SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2017
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 2, 2017
McEWEN MINING INC.
(Exact name of registrant as specified in its charter)
150 King Street West, Suite 2800
Toronto, Ontario, Canada M5H 1J9
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number including area code: (866) 441-0690
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Colorado
(State or other jurisdiction of
incorporation or organization)
001-33190
(Commission File
Number)
84-0796160
(I.R.S. Employer
Identification No.)
Explanatory Note: This Amendment No. 1 on Form 8-K/A (“Form 8-K/A”) is being filed to correct a typographical error in
the exhibit attached as Exhibit 99.1 to the original report on Form 8-K. No other changes have been made to the Form 8-K or
to Exhibit 99.1 furnished with the Form 8-K/A.
Item 2.02 Results of Operations and Financial Condition.
On August 2, 2017, McEwen Mining Inc. issued a press release announcing a summary of its second quarter 2017 financial
and operating results. A copy of the press release is attached to this report as Exhibit 99.1.
The information furnished under this Item 2.02, including the exhibits, shall not be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of
1933, except as shall be expressly set forth by reference to such filing.
Item 9.01 Financial Stat ements and Exhibits.
(d) Exhibits. The following exhibits are furnished with this report:
99.1 Press release dated August 2, 2017
Cautionary Statement
With the exception of historical matters, the matters discussed in the press release include forward-looking statements within
the meaning of applicable securities laws that involve risks and uncertainties that could cause actual results to differ materially from
projections or estimates contained therein. Such forward-looking statements include, among others, statements regarding future
exploration, development, construction and production activities. Factors that could cause actual results to differ materially from
projections or estimates include, among others, metal prices, economic and market conditions, operating costs, receipt of permits,
receipt of working capital and future drilling results, as well as other factors described in our Annual Report on Form 10-K for the
year ended December 31, 2016, and other filings with the United States Securities and Exchange Commission. Most of these factors
are beyond the Company’s ability to predict or control. The Company disclaims any obligation to update any forward-looking
statement made in the press release, whether as a result of new information, future events, or otherwise. Readers are cautioned not to
put undue reliance on forward-looking statements.
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has caused this
report to be signed on its behalf by the undersigned thereunto duly authorized.
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McEWEN MINING INC.
Date: August 3, 2017 By: /s/ Carmen Diges
Carmen Diges, General Counsel
Exhibit Index
The following is a list of the Exhibits furnished herewith:
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Exhibit
Number Description of Exhibit
99.1 Press release, dated August 2, 2017
Exhibit 99.1
MCEWEN MINING ANNOUNCES Q2 2017 OPERATING & FINANCIAL RESULTS
TORONTO, Aug 2, 2017 - McEwen Mining Inc. (NYSE: MUX) (TSX: MUX) today reported consolidated financial results for the
second quarter ending June 30, 2017. Continued investments in exploration and project development, particularly related to the
updated PEA on our Los Azules copper project and the advancement of our Gold Bar project towards construction, were the key
features of the quarter. As a result, the Company reported a net loss of $1.7 million or $0.01 per share and negative cash flow of $4.1
million or $0.01 per share.
During the quarter McEwen Mining achieved consolidated production of 32,584 gold equivalent ounces(1)(3). The El Gallo mine
produced 9,780 gold equivalent ounces(1) and reported earnings from mining operations of $6.8 million(2)(4) and the San José mine
produced 22,804 gold equivalent ounces(1) and reported earnings from mining operations of $4.1 million(2)(4).
Our quarterly management conference call will take place on August 3 , 2017 at 11 am, EDT. Webcast and call-in details are
provided at the end of this news release.
Q2 2017 Operating & Financial Highlights
Comparative production and cost results are shown in the table below. For our SEC Form 10-Q Financial Statements and MD&A refer
to: http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0000314203
(1) Silver production is presented as a gold equivalent. Gold equivalent calculations are based on prevailing spot
prices at the beginning of the year. The silver to gold ratio used for 2016 and 2017 is 75:1.
(2) All amounts are reported in US dollars unless otherwise stated.
(3) Includes portion attributable to us from our 49% interest in the San José Mine.
(4) Earnings from mining operations, total cash costs per ounce, and all-in sustaining costs (AISC) per ounce are
non-GAAP financial performance measures with no standardized definition under U.S. GAAP. See
“Cautionary Note Regarding Non-GAAP Measures” for additional information, including definitions of these
terms.
McEwen Mining Inc.
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Q2 2017 Q2 2016 Year to Date
Guidance
2017
Corporate Total
Gold ounces produced(3) 22,191 27,888 42,28 7 99,700
Silver ounces produced(3) 779,487 875,006 1,502,254 3,324,000
Gold equivalent ounces produced(1)(3) 32,584 39,555 62,317 144,000
El Gallo Mine — Mexico
Gold ounces produced 9,714 15,53 6 19,444 49,70 0
Silver ounces produced 4,966 7,815 10,760 24,000
Gold equivalent ounces produced(1) 9,780 15,640 19,588 50,00 0
Gold equivalent total cash cost ($/oz)(1)
(4) $ 706 $ 465 $ 635 $ 760
Gold equivalent co-product AISC ($/oz)
(1)(4) $ 843 $ 495 $ 755 $ 900
San José Mine(3) - Argentina
Gold ounces produced 12,477 12,352 22 ,843 50,000
Silver ounces produced 774,521 867,191 1,491,494 3,300,000
Gold equivalent ounces produced(1) 22,804 23,91 5 42,729 94,00 0
Gold equivalent total cash cost ($/oz)(1)
(4) $ 921 $ 849 $ 918 $ 780
Gold equivalent co-product AISC ($/oz)
(1)(4) $ 1,102 $ 1,075 $ 1,129 $ 990
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Treasury
As of June 30, 2017 we had $44 million in cash, investments and precious metals valued at spot prices; and no debt. This
compares to liquid assets of $55.1 million and no debt at the end of Q1 2017.
Ounces Produced
Consolidated gold equivalent production in Q2 2017 totaled 32,584 ounces, consisting of 9,780 gold equivalent ounces from the El
Gallo mine, and 22,804 gold equivalent ounces attributable to us from our 49% interest in the San José mine.
Production Costs
For our El Gallo mine in Q2 2017, total cash costs and all-in sustaining cash costs were $706 and $843 per gold equivalent ounce,
respectively. For our San José mine in Q2 2017, total cash costs and all-in sustaining costs were $921 and $1,102 per gold
equivalent ounce, respectively.
Earnings from Mining Operations
In Q2 2017, earnings from mining operations from our El Gallo mine were $6.8 million, compared to $9.6 million in the same
period in 2016; and earnings from mining operations from our 49% interest in the San José mine were $4.1 million, compared to
$9.7 million in the same period in 2016.
Net Income/ Loss
Our consolidated net loss for Q2 2017 was $1.7 million, or $0.01 per share, compared to a net income of $8.4 million, or $0.03 per
share for the same period in 2016. The net loss was mainly due to a $2.8 million increase in production costs at our El Gallo mine,
a $4.4 million decrease in income from our San José mine, and a $1.4 million increase in exploration expenditures primarily
related to the drilling campaign performed at the Los Azules project, compared to the same period during 2016.
Cash Flow
Net cash used in Q2 2017 was $4.1 million, compared to a net cash inflow of $2.1 million for the same period in 2016. The
significant change in cash flow quarter over quarter related mainly to a reduction in the number of ounces sold from the El Gallo
mine, coupled with lower VAT collection from our Mexican operations and the increase in costs in Mexico, when compared to the
prior period. In Q2 2017, our El Gallo mine contributed $15.1 million in gold and silver sales to operating cash flow, compared to
$14.6 million in the same period in 2016. In Q2, 2017 our 49% interest in the San José mine contributed $2.4 million in dividends
to operating cash flows, compared to $2.8 million in the same period in 2016.
Average Realized Prices
Average realized prices in Q2 2017 were $1,257 per ounce of gold sold, and $17.20 per ounce of silver sold at our El Gallo mine;
and $1,244 per ounce of gold sold and $16.38 per ounce of silver sold for the San Jose mine. In comparison, the average realized
prices in the same period in 2016 were $1,260 per ounce of gold sold, and $16.86 per ounce of silver sold at El Gallo mine; and
$1,276 per ounce of gold sold and $18.09 per ounce of silver sold for the San Jose mine.
Return of Capital
The next semi-annual return of capital installment of a / cent per share will be paid on August 17, 2017 to shareholders of record
on August 4, 2017.
Production Guidance
Production for 2017 is expected to be 49,700 ounces of gold and 24,000 ounces of silver from the El Gallo mine, and 50,000
ounces of gold and 3,300,000 ounces of silver from the San José mine. Using a silver to gold ratio of 75:1 for the year 2017, this
represents projected
consolidated production of 144,000 gold equivalent ounces.
Cost Guidance
For 2017, total cash costs and all-in sustaining costs at the El Gallo mine are forecast to be $760 and $900 per gold equivalent
ounce, respectively; and total cash costs and all-in sustaining costs at the San José mine are forecast at $780 and $990 per gold
equivalent ounce, respectively. Our guidance is based on an average silver to gold ratio of 75:1.
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Operations & Projects
El Gallo Mine, Mexico — Grade to Increase in Second Half of 2017
Production in Q2 was 9,780 gold equivalent ounces, compared to 15,640 gold equivalent ounces during the same period in 2016.
Production in the first half of 2017 was expected to be slower as a result of lower gold grades mined, however gold grades are
projected to increase in the second half of the year.
On July 30 the primary crusher at El Gallo experienced a mechanical failure and will be out of service while repairs are completed. A
temporary mobile crusher is on-site and being commissioned to maintain our operations. We currently estimate that the negative
impact on gold production for the remainder of the year will be approximately 1,500 ounces. We will update our production guidance
if necessary once our team has accurately evaluated the situation. Production costs are not expected to be materially impacted.
San José Mine, Argentina (49%(3)) — Improving Production
Our attributable production from San José in Q2 was 12,477 gold ounces and 774,521 silver ounces, for a total of 22,804 gold
equivalent ounces. During the first half of 2017 our attributable production was 42,729 gold equivalent ounces, a slight improvement
from the same period in 2016, mainly driven by better gold grades.
Timmins Projects, Ontario, Canada — Growth Strategy Taking Shape
During Q2 2017 we completed the strategic acquisition of former producing mine properties (brownfield sites) in the heart of the
world class Timmins gold mining district in Canada. We have engaged SRK Consulting to complete updated resource estimates and
initial trade-off analysis. For 2017, we have budgeted $3.0 million for exploration and development-related activities in Timmins.
El Gallo Silver Project, Mexico (100%) — Making Headway on Capital Cost Reduction
During Q2 2017 we spent $0.2 million furthering studies on the feasibility and development of the El Gallo Silver project. These
studies are intended to identify opportunities to reduce the initial capital investment required to start the project. Our 2017 budget for
El Gallo Silver is approximately $4.9 million, comprised of $2.0 million for exploration and $2.9 million for development.
Los Azules Project, Argentina (100%) — PEA in Third Quarter 2017
During Q2 2017 we spent $0.8 million at the Los Azules project, primarily on finalizing the 2017 drilling campaign initiated in Q1.
We are currently preparing a new Preliminary Economic Assessment (PEA), which is expected in the third quarter of 2017.
Gold Bar Project, Nevada — Ad vancing Towards Construction
During Q2 2017 we spent $0.6 million at the Gold Bar project. Permitting continues to advance as planned, the Bureau of Land
Management has incorporated the public comments from the Draft Environmental Impact Statement into the Final Environmental
Impact Statement. Permitting remains on schedule, with a Record of Decision expected in the second half of 2017.
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Q2 2017 Conference Call Details:
Thursday, Aug 3 , 2017 at 11:00 am ET
WEBCAST:
http://edge.media-server.com/m/p/jvkqd2vw
TELEPHONE:
Participant Dial-in numbers: (844) 630-9911 (North America) / (210) 229-8828 (International)
Conference ID: 61325613
REPLAY:
Dial-in numbers: (855) 859-2056 (North America) / (404) 537-3406 (International)
Conference ID: 61325613
08/03/2017 14:00 ET - 08/10/2017 14:00 ET
About McEwen Mining (www.mcewenmining.com)
McEwen Mining has the goal to qualify for inclusion in the S&P 500 Index by creating a high growth gold and silver producer
focused in the Americas. McEwen Mining’s principal assets consist of the San José mine in Santa Cruz, Argentina (49% interest), the
El Gallo Gold mine and El Gallo Silver project in Mexico, the Gold Bar project in Nevada, the Timmins projects in Canada and the
Los Azules copper project in Argentina.
McEwen Mining has a total of 312 million shares outstanding. Rob McEwen, Chairman and Chief Owner, owns 25% of the Company.
Technical Information
The technical contents of this news release has been reviewed and approved by Nathan M. Stubina , Ph.D., P.Eng., FCIM, Managing
Director and a Qualified Person as defined by Canadian Securities Administrators National Instrument 43-101 “Standards of
Disclosure for Mineral Projects”.
Reliability of Information Regarding San José
Minera Santa Cruz S.A., the owner of the San José mine, is responsible for and has supplied to the Company all reported results from
the San José mine. McEwen Mining’s joint venture partner, a subsidiary of Hochschild Mining plc, and its affiliates other than MSC
do not accept responsibility for the use of project data or the adequacy or accuracy of this release.
Cautionary Note Regarding Non-GAAP Measures
In this report, we have provided information prepared or calculated according to U.S. GAAP, as well as provided some non-U.S.
GAAP (“non-GAAP”) performance measures. Because the non-GAAP performance measures do not have any standardized meaning
prescribed by U.S. GAAP, they may not be comparable to similar measures presented by other companies.
(1) Total Cash Costs and All-in Sustaining Costs
Total cash costs consist of mining, processing, on-site general and administrative costs, community and permitting costs related to
current explorations, royalty costs, refining and treatment charges (for both doré and concentrate products), sales costs, export taxes
and operational stripping costs. All-in sustaining cash costs consist of total cash costs (as described above), plus environmental
rehabilitation costs, amortization of the asset retirement costs related to operating sites, sustaining exploration and development costs,
and sustaining capital expenditures. Total cash cost and all-in sustaining cash cost per ounce sold are calculated on a co-product basis
by dividing the respective proportionate share of the total cash costs and all-in sustaining cash costs for the period attributable to each
metal by the ounces of each respective metal sold. We use and report these measures to provide additional information regarding
operational efficiencies on an individual mine basis, and believe that these measures provide investors and analysts with useful
information about our underlying costs of operations. A reconciliation to the nearest U.S. GAAP measure is provided in McEwen
Mining’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017.
(2) Earnings from mining operations
The term Earnings from Mining Operations used in this report is a non-GAAP financial measure. We use and report this measure
because we believe it provides investors and analysts with a useful measure of the underlying earnings from our
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mining operations. We define Earnings from Mining Operations as Gold and Silver Revenues from our El Gallo Mine and our 49%
attributable share of the San José Mine’s Net Sales, less their respective Production Costs Applicable to Sales. To the extent that
Production Costs Applicable to Sales may include depreciation and amortization expense related to the fair value increments on
historical business acquisitions (fair value paid in excess of the carrying value of the underlying assets and liabilities assumed on the
date of acquisition), we deduct this expense in order to arrive at Production Costs Applicable to Sales that only include depreciation
and amortization expense incurred at the mine-site level. The San José Mine Net Sales and Production Costs Applicable to Sales are
presented, on a 100% basis, in Note 5 of McEwen Mining’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017.
(3) Average realized prices
The term average realized price per ounce used in this report is also a non-GAAP financial measure. We report this measure to better
understand the price realized in each reporting period for gold and silver. Average realized price is calculated as sales of gold and
silver (excluding commercial deductions) over the number of ounces sold in the period (net of deduction units). A reconciliation to the
most directly comparable U.S. GAAP measure, Sales of Gold and Silver, is provided in McEwen Mining’s Quarterly Report on
Form 10-Q for the quarter ended June 30, 2017.
(4) Cash, investments and precious metals
The term cash, investments and precious metals used in this report is a non-GAAP financial measure. We report this measure to better
understand our liquidity in each reporting period. Cash, investments and precious metals is calculated as the sum of cash, investments
and ounces of doré held in inventory, valued at the London P.M. Fix spot price at the corresponding period. A reconciliation to the
most directly comparable U.S. GAAP measure, Sales of Gold and Silver, is provided in McEwen Mining’s Quarterly Report on
Form 10-Q for the quarter ended June 30, 2017.
CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
This news release contains certain forward-looking statements and information, including “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements and information expressed, as at the
date of this news release, McEwen Mining Inc.’s (the “Company”) estimates, forecasts, projections, expectations or beliefs as to future
events and results. Forward-looking statements and information are necessarily based upon a number of estimates and assumptions
that, while considered reasonable by management, are inherently subject to significant business, economic and competitive
uncertainties, risks and contingencies, and there can be no assurance that such statements and information will prove to be accurate.
Therefore, actual results and future events could differ materially from those anticipated in such statements and information. Risks and
uncertainties that could cause results or future events to differ materially from current expectations expressed or implied by the
forward-looking statements and information include, but are not limited to, factors associated with fluctuations in the market price of
precious metals, mining industry risks, political, economic, social and security risks associated with foreign operations, the ability of
the corporation to receive or receive in a timely manner permits or other approvals required in connection with operations, risks
associated with the construction of mining operations and commencement of production and the projected costs thereof, risks related
to litigation, the state of the capital markets , environmental risks and hazards, uncertainty as to calculation of mineral resources and
reserves, and other risks. The Company’s dividend policy will be reviewed periodically by the Board of Directors and is subject to
change based on certain factors such as the capital needs of the Company and its future operating results. Readers should not place
undue reliance on forward-looking statements or information included herein, which speak only as of the date hereof. The Company
undertakes no obligation to reissue or update forward-looking statements or information as a result of new information or events after
the date hereof except as may be required by law. See McEwen Mining’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2016 and other filings with the Securities and Exchange Commission, under the caption “Risk Factors”, for additional
information on risks, uncertainties and other factors relating to the forward-looking statements and information regarding the
Company. All forward-looking statements and information made in this news release are qualified by this cautionary statement.
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