023 and 2016 (in million pounds):2022. The difference in value between products is the level of processing. At the market price, concentrates take a discount since they require smelting and refining processes, while refined and rod copper receive premiums due to their purity and presentation.

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

Copper Sales

 

2017

 

2016

 

Variance

 

% Change

 

2017

 

2016

 

Variance

 

% Change

 

Refined (including SX-EW)

 

297.4

 

303.8

 

(6.4

)

(2.1

)%

900.5

 

906.2

 

(5.7

)

(0.6

)%

    

Three Months Ended September 30, 

    

Nine Months Ended September 30, 

    

Copper Sales (million pounds)

    

2023

    

2022

    

Variance

    

% Change

    

2023

    

2022

    

Variance

    

% Change

Refined (including SX‑EW)

289.0

277.3

11.7

4.2

%

824.9

775.3

49.6

6.4

%

Rod

 

87.2

 

84.7

 

2.5

 

3.0

%

231.0

 

243.4

 

(12.4

)

(5.1

)%

84.7

101.3

(16.6)

(16.4)

%

258.8

329.0

(70.2)

(21.3)

%

Concentrates and other

 

103.6

 

116.7

 

(13.1

)

(11.2

)%

337.3

 

310.4

 

26.9

 

8.7

%

121.7

140.0

(18.3)

(13.1)

%

398.8

303.4

95.4

31.4

%

Total

 

488.2

 

505.2

 

(17.0

)

(3.4

)%

1,468.8

 

1,460.0

 

8.8

 

0.6

%

495.4

518.6

(23.2)

(4.5)

%

1,482.5

1,407.7

74.8

5.3

%

The table below provides our copper sales volume by type of product as a percentage of our total copper sales volume for the three and nine months ended September 30, 20172023 and 2016:2022:

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

Copper Sales by product type

 

2017

 

2016

 

2017

 

2016

 

Refined (including SX-EW)

 

60.9

%

60.1

%

61.3

%

62.1

%

Rod

 

17.9

%

16.8

%

15.7

%

16.7

%

Concentrates and other

 

21.2

%

23.1

%

23.0

%

21.2

%

Total

 

100.0

%

100.0

%

100.0

%

100.0

%

Three months ended September 30, 

Nine months ended September 30, 

Copper Sales by product type

    

2023

    

2022

    

2023

    

2022

    

Refined (including SX‑EW)

 

58.3

%  

53.5

%  

 

55.6

%  

55.1

%  

Rod

 

17.1

%  

19.5

%  

 

17.5

%  

23.4

%  

Concentrates and other

 

24.6

%  

27.0

%  

 

26.9

%  

21.5

%  

Total

 

100.0

%  

100.0

%  

 

100.0

%  

100.0

%  

OPERATING COSTS AND EXPENSES

The table below summarizes the production cost structure by major components as a percentage of total production cost:

 

 

Three months ended
September 30,

 

Nine months ended
September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

Power

 

14.6

%

19.0

%

17.1

%

18.3

%

Labor

 

14.0

%

11.4

%

13.7

%

11.3

%

Fuel

 

14.7

%

12.7

%

14.0

%

13.4

%

Maintenance

 

19.4

%

20.4

%

19.0

%

19.5

%

Operating material

 

19.9

%

18.5

%

19.3

%

19.3

%

Other

 

17.4

%

18.0

%

16.9

%

18.2

%

Total Production Cost

 

100.0

%

100.0

%

100.0

%

100.0

%

    

Three months ended September 30, 

    

Nine months ended September 30, 

2023

    

2022

2023

    

2022

Power

 

12.4

%  

17.1

%

 

13.6

%  

17.3

%

Labor

 

11.8

%  

10.5

%

 

11.5

%  

10.9

%

Fuel

 

16.0

%  

17.2

%

 

15.5

%  

17.0

%

Maintenance

 

22.0

%  

19.9

%

 

21.5

%  

19.3

%

Operating material

 

18.9

%  

20.0

%

 

19.8

%  

19.9

%

Other

 

18.9

%  

15.3

%

 

18.1

%  

15.6

%

Total

 

100.0

%  

100.0

%

 

100.0

%  

100.0

%

49

Table of Contents

Third quarter: Operating costs and expenses were $983.9$1,436.4 million in the third quarter of 20172023 compared to $1,038.3$1,369.7 million in the third quartersame period of 2016.2022. The decreaseincrease of $54.4$66.7 million was primarily due to:

Operating cost and expenses for the third quarter 2016

 

$

1,038.3

 

Less:

 

 

 

·       Lower cost of sales (exclusive of depreciation, amortization and depletion) mainly due to higher capitalized ore stockpiles on leach pads, lower inventory consumption and lower power costs, partially offset by higher fuel and labor costs.

 

(49.9

)

·       Lower depreciation, amortization and depletion expense.

 

(5.2

)

·       Lower exploration expense.

 

(1.6

)

Plus:

 

 

 

·       Higher selling, general and administrative expenses.

 

2.3

 

Operating cost and expenses for the third quarter 2017

 

$

983.9

 

Operating cost and expenses for the third quarter of 2022

    

$

1,369.7

Plus:

Increase in other cost of sales (exclusive of depreciation, amortization and depletion) mainly attributable to an increase in repairing materials (+$28.3), workers participation (+27.3$), operating contractors (+$20.3), sales expenses (+$20.3) labor costs (+$16.2), operating materials (+$6.1); this was slightly offset by a decrease in energy costs (-$38.0), inventory variance (-$21.8), leacheable material (-$14.5) and other net (-$13.0).

31.2

Increase in depreciation, amortization and depletion expense.

 

20.5

Increase in the volume and cost of metals purchased from third parties.

 

6.6

Increase in exploration expense.

    

 

5.9

Increase in selling, general and administrative expenses.

2.5

Operating cost and expenses for the third quarter of 2023

$

1,436.4

Nine months: Operating costs and expenses were $3,001.3$4,276.6 million in the nine months of 20172023 compared to $2,887.1$4,161.9 million in the same period of 2016.2022. The increase of $114.2$114.7 million was primarily due to:

Operating cost and expenses for the nine months 2016

 

$

2,887.1

 

Plus:

 

 

 

·       Higher cost of sales (exclusive of depreciation, amortization and depletion) mainly due to higher inventory consumption, foreign currency transaction effect, higher workers’ participation expense and higher fuel costs, partially offset by lower cost of metals purchased from third parties, and higher capitalized ore stockpiles on leach pads.

 

120.3

 

·       Higher depreciation, amortization and depletion mainly as a result of our expansion and maintenance capital investments.

 

19.5

 

Less:

 

 

 

·       Partial recovery of the Sonora River remediation costs due to the completion of remediation activities.

 

(10.2

)

·       Lower selling, general and administrative expenses.

 

(3.9

)

·       Lower exploration expense.

 

(11.5

)

Operating cost and expenses for the nine months 2017

 

$

3,001.3

 

Operating cost and expenses for the nine months of 2022

    

$

4,161.9

Plus:

Increase in other costs of sales (excluding depreciation, amortization and depletion) primarily attributable to an increase in fuel expenses (+$16.3), labor costs (+$43.7), maintenance and operating materials (+$126.7), operating contractors (+$50.3 ), freight and insurance (+$18.3), water consumption (+$11.5) and other production costs (+$67.7), inventory variance (+$75.1) and higher sales costs (+ $38.2). This was partially offset by lower energy costs (-$71.7), worker participation (-$106.0), exchange rate difference (-$47.4) and other net (-$31.2).

191.5

Increase in depreciation, amortization and depletion expense, mainly in our peruvian operations

27.8

Increase in exploration expense.

8.9

Increase in selling, general and administrative expenses.

    

 

2.7

Less:

 

Decrease in the volume and cost of metals purchased from third parties.

 

(116.2)

Operating cost and expenses for the nine months of 2023

$

4,276.6

NON-OPERATING INCOME (EXPENSE)(EXPENSES)

Non-operating income and expense were(expense) represented a net expense of $76.0$51.8 million and $229.8$155.6 million in the three and nine months ended on September 30, 2023 compared to a net expense of $37.7 million and $186.1 million in the three and nine months ended September 30, 2017, respectively, compared to a net expense of $61.72022.

Third quarter: The $(14.1) million and $199.2 millionincrease in the comparable periods of 2016.

Third quarter: The higher expense of $14.3 millionlevel was primarily due to:

$(29.8) million decrease in other income, net
$2.7 million decrease in interest expense, net of capitalized interest and
$13.0 million increase in interest income.

·                  $ 15.8

Nine months: The $30.5 million of lower miscellaneous income, net, partially offset by

·                  $ 1.3 million of lower interestdecrease in the expense and

·                  $ 0.2 million of higher capitalized interest.

Nine months: The higher expense of $30.6 millionlevel was primarily due to:

$48.6 million increase in interest income,
$11.4 million decrease in interest expense, net of capitalized interest and
$(29.5) million decrease in other income, net.

·                  $ 13.1 million

50

Table of higher interest expense mainly dueContents

INCOME TAXES

    

Nine Months Ended

    

September 30, 

2023

    

2022

Provision for income taxes ($in millions)

$

1,170.2

$

1,137.0

Effective income tax rate

 

36.9

%  

 

39.5

%

In addition to an adjustment in capitalized interest computation,

·                  $ 13.3 million of lower miscellaneous income, net; and,

·                  $ 2.0 million of lower interest income.

INCOME TAXES

 

 

Nine months ended
September 30,

 

 

 

2017

 

2016

 

Provision for income taxes (in millions)

 

$

556.6

 

$

305.4

 

Effective income tax rate

 

35.7

%

34.1

%

These provisions includethe income taxes forof Peru, Mexico and the United States. In addition, a Mexican royalty tax, a portion ofStates, the Peruvian royalty taxprovision for income taxes also includes the mining royalties from Peru and Mexico and the Peruvian special mining tax are included in the income tax provision. The increase in thetax.

effective tax rate for the 2017 period from the same period of 2016 is primarily due to an increase in expected dividends from our Mexican subsidiaries. For further information, please see Note 4 “Income taxes”.

SEGMENT RESULT ANALYSIS

We have three segments: the Peruvian operations, the Mexican open-pit operations and the Mexican underground mining operations.

The table below presents information regarding the volume of our copper sales by segment for the three and nine months ended September 30, 20172023 and 2016:2022:

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

Copper Sales (million pounds):

 

2017

 

2016

 

Variance

 

% Change

 

2017

 

2016

 

Variance

 

% Change

 

    

Three Months Ended September 30, 

    

Nine Months Ended September 30, 

    

Copper Sales (million pounds)

    

2023

    

2022

    

Variance

    

% Change

    

2023

    

2022

    

Variance

    

% Change

Peruvian operations

 

176.5

 

174.5

 

2.0

 

1.1

%

527.9

 

522.9

 

5.0

 

1.0

%

197.5

 

192.0

5.5

 

2.9

%

580.3

 

580.5

(0.2)

 

(0.1)

%

Mexican open-pit

 

311.7

 

330.7

 

(19.0

)

(5.7

)%

941.0

 

937.1

 

3.9

 

0.4

%

Mexican open‑pit

298.0

 

308.4

(10.4)

 

(3.4)

%

901.0

 

868.3

32.7

 

3.8

%

Mexican IMMSA unit

 

3.8

 

5.0

 

(1.2

)

(24.6

)%

12.3

 

15.1

 

(2.8

)

(18.5

)%

7.5

 

5.7

1.8

 

33.2

%

18.7

 

18.3

0.4

 

1.9

%

Other and intersegment elimination

 

(3.8

)

(5.0

)

1.2

 

24.6

%

(12.3

)

(15.1

)

2.8

 

18.5

%

(7.6)

 

12.5

(20.1)

 

(161.3)

%

(17.5)

 

(59.4)

41.9

 

(70.5)

%

Total

 

488.2

 

505.2

 

(17.0

)

(3.4

)%

1,468.9

 

1,460.0

 

8.9

 

0.6

%

Total copper sales

495.4

 

518.6

(23.2)

 

(4.5)

%

1,482.5

 

1,407.7

74.8

 

5.3

%

The table below presents information regarding the volume of sales by segment of our significant by-products for the three and nine months ended September 30, 20172023 and 2016:2022:

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

By-product Sales (in million pounds,
except silver — in million ounces)

 

2017

 

2016

 

Variance

 

%
Change

 

2017

 

2016

 

Variance

 

%
Change

 

Peruvian operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Molybdenum contained in concentrates

 

4.4

 

5.7

 

(1.3

)

(22.5

)%

13.8

 

17.2

 

(3.4

)

(19.7

)%

Silver

 

1.1

 

0.6

 

0.5

 

81.7

%

3.0

 

2.2

 

0.8

 

34.1

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mexican open-pit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Molybdenum contained in concentrates

 

7.5

 

6.6

 

0.9

 

14.1

%

21.9

 

19.1

 

2.8

 

14.5

%

Silver

 

2.5

 

2.8

 

(0.3

)

(10.7

)%

7.8

 

8.3

 

(0.5

)

(6.1

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mexican IMMSA unit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Zinc — refined and in concentrate

 

43.1

 

54.0

 

(10.9

)

(20.1

)%

164.3

 

171.6

 

(7.3

)

(4.2

)%

Silver

 

1.0

 

1.4

 

(0.4

)

(25.8

)%

3.4

 

3.5

 

(0.1

)

(3.4

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other and intersegment elimination

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Silver

 

(0.4

)

(0.4

)

 

 

(1.3

)

(1.4

)

0.1

 

4.8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total by-product sales

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Molybdenum contained in concentrates

 

11.9

 

12.3

 

(0.4

)

(2.8

)%

35.7

 

36.3

 

(0.6

)

(1.7

)%

Zinc — refined and in concentrate

 

43.1

 

54.0

 

(10.9

)

(20.1

)%

164.3

 

171.6

 

(7.3

)

(4.2

)%

Silver

 

4.2

 

4.4

 

(0.2

)

(4.3

)%

12.9

 

12.6

 

0.3

 

1.7

%

Three Months Ended September 30, 

Nine Months Ended September 30, 

    

Byproduct Sales (million pounds, except silver—million ounces)

    

2023

    

2022

    

Variance

    

% Change

    

2023

    

2022

    

Variance

    

% Change

Peruvian operations:

Molybdenum contained in concentrate

5.0

5.3

(0.3)

 

(6.2)

%

15.3

18.6

(3.3)

 

(18.0)

%

 

Silver

1.0

1.1

(0.1)

 

(4.0)

%

3.2

3.2

 

%

 

Mexican open‑pit operations:

  

 

  

  

 

  

 

Molybdenum contained in concentrate

10.3

8.3

2.0

 

24.6

%

28.2

24.4

3.8

 

15.6

%

 

Silver

2.6

2.9

(0.3)

 

(10.9)

%

7.6

8.3

(0.7)

 

(7.4)

%

 

IMMSA unit

  

 

  

  

 

  

 

Zinc‑refined and in concentrate

54.9

61.5

(6.6)

 

(10.8)

%

161.5

159.2

2.3

 

1.4

%

 

Silver

1.7

1.6

0.1

 

5.8

%

5.2

4.8

0.4

 

6.6

%

 

Other and intersegment elimination

  

 

  

  

 

  

 

Silver

(0.9)

(0.8)

(0.1)

 

8.3

%

(2.5)

(2.7)

0.2

 

(8.7)

%

 

Total by‑product sales

  

 

  

  

 

  

 

Molybdenum contained in concentrate

15.3

13.6

1.7

 

12.5

%

43.5

43.0

0.5

 

1.1

%

 

Zinc‑refined and in concentrate

54.9

61.5

(6.6)

 

(10.8)

%

161.5

159.2

2.3

 

1.4

%

 

Silver

4.4

4.8

(0.4)

 

(7.2)

%

13.5

13.6

(0.1)

 

(0.4)

%

 

Sales value per segment (in millions)51

Table of Contents

Peruvian Operations:

 

 

Three Months Ended September 30, 2017

 

 

 

Mexican
Open-Pit

 

Mexican
IMMSA Unit

 

Peruvian
Operations

 

Corporate &
Elimination

 

Consolidated

 

Copper

 

$

898.9

 

$

9.2

 

$

502.6

 

$

(9.2

)

$

1,401.5

 

Molybdenum

 

57.3

 

 

33.9

 

 

91.2

 

Zinc

 

 

59.8

 

 

0.2

 

60.0

 

Silver

 

42.3

 

16.5

 

17.7

 

(5.8

)

70.7

 

Other

 

24.8

 

18.0

 

11.5

 

(1.2

)

53.1

 

Total

 

$

1,023.3

 

$

103.5

 

$

565.7

 

$

(16.0

)

$

1,676.5

 

 

 

Three Months Ended September 30, 2016

 

 

 

Mexican
Open-pit

 

Mexican
IMMSA Unit

 

Peruvian
Operations

 

Corporate &
Elimination

 

Consolidated

 

Copper

 

$

700.8

 

$

8.7

 

$

384.0

 

$

(8.7

)

$

1,084.8

 

Molybdenum

 

40.4

 

 

31.8

 

 

72.2

 

Zinc

 

 

58.3

 

 

 

58.3

 

Silver

 

55.9

 

28.0

 

11.1

 

(8.7

)

86.3

 

Other

 

67.9

 

18.9

 

13.9

 

(1.6

)

99.1

 

Total

 

$

865.0

 

$

113.9

 

$

440.8

 

$

(19.0

)

$

1,400.7

 

    

Three Months Ended September 30, 

    

Nine Months Ended September 30, 

2023

    

2022

Variance

% Change

2023

    

2022

Variance

    

% Change

Net sales

$

936.0

$

815.7

$

120.3

14.7

%

$

2,848.6

$

2,821.4

$

27.2

1.0

%

Operating costs and expenses

 

(597.0)

 

(592.1)

 

(4.9)

 

0.8

%

 

(1,743.7)

 

(1,838.7)

 

95.0

(5.2)

%

Operating income

$

339.0

$

223.6

$

115.4

51.6

%

$

1,104.9

$

982.7

$

122.2

12.4

%

 

 

Nine Months Ended September 30, 2017

 

 

 

Mexican
Open-Pit

 

Mexican
IMMSA Unit

 

Peruvian
Operations

 

Corporate &
Elimination

 

Consolidated

 

Copper

 

$

2,515.5

 

$

28.1

 

$

1,428.0

 

$

(28.2

)

$

3,943.4

 

Molybdenum

 

153.9

 

 

97.2

 

 

251.1

 

Zinc

 

 

215.5

 

 

0.2

 

215.7

 

Silver

 

132.7

 

56.4

 

51.6

 

(20.7

)

220.0

 

Other

 

73.2

 

59.1

 

33.1

 

(5.4

)

160.0

 

Total

 

$

2,875.3

 

$

359.1

 

$

1,609.9

 

$

(54.1

)

$

4,790.2

 

 

 

Nine Months Ended September 30, 2016

 

 

 

Mexican
Open-pit

 

Mexican
IMMSA Unit

 

Peruvian
Operations

 

Corporate &
Elimination

 

Consolidated

 

Copper

 

$

1,971.5

 

$

24.1

 

$

1,139.2

 

$

(24.1

)

$

3,110.7

 

Molybdenum

 

112.7

 

 

96.0

 

 

208.7

 

Zinc

 

 

161.1

 

 

 

161.1

 

Silver

 

142.9

 

60.5

 

36.7

 

(23.1

)

217.0

 

Other

 

195.4

 

55.3

 

38.9

 

(6.3

)

283.3

 

Total

 

$

2,422.5

 

$

301.0

 

$

1,310.8

 

$

(53.5

)

$

3,980.8

 

The geographic breakdown of the Company’s sales is as follows (in millions):

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

The Americas:

 

 

 

 

 

 

 

 

 

Mexico

 

$

397.0

 

$

384.5

 

$

1,128.9

 

$

1,080.7

 

United States

 

329.9

 

277.8

 

844.8

 

778.1

 

Peru

 

94.5

 

71.2

 

265.2

 

210.7

 

Brazil

 

58.5

 

50.6

 

171.8

 

136.0

 

Chile

 

26.5

 

24.6

 

77.8

 

71.9

 

Other American countries

 

26.7

 

17.3

 

65.8

 

56.6

 

Europe:

 

 

 

 

 

 

 

 

 

Switzerland

 

121.9

 

39.8

 

379.6

 

285.9

 

Italy

 

73.9

 

100.0

 

240.0

 

238.9

 

Other European countries

 

93.5

 

88.5

 

336.1

 

210.6

 

Asia:

 

 

 

 

 

 

 

 

 

Singapore

 

287.5

 

167.5

 

807.6

 

403.2

 

Japan

 

134.3

 

111.7

 

351.0

 

340.4

 

Other Asian countries

 

32.3

 

67.2

 

121.6

 

167.8

 

Total

 

$

1,676.5

 

$

1,400.7

 

$

4,790.2

 

$

3,980.8

 

Peruvian Operations:

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

(in millions)

 

2017

 

2016

 

Variance

 

% Change

 

2017

 

2016

 

Variance

 

% Change

 

Net sales

 

$

565.7

 

$

440.8

 

$

124.9

 

28.3

%

$

1,609.9

 

$

1,310.8

 

$

299.2

 

22.8

%

Operating costs and expenses

 

(419.5

)

(406.9

)

(12.6

)

3.1

%

(1,192.9

)

(1,158.6

)

(34.3

)

3.0

%

Operating income

 

$

146.2

 

$

33.9

 

$

112.3

 

331.3

%

$

417.0

 

$

152.2

 

$

264.8

 

174.0

%

Third quarter:Net sales in the third quarter of 20172023 saw an increase of $120.3 million compared with the same period in 2022, primarily driven by higher prices for copper (+8.0% LME), molybdenum (+47.4%) and silver (+23.6%). Sales volumes of copper (+2.9%) were $565.7also up this quarter. This positive performance, however, was somewhat tempered by a decline in the sales volumes of silver (-4.0%) and molybdenum (-6.2%).

Operating costs and expenses in the third quarter of 2023 increased by $4.9 million to $597.0 million compared to $440.8$592.1 million in the same period of 2022. This was primarily due to:

Operating cost and expenses for the third quarter of 2022

$

592.1

Plus:

Increase in the volume and cost of metals purchased from third parties.

39.7

Increase in depreciation, amortization and depletion expense.

18.5

Increase in exploration expenses.

4.8

Increase in selling, general and administrative expenses.

1.9

Less:

Decrease in other cost of sales (exclusive of depreciation, amortization and depletion), which was mainly attributable to inventory variance (-$78.2) and fuel costs (-$17.1); this was slightly offset by higher costs of reparing materials (+$20.1), workers participation (+$12.0) and other net (+$3.2).

(60.0)

Operating cost and expenses for the third quarter of 2023

$

597.0

Net sales in the nine months of 2023 registered a $27.2 million increase in comparison to the corresponding period in 2022. This growth was primarily driven by an upturn in molybdenum (+43.6%) and silver (+7.0%) prices, coupled with slightly higher sales volumes for silver. However, these positive factors were partially offset by the decline in copper prices (-5.3% LME) and reductions in the sales volumes of copper (-0.1%) and molybdenum (-18.0%).

Operating costs and expenses in the nine months of 2023 decreased by $95.0 million to $1,743.7 million compared to $1,838.7 million in the same period of 2022. This was primarily due to:

Operating cost and expenses for the nine months of 2022

    

$

1,838.7

Less:

 

Decrease in the volume and cost of metals purchased from third parties.

 

(217.0)

Plus:

 

Increase in other cost of sales (exclusive of depreciation, amortization and depletion) which was primarily due to increases in repair materials (+$68.3), operating contractors (+$18.9), selling expenses (+$15.5), worker participation (+$14.8), operating materials (+$12.5), energy costs (+$12.4), labor costs (+$12.0) and other net (+$2.5); this was partially offset by a exchange rate effect (-$34.4) and lower fuel costs (-$23.7).

98.8

Increase in depreciation, amortization and depletion expense.

 

15.2

Increase in exploration expenses.

 

6.1

Increase in selling, general and administrative expenses.

 

1.9

Operating cost and expenses for the nine months of 2023

$

1,743.7

52

Table of Contents

Mexican Open-pit Operations:

Three Months Ended September 30, 

Nine Months Ended September 30, 

2023

    

2022

Variance

% Change

    

2023

    

2022

Variance

% Change

Net sales

$

1,462.2

$

1,201.5

$

260.7

21.7

%

$

4,400.3

$

4,184.7

$

215.6

5.2

%

Operating costs and expenses

 

(709.3)

 

(818.6)

 

109.3

 

(13.4)

%

 

(2,126.3)

 

(2,255.7)

 

129.4

 

(5.7)

%

Operating income

$

752.9

$

382.9

$

370.0

96.6

%

$

2,274.0

$

1,929.0

$

345.0

17.9

%

Net sales in the third quarter of 2023 totaled $1,462.2 million, reflecting a notable increase of $260.7 million compared to the same quarter in 2022 when the figure stood at $1,201.5 million. The growth in net sales was primarily attributed to the rise in copper (+8.0% LME), molybdenum (+47.4%) and silver (+23.6%) prices. Additionally, there was an uptick in sales volumes of molybdenum (+24.6%). Nevertheless, this positive performance was partially offset by reduced sales volumes of copper (-3.4%) and silver (-10.9%).

Operating costs and expenses in the third quarter of 2023 decreased by $109.3 million to $709.3 million versus $818.6 million in the same period of 2022, primarily due to:

Operating cost and expenses for the third quarter of 2022

    

$

818.6

Less:

 

  

Decrease in other costs of sales (exclusive of depreciation, amortization and depletion) primarily attributable to a reduction in the fuel and gas costs (-$48.5), leachable material (-$12.4), operating materials (-$2.7) and other net (-$31.2).

 

(94.8)

Decrease in the cost of metals purchased from third parties.

(16.5)

Plus:

Increase in exploration expenses.

1.3

Increase in depreciation, amortization and depletion expense.

0.4

Increase in selling, general and administrative expenses.

 

0.3

Operating cost and expenses for the third quarter of 2023

$

709.3

Net sales in the nine months of 2023 experienced a $215.6 million increase, reaching $4,400.3 million compared to $4,184.7 million in the same period of 2022. This upturn in net sales was primarily propelled by an increase in sales volumes of copper (+3.8%) and molybdenum (+15.6%) and by, an uptick in prices for in molybdenum (+43.6%) and silver (+7.0%). These positive results, however, were partially offset by a decrease in sales volumes of silver (-7.4%) and a decline in copper prices (-5.3% LME).

Operating costs and expenses in the nine months of 2023 decreased by $129.4 million to $2,126.3 million compared to $2,255.7 million in the same period of 2022. This was primarily due to:

Operating cost and expenses for the nine months of 2022

    

$

2,255.7

Less:

 

  

Decrease in other cost of sales (exclusive of depreciation, amortization and depletion) primarily attributable to a decrease in worker participation (-$103.5), energy and gas costs (-$88.5) and exchange rate effects (-$32.0). This was partially offset by inventory variance (+$51.7), fuel costs (+$37.9), selling expenses (+$20.3) and other net (+$4.5).

 

(109.6)

Decrease in the cost of metals purchased from third parties.

(23.8)

Decrease in depreciation, amortization and depletion expense.

(1.1)

Plus:

Increase in exploration expenses.

2.9

Increase in selling, general and administrative expenses.

 

2.2

Operating cost and expenses for the nine months of 2023

$

2,126.3

53

Table of Contents

Mexican Underground Operations (IMMSA):

Three Months Ended September 30, 

 

Nine Months Ended September 30, 

2023

    

2022

Variance

% Change

    

    

2023

    

2022

Variance

% Change

    

Net sales

$

153.6

$

159.2

$

(5.6)

(3.5)

%

$

474.3

$

503.0

$

(28.7)

(5.7)

%

Operating costs and expenses

 

(154.8)

 

(160.6)

 

5.8

 

(3.6)

%

 

(477.0)

 

(438.4)

 

(38.6)

 

8.8

%

Operating income

$

(1.2)

$

(1.4)

$

0.2

(14.3)

%

$

(2.7)

$

64.6

$

(67.3)

(104.2)

%

Net sales in the third quarter of 2023 registered a $5.6 million decrease, amounting to $153.6 million, compared to $159.2 million in the third quarter of 2016. The increase2022. This decline was primarily attributable to a significant drop in netzinc prices (-25.7%). Additionally, a reduction in sales was mainly the resultvolumes of higher copper and molybdenum prices and higher silver (+81.7%zinc (-10.8%) and copper (+1.1%) sales volumes,. However, these negative effects were partially offset by lower molybdenuman increase in copper (+8.0% LME) and silver (+23.6%) prices and by, higher sales volume.volumes for copper (+33.2%) and silver (+5.8%).

Operating costs and expenses in the third quarter of 2017 increased2023 decreased by $12.6$5.8 million to $419.5and reached $154.8 million, from $406.9 million in the third quarter of 2016, primarily due to:

Operating cost and expenses for the third quarter 2016

 

$

406.9

 

Plus:

 

 

 

·       Higher cost of sales (exclusive of depreciation, amortization and depletion) mainly due to higher cost of metals purchased from third parties, higher inventory consumption, higher fuel costs and higher workers’ participation expense; partially offset by lower energy and operating contractors costs.

 

8.8

 

·       Higher exploration expense.

 

2.8

 

· Higher depreciation, amortization and depletion expense.

 

1.1

 

Less:

 

 

 

·       Lower selling, general and administrative expense.

 

(0.1

)

Operating cost and expenses for the third quarter 2017

 

$

419.5

 

Nine months: Net sales in the nine months of 2017 were $1,609.9 million compared to $1,310.8 million in the comparable period of 2016. The increase in net sales was mainly the result higher metal prices and higher silver sales volume (+34.1%), partially offset by lower molybdenum sales volume.

Operating costs and expenses in the nine months of 2017 increased by $34.3 million to $1,192.9 million from $1,158.6versus $160.6 million in the same period of 2016,2022. This was primarily due to:

Operating cost and expenses for the nine months 2016

 

$

1,158.6

 

Plus:

 

 

 

·       Higher cost of sales (exclusive of depreciation, amortization and depletion) mainly due to higher cost of metals purchased from third parties, higher fuel costs and higher workers’ participation expense; partially offset by lower energy and operating contractors costs, and lower inventory consumption.

 

51.8

 

Less:

 

 

 

·       Lower depreciation, amortization and depletion expense.

 

(14.8

)

·       Lower exploration expenses.

 

(0.5

)

·       Lower selling, general and administrative expenses.

 

(2.2

)

Operating cost and expenses for the nine months 2017

 

$

1,192.9

 

Operating cost and expenses for the third quarter of 2022

    

$

160.6

Less:

 

Decrease in other cost of sales (exclusive of depreciation, amortization and depletion) mainly due to inventory variance (-$22.1) and exchange rate effects (-$3.1). This was partially offset by higher labor costs (+$5.9), energy expenses (+$2.3), worker participation (+$1.9), operating contractors (+$1.9), and other net (+ $5.1).

(8.1)

Decrease in selling, general and administrative expenses.

(0.1)

Plus:

Increase in depreciation, amortization and depletion expense.

1.7

Increase in exploration expenses.

0.4

Increase in cost of metals purchased from third parties.

 

0.3

Operating cost and expenses for the third quarter of 2023

$

154.8

Mexican Open-pit Operations:

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

(in millions)

 

2017

 

2016

 

Variance

 

% Change

 

2017

 

2016

 

Variance

 

% Change

 

Net sales

 

$

1,023.3

 

$

865.0

 

$

158.3

 

18.3

%

$

2,875.3

 

$

2,422.5

 

$

452.8

 

18.7

%

Operating costs and expenses

 

(486.7

)

(570.9

)

84.2

 

(14.7

)%

(1,553.8

)

(1,598.8

)

45.0

 

(2.8

)%

Operating income

 

$

536.6

 

$

294.1

 

$

242.5

 

82.5

%

$

1,321.5

 

$

823.7

 

$

497.8

 

60.4

%

Third quarter:Net sales in the third quarter of 2017 were $1,023.3 million, compared to $865.0 million in the third quarter of 2016. The increase of $158.3 million was principally due to higher copper and molybdenum prices and higher molybdenum sales volume (+14.1%), partially offset by lower silver and copper sales volumes.

Operating costs and expenses in the third quarter of 2017 decreased by $84.2 million to $486.7 million from $570.9 million in the same 2016 period, primarily due to:

Operating cost and expenses for the third quarter 2016

 

$

570.9

 

Less:

 

 

 

·       Lower cost of sales (exclusive of depreciation, amortization and depletion) mainly due to lower cost of metals purchased from third parties and higher capitalized ore stockpiles on leach pads; partially offset by higher fuel costs and higher workers participation expense.

 

(89.0

)

·       Lower exploration expense.

 

(1.8

)

Plus:

 

 

 

·       Higher selling, general and administrative expenses.

 

4.0

 

·       Higher depreciation, amortization and depletion expense.

 

2.6

 

Operating cost and expenses for the third quarter 2017

 

$

486.7

 

Nine months: Net sales in the nine months of 2017 were $2,875.32023 experienced a decrease of $28.7 million, amounting to $474.3 million, compared to $2,422.5$503.0 million in the same period of 2016.2022. The increase of $452.8 millionaforementioned decline was principally due toprimarily driven by the significant drops in zinc (-26.1%) and copper prices (-5.3% LME). This negative effect was partially offset by higher metal prices and higher copper and molybdenum sales volumes slightly offsetof zinc (+1.4%), copper (+1.9%) and silver (+6.6%) and by loweran uptick in silver sales volume.prices (+7.0%).

Operating costs and expenses in the nine months of 2017 decreased2023 increased by $45.0$38.6 million to $1,553.8$477.0 million from $1,598.8compared to $438.4 million in the comparable 2016same period of 2022. This was primarily due to:

Operating cost and expenses for the nine months 2016

 

$

1,598.8

 

Less:

 

 

 

·       Lower cost of sales (exclusive of depreciation, amortization and depletion) mainly due to lower cost of metals purchased from third parties, higher capitalized ore stockpiles on leach pads and lower sales expenses; partially offset by foreign currency transaction effect and inventory consumption.

 

(58.8

)

·       Partial recovery of the Sonora River remediation costs due to the completion of remediation activities.

 

(10.2

)

·       Lower selling, general and administrative expenses.

 

(1.1

)

·       Lower exploration expenses.

 

(3.6

)

Plus:

 

 

 

·       Higher depreciation, amortization and depletion expense.

 

28.7

 

Operating cost and expenses for the nine months 2017

 

$

1,553.8

 

Operating cost and expenses for the nine months of 2022

    

$

438.4

Plus:

 

Increase in other cost of sales (exclusive of depreciation, amortization and depletion) primarily due to inventory variance (+$33.8), labor costs (+$14.5), operating contractors (+$13.3), exchange rate effects (+$6.2) and other net (+$7.8).

75.6

Increase in depreciation, amortization and depletion expense.

10.8

Increase in exploration expenses.

1.9

Increase in selling, general and administrative expenses.

0.4

Less:

Decrease in cost of metals purchased from third parties.

 

(50.1)

Operating cost and expenses for the nine months of 2023

$

477.0

54

Mexican Underground Operations (IMMSA):

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

($ in millions)

 

2017

 

2016

 

Variance

 

% Change

 

2017

 

2016

 

Variance

 

% Change

 

Net sales

 

$

103.5

 

$

113.9

 

$

(10.4

)

(9.1

)%

$

359.1

 

$

301.0

 

$

58.1

 

19.3

%

Operating costs and expenses

 

(90.3

)

(93.4

)

3.1

 

(3.3

)%

(296.4

)

(265.5

)

(30.9

)

11.6

%

Operating income

 

$

13.2

 

$

20.5

 

$

(7.3

)

(35.6

)%

$

62.7

 

$

35.5

 

$

27.2

 

76.6

%

Third quarter: Net sales in the third quarterTable of 2017 were $103.5 million, compared to $113.9 million in the third quarter of 2016. This decrease of $10.4 million was primarily due to lower zinc (-20.1%) and silver (-25.8%) sales volumes, partially offset by a higher zinc price.Contents

Operating costs and expenses in the third quarter of 2017 decreased by $3.1 million to $90.3 million from $93.4 million in the third quarter of 2016, primarily due to:

Operating cost and expenses for the third quarter 2016

 

$

93.4

 

Less:

 

 

 

·       Lower depreciation, amortization and depletion expense.

 

(2.7

)

·       Lower selling, general and administrative expenses.

 

(0.6

)

Plus:

 

 

 

·       Higher exploration expense.

 

0.2

 

Operating cost and expenses for the third quarter 2017

 

$

90.3

 

Nine months: Net sales in the nine months of 2017 were $359.1 million, compared to $301.0 million in the comparable period of 2016. This increase of $58.1 million was primarily due to higher metal prices, partially offset by lower silver and zinc sales volume.

Operating costs and expenses in the nine months of 2017 increased by $30.9 million to $296.4 million from $265.5 million in the comparable period of 2016, primarily due to:

Operating cost and expenses for the nine months 2016

 

$

265.5

 

Plus:

 

 

 

·       Higher cost of sales (exclusive of depreciation, amortization and depletion) mainly due to higher cost of metals purchased from third parties and higher power costs; partially offset by inventory consumption and foreign currency effect.

 

32.4

 

·       Higher selling, general and administrative expenses.

 

0.3

 

Less:

 

 

 

·       Lower exploration expenses.

 

(1.2

)

·       Lower depreciation, amortization and depletion expense.

 

(0.6

)

Operating cost and expenses for the nine months 2017

 

$

296.4

 

Intersegment Eliminations and Adjustments:

The net sales, operating costs and expenses and operating income discussed above will not be directly equal to amounts in our condensed consolidated statement of earnings because the adjustments of intersegment operating revenues and expenses must be taken into account. Please see Note 1014 “Segment and Related Information” of the condensed consolidated financial statements.

LIQUIDITY AND CAPITAL RESOURCES

Cash flow:

The following table shows the cash flow for the nine months of 20172023 and 20162022 (in millions):

 

2017

 

2016

 

Variance

 

    

2023

    

2022

    

Variance

Net cash provided by operating activities

 

$

1,280.0

 

$

635.9

 

$

644.1

 

$

3,032.1

$

1,720.6

$

1,311.5

Net cash used in investing activities

 

$

(688.6

)

$

(224.0

)

$

(464.6

)

$

(791.4)

$

(171.0)

$

(620.4)

Net cash used in financing activities

 

$

(262.7

)

$

(172.0

)

$

(90.7

)

$

(2,325.7)

$

(2,323.3)

$

(2.4)

Net cash provided by operating activities:

The change in net cash from operating activities for the nine months of 20172023 and 20162022 include, (in millions):in millions, the following significant items:

 

2017

 

2016

 

Variance

 

% Change

 

    

2023

    

2022

    

Variance

    

% Change

Net income

 

$

1,018.6

 

$

606.5

 

412.1

 

67.9

%

$

1,987.5

$

1,742.9

$

244.6

14.0

%

Depreciation, amortization and depletion

 

493.8

 

474.3

 

19.5

 

4.1

%

 

625.4

 

597.6

 

27.8

 

4.7

%

Benefit for deferred income taxes

 

(61.7

)

(130.9

)

69.2

 

52.9

%

Loss (income) on foreign currency transaction effect

 

50.8

 

(6.5

)

57.3

 

881.5

%

(Benefit) provision for deferred income taxes

 

(43.3)

 

84.5

 

(127.8)

 

(151.2)

%

Loss on foreign currency transaction effect

 

3.7

 

52.0

 

(48.3)

 

(92.9)

%

Other adjustments to net income

 

2.9

 

13.9

 

(11.0

)

(79.1

)%

 

32.4

 

25.2

 

7.2

 

28.6

%

Change in operating assets and liabilities

 

(224.4

)

(321.4

)

97.0

 

30.2

%

Operating assets and liabilities

 

426.4

 

(781.6)

 

1,208.0

 

(154.6)

%

Net cash provided by operating activities

 

$

1,280.0

 

$

635.9

 

$

644.1

 

101.3

%

$

3,032.1

$

1,720.6

$

1,311.5

76.2

%

Significant items added to (deducted from) net income to arrive at operating cash flow include depreciation, amortization and depletion, deferred tax amounts and changes in operating assets and liabilities.

Nine months ended September 30, 2017:2023: Net income was $1,018.6$1,987.5 million, which represented approximately 79.6%65.5% of the net operating cash flow. A net increase inThe cash flow from operating assets and liabilities decreased operating cash flowincreased by $224.4$426.4 million and included:

·                  $(238.3) million increase in accounts receivable.

·                  $(120.5) million of net increase in inventory, which included $(133.6) million of higher non-current leaching inventory, $(22.4) million of higher supplies inventories for our operations and $(48.4) million of higher metals in process, partially offset by $83.9 million of lower finished goods inventory.

·                  $(9.5) million decrease in accounts payable and accrued liabilities, which included $(66.8) million of lower accrued income taxes, partially offset by higher accrued interest of $47.5 million and $9.8 million of higher other liabilities.

·                  $143.9 million decrease in other operating assets and liabilities, which included principally $126.8 million of lower prepaid taxes, mainly due to the use of tax credits from previous years.following:

$263.1 million decrease in trade accounts receivable at our Peruvian and Mexican operations. These accounts were affected by the accounting adjustment for price variation on sales made and not yet collected.
$13.2 million net decrease in inventory; principally at our Mexican operations.
$53.8 million increase in accounts payable and accrued liabilities at our Peruvian and Mexican operations
$96.3 million decrease in other operating assets and liabilities, net.

Nine months ended September 30, 2016:2022: Net income was $606.5$1,742.9 million, or 95.4%which represented approximately 101.3% of the net operating cash flow. A net varianceOperating cash flow decreased by $781.6 million due to the following variances in operating assets and liabilities reduced operating cash flow by $321.4 million and included:liabilities:

·                  $(115.0) million increase in accounts receivable.

$292.9 million decrease in trade accounts receivable, primarily driven by higher collections at our Peruvian and Mexican operations.
$(768.6) million decrease in accounts payable and accrued liabilities, which was mainly driven by a decrease in accrued income taxes at our Mexican and Peruvian operations.
$(248.0) million increase in other operating assets and liabilities, net, principally due to an increase in other accounts receivables at our Mexican operations mainly to workers.
$(57.9) million net increase in inventory; this was primarily driven by a $36.0 million increase in the work in process inventory, principally at our Mexican operations.

·                  $(149.7) million increase in inventory, which included $(34.3) million55

Table of higher non-current leaching inventory and $(115.4) million of higher inventories and supplies for our operations.Contents

·                  $53.6 million increase in accounts payable and accrued liabilities, which included $(0.5) million of lower accounts payable, $81.8 million higher income tax provision and $(27.7) million of workers’ participation payments.

·                  $(110.3) million increase in other operating assets and liabilities, which mainly includes $(83.5) million of higher prepaid taxes, $(19.7) million of higher current payments in advance and $(7.1) million of other operating assets and liabilities.

Net cash used forin investing activities:

Nine months ended September 30, 2017:2023: Net cash used forin investing activities included $710.4$753.2 million for capital investments. The capital investments included:

$508.9 million of investments at our Mexican operations:
$102.6 million for the IMMSA unit,
$55.1 million for Buenavista Zinc project,
$65.6 million for Bella Union mine,
$47.2 million for the tailing deposits of new concentrator,
$31.4 million for the Pilares project,
$21.7 million for MEXARCO unit,
$185.3 million for various replacement and maintenance expenditures, and

$232.5 million of investments at our Peruvian operations:
$41.8 million for the HPGR optimization at Cuajone,
$12.6 million for the maintenance workshops at Cuajone,
$9.8 million for the Quebrada Honda dam expansion,
$7.2 million for the Quebrada Honda filter plant,
$0.9 million for the relocation of facilities at Toquepala,
$1.2 million for projects at the Ilo facilities,
$150.9 million for various other replacement and maintenance expenditures, and
$8.1 million decrease in capital expenditures incurred but not yet paid.

·                  $248.8 million of investments at our Mexican operations:

·                  $26.2 million forInvestment activities in the new Buenavista concentrator,

·                  $39.0 million for the new tailing disposal deposit at the Buenavista mine,

·                  $20.1 million for the Quebalix IV project,

·                  $10.3 million for the solutions system improvements of Tinajas,

·                  $8.9 million for the tailings discharge line and reclaimed water system at the Bueanvista mine,

·                  $23.3 million at our IMMSA unit, and

·                  $121.0 million for various other replacement expenditures.

·                  $461.6 million of investments at our Peruvian operations:

·                  $193.1 million for the Toquepala concentrator expansion project,

·                  $44.1 million for the Heavy Mineral Management Optimizing Project in Cuajone,

·                  $10.0 million for the Tailing Thickener replacement project in Cuajone,

·                  $23.9 million for the Toquepala mine equipment acquisition,

·                  $28.5 million for the Ilo 3 substation, and

·                  $162.0 million for various other replacement expenditures.

The nine months of 2017 investment activities include $9.62023 included $38.8 million of net proceeds frompurchase of short-term investments.

Nine months ended September 30, 2016:2022: Net cash used in investing activities included $840.5$657.6 million for capital investments. The capital investments that included:

·                  $386.2

$403.9 million of investments at our Mexican operations:
$70.8 million for the Buenavista-Zinc project,
$22.8 million for the Pilares project,
$20.4 million for the MexArco unit,
$121.0 million at our IMMSA unit,
$18.0 million for the Jales Deposits of new concentrator
$158.3 million for various replacement and maintenance capital expenditures, and
$7.4 million increase in capital expenditures incurred but not yet paid.

$248.6 million of investments at our Peruvian operations:
$21.9 million for the Quebrada Honda dam expansion,
$4.8 million for the relocation of facilities at Toquepala,
$5.6 million for projects at the Ilo facilities,
$199.3 million for various other replacement and maintenance capital expenditures, and
$17.0 million decrease in capital expenditures incurred but not yet paid.

·                  $60.1 million for the new Buenavista concentrator

·                  $29.3 million for new projects infrastructure,

·                  $43.6 million for the new tailing disposal deposit at the Buenavista mine,

·                  $75.6 million for the Quebalix IV project,

·                  $29.7 million for the solutions system improvements of Tinajas,

·                  $26.2 million at our IMMSA unit, and

·                  $121.7 million for various other replacement expenditures.

·                  $454.3 million of investments at our Peruvian operations:

·                  $90.2 million for the Toquepala mine equipment acquisition,

·                  $84.6 million for the Toquepala concentrator expansion project,

·                  $32.9 million for the Heavy Mineral Management Optimizing Project in Cuajone,

·                  $12.6 million for the High Pressure Grinding Roll (HPGR) system in Toquepala, and

·                  $234.0 million for various other replacement expenditures.

The nine months ended September 30, 2016 investment activities include $502.7 million of net proceeds from sale of short-term investments and a repayment of $111.2 million received from a related party.

Net cash used for financing activities:

Net cash used for financingInvestment activities in the nine months ended September 30, 2017 was $262.7 million, compared to $172.0 million in the nine months ended September 30, 2016. The nine months of 20172022 included a dividend distribution of $262.8 million, compared to a distribution of $100.6 million in the same period of 2016. There were no repurchases of our common shares in the nine months of 2017, while in the same period of 2016 we repurchased 2.9$486.7 million of our common shares at a costnet proceed of $71.7 million.short-term investments.

Dividends:

On August 23, 2017, we paid a dividend of $0.14 per share totaling $108.2 million. On October 19, 2017, our2023, the Board of Directors authorized a quarterly dividend of $0.25$1.00 per share expected to total $193.3 million, to be paidpayable on November 22, 20172023 to SCC shareholders of record at the close of business on November 8, 2017.2023.

56

Table of Contents

Capital Investment and Exploration Programs:

A discussion of our capital investment programs is an important part of understanding our liquidity and capital resources. We expect to meet the cash requirements for these capital investments from cash on hand, internally generated funds and from additional external financing if required. For information regarding our capital investment programs, please see the discussion under the caption “Capital Investment Programs” under this Item 2.

Contractual Obligations:

There have been no material changes in our contractual obligations in the nine monthsthird quarter of 2017.2023. Please see item 7 in Part II of our 20162022 annual report on Form 10-K.

NON-GAAP INFORMATION RECONCILIATION

Operating cash cost: Following is a reconciliation of “Operating Cash Cost” (see page 34)41) to cost of sales (exclusive of depreciation, amortization and depletion) as reported in our consolidated statement of earnings, in millions of dollars and dollars per pound of copper in the table below.below:

 

 

Three Months Ended

 

Three Months Ended

 

Nine Months Ended

 

Nine Months Ended

 

 

 

September 30, 2017

 

September 30, 2016

 

September 30, 2017

 

September 30, 2016

 

 

 

$ million

 

$ per pound

 

$ million

 

$ per pound

 

$ million

 

$ per pound

 

$ million

 

$ per pound

 

Cost of sales (exclusive of depreciation, amortization and depletion)

 

$

781.5

 

$

1.65

 

$

831.4

 

$

1.74

 

$

2,430.2

 

$

1.75

 

$

2,309.9

 

$

1.60

 

Add:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

25.0

 

0.05

 

22.7

 

0.05

 

68.6

 

0.05

 

72.5

 

0.05

 

Sales premiums, net of treatment and refining charges

 

2.4

 

0.01

 

6.9

 

0.01

 

18.9

 

0.01

 

15.7

 

0.01

 

Less:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Workers’ participation

 

(42.7

)

(0.09

)

(34.1

)

(0.07

)

(128.7

)

(0.09

)

(91.9

)

(0.06

)

Cost of metal purchased from third parties

 

(103.1

)

(0.22

)

(105.4

)

(0.22

)

(238.8

)

(0.17

)

(277.5

)

(0.19

)

Other cost of sales, net

 

(34.2

)

(0.07

)

(37.8

)

(0.08

)

(123.0

)

(0.09

)

(57.9

)

(0.04

)

Inventory change

 

55.6

 

0.12

 

8.5

 

0.02

 

50.0

 

0.03

 

93.7

 

0.06

 

Operating cash cost before by-products revenues

 

$

684.5

 

$

1.45

 

$

692.2

 

$

1.45

 

$

2,077.2

 

$

1.49

 

$

2,064.5

 

$

1.43

 

Add:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By-product revenues (1)

 

(243.5

)

(0.51

)

(249.3

)

(0.52

)

(750.7

)

(0.54

)

(668.0

)

(0.46

)

Net revenue on sale of metal purchased from third parties

 

(13.8

)

(0.04

)

(3.9

)

(0.01

)

(36.7

)

(0.02

)

(37.8

)

(0.03

)

Total by-product revenues

 

(257.3

)

(0.55

)

(253.2

)

(0.53

)

(787.4

)

(0.56

)

(705.8

)

(0.49

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash cost, net of by-product revenues

 

$

427.2

 

0.90

 

$

439.0

 

0.92

 

$

1,289.8

 

0.93

 

$

1,358.7

 

0.94

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total pounds of copper produced (in millions)

 

473.8

 

 

 

476.8

 

 

 

1,393.0

 

 

 

1,440.8

 

 

 

 

Three Months Ended

 

Three Months Ended

 

Nine Months Ended

 

Nine Months Ended

September 30, 2023

September 30, 2022

September 30, 2023

September 30, 2022

    

    

$ per

    

    

$ per

    

    

$ per

    

    

$ per

$ millions

pound

$ millions

pound

$ millions

pound

$ millions

pound

Cost of sales (exclusive of depreciation, amortization and depletion)

$

1,175.7

$

2.46

$

1,137.9

$

2.33

$

3,517.6

$

2.45

$

3,442.3

$

2.48

Add:

 

  

 

 

  

 

 

  

 

 

  

 

Selling, general and administrative

 

32.7

 

0.07

 

30.2

 

0.06

 

94.1

 

0.07

 

91.4

 

0.06

Sales premiums, net of treatment and refining charges

 

(9.0)

 

(0.02)

 

(5.7)

 

(0.01)

 

(17.1)

 

(0.01)

 

(28.0)

 

(0.02)

Less:

 

 

 

 

 

 

 

 

Workers’ participation

 

(59.2)

 

(0.12)

 

(31.8)

 

(0.07)

 

(195.7)

 

(0.14)

 

(208.2)

 

(0.15)

Cost of metals purchased from third parties

 

(42.5)

 

(0.09)

 

(35.9)

 

(0.07)

 

(144.9)

 

(0.10)

 

(261.2)

 

(0.19)

Royalty charge and other, net

 

(15.7)

 

(0.03)

 

(43.9)

 

(0.09)

 

(86.0)

 

(0.07)

 

(269.3)

 

(0.19)

Inventory change

 

(9.0)

 

(0.02)

 

(45.2)

 

(0.09)

 

(47.7)

 

(0.03)

 

27.5

 

0.02

Operating Cash Cost before byproduct revenues

$

1,073.0

$

2.24

$

1,005.6

$

2.06

$

3,120.3

$

2.17

$

2,794.5

$

2.01

Add:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

By‑product revenues(1)

 

(595.6)

(1.25)

 

(489.1)

(1.01)

 

(1,713.8)

(1.19)

 

(1,530.6)

(1.10)

Net revenue on sale of metal purchased from third parties

 

(8.7)

(0.01)

 

(12.0)

(0.02)

 

(38.5)

(0.03)

 

(19.3)

(0.01)

Add:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Total by‑product revenues

 

(604.3)

 

(1.26)

 

(501.1)

 

(1.03)

 

(1,752.3)

 

(1.22)

 

(1,549.9)

 

(1.11)

Operating Cash Cost net of byproduct revenues

$

468.7

$

0.98

$

504.5

$

1.03

$

1,368.0

$

0.95

$

1,244.6

$

0.90

Total pounds of copper produced (in millions)

 

478.3

 

  

 

487.8

 

  

 

1,435.7

 

  

 

1,388.5

 

  


(1)

(1)By-product revenues included in our presentation of operating cash cost contain the following:

57

Table of operating cash cost contain the following:Contents

 

 

Three Months Ended

 

Three Months Ended

 

Nine Months Ended

 

Nine Months Ended

 

 

 

September 30, 2017

 

September 30, 2016

 

September 30, 2017

 

September 30, 2016

 

 

 

$ million

 

$ per pound

 

$ million

 

$ per pound

 

$ million

 

$ per pound

 

$ million

 

$ per pound

 

Molybdenum

 

$

(91.2

)

$

(0.19

)

$

(72.2

)

$

(0.15

)

$

(251.1

)

$

(0.18

)

$

(208.7

)

$

(0.14

)

Silver

 

(64.0

)

(0.14

)

(72.3

)

(0.15

)

(195.8

)

(0.14

)

(178.3

)

(0.12

)

Zinc

 

(38.1

)

(0.08

)

(52.3

)

(0.11

)

(152.6

)

(0.11

)

(131.3

)

(0.09

)

Sulfuric Acid

 

(18.5

)

(0.04

)

(23.5

)

(0.05

)

(52.6

)

(0.04

)

(67.0

)

(0.05

)

Gold and others

 

(31.7

)

(0.06

)

(29.0

)

(0.06

)

(98.6

)

(0.07

)

(82.7

)

(0.06

)

Total

 

$

(243.5

)

$

(0.51

)

$

(249.3

)

$

(0.52

)

$

(750.7

)

$

(0.54

)

$

(668.0

)

$

(0.46

)

 

Three Months Ended

 

Three Months Ended

 

Nine Months Ended

 

Nine Months Ended

September 30, 2023

September 30, 2022

September 30, 2023

September 30, 2022

    

    

$ per

    

    

$ per

    

    

$ per

    

    

$ per

$ millions

pound

$ millions

pound

$ millions

pound

$ millions

pound

Molybdenum

$

(343.1)

$

(0.72)

$

(212.6)

$

(0.44)

$

(899.2)

$

(0.63)

$

(686.6)

$

(0.50)

Silver

 

(89.3)

 

(0.19)

 

(71.0)

 

(0.15)

 

(300.9)

 

(0.21)

 

(265.4)

 

(0.19)

Zinc

 

(52.3)

 

(0.11)

 

(65.8)

 

(0.14)

 

(165.2)

 

(0.12)

 

(187.6)

 

(0.14)

Sulfuric Acid

 

(82.3)

 

(0.17)

 

(108.5)

 

(0.22)

 

(245.0)

 

(0.17)

 

(300.8)

 

(0.22)

Gold and others

 

(28.6)

 

(0.06)

 

(31.2)

 

(0.06)

 

(103.5)

 

(0.06)

 

(90.2)

 

(0.05)

Total

$

(595.6)

$

(1.25)

$

(489.1)

$

(1.01)

$

(1,713.8)

$

(1.19)

$

(1,530.6)

$

(1.10)

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Table of Contents

Item 3. Quantitative and Qualitative Disclosure about Market Risk

Commodity price risk:

For additional information on metal price sensitivity, refer to “Metal Prices” in Part I, Item 2 of this quarterly report on Form 10-Q for the period ended September 30, 2017.2023.

Foreign currency exchange rate risk:

Our functional currency is the U.S. dollar. Portions of our operating costs are denominated in Peruvian soles and Mexican pesos. SinceGiven that our revenues are primarily denominated in U.S. dollars, when inflation or deflation in our Mexican or Peruvian operations is not offset by a change in the exchange rate of the sol or the peso to the dollar, our financial position, results of operations and cash flows could be affected by local cost conversion when expressed in U.S. dollars. In addition, the dollar value of our net monetary assets denominated in soles or pesos can be affected by an exchange rate variancesvariance of the sol or the peso, resulting in a re-measurement gain or loss in our financial statements. Recent inflation and exchange rate variances are provided in the table below for the three and nine month periodsmonths ended September 30, 20172023 and 2016:2022:

    

Three Months Ended

    

    

Nine Months Ended

    

September 30, 

September 30, 

    

2023

    

2022

    

    

2023

    

2022

    

Peru:

 

  

 

  

 

 

  

 

  

 

Peruvian inflation rate

 

0.8

%  

2.1

%

 

3.3

%  

6.7

%

Initial exchange rate

 

3.633

 

3.830

 

 

3.820

 

3.998

 

Closing exchange rate

 

3.797

 

3.984

 

 

3.797

 

3.984

 

Appreciation/(devaluation)

 

(4.5)

%  

(4.0)

%

 

0.6

%  

0.4

%

Mexico:

 

  

 

  

 

 

  

 

  

 

Mexican inflation rate

 

1.5

%  

2.1

%

 

2.9

%  

6.2

%

Initial exchange rate

 

17.072

 

19.985

 

 

19.362

 

20.584

 

Closing exchange rate

 

17.620

 

20.306

 

 

17.620

 

20.306

 

Appreciation/(devaluation)

 

(3.2)

%  

(1.6)

%

 

9.0

%  

1.4

%

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

Peru:

 

 

 

 

 

 

 

 

 

Peruvian inflation rate

 

0.9

%

0.7

%

2.0

%

2.2

%

 

 

 

 

 

 

 

 

 

 

Initial exchange rate

 

3.255

 

3.292

 

3.360

 

3.413

 

Closing exchange rate

 

3.267

 

3.403

 

3.267

 

3.403

 

Appreciation/(devaluation)

 

(0.4

)%

(3.4

)%

2.8

%

0.3

%

 

 

 

 

 

 

 

 

 

 

Mexico:

 

 

 

 

 

 

 

 

 

Mexican inflation rate

 

1.2

%

1.2

%

4.4

%

1.5

%

 

 

 

 

 

 

 

 

 

 

Initial exchange rate

 

17.897

 

18.911

 

20.664

 

17.207

 

Closing exchange rate

 

18.198

 

19.500

 

18.198

 

19.500

 

Appreciation/(devaluation)

 

(1.7

)%

(3.1

)%

11.9

%

(13.3

)%

Change in monetary position:

Assuming an exchange rate variance of 10% at September 30, 20172023, we estimate our net monetary position in Peruvian sol and Mexican peso would increase (decrease) our net earnings as follows:

    

Effect in net

 

earnings

 

($ in millions)

Appreciation of 10% in U.S. dollar vs. Peruvian sol

$

18.3

Devaluation of 10% in U.S. dollar vs. Peruvian sol

$

(22.3)

Appreciation of 10% in U.S. dollar vs. Mexican peso

$

(21.0)

Devaluation of 10% in U.S. dollar vs. Mexican peso

$

25.7

 

 

Effect on net
earnings

 

 

 

($ in millions)

 

Appreciation of 10% in U.S. dollar vs. sol

 

$

4.1

 

Devaluation of 10% in U.S. dollar vs. sol

 

$

(5.0

)

Appreciation of 10% in U.S. dollar vs. Mexican peso

 

$

13.5

 

Devaluation of 10% in U.S. dollar vs. Mexican peso

 

$

(16.5

)

Open sales risk:

Our provisional copper and molybdenum sales contain an embedded derivative that is required to be separate from the host contract for accounting purposes. The host contract is the receivable from the sale of copper and molybdenum concentrates at prevailing market prices at the time of the sale. The embedded derivative, which does not qualify for hedge accounting, is marked to market through earnings each period prior to settlement. See Note 513 to our condensed consolidated financial statements for further information about these provisional sales.

59

Table of Contents

Short-term Investments:

For additional information on our trading securities and available-for-sale investments, refer to “Short-term Investments” in Part I, Item 1 of this quarterly report on Form 10-Q for the period ended September 30, 2017.2023.

Derivative Instruments:

From time to time, we use derivative instruments to manage our cash flows exposure to changes in commodity prices. We do not enter into derivative contracts unless we anticipate that the possibility exists that future activity will expose our future cash flows to deterioration. Derivative contracts for commodities are entered into to manage the price risk associated with forecasted purchases of the commodities that we use in our manufacturing process.

Cash Flow Hedges of Natural Gas

Our objective in using natural gas derivatives is to protect the stability of natural gas costs and manage exposure to natural gas price increases. To protect natural gas costs from estimated price increases in 2021, we acquired two derivative instruments that began in November 2021 and ended in March 2022.

We assessed these derivative instruments as Cash Flow Hedges. As such, the effective portions of said hedges were initially reported in Other Comprehensive Income (OCI) and were reclassified as earnings in the same line item associated with the forecasted transaction and in the same period or periods during which the hedged transaction affected earnings. The Company did not identify any ineffective portions of these derivatives.

As of June 30, 2023, we held no derivative instruments.

Cautionary Statement:

Forward-looking statements in this report and in other Company statements include statements regarding expected commencement dates of mining or metal production operations, projected quantities of future metal production, anticipated production rates, operating efficiencies, costs and expenditures as well as projected demand or supply for the Company’s products. Actual results could differ materially depending upon factors including the risks and uncertainties relating to general U.S. and international economic and political conditions, the cyclical and volatile prices of copper, other commodities and supplies, including fuel and electricity, availability of materials, insurance coverage, equipment, required permits or approvals and financing, the occurrence of unusual weather or operating conditions, lower than expected ore grades, water and geological problems, the failure of equipment or processes to operate in accordance with specifications, failure to obtain financial assurance to meet closure and remediation obligations, labor relations, litigation and environmental risks as well as political and economic risk associated with foreign operations. Results of operations are directly affected by metal prices on commodity exchanges that can be volatile.

60

Table of Contents

Item 4. Controls and Procedures

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

As of September 30, 2017,2023, the Company conducted an evaluation under the supervision and with the participation of the Company’s disclosure committee and the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness and the design and operation of the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)). Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer have concluded that the Company’s disclosure controls and procedures are effective as of September 30, 2017,2023, to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is:

1.Recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and

1.              Recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and

2.Accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

2.              Accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There were no changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended) that occurred during the quarterthree months ended September 30, 20172023 that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.

61

Table of Contents

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of Southern Copper Corporation:

Results of Review of Interim Financial Statements

We have reviewed the accompanying condensed consolidated balance sheet of Southern Copper Corporation and subsidiaries (the “Company”) as of September 30, 2017, and2023, the related condensed consolidated statements of earnings, comprehensive income, and cash flows and stockholders’ equity for the three-month and nine-month periods ended September 30, 20172023, and 2016. These2022, and the related notes (collectively referred to as the “interim financial information”). Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial statements areinformation for it to be in conformity with accounting principles generally accepted in the responsibilityUnited States of the Company’s management.America.

We conducted our reviewhave previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States). (PCAOB), the consolidated balance sheet of the Company as of December 31, 2022, and the related consolidated statements of earnings, comprehensive income, cash flows and stockholders’ equity for the year then ended (not presented herein); and in our report dated February 28, 2023, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2022 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

Basis for Review Results

This interim financial information is the responsibility of the Company’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our reviews in accordance with standards of the PCAOB. A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States),PCAOB, the objective of which is the expression of an opinion regarding the condensed consolidated interim financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should be made to the accompanying condensed consolidated interim financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of Southern Copper Corporation and subsidiaries as of December 31, 2016, and the related consolidated statements of earnings, comprehensive income, changes in equity, and cash flows for the year then ended (not presented herein); and in our report dated March 1, 2017, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2016 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

Galaz, Yamazaki, Ruiz Urquiza, S.C.

Member of Deloitte Touche Tohmatsu Limited

/s/ Miguel Angel Andrade LevenPaulina Ramos Ramirez

Miguel Angel Andrade LevenC.P.C. Paulina Ramos Ramirez

Mexico City, Mexico

November 3, 20171, 2023

62

Table of Contents

PART II — OTHER INFORMATION

Item 1. Legal Proceedings:

The information provided in Note 910 “Commitments and Contingencies” to the condensed consolidated financial statements contained in Part I of this Form 10-Q, is incorporated herein by reference.

Item 1A. Risk Factors:

There have been no material changesThe Company's operations and financial results are subject to our risk factors during the three months ended September 30, 2017. For additional information on risk factors, refer tovarious risks and uncertainties, including those described in “Risk Factors” included in Part I, Item 1A of our Annual report on Form 10-K for the year ended December 31, 20162022 filed with the SEC on March 1, 2017.February 28, 2023. The following supplements and updates the risk factor previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2022.

Mexican economic and political conditions, as well as drug related violence, may have an adverse impact on our business

On April 29 2023, Mexican Senate approved a fast-track bill that would impact the mining industry. The main aspects that will be affected by the legislation are changes in mining concession period from 50 to 30 years; new restrictions and conditions on water use; provide of guarantees for closure and remediation of operations, sets 5% contribution of net earnings to indigenous communities for new projects and finally significant changes to exploration activities.

In the future, the aforementioned changes could trigger amendments, additions and repeals to provisions of a number of laws, including the Mining Law, the National Water Law, the General Law for Ecological Balance and Environmental Protection and the General Law for the Prevention and Management of Mine Waste.

Although the Company believes that there would be no material impact on the Company's operations or financial condition, we cannot assure you that future developments in these laws will not affect our current business as well as our organic growth portfolio.

Item 2. Unregistered Sale of Equity Securities and Use of Proceeds:

SCC share repurchase program:

In 2008, the Company’s BOD authorized a $500 million share repurchase program that has since been increased by the BOD and is currently authorized to $3 billion. Pursuant to this program, the Company has purchased 119.5 million shares of common stock at a cost of $2.9 billion. These shares are available for general corporate purposes. The Company may purchase additional shares of its common stock from time to time, based on market conditions and other factors. This repurchase program has no expiration date and may be modified or discontinued at any time.

There has not been activity in the SCC share repurchase program since the third quarter of 2016. The NYSE closing price of SCC common shares atas of September 30, 20172023 was $39.76$75.29 and the maximum number of shares that the Company could purchase at that price is 2.1 million shares.

was 1.1 million. As a result of the repurchase of shares of SCC’s common stock, Grupo Mexico’s direct and indirect ownership was 88.9% as of September 30, 2017.2023. There has not been any activity in the SCC share repurchase program since the third quarter of 2016.

Item 4. Mine Safety Disclosures:

Not applicable.

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Table of Contents

Item 6. Exhibits

Exhibit No.

Description of Exhibit

3.1

(a) Amended and Restated Certificate of Incorporation, filed on October 11, 2005. (Filed as Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the third quarter of 2005 and incorporated herein by reference).

(b) Certificate of Amendment of Amended and Restated Certificate of Incorporation dated May 2, 2006. (Filed as Exhibit 3.1 to Registration Statement on Form S-4, File No. 333-135170) filed on June 20, 2006 and incorporated herein by reference).

(c) Certificate of Amendment of Amended and Restated Certificate of Incorporation dated May 28, 2008. (Filed as Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the second quarter of 2008 and incorporated herein by reference).

3.2

By-Laws, as last amended on January 27, 2011.2022. (Filed as Exhibit 3.2 to the Company’s 2010 Annual ReportForm 8-K filed on Form 10-KJanuary 31, 2022 and incorporated herein by reference).

4.1

Indenture governing $200 million 6.375% Notes due 2015, by and among Southern Copper Corporation, The Bank of New York and the Bank of New York (Luxembourg) S.A. (Filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed on August 1, 2005 and incorporated by reference.

4.2

(a) Indenture governing $600 million 7.500% Notes due 2035, by and among Southern Copper Corporation, the Bank of New York and The Bank of New York (Luxembourg) S.A. (Filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed on August 1, 2005) and incorporated herein by reference).

(b) Indenture governing $400 million 7.500% Notes due 2035, by and between Southern Copper Corporation, The Bank of New York, The Bank of New York (Luxembourg) S.A.(Filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed on August 1, 2005 and incorporated herein by reference).

4.34.2

Form of 6.375% Note (included in Exhibit 4.1).

4.44.3

Form of New 7.500% Note (included in Exhibit 4.2(a)).

4.54.4

Form of New 7.500% Note (included in Exhibit 4.2(b)).

4.64.5

Indenture, dated as of April 16, 2010, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which $400 million of 5.375% Notes due 2020 and $1.1 billion of 6.750% Notes due 2040 were issued (Filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on April 19, 2010 and incorporated herein by reference).

4.74.6

First Supplemental Indenture dated as of April 16, 2010, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which the 5.375% Notes due 2020 were issued (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on April 19, 2010 and incorporated herein by reference).

4.8

Second Supplemental Indenture, dated as of April 16, 2010, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which the 6.750% Notes due 2040 were issued. (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on April 19, 2010 and incorporated herein by reference).

4.94.7

Form of 5.375% Notes due 2020 (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on April 19, 2010 and incorporated herein by reference).

4.10

Form of 6.750% Notes due 2040 (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on April 19, 2010 and incorporated herein by reference).

4.114.8

Third Supplemental Indenture dated as of November 8, 2012, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which the 3.500% Notes due 2022 were issued (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on November 9, 2012 and incorporated herein by reference).

4.12

Fourth Supplemental Indenture, dated as of November 8, 2012, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which the 5.250% Notes due 2042 were issued. (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on November 9, 2012 and incorporated herein by reference).

4.134.9

Form of 3.500% Notes due 2022. (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed

on November 9, 2012 and incorporated herein by reference).

4.14

Form of 5.250% Notes due 2042. (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on November 9, 2012 and incorporated herein by reference).

4.154.10

Fifth Supplemental Indenture dated as of April 23, 2015, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which the 3.875% Notes due 2025 were issued. (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on April 24, 2015 and incorporated herein by reference).

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Table of Contents

Exhibit No.

Description of Exhibit

4.164.11

Sixth Supplemental Indenture, dated as of April 23, 2015, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which the 5.875% Notes due 2045 were issued. (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on April 24, 2015 and incorporated herein by reference).

4.174.12

Form of 3.875% Notes due 2025. (Filed as Exhibit A to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on April 24, 2015 and incorporated herein by reference).

4.184.13

Form of 5.875% Notes due 2045. (Filed as Exhibit A to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on April 24, 2015 and incorporated herein by reference).

10.1

Directors’ Stock Award Plan of the Company, as amended through January 29, 2018.27, 2028. (Filed as an exhibit to the Company’s 2017 Proxy StatementCurrent Report on Form S-8 filed on January 27, 2023 and incorporated herein by reference). The plan expired by its terms on January 28, 2023. A 5-year extension of the plan was approved by the Company’s stockholders at the 2022 Annual Meeting of Stockholders.

10.2

Service Agreement entered into by the Company with a subsidiary of Grupo Mexico S.A.B. de C. V., assigned upon the same terms and conditions to Grupo Mexico S.A.B. de C.V. in February 2004 (Filed as Exhibit 10.10 to the Company’s 2002 Annual Report on Form 10-K and incorporated herein by reference).

10.3

Agreement and Plan of Merger, dated as of October 21, 2004, by and among Southern Copper Corporation, SCC Merger Sub.,Sub, Inc., Americas Sales Company, Inc., Americas Mining Corporation and Minera Mexico S.A. de C.V., (Filed as an Exhibit to Current Report on Form 8-K filed on October 22, 2004 and incorporated herein by reference).

10.410.3

Tax Agreement entered into by the Company and Americas Mining Corporation, effective as of February 20, 2017. (Filed as Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the first quarter of 2017 and incorporated herein by reference).

14.0

Code of Business Conduct and Ethics adopted by the Board of Directors on May 8, 2003 and amended on April 23, 2015.October 20, 2023. (Filed as Exhibit 1414.1 to the Company’s Current Report on Form 8-K filed April 29, 2015October 25,2023 and incorporated herein by reference).

15.0

Consent of Registered Public Accounting Firm (Galaz, Yamazaki, Ruiz Urquiza, S.C. - Member of Deloitte Touche Tohmatsu, Limited) (filed herewith).

23.2

Consent of Qualified Persons for Technical Report Summary of Mineral Reserves and Mineral Resources for the Cuajone Mine. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

23.3

Consent of Qualified Persons for Technical Report Summary of Mineral Reserves and Mineral Resources for the Toquepala Mine. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

23.4

Consent of Qualified Persons for Technical Report Summary of Mineral Reserves and Mineral Resources for the Tia Maria Project. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

23.5

Consent of Qualified Persons for Technical Report Summary of Mineral Resources for the Los Chancas Project. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

23.6

Consent of Qualified Persons for Technical Report Summary of Mineral Resources for the Michiquillay Project. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

23.7

Consent of Qualified Persons for Technical Report Summary of Mineral Reserves and Mineral Resources for Buenavista del Cobre. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

23.8

Consent of Qualified Persons for Technical Report Summary of Mineral Reserves and Mineral Resources for the La Caridad Mine. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

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Table of Contents

Exhibit No.

Description of Exhibit

23.9

Consent of Qualified Persons for Technical Report Summary of Mineral Resources for the Pilares Project. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

23.10

Consent of Qualified Persons for Technical Report Summary of Mineral Reserves and Mineral Resources for the El Pilar Project. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

23.11

Consent of Qualified Persons for Technical Report Summary of Mineral Reserves and Mineral Resources for the El Arco Project. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

23.12

Consent of Qualified Persons for Technical Report Summary of Mineral Resources for the Charcas Mine. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

23.13

Consent of Qualified Persons for Technical Report Summary of Mineral Resources for the Santa Barbara Mine. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

23.14

Consent of Qualified Persons for Technical Report Summary of Mineral Resources for the San Martin Mine. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

31.1

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

31.2

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

32.1

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C., Section 1350. This document is being furnished in accordance with SEC Release No. 33-8238.

32.2

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C., Section 1350. This document is being furnished in accordance with SEC Release No. 33-8238.

96.1

Technical Report Summary of Mineral Reserves and Mineral Resources for the Cuajone Mine. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

96.2

Technical Report Summary of Mineral Reserves and Mineral Resources for the Toquepala Mine. (Filed as an Exhibit to the Company’s Current Report on Form 10-K filed on February 28, 2023 and incorporated herein by reference).

96.3

Technical Report Summary of Mineral Reserves and Mineral Resources for the Tia Maria Project. (Filed as an Exhibit to the Company’s Report on Form 10-K/A filed on March 7, 2022 and incorporated herein by reference).

96.4

Technical Report Summary of Mineral Resources for the Los Chancas Project. (Filed as an Exhibit to the Company’s Report on Form 10-K/A filed on March 7, 2022 and incorporated herein by reference).

96.5

Technical Report Summary of Mineral Resources for the Michiquillay Project. (Filed as an Exhibit to the Company’s Report on Form 10-K/A filed on March 7, 2022 and incorporated herein by reference).

96.6

Technical Report Summary of Mineral Reserves and Mineral Resources for Buenavista del Cobre. (Filed as an Exhibit to the Company’s Current Report on Form 10-K/A filed on February 28, 2023 and incorporated herein by reference).

96.7

Technical Report Summary of Mineral Reserves and Mineral Resources for the La Caridad Mine. (Filed as an Exhibit to the Company’s Current Report on Form 10-K/A filed on February 28, 2023 and incorporated herein by reference).

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Table of Contents

Exhibit No.

Description of Exhibit

96.8

Technical Report Summary of Mineral Resources for the Pilares Project. (Filed as an Exhibit to the Company’s Report on Form 10-K/A filed on March 7, 2022 and incorporated herein by reference).

96.9

Technical Report Summary of Mineral Reserves and Mineral Resources for the El Pilar Project. (Filed as an Exhibit to the Company’s Report on Form 10-K/A filed on March 7, 2022 and incorporated herein by reference).

96.10

Technical Report Summary of Mineral Reserves and Mineral Resources for the El Arco Project. (Filed as an Exhibit to the Company’s Report on Form 10-K/A filed on March 7, 2022 and incorporated herein by reference).

96.11

Technical Report Summary of Mineral Resources for the Charcas Mine. (Filed as an Exhibit to the Company’s Current Report on Form 10-K/A filed on February 28, 2023 and incorporated herein by reference).

96.12

Technical Report Summary of Mineral Resources for the Santa Barbara Mine. (Filed as an Exhibit to the Company’s Current Report on Form 10-K/A filed on February 28, 2023 and incorporated herein by reference).

96.13

Technical Report Summary of Mineral Resources for the San Martin Mine. (Filed as an Exhibit to the Company’s Current Report on Form 10-K/A filed on February 28, 2023 and incorporated herein by reference).

101.INS

XBRL Instance Document (submitted electronically with this report). The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH

XBRL Taxonomy Extension Schema Document (submitted electronically with this report).

101.CAL

XBRL Taxonomy Calculation Linkbase Document (submitted electronically with this report).

101.DEF

XBRL Taxonomy Extension Definition Linkbase Document (submitted electronically with this report).

101.LAB

XBRL Taxonomy Label Linkbase Document (submitted electronically with this report).

��

101.PRE

XBRL Taxonomy Presentation Linkbase Document (submitted electronically with this report).

104

Cover page Interactive Data File (formatted in Inline Extensible Business Reporting Language (“iXBRL”)).

Attached as Exhibit 101 to this report are the following documents formatted in Inline XBRL (Extensible(Inline Extensible Business Reporting Language): (i) the Condensed Consolidated Statement of Earnings for the three and nine months ended September 30, 20172023 and 2016;2022; (ii) the Condensed Consolidated Statement of Comprehensive Income for the three and nine months ended September 30,

2017 2023 and 2016;2022; (iii) the Condensed Consolidated Balance Sheet at September 30, 20172023 and December 31, 2016;2022; (iv) the Condensed Consolidated Statement of Cash Flows for the three and nine months ended September 30, 20172023 and 2016;2022; and (v) the Notes to Condensed Consolidated Financial Statements tagged in detail. Users of this data are advised pursuant to Rule 406T of Regulation S-T that this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.

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Table of Contents

PART II — OTHER INFORMATION

SIGNATURES

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.

SOUTHERN COPPER CORPORATION

(Registrant)

/s/ Oscar Gonzalez Rocha

Oscar Gonzalez Rocha

President and Chief Executive Officer

November 3, 20171, 2023

/s/ Raul Jacob

Raul Jacob

Vice President, Finance, Treasurer and Chief Financial Officer

November 3, 20171, 2023

SOUTHERN COPPER CORPORATION

List of Exhibits

Exhibit No.

Description of Exhibit

3.1

(a) Amended and Restated Certificate of Incorporation, filed on October 11, 2005. (Filed as Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the third quarter of 2005 and incorporated herein by reference).

(b) Certificate of Amendment of Amended and Restated Certificate of Incorporation dated May 2, 2006. (Filed as Exhibit 3.1 to Registration Statement on Form S-4, File No. 333-135170) filed on June 20, 2006 and incorporated herein by reference).

(c) Certificate of Amendment of Amended and Restated Certificate of Incorporation dated May 28, 2008. (Filed as Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the second quarter of 2008 and incorporated herein by reference).

3.2

By-Laws, as last amended on January 27, 2011. (Filed as Exhibit 3.2 to the Company’s 2010 Annual Report on Form 10-K incorporated herein by reference).

4.1

Indenture governing $200 million 6.375% Notes due 2015, by and among Southern Copper Corporation, The Bank of New York and the Bank of New York (Luxembourg) S.A. (Filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed on August 1, 2005 and incorporated by reference.

4.2

(a) Indenture governing $600 million 7.500% Notes due 2035, by and among Southern Copper Corporation, the Bank of New York and The Bank of New York (Luxembourg) S.A. (Filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed on August 1, 2005) and incorporated herein by reference).

(b) Indenture governing $400 million 7.500% Notes due 2035, by and between Southern Copper Corporation, The Bank of New York, The Bank of New York (Luxembourg) S.A.(Filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed on August 1, 2005 and incorporated herein by reference).

4.3

Form of 6.375% Note (included in Exhibit 4.1).

4.4

Form of New 7.500% Note (included in Exhibit 4.2(a)).

4.5

Form of New 7.500% Note (included in Exhibit 4.2(b)).

4.6

Indenture, dated as of April 16, 2010, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which $400 million of 5.375% Notes due 2020 and $1.1 billion of 6.750% Notes due 2040 were issued (Filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on April 19, 2010 and incorporated herein by reference).

4.7

First Supplemental Indenture dated as of April 16, 2010, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which the 5.375% Notes due 2020 were issued (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on April 19, 2010 and incorporated herein by reference).

4.8

Second Supplemental Indenture, dated as of April 16, 2010, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which the 6.750% Notes due 2040 were issued. (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on April 19, 2010 and incorporated herein by reference).

4.9

Form of 5.375% Notes due 2020 (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on April 19, 2010 and incorporated herein by reference).

4.10

Form of 6.750% Notes due 2040 (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on April 19, 2010 and incorporated herein by reference).

4.11

Third Supplemental Indenture dated as of November 8, 2012, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which the 3.500% Notes due 2022 were issued (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on November 9, 2012 and incorporated herein by reference).

4.12

Fourth Supplemental Indenture, dated as of November 8, 2012, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which the 5.250% Notes due 2042 were issued. (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on November 9, 2012 and incorporated herein by reference).

4.13

Form of 3.500% Notes due 2022. (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on November 9, 2012 and incorporated herein by reference).

4.14

Form of 5.250% Notes due 2042. (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on November 9, 2012 and incorporated herein by reference).

4.15

Fifth Supplemental Indenture dated as of April 23, 2015, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which the 3.875% Notes due 2025 were issued. (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on April 24, 2015 and incorporated herein by reference).

4.16

Sixth Supplemental Indenture, dated as of April 23, 2015, between Southern Copper Corporation and Wells Fargo Bank, National Association, as trustee, pursuant to which the 5.875% Notes due 2045 were issued. (Filed as an Exhibit to the Company’s Current Report on Form 8-K filed on April 24, 2015 and incorporated herein by reference).

4.17

Form of 3.875% Notes due 2025. (Filed as Exhibit A to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on April 24, 2015 and incorporated herein by reference).

4.18

Form of 5.875% Notes due 2045. (Filed as Exhibit A to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on April 24, 2015 and incorporated herein by reference).

10.1

Directors’ Stock Award Plan of the Company, as amended through January 29, 2018. (Filed as an exhibit to the Company’s 2017 Proxy Statement and incorporated herein by reference).

10.2

Service Agreement entered into by the Company with a subsidiary of Grupo Mexico S.A.B. de C. V., assigned upon the same terms and conditions to Grupo Mexico S.A.B. de C.V. in February 2004 (Filed as Exhibit 10.10 to the Company’s 2002 Annual Report on Form 10-K and incorporated herein by reference).

10.3

Agreement and Plan of Merger, dated as of October 21, 2004, by and among Southern Copper Corporation, SCC Merger Sub., Inc., Americas Sales Company, Inc., Americas Mining Corporation and Minera Mexico S.A. de C.V., (Filed as an Exhibit to Current Report on Form 8-K filed on October 22, 2004 and incorporated herein by reference).

10.4

Tax Agreement entered into by the Company and Americas Mining Corporation, effective as of February 20, 2017. (Filed as Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the first quarter of 2017 and incorporated herein by reference).

14.0

Code of Business Conduct and Ethics adopted by the Board of Directors on May 8, 2003 and amended on April 23, 2015. (Filed as Exhibit 14 to the Company’s Current Report on Form 8-K filed April 29, 2015 and incorporated herein by reference).

15.0

Consent of Registered Public Accounting Firm (Galaz, Yamazaki, Ruiz Urquiza, S.C. - Member of Deloitte Touche Tohmatsu, Limited) (filed herewith).

31.1

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

31.2

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

32.1

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C., Section 1350. This document is being furnished in accordance with SEC Release No. 33-8238.

32.2

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C., Section 1350. This document is being furnished in accordance with SEC Release No. 33-8238.

101.INS

XBRL Instance Document (submitted electronically with this report).

101.SCH

XBRL Taxonomy Extension Schema Document (submitted electronically with this report).

101.CAL

XBRL Taxonomy Calculation Linkbase Document (submitted electronically with this report).

101.DEF

XBRL Taxonomy Extension Definition Linkbase Document (submitted electronically with this report).

101.LAB

XBRL Taxonomy Label Linkbase Document (submitted electronically with this report).

101.PRE

XBRL Taxonomy Presentation Linkbase Document (submitted electronically with this report).

Attached as Exhibit 101 to this report are the following documents formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Statement of Earnings for the three and nine months ended September 30, 2017 and

2016; (ii) the Condensed Consolidated Statement of Comprehensive Income for the three and nine months ended September 30, 2017 and 2016; (iii) the Condensed Consolidated Balance Sheet at September 30, 2017 and December 31, 2016; (iv) the Condensed Consolidated Statement of Cash Flows for the three and nine months ended September 30, 2017 and 2016; and (v) the Notes to Condensed Consolidated Financial Statements tagged in detail.  Users of this data are advised pursuant to Rule 406T of Regulation S-T that this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.

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