SSR Mining(SSRM) - 2023 Q4 - Annual Report

Çöpler Incident and Full Year 2023 Summary Results Details the February 2024 Çöpler incident, its operational suspension and financial impacts, alongside strong full-year 2023 results, unaffected by the incident - On February 13, 2024, a significant slip on the Çöpler heap leach pad led to immediate operational suspension with no estimated resumption date[14] - The Çöpler mine contributed 31% of total gold production in 2023, with the incident's full impact on future results currently unknown, though other mines are not directly impacted[15][16] - Türkiye's Ministry of Environment revoked Çöpler's environmental permit, an investigation is underway with six employees charged, and the Board suspended dividends and share repurchases[18][22][23] Full Year 2023 Financial and Production Summary (Pre-Incident) | Metric | Value | Note | | :--- | :--- | :--- | | Production | | | | Gold Equivalent Ounces | 706,894 oz | Met 2023 guidance; includes record production at Marigold and Puna | | Costs | | | | Cost of Sales | $1,141 / GEO | - | | All-In Sustaining Costs (AISC) | $1,461 / GEO | - | | Financials | | | | Attributable Net Income | $(98.0) million | Includes $411.4M in impairment charges | | Adjusted Attributable Net Income | $276.5 million | Non-GAAP measure | | Attributable EPS | $(0.48) / share | - | | Adjusted Attributable EPS | $1.29 / share | Non-GAAP measure | | Operating Cash Flow | $421.7 million | - | | Free Cash Flow | $198.3 million | - | | Balance Sheet | | | | Cash and Equivalents (Year-End) | $492.4 million | Reflects capital returns, debt repayments, and M&A | PART I Item 1. Business SSR Mining operates four precious metals mines across four countries, primarily producing gold doré, with a strong commitment to ESG principles - SSR Mining is a precious metals company with four primary assets in the US, Türkiye, Canada, and Argentina, engaged in operation, acquisition, exploration, and development[30] Revenue Contribution by Operating Segment (2023) | Segment | 2023 Revenue % | 2022 Revenue % | 2021 Revenue % | | :--- | :--- | :--- | :--- | | Marigold | 38% | 30% | 29% | | Çöpler | 31% | 31% | 41% | | Puna | 20% | 18% | 15% | | Seabee | 11% | 21% | 15% | Product Revenue Breakdown | Product | 2023 Revenue % | 2022 Revenue % | 2021 Revenue % | | :--- | :--- | :--- | :--- | | Gold | 80% | 82% | 84% | | Silver | 15% | 14% | 12% | | Lead | 3% | 3% | 2% | | Zinc | 1% | 1% | 2% | | Other | 1% | —% | —% | - Primary gold doré customers in 2023 were the Central Bank of Türkiye (31% of sales) and CIBC (33% of sales)[36] - As of December 31, 2023, the company employed approximately 2,500 full-time and 2,900 contract employees, with about 37% of the workforce unionized[60] - The Board's Technical, Safety and Sustainability (TSS) Committee oversees the company's performance in safety, health, environment, and community relations[50] Item 1A. Risk Factors This section outlines significant risks, including new and exacerbated risks from the Çöpler Incident, alongside operational, financial, industry, jurisdictional, personnel, and legal risks - Risks Related to the Çöpler Incident: The February 2024 incident exposes the company to significant financial losses, remediation liability, potential sanctions, environmental contamination, and impacts on production estimates and debt covenants[74][76][77] - Operational and Business Risks: Profitability depends on volatile metal prices, mineral reserve estimates are uncertain, and the company faces intense competition, rising costs, supply chain disruptions, and new project development risks[89][90][93] - Financial and Indebtedness Risks: Exposure to foreign exchange fluctuations (TRY, CAD, ARS), inflation, and future funding needs, with debt levels potentially impairing financial health and the Çöpler Incident impacting capital access[146][148][156] - Industry and Jurisdictional Risks: Mining is inherently risky, with operations in Türkiye, Canada, and Argentina exposing the company to political instability, regulatory changes, and community relations challenges[163][168][173] - Governmental Regulation and Legal Risks: The business is subject to extensive environmental, health, and safety regulations, with non-compliance leading to penalties, complex permitting, and the Çöpler environmental permit revoked[187][192][194] Item 1B. Unresolved Staff Comments The company reports no unresolved staff comments from the Securities and Exchange Commission - There are no unresolved staff comments[225] Item 1C. Cybersecurity The company maintains a risk-based cybersecurity program, overseen by management and the Board, with no material incidents reported in 2023 - The company's cybersecurity risk management program is integrated into its enterprise risk management system and overseen by executive leadership[227] - The program focuses on ongoing threat detection and monitoring, utilizing internal IT and external consultants for assessments against standards like NIST[228] - Governance includes a management-level Cybersecurity Committee and Board oversight, with updates provided at least twice annually[234][235] - No cybersecurity incident in 2023 materially impacted the company's strategy, financial condition, or results of operations[230] Item 2. Properties This section details the company's four producing assets and exploration properties, including mineral reserves, resources, and operating statistics, with a disclaimer for Çöpler post-incident - Disclosure is based on Technical Report Summaries for each asset, noting the Çöpler TRS effective October 31, 2023, does not reflect the February 2024 incident[237] Total Attributable Proven & Probable Gold Reserves (as of Dec 31, 2023) | Metric | Value | | :--- | :--- | | Gold Reserves | 7,275 koz | - The company's producing properties are wholly owned, except for Çöpler, which is 80% owned through a joint venture[240] - In May 2023, the company acquired a 10% interest and operatorship in the Hod Maden gold-copper project in Türkiye, with an option to increase to 40%[249] Çöpler, Erzincan Province, Türkiye The 80% owned Çöpler property in Türkiye, with 4,069 koz gold reserves as of year-end 2023, processes oxide and sulfide ores, but all operations ceased due to the February 2024 incident - All Çöpler information is as of December 31, 2023, and does not reflect the February 2024 incident that ceased all operations[255] Çöpler Attributable Mineral Reserves (as of Dec 31, 2023) | Category | Tonnes (kt) | Grade | Contained Metal | | :--- | :--- | :--- | :--- | | Proven & Probable Gold | 53,951 | 2.34 g/t | 4,069 koz | | Proven & Probable Silver | 43,198 | 4.41 g/t | 6,129 koz | | Proven & Probable Copper | 43,198 | 0.03 % | 27.3 Mlbs | - Çöpler uses conventional open-pit mining, processing oxide ore via heap leach and sulfide ore via POX, with a grind-leach expansion under study[269][270] - Estimated LOM capital costs for Çöpler were $632.8 million, with an additional $193.8 million for the proposed Grind-Leach circuit expansion as of December 31, 2023[306] Marigold Complex, Nevada, United States The 100% owned Marigold Complex in Nevada is an open-pit heap leach gold operation with 2,863 koz proven and probable gold reserves as of year-end 2023 - Marigold is a 100% owned open-pit gold mine in Nevada, using run-of-mine heap leaching to produce gold doré[309][321] Marigold Mineral Reserves (as of Dec 31, 2023) | Category | Tonnes (kt) | Grade (g/t) | Contained Gold (koz) | | :--- | :--- | :--- | :--- | | Proven & Probable | 169,300 | 0.48 | 2,863 | - Total LOM capital costs for Marigold are estimated at $326.8 million, excluding discretionary exploration[336] - In 2023, exploration and resource expansion drilling totaled 36,840 meters at Marigold, plus 31,111 meters at Buffalo Valley[332] Seabee Gold Operation, Saskatchewan, Canada The 100% owned Seabee Gold Operation in Saskatchewan, Canada, is an underground mine with 343 koz proven and probable gold reserves as of year-end 2023 - SGO is a 100% owned remote underground gold mine in Saskatchewan, Canada, with ore from Santoy processed at the Seabee mill[339][342] Seabee Mineral Reserves (as of Dec 31, 2023) | Category | Tonnes (kt) | Grade (g/t) | Contained Gold (koz) | | :--- | :--- | :--- | :--- | | Proven & Probable | 2,066 | 5.17 | 343 | - Total LOM capital costs for Seabee are estimated at $125.8 million, primarily for capital development[373] - In 2023, drilling included 21,357 meters surface and 49,748 meters underground at Santoy, plus 48,645 meters at Porky West[368][369] Puna, Jujuy Province, Argentina The 100% owned Puna property in Argentina processes ore from Chinchillas into silver-lead and zinc concentrates, with reserves including 20.7 Moz silver as of year-end 2023 - Puna is a 100% owned operation in Argentina where ore from the Chinchillas open-pit mine is processed at the Pirquitas plant to produce silver-lead and zinc concentrates[377][382] Puna Mineral Reserves (as of Dec 31, 2023) | Category | Tonnes (kt) | Grade | Contained Metal | | :--- | :--- | :--- | :--- | | Proven & Probable Silver | 4,167 | 155.1 g/t | 20,777 koz | | Proven & Probable Lead | 4,167 | 1.23 % | 112.8 Mlbs | | Proven & Probable Zinc | 4,167 | 0.22 % | 20.5 Mlbs | - Total LOM capital costs for Puna are estimated at $85.1 million, mainly for closure and reclamation[410] - In 2023, exploration drilling included 5,850 meters at Chinchillas and 12,806 meters at Pirquitas, focusing on resource expansion[405][406] Operating Statistics This subsection provides a three-year summary of key operating statistics for the company's four mines, covering production, sales volumes, and mining metrics Gold Production by Mine (Ounces) | Mine | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | | Marigold | 278,488 | 194,668 | 235,282 | | Çöpler | 220,999 | 191,366 | 329,276 | | Seabee | 90,777 | 136,125 | 118,888 | | Total Gold | 590,264 | 522,159 | 683,446 | Puna Production Statistics | Metal | Unit | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | | Silver Produced | '000 oz | 9,688 | 8,397 | 8,010 | | Lead Produced | '000 lb | 45,772 | 41,004 | 37,695 | | Zinc Produced | '000 lb | 7,127 | 8,583 | 13,642 | Item 3. Legal Proceedings The company is involved in various legal proceedings arising in the normal course of business, with further details in Note 23 of the financial statements - The company is periodically involved in litigation from normal business operations, with details in Note 23 to the Consolidated Financial Statements[550] Item 4. Mine Safety Disclosures Required mine safety violation disclosures under the Dodd-Frank Act are included in Exhibit 95 of the Annual Report - Information required by Section 1503(a) of the Dodd-Frank Act regarding mine safety is in Exhibit 95 to this Annual Report[551] PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchase of Equity Securities This section details the company's common share trading, share repurchases, and dividend policy, noting suspensions post-Çöpler Incident, along with related stockholder matters - In 2023, the company repurchased and cancelled 3,966,855 common shares for $56.3 million at an average price of $14.20 per share under NCIBs[555] - Post-Çöpler Incident, the company terminated its automatic share purchase plan effective March 1, 2024, ceasing all share repurchases[558] - The Board suspended the quarterly dividend post-Çöpler Incident; in 2023, $0.28 per share was paid, totaling $57.7 million[562] Item 6. Reserved This item is not applicable - Not applicable[575] Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) This MD&A provides management's perspective on 2023 financial condition and results, addressing the Çöpler Incident's impact, liquidity, operational performance, and non-GAAP measures - The MD&A is presented in the context of the February 2024 Çöpler Incident, which is expected to significantly impact future results, though current liquidity is deemed sufficient for at least twelve months[580][581] Consolidated Financial Highlights (2023 vs. 2022) | Metric (in thousands, except per share) | 2023 | 2022 | % Change | | :--- | :--- | :--- | :--- | | Revenue | $1,426,927 | $1,148,033 | 24.3% | | Cost of sales | $804,147 | $607,942 | 32.3% | | Operating income (loss) | $(130,244) | $190,268 | (168.5)% | | Net income (loss) attributable to SSR | $(98,007) | $194,140 | (150.5)% | | Basic net income (loss) per share | $(0.48) | $0.92 | (152.2)% | | Adjusted attributable net income (Non-GAAP) | $276,494 | $144,814 | 90.9% | - The 2023 net loss was primarily due to $411.4 million in non-cash impairment charges, including $349.2 million at Çöpler and $49.8 million goodwill impairment at Seabee[602] - Cash provided by operating activities significantly increased to $421.7 million in 2023 from $160.9 million in 2022, driven by higher sales volumes and realized prices[641] Results of Operations This section details the 2023 operational and financial performance of each mine, including production, revenue, and cost metrics, with explanations for year-over-year changes 2023 Gold Production and AISC by Mine | Mine | Gold Produced (oz) | AISC ($/oz sold) | | :--- | :--- | :--- | | Marigold | 278,488 | $1,349 | | Çöpler | 220,999 | $1,433 | | Seabee | 90,777 | $1,427 | 2023 Puna Production and AISC | Metric | Value | | :--- | :--- | | Silver Produced | 9,688,000 oz | | AISC ($/oz silver sold) | $15.37 | - Marigold's revenue increased 54.3% to $538.2 million, driven by a 41.1% increase in gold ounces sold and a 9.4% increase in realized price[614][616] - Seabee's revenue decreased 32.8% to $164.3 million, as a 37.4% drop in sales volume due to lower grades outweighed a higher realized gold price[618][620] Liquidity and Capital Resources As of December 31, 2023, the company had $492.4 million in cash, deemed sufficient for operations and Çöpler costs for the next twelve months, with a $400 million undrawn credit facility - The company held $492.4 million in cash at year-end 2023, deemed sufficient to fund operations and Çöpler costs for at least the next 12 months post-incident[625][628] - The company has a $400 million revolving credit facility, maturing August 2027, with no outstanding borrowings as of December 31, 2023[631] - Cash provided by operating activities was $421.7 million in 2023, with $339.3 million used in investing and $182.3 million used in financing[640] - Total contractual obligations as of December 31, 2023, were $708.7 million, with $198.6 million due within one year[645] Non-GAAP Financial Measures This section explains and reconciles the company's non-GAAP financial measures, including Cash Costs, AISC, Adjusted Net Income, EBITDA, and Free Cash Flow, used to evaluate operational performance - The company utilizes non-GAAP measures such as Cash Costs, AISC, Adjusted Attributable Net Income, EBITDA, and Free Cash Flow to monitor operating and economic performance[648] Reconciliation of Net Income to Adjusted Net Income (2023) | (in thousands) | Amount | | :--- | :--- | | Net income attributable to SSR Mining (GAAP) | $(98,007) | | Impairment charges | $340,734 | | Devaluation of ARS | $26,074 | | Foreign exchange/inflationary impacts on tax | $(16,907) | | Impact of tax rate change | $37,170 | | Other adjustments (net) | $(12,570) | | Adjusted net income attributable to SSR Mining (Non-GAAP) | $276,494 | Reconciliation of Operating Cash Flow to Free Cash Flow (2023) | (in thousands) | Amount | | :--- | :--- | | Cash provided by operating activities (GAAP) | $421,725 | | Expenditures on mineral properties, plant and equipment | $(223,422) | | Free cash flow (non-GAAP) | $198,303 | Item 7A. Quantitative and Qualitative Disclosures About Market Risk The company is exposed to market risks including commodity price, currency (especially ARS), and interest rate fluctuations, which are managed through policies and potential derivative use - The company's primary market risks include commodity price, currency, and interest rate fluctuations[699] - Price Risk: A 10% change in silver price would impact after-tax net income by approximately $9.8 million due to provisional concentrate sales pricing[700] - Currency Risk: Significant exposure to the Argentine Peso (ARS) due to currency controls, with a major Q4 2023 devaluation resulting in substantial foreign exchange losses[702][703] - Interest Rate Risk: Exposure to interest rate changes on cash balances and the undrawn revolving credit facility; a 1.0% change would impact 2023 after-tax net income by $3.1 million[707][710] Item 8. Financial Statements and Supplementary Data This section presents the audited consolidated financial statements for 2023, including the unqualified auditor's report, which highlights the Çöpler Incident and critical audit matters - PricewaterhouseCoopers LLP issued an unqualified opinion on the consolidated financial statements and internal control effectiveness as of December 31, 2023[716] - The auditor's report notes the February 2024 Çöpler Incident as a non-adjusting subsequent event, with potential costs and impairment charges not yet reliably measurable[720] - Critical Audit Matters include the valuation of Hod Maden mineral properties and the Seabee goodwill and long-lived asset impairment tests, both involving significant judgment[724][729] Notes to Consolidated Financial Statements The notes provide detailed disclosures supporting the financial statements, covering the Çöpler Incident, acquisitions, impairment charges, debt structure, and critical accounting policies - Note 24 (Subsequent Events): Details the February 2024 Çöpler Incident as a non-adjusting event, with anticipated material remediation liability and potential impairment evaluation of the $2.7 billion asset group, and suspended dividends and share repurchases[986][987][990] - Note 3 (Acquisitions and Divestitures): In May 2023, the company acquired a 10% interest and operational control of the Hod Maden project for $120 million cash plus up to $238 million in contingent payments[828] - Note 7 (Impairment Charges): The company recorded $411.4 million in 2023 impairment charges, including $349.2 million at Çöpler (unrelated to the 2024 incident) and $49.8 million goodwill impairment at Seabee[876][879][884] - Note 20 (Debt): As of December 31, 2023, total debt was $228.4 million, primarily $230.0 million in convertible notes due 2039, with the Term Loan repaid and the $400 million revolving credit facility undrawn[947][954][960] Item 9A. Controls and Procedures Management concluded that disclosure controls and internal controls over financial reporting were effective as of December 31, 2023, with no material changes reported - Management concluded internal controls over financial reporting were effective as of December 31, 2023, based on the COSO 2013 framework[997] - PricewaterhouseCoopers LLP issued an attestation report confirming the effectiveness of the company's internal control over financial reporting[998] - No material changes to internal control over financial reporting occurred during the most recent quarter[999] PART III Part III incorporates information on directors, executive officers, corporate governance, compensation, security ownership, related transactions, and accountant fees by reference from the Proxy Statement Item 10. Directors, Executive Officers and Corporate Governance Information for this item is incorporated by reference from the company's definitive Proxy Statement - Information on directors, executive officers, and corporate governance is incorporated by reference from the 2024 Proxy Statement[1003] Item 11. Executive Compensation Information for this item is incorporated by reference from the company's definitive Proxy Statement - Information on executive compensation is incorporated by reference from the 2024 Proxy Statement[1004] Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Information for this item is incorporated by reference from the company's definitive Proxy Statement - Information on security ownership is incorporated by reference from the 2024 Proxy Statement[1005] Item 13. Certain Relationships and Related Transactions, and Director Independence Information for this item is incorporated by reference from the company's definitive Proxy Statement - Information on certain relationships, related transactions, and director independence is incorporated by reference from the 2024 Proxy Statement[1006] Item 14. Principal Accountant Fees and Services Information for this item is incorporated by reference from the company's definitive Proxy Statement - Information on principal accountant fees and services is incorporated by reference from the 2024 Proxy Statement[1007] PART IV Part IV lists all exhibits filed with the Annual Report, including governance documents, material contracts, consents, certifications, and technical reports Item 15. Exhibits, Financial Statement Schedules This section lists all documents filed as exhibits to the Annual Report, including consolidated financial statements, key agreements, and Technical Report Summaries - Consolidated financial statements are in Item 8; all other financial statement schedules are omitted[1010] - Key exhibits include the 2019 Notes Indenture, share compensation plans, employment agreements, and Technical Report Summaries for Çöpler, Marigold, Seabee, and Puna[1009][1011] Item 16. Form 10-K Summary The company has not provided a summary of the Form 10-K - None[1013]