10-Q 1 Form10q2023q3.htm FORM 10Q Form10q2023q3
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Form10q2023q3p1i0
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________________________
FORM
10-Q
___________________________________________________
(Mark One)
 
QUARTERLY
 
REPORT PURSUANT TO SECTION 13
 
OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended
September 30, 2023
OR
 
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:
1-16247
___________________________________________________
Coronado Global Resources Inc.
(Exact name of registrant as specified in its charter)
___________________________________________________
Delaware
83-1780608
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
Level 33, Central Plaza One
,
345 Queen Street
Brisbane, Queensland
,
Australia
4000
(Address of principal executive offices)
(Zip Code)
(
61
)
7
3031 7777
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
___________________________________________________
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
None
None
None
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
 
 
No
 
Indicate by check mark whether
 
the registrant has submitted electronically
 
every Interactive Data File required to
 
be submitted 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 such files).
 
Yes
 
 
No
 
Indicate by check mark whether the registrant
 
is a large accelerated filer,
 
an accelerated filer, a non-accelerated
 
filer, a smaller reporting
company,
 
or
 
an
 
emerging
 
growth
 
company.
 
See
 
the
 
definitions
 
of
 
“large
 
accelerated
 
filer,”
 
“accelerated
 
filer,”
 
“smaller
 
reporting
company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer
Accelerated filer
Non-accelerated filer
Smaller reporting company
Emerging growth company
 
If an emerging
 
growth company, indicate by
 
check mark if
 
the registrant has
 
elected not to
 
use the extended
 
transition period for
 
complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
 
Yes
 
 
No
The registrant’s
 
common stock is
 
publicly traded on
 
the Australian Securities
 
Exchange in the
 
form of CHESS
 
Depositary Interests, or
CDIs, convertible at the option of
 
the holders into shares of the
 
registrant’s common stock on a 10-for-1 basis.
 
The total number of shares
of the
 
registrant's common
 
stock, par
 
value $0.01
 
per share,
 
outstanding on
 
October 31,
 
2023, including
 
shares of
 
common stock
 
underlying
CDIs, was
167,645,373
.
Form10q2023q3p2i1 Form10q2023q3p2i0
Steel starts
here.
Quarterly Report on Form 10-Q for the quarterly period
 
ended September 30, 2023.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
4
PART I – FINANCIAL INFORMATION
ITEM 1.
 
FINANCIAL STATEMENTS
Condensed Consolidated Balance Sheets
(In US$ thousands, except share data)
Assets
Note
(Unaudited)
 
September 30,
2023
December 31,
2022
Current assets:
Cash and restricted cash
 
$
337,097
$
334,629
Trade receivables, net
 
262,601
409,979
Income tax receivable
 
10,409
Inventories
5
 
207,272
158,018
Other current assets
7
 
118,422
60,188
Assets held for sale
4
 
26,214
Total
 
current assets
 
935,801
989,028
Non-current assets:
Property, plant and equipment,
 
net
6
 
1,426,769
1,389,548
Right of use asset – operating leases, net
9
 
48,479
17,385
Goodwill
 
28,008
28,008
Intangible assets, net
 
3,159
3,311
Restricted deposits
16
 
67,942
89,062
Deferred income tax assets
 
1,567
Other non-current assets
21,291
33,585
Total
 
assets
 
$
2,533,016
$
2,549,927
Liabilities and Stockholders’ Equity
Current liabilities:
 
Accounts payable
 
$
84,863
$
61,780
Accrued expenses and other current liabilities
8
 
257,461
343,691
Income tax payable
 
119,981
Asset retirement obligations
 
15,549
10,646
Contract obligations
 
38,495
40,343
Lease liabilities
9
 
16,580
7,720
Other current financial liabilities
 
3,944
4,458
Liabilities held for sale
4
 
12,241
Total
 
current liabilities
 
416,892
600,860
Non-current liabilities:
Asset retirement obligations
 
138,279
127,844
Contract obligations
 
67,924
94,525
Deferred consideration liability
 
254,001
243,191
Interest bearing liabilities
10
 
234,718
232,953
Other financial liabilities
 
5,748
8,268
Lease liabilities
9
 
35,248
15,573
Deferred income tax liabilities
 
109,444
95,671
Other non-current liabilities
 
35,332
27,952
Total
 
liabilities
 
$
1,297,586
$
1,446,837
Common stock $
0.01
 
par value;
1,000,000,000
 
shares
authorized,
167,645,373
 
shares issued and outstanding as of
September 30, 2023 and December 31, 2022
1,677
1,677
Series A Preferred stock $
0.01
 
par value;
100,000,000
 
shares
authorized,
1
 
Share issued and outstanding as of September 30, 2023
and December 31, 2022
Additional paid-in capital
 
1,093,845
1,092,282
Accumulated other comprehensive losses
14
 
(121,970)
(91,423)
Retained earnings
 
261,878
100,554
Total
 
stockholders’ equity
 
1,235,430
1,103,090
Total
 
liabilities and stockholders’ equity
 
$
2,533,016
$
2,549,927
See accompanying notes to unaudited condensed
 
consolidated financial statements.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
5
Unaudited Condensed Consolidated Statements of
 
Operations and Comprehensive Income
(In US$ thousands, except share data)
Three months ended
 
 
September 30,
Nine months ended
 
September 30,
Note
2023
2022
2023
2022
Revenues:
Coal revenues
$
707,303
$
863,709
$
2,163,093
$
2,821,334
Other revenues
10,527
10,948
47,977
33,152
Total
 
revenues
3
717,830
874,657
2,211,070
2,854,486
Costs and expenses:
Cost of coal revenues (exclusive of items
shown separately below)
501,471
385,504
1,262,907
1,140,467
Depreciation, depletion and amortization
34,749
37,508
113,052
126,901
Freight expenses
71,746
63,026
192,542
189,316
Stanwell rebate
37,100
54,575
105,357
124,160
Other royalties
92,700
137,331
268,606
299,711
Selling, general, and administrative
expenses
 
12,221
10,405
29,976
28,657
Total
 
costs and expenses
749,987
688,349
1,972,440
1,909,212
Other (expense) income:
Interest expense, net
(14,496)
(17,220)
(43,341)
(52,034)
Loss on debt extinguishment
(1,385)
(1,385)
Decrease (increase) in provision for
discounting and credit losses
536
12
4,255
(572)
Other, net
8,189
32,898
17,704
55,191
Total
 
other (expense) income, net
(7,156)
15,690
(22,767)
2,585
(Loss) income before tax
(39,313)
201,998
215,863
947,859
Income tax benefit (expense)
11
18,230
(51,423)
(37,775)
(235,391)
Net (loss) income attributable to
Coronado Global Resources Inc.
$
(21,083)
$
150,575
$
178,088
$
712,468
Other comprehensive loss, net of income
taxes:
Foreign currency translation adjustments
14
(18,247)
(41,998)
(30,547)
(75,908)
Total
 
other comprehensive loss
(18,247)
(41,998)
(30,547)
(75,908)
Total
 
comprehensive (loss) income
attributable to Coronado Global
Resources Inc.
 
$
(39,330)
$
108,577
$
147,541
$
636,560
(Loss) earnings per share of common stock
Basic
12
(0.13)
0.90
1.06
4.25
Diluted
12
(0.13)
0.90
1.06
4.25
See accompanying notes to unaudited condensed
 
consolidated financial statements.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
6
Unaudited Condensed Consolidated Statements of
 
Stockholders’ Equity
(In US$ thousands, except share data)
Common stock
Preferred stock
Additional
Accumulated other
Total
paid in
comprehensive
Retained
stockholders
Shares
Amount
Series A
Amount
capital
losses
earnings
equity
Balance December 31, 2022
167,645,373
$
1,677
1
$
$
1,092,282
$
(91,423)
$
100,554
$
1,103,090
Net income
107,860
107,860
Other comprehensive loss
(4,503)
(4,503)
Total
 
comprehensive (loss) income
(4,503)
107,860
103,357
Share-based compensation for equity
classified awards
(308)
(308)
Dividends
(8,382)
(8,382)
Balance March 31, 2023
167,645,373
$
1,677
1
$
$
1,091,974
$
(95,926)
$
200,032
$
1,197,757
Net income
91,311
91,311
Other comprehensive loss
(7,797)
(7,797)
Total
 
comprehensive (loss) income
(7,797)
91,311
83,514
Share-based compensation for equity
classified awards
1,289
1,289
Balance June 30, 2023
167,645,373
$
1,677
1
$
$
1,093,263
$
(103,723)
$
291,343
$
1,282,560
Net loss
(21,083)
(21,083)
Other comprehensive loss
(18,247)
(18,247)
Total
 
comprehensive loss
(18,247)
(21,083)
(39,330)
Share-based compensation for equity
classified awards
582
582
Dividends
(8,382)
(8,382)
Balance September 30, 2023
167,645,373
$
1,677
1
$
$
1,093,845
$
(121,970)
$
261,878
$
1,235,430
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
7
Common stock
Preferred stock
Additional
Accumulated other
Total
paid in
comprehensive
Retained
stockholders
Shares
Amount
Series A
Amount
capital
losses
earnings
equity
Balance December 31, 2021
167,645,373
$
1,677
1
$
$
1,089,547
$
(44,228)
$
30,506
$
1,077,502
Net income
269,898
269,898
Other comprehensive income
16,258
16,258
Total
 
comprehensive income
16,258
269,898
286,156
Share-based compensation for equity
classified awards
84
84
Dividends
(150,881)
(150,881)
Balance March 31, 2022
167,645,373
$
1,677
1
$
$
1,089,631
$
(27,970)
$
149,523
$
1,212,861
Net income
291,995
291,995
Other comprehensive loss
(50,168)
(50,168)
Total
 
comprehensive (loss) income
(50,168)
291,995
241,827
Share-based compensation for equity
classified awards
1,731
1,731
Dividends
(200,040)
(200,040)
Balance June 30, 2022
167,645,373
$
1,677
1
$
$
1,091,362
$
(78,138)
$
241,478
$
1,256,379
Net income
150,575
150,575
Other comprehensive loss
(41,998)
(41,998)
Total
 
comprehensive (loss) income
(41,998)
150,575
108,577
Share-based compensation for equity
classified awards
289
289
Dividends
(125,734)
(125,734)
Balance September 30, 2022
167,645,373
$
1,677
1
$
$
1,091,651
$
(120,136)
$
266,319
$
1,239,511
See accompanying notes to unaudited condensed
 
consolidated financial statements.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
8
Unaudited Condensed Consolidated Statements of
 
Cash Flows
(In US$ thousands)
Nine months ended
September 30,
2023
2022
Cash flows from operating activities:
Net income
$
178,088
$
712,468
Adjustments to reconcile net income to cash and restricted cash
 
provided by
operating activities:
Depreciation, depletion and amortization
113,052
126,901
Amortization of right of use asset - operating leases
6,894
5,597
Amortization of deferred financing costs
1,595
1,451
Loss on debt extinguishment
1,385
Non-cash interest expense
24,748
23,544
Amortization of contract obligations
(23,896)
(26,883)
Loss on disposal of property,
 
plant and equipment
393
433
Equity-based compensation expense
1,563
2,104
Deferred income taxes
13,140
49,929
Reclamation of asset retirement obligations
(3,168)
(3,961)
(Decrease) increase in provision for discounting and credit
 
losses
(4,255)
572
Changes in operating assets and liabilities:
Accounts receivable
147,956
(170,094)
Inventories
(54,704)
6,094
Other assets
(5,197)
(30,109)
Accounts payable
25,676
(3,371)
Accrued expenses and other current liabilities
(69,303)
161,224
Operating lease liabilities
(9,311)
(6,202)
Income tax payable
(128,418)
88,614
Change in other liabilities
7,443
7,073
Net cash provided by operating activities
223,681
945,384
Cash flows from investing activities:
Capital expenditures
(182,442)
(141,928)
Purchase of restricted and other deposits
(26,836)
(9,558)
Redemption of restricted and other deposits
26,250
816
Net cash used in investing activities
(183,028)
(150,670)
Cash flows from financing activities:
Debt issuance costs and other financing costs
(3,420)
Principal payments on interest bearing liabilities and other financial
 
liabilities
(2,732)
(9,773)
Principal payments on finance lease obligations
(98)
(91)
Premiums paid on early redemption of debt
(90)
Dividends paid
(16,755)
(473,900)
Net cash used in financing activities
(23,005)
(483,854)
Net increase in cash and restricted cash
17,648
310,860
Effect of exchange rate changes on cash and restricted
 
cash
(15,180)
(50,144)
Cash and restricted cash at beginning of period
334,629
437,931
Cash and restricted cash at end of period
$
337,097
$
698,647
Supplemental disclosure of cash flow information:
Cash payments for interest
$
14,598
$
19,035
Cash paid for taxes
$
148,775
$
90,888
Restricted cash
$
251
$
251
See accompanying notes to unaudited condensed
 
consolidated financial statements.
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
9
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
1.
 
Description of Business, Basis of Presentation
(a)
Description of the Business
 
Coronado
 
Global
 
Resources
 
Inc.
 
is
 
a
 
global
 
producer,
 
marketer,
 
and
 
exporter
 
of
 
a
 
full
 
range
 
of
 
metallurgical
coals,
 
an
 
essential
 
element
 
in
 
the
 
production
 
of
 
steel.
 
The
 
Company
 
has
 
a
 
portfolio
 
of
 
operating
 
mines
 
and
development projects in
 
Queensland, Australia, and
 
in the states of
 
Pennsylvania, Virginia and
 
West Virginia
 
in
the United States, or U.S.
 
(b)
 
Basis of Presentation
 
The interim unaudited condensed consolidated financial statements
 
have been prepared in accordance with the
requirements of U.S. generally accepted
 
accounting principles, or U.S. GAAP,
 
and with the instructions to Form
10-Q and Article
 
10 of Regulation
 
S-X related to
 
interim financial reporting
 
issued by the
 
Securities and Exchange
Commission, or the
 
SEC. Accordingly,
 
they do not
 
include all of
 
the information
 
and footnotes required
 
by U.S.
GAAP for complete
 
financial statements and should
 
be read in
 
conjunction with the audited
 
consolidated financial
statements and notes thereto included in the
 
Company’s Annual Report on Form 10-K filed with the
 
SEC and the
Australian Securities Exchange, or the ASX, on February
 
21, 2023.
The
 
interim
 
unaudited
 
condensed
 
consolidated
 
financial
 
statements
 
are
 
presented
 
in
 
U.S.
 
dollars,
 
unless
otherwise
 
stated.
 
They
 
include
 
the
 
accounts
 
of
 
Coronado
 
Global
 
Resources
 
Inc.
 
and
 
its
 
wholly-owned
subsidiaries.
 
References
 
to
 
“US$”
 
or
 
“USD”
 
are
 
references
 
to
 
U.S.
 
dollars.
 
References
 
to
 
“A$”
 
or
 
“AUD”
 
are
references
 
to
 
Australian
 
dollars,
 
the
 
lawful
 
currency
 
of
 
the
 
Commonwealth
 
of
 
Australia.
 
The
 
“Company”
 
and
“Coronado”
 
are
 
used
 
interchangeably
 
to
 
refer
 
to
 
Coronado
 
Global
 
Resources
 
Inc.
 
and
 
its
 
subsidiaries,
collectively, or to Coronado Global Resources Inc., as
 
appropriate to the context.
 
All intercompany balances and
transactions have been eliminated upon consolidation.
 
In
 
the
 
opinion
 
of
 
management,
 
these
 
interim
 
financial
 
statements
 
reflect
 
all
 
normal,
 
recurring
 
adjustments
necessary
 
for
 
the
 
fair
 
presentation
 
of
 
the
 
Company’s
 
financial
 
position,
 
results
 
of
 
operations,
 
comprehensive
income, cash flows and changes in
 
equity
 
for the periods presented. Balance sheet information
 
presented herein
as of December 31,
 
2022 has been derived from
 
the Company’s audited consolidated balance sheet at
 
that date.
The
 
Company’s
 
results
 
of
 
operations
 
for
 
the
 
three
 
and
 
nine
 
months
 
ended
 
September
 
30,
 
2023
 
are
 
not
necessarily indicative of the results that may be expected for
 
the year ending December 31, 2023.
2.
 
Summary of Significant Accounting Policies
Please see Note 2 “Summary
 
of Significant Accounting Policies”
 
contained in the audited
 
consolidated financial
statements for the year ended December 31, 2022 included in Coronado Global Resources Inc.’s Annual Report
on Form 10-K filed with the SEC and ASX on February
 
21, 2023.
 
(a) Newly Adopted Accounting Standards
During
 
the
 
period,
 
there
 
has
 
been
 
no
 
new
 
Accounting
 
Standards
 
Update
 
issued
 
by
 
the
 
Financial
 
Accounting
Standards Board that had a material impact on the Company’s
 
consolidated financial statements.
3.
 
Segment Information
The Company has a portfolio of operating
 
mines and development projects in
 
Queensland, Australia, and in the
states
 
of
 
Pennsylvania,
 
Virginia
 
and
 
West
 
Virginia
 
in
 
the
 
U.S.
 
The
 
operations
 
in
 
Australia,
 
or
 
Australian
Operations, comprise
 
the 100%-owned
 
Curragh producing
 
mine complex. The
 
operations in the
 
United States,
or U.S. Operations,
 
comprise
two
 
100%-owned producing
 
mine complexes (Buchanan
 
and Logan),
one
 
100%-
owned idled mine complex (Greenbrier) and
two
 
development properties (Mon Valley
 
and Russell County).
 
The
 
Company
 
operates
 
its
 
business
 
along
two
 
reportable
 
segments:
 
Australia
 
and
 
the
 
United
 
States.
 
The
organization
 
of
 
the
two
 
reportable
 
segments
 
reflects
 
how
 
the
 
Company’s
 
chief
 
operating
 
decision
 
maker,
 
or
CODM, manages and allocates resources to the various
 
components of the Company’s business.
The CODM
 
uses Adjusted
 
EBITDA as
 
the primary
 
metric to
 
measure each
 
segment’s
 
operating performance.
Adjusted EBITDA is not a measure of financial performance in accordance with U.S. GAAP.
 
Investors should be
aware that
 
the Company’s
 
presentation of
 
Adjusted EBITDA
 
may not
 
be comparable
 
to similarly
 
titled financial
measures used by other companies.
 
 
 
 
 
 
 
 
 
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
10
Adjusted EBITDA is
 
defined as earnings
 
before interest, taxes,
 
depreciation, depletion and
 
amortization and other
foreign exchange losses. Adjusted EBITDA is
 
also adjusted for certain discrete items that
 
management exclude
in analyzing each
 
of the
 
Company’s segments’ operating performance.
 
“Other and corporate”
 
relates to additional
financial information for
 
the corporate function
 
such as accounting,
 
treasury, legal, human resources,
 
compliance,
and tax.
 
As such, the corporate function is not determined to be a
 
reportable segment but is discretely disclosed
for purposes of reconciliation to the Company’s
 
unaudited Condensed Consolidated Financial Statements.
Reportable segment
 
results as
 
of and for
 
the three
 
and nine
 
months ended
 
September 30,
 
2023 and
 
2022 are
presented below:
 
 
 
 
 
(in US$ thousands)
Australia
United
States
Other and
Corporate
Total
Three months ended September 30, 2023
Total
 
revenues
$
455,774
$
262,056
$
$
717,830
Adjusted EBITDA
(32,353)
47,630
(11,899)
3,378
Total
 
assets
1,217,712
1,012,399
302,905
2,533,016
Capital expenditures
10,625
50,709
173
61,507
Three months ended September 30, 2022
Total
 
revenues
$
546,485
$
328,172
$
$
874,657
Adjusted EBITDA
88,035
145,890
(10,349)
223,576
Total
 
assets
1,405,333
988,728
410,349
2,804,410
Capital expenditures
17,289
31,174
103
48,566
Nine months ended September 30, 2023
Total
 
revenues
$
1,286,242
$
924,828
$
$
2,211,070
Adjusted EBITDA
35,580
349,160
(29,088)
355,652
Total
 
assets
1,217,712
1,012,399
302,905
2,533,016
Capital expenditures
34,352
115,917
253
150,522
Nine months ended September 30, 2022
Total
 
revenues
$
1,730,172
$
1,124,314
$
$
2,854,486
Adjusted EBITDA
523,319
578,183
(28,579)
1,072,923
Total
 
assets
1,405,333
988,728
410,349
2,804,410
Capital expenditures
64,005
75,595
433
140,033
The reconciliations
 
of Adjusted EBITDA to net income attributable to the
 
Company for the three and nine months
ended September 30, 2023 and 2022 are as follows:
 
 
 
 
 
 
 
Three months ended
 
Nine months ended
September 30,
September 30,
(in US$ thousands)
2023
2022
2023
2022
Net (loss) income
$
(21,083)
$
150,575
$
178,088
$
712,468
Depreciation, depletion and amortization
34,749
37,508
113,052
126,901
Interest expense (net of interest income)
14,496
17,220
43,341
52,034
Income tax (benefit) expense
(18,230)
51,423
37,775
235,391
Other foreign exchange gains
(1)
(7,859)
(31,917)
(17,265)
(55,064)
Loss on extinguishment of debt
1,385
1,385
Losses (gains) on idled assets
(2)
456
(1,221)
3,531
621
(Decrease) increase in provision for
discounting and credit losses
(536)
(12)
(4,255)
572
Consolidated Adjusted EBITDA
$
3,378
$
223,576
$
355,652
$
1,072,923
(1)
 
The balance
 
primarily relates
 
to foreign
 
exchange gains
 
and losses
 
recognized in
 
the translation
 
of short-term
 
inter-entity balances
 
in
certain entities within the group that
 
are denominated in currencies other than
 
their respective functional currencies. These gains
 
and losses
are included in “Other, net” on the unaudited Consolidated Statement
 
of Operations and Comprehensive Income.
 
(2)
 
These losses relate to idled non-core assets
 
that the Company has an active plan
 
to sell. Prior to March 31, 2023, the
 
Company had idled
assets that were classified as held for sale. Refer
 
to Note 4 “Assets held for sale” for further details.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
11
The
 
reconciliations
 
of
 
capital
 
expenditures
 
per
 
the
 
Company’s
 
segment
 
information
 
to
 
capital
 
expenditures
disclosed
 
on
 
the
 
unaudited
 
Condensed
 
Consolidated
 
Statements
 
of
 
Cash
 
Flows
 
for
 
the
 
nine
 
months
 
ended
September 30, 2023 and 2022 are as follows:
 
 
 
 
 
Nine months ended September 30,
(in US$ thousands)
2023
2022
Capital expenditures per unaudited Condensed Consolidated
 
Statements of
Cash Flows
$
182,442
$
141,928
Accruals for capital expenditures
898
5,580
Payment for capital acquired in prior periods
(11,241)
(7,475)
Advance payment to acquire long lead capital items
(21,577)
Capital expenditures per segment detail
$
150,522
$
140,033
Disaggregation of Revenue
The Company disaggregates the revenue
 
from contracts with customers by
 
major product group for each of
 
the
Company’s
 
reportable
 
segments,
 
as
 
the
 
Company
 
believes
 
it
 
best
 
depicts
 
the
 
nature,
 
amount,
 
timing
 
and
uncertainty of revenues and cash flows.
 
All revenue is recognized at a point in time.
 
 
 
 
 
 
 
 
 
 
Three months ended September 30, 2023
(in US$ thousands)
Australia
United States
Total
Product Groups:
Metallurgical coal
$
419,032
$
232,870
$
651,902
Thermal coal
27,783
27,618
55,401
Total
 
coal revenue
446,815
260,488
707,303
Other
(1)
8,959
1,568
10,527
Total
$
455,774
$
262,056
$
717,830
 
 
 
 
 
 
 
 
 
 
Three months ended September 30, 2022
(in US$ thousands)
Australia
United States
Total
Product Groups:
Metallurgical coal
$
518,010
$
309,609
$
827,619
Thermal coal
19,246
16,844
36,090
Total
 
coal revenue
537,256
326,453
863,709
Other
(1)
9,229
1,719
10,948
Total
$
546,485
$
328,172
$
874,657
 
 
 
 
 
 
 
 
 
 
Nine months ended September 30, 2023
(in US$ thousands)
Australia
United States
Total
Product Groups:
Metallurgical coal
$
1,195,413
$
773,184
$
1,968,597
Thermal coal
65,328
129,168
194,496
Total
 
coal revenue
1,260,741
902,352
2,163,093
Other
(1)
25,501
22,476
47,977
Total
$
1,286,242
$
924,828
$
2,211,070
 
 
 
 
 
 
 
 
 
 
Nine months ended September 30, 2022
(in US$ thousands)
Australia
United States
Total
Product Groups:
Metallurgical coal
$
1,615,364
$
1,098,186
$
2,713,550
Thermal coal
86,537
21,247
107,784
Total
 
coal revenue
1,701,901
1,119,433
2,821,334
Other
(1)
28,271
4,881
33,152
Total
$
1,730,172
$
1,124,314
$
2,854,486
(1) Other revenue for the Australian segment includes
 
the amortization of the Stanwell non-market coal
 
supply contract obligation liability.
 
 
 
 
 
 
 
 
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
12
4.
 
Assets Held for Sale
During
 
the
 
fourth
 
quarter
 
of
 
2020, the
 
Company
 
committed
 
to
 
a
 
plan
 
to
 
sell
 
the
 
Greenbrier
 
mining
 
asset
 
and
determined that all
 
of the criteria
 
to classify assets
 
and liabilities as
 
held for sale
 
were met. The
 
asset is part
 
of
our U.S. segment, located
 
in the State of Virginia
 
in the United States. The
 
Greenbrier asset does not
 
form part
of the Company’s core business strategy and
 
has been idle since April 1, 2020.
The
 
Company
 
remains
 
committed
 
to
 
a
 
plan
 
to
 
sell
 
the
 
asset,
 
however,
 
on
 
March
 
31,
 
2023,
 
the
 
Company
concluded that the timing of
 
the sale within the next
 
twelve months is uncertain.
 
As such, the Greenbrier
 
mining
asset
 
has
 
been
 
reclassified
 
as
 
held
 
and
 
used
 
since
 
March
 
31,
 
2023,
 
as
 
it
 
does
 
not
 
meet
 
the
 
criteria
 
for
classification as held for sale.
The Greenbrier
 
mining asset
 
remains idle
 
and the
 
Company does
 
not intend
 
to recommence
 
operations at
 
the
mine.
 
The assets and
 
liabilities of Greenbrier met
 
the criteria for
 
classification as held for
 
sale as of
 
December 31, 2022,
therefore the Condensed Consolidated Balance Sheet continues to reflect these assets and liabilities as held for
sale as of that date.
 
5.
 
Inventories
 
 
 
 
 
 
 
(in US$ thousands)
September 30,
2023
December 31,
2022
Raw coal
$
72,839
$
50,604
Saleable coal
80,082
45,913
Total
 
coal inventories
152,921
96,517
Supplies inventory
54,351
61,501
Total
 
inventories
$
207,272
$
158,018
Coal inventories measured at
 
its net realizable value
 
were $
1.6
million
and $
5.0
 
million as at September
 
30, 2023
and December 31, 2022,
 
respectively,
 
and primarily relates
 
to coal designated for
 
deliveries under the Stanwell
non-market coal supply agreement.
6.
 
Property, Plant and
 
Equipment
 
 
 
 
 
 
 
(in US$ thousands)
September 30,
2023
December 31,
2022
Land
$
27,847
$
27,711
Buildings and improvements
87,900
91,336
Plant, machinery, mining
 
equipment and transportation vehicles
1,088,959
1,012,844
Mineral rights and reserves
390,394
373,309
Office and computer equipment
9,586
9,488
Mine development
548,733
565,106
Asset retirement obligation asset
76,698
87,877
Construction in process
153,162
82,713
Total
 
cost of property,
 
plant and equipment
2,383,279
2,250,384
Less accumulated depreciation, depletion and amortization
956,510
860,836
Property, plant and
 
equipment, net
$
1,426,769
$
1,389,548
 
 
 
 
 
 
 
 
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
13
7. Other Assets
 
 
 
 
 
(in US$ thousands)
September 30,
2023
December 31,
2022
Other current assets
Prepayments
$
33,761
$
26,831
Long service leave receivable
7,901
7,884
Tax
 
credits receivable
4,183
4,183
Deposits to acquire capital items
33,289
Short term deposits
21,618
Other
17,670
21,290
Total
 
other current assets
$
118,422
$
60,188
The Company has
 
other current assets
 
which includes prepayments,
 
favorable mineral leases,
 
long service leave
receivable,
 
equipment
 
deposits,
 
short
 
term
 
deposits
 
and
 
coalfield
 
employment
 
enhancement
 
tax
 
credit
receivable.
 
Short term deposits are term deposits that do not meet
 
the cash and cash equivalents criteria.
 
8.
 
Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consist of the
 
following:
 
 
 
 
 
(in US$ thousands)
September 30,
2023
December 31,
2022
Wages and employee benefits
$
45,355
$
38,687
Taxes
 
other than income taxes
8,123
5,988
Accrued royalties
61,831
117,131
Accrued freight costs
32,290
44,496
Accrued mining fees
81,466
103,492
Acquisition related accruals
11,172
11,669
Other liabilities
17,224
22,228
Total
 
accrued expenses and other current liabilities
$
257,461
$
343,691
Acquisition
 
related
 
accruals
 
is
 
an
 
accrual
 
for
 
the
 
estimated
 
remaining
 
stamp
 
duty
 
payable
 
on
 
the
 
Curragh
acquisition,
 
including
 
penalty
 
interest,
 
of
 
$
11.2
 
million
 
(A$
17.3
 
million).
 
Refer
 
to
 
Note
 
16
 
“Contingencies”
 
for
further details.
9.
 
Leases
From time to
 
time, the Company
 
enters into mining
 
services contracts,
 
which may include
 
embedded leases
 
of
mining equipment
 
and other
 
contractual agreements
 
to lease
 
mining equipment
 
and facilities.
 
Based upon
 
the
Company’s assessment
 
of terms within
 
these agreements,
 
the Company classifies
 
a lease as
 
either finance
 
or
operating.
 
During the nine months
 
period ended September 30,
 
2023, the Company entered
 
into a number of agreements
to
 
lease
 
mining
 
equipment.
 
On
 
mobilization
 
of
 
this
 
mining
 
equipment,
 
the
 
Company
 
recognized
 
right-of-use
assets and operating lease liabilities of $
38.9
 
million.
As of September 30,
 
2023, there are additional
 
operating leases of
 
mining equipment, which
 
have not yet been
mobilized, that have
 
a present value
 
of minimum lease
 
payments of approximately $
34.0
 
million. These operating
leases have commenced in October 2023 with lease terms
 
of
5
 
years.
 
Information related to the Company’s right-of-use
 
assets and related lease liabilities are as follows:
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
14
 
 
 
 
 
 
 
 
 
Three months ended
Nine months ended
(in US$ thousands)
September 30,
2023
September 30,
2022
September 30,
2023
September 30,
2022
Operating lease costs
$
5,200
$
1,699
$
9,697
$
6,514
Cash paid for operating lease liabilities
4,310
2,039
9,311
6,202
Finance lease costs:
Amortization of right of use assets
32
31
92
130
Interest on lease liabilities
2
4
8
21
Total
 
finance lease costs
$
34
$
35
$
100
$
151
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(in US$ thousands)
September 30,
2023
December 31,
2022
Operating leases:
Operating lease right-of-use assets
$
48,479
$
17,385
Finance leases:
Property and equipment
360
371
Accumulated depreciation
(243)
(186)
Property and equipment, net
117
185
Current operating lease obligations
16,484
7,593
Operating lease liabilities, less current portion
35,248
15,505
Total
 
operating lease liabilities
51,732
23,098
Current finance lease obligations
96
127
Finance lease liabilities, less current portion
68
Total
 
Finance lease liabilities
96
195
Current lease obligation
16,580
7,720
Non-current lease obligation
35,248
15,573
Total
 
Lease liability
$
51,828
$
23,293
 
 
 
September 30,
2023
December 31,
 
2022
Weighted Average Remaining
 
Lease Term (Years)
Weighted average remaining lease term – finance
 
leases
0.75
1.52
Weighted average remaining lease term – operating
 
leases
3.19
4.11
Weighted Average Discount
 
Rate
Weighted discount rate – finance lease
7.60%
7.60%
Weighted discount rate – operating lease
9.00%
8.94%
 
 
 
 
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
15
The Company’s operating leases have remaining lease
 
terms of
1
 
year to
5
 
years, some of which include
 
options
to extend the terms
 
where the Company deems
 
it is reasonably certain
 
the options will be
 
exercised. Maturities
of lease liabilities as at September 30, 2023, are as follows:
 
 
 
 
 
 
 
 
 
(in US$ thousands)
Operating
Lease
Finance
Lease
Year ending
 
December 31,
2023
$
5,483
$
33
2024
19,430
66
2025
18,642
2026
11,333
2027
3,213
Thereafter
1,093
Total
 
lease payments
59,194
99
Less imputed interest
(7,462)
(3)
Total
 
lease liability
$
51,732
$
96
10.
 
Interest Bearing Liabilities
 
 
 
 
 
 
 
 
 
 
 
The following is a summary of interest-bearing liabilities
 
at September 30, 2023:
 
(in US$ thousands)
September 30, 2023
December 31, 2022
Weighted Average
Interest Rate at
September 30, 2023
Final
Maturity
10.75
% Senior Secured Notes
$
242,326
$
242,326
12.14
%
(2)
2026
New ABL Facility
2026
Discount and debt issuance costs
(1)
(7,608)
(9,373)
Total
 
interest bearing liabilities
$
234,718
$
232,953
(1)
Debt issuance costs incurred on the establishment
 
of the ABL Facility has been included within
 
"Other non-current assets" in the
unaudited Condensed Consolidated Balance Sheet.
(2)
 
Represents the effective interest rate.
Senior Secured Notes
As of
 
September 30,
 
2023, the
 
Company’s
 
aggregate principal
 
amount of
 
the
10.750
% Senior
 
Secured Notes
due
 
2026,
 
or
 
the
 
Notes,
 
outstanding
 
was
 
$
242.3
 
million.
 
The
 
Notes
 
mature
 
on
May 15, 2026
 
and
 
are
 
senior
secured obligations of the Company.
The
 
terms
 
of
 
the
 
Notes
 
are
 
governed
 
by
 
an
 
indenture,
 
dated
 
as
 
of
 
May
 
12,
 
2021,
 
or
 
the
 
Indenture,
 
among
Coronado Finance
 
Pty Ltd,
 
an Australian
 
proprietary
 
company,
 
as issuer,
 
Coronado,
 
as parent
 
guarantor,
 
the
other guarantors
 
party thereto
 
and Wilmington
 
Trust,
 
National Association,
 
as trustee.
 
The Indenture
 
contains
customary
 
covenants
 
for
 
high
 
yield
 
bonds,
 
including,
 
but
 
not
 
limited
 
to,
 
limitations
 
on
 
investments,
 
liens,
indebtedness, asset
 
sales, transactions
 
with affiliates
 
and restricted
 
payments, including
 
payment of
 
dividends
on capital stock. As of
 
September 30, 2023, the Company was in
 
compliance with all applicable covenants under
the Indenture.
Under the terms of the
 
Indenture, upon the occurrence of a “Change
 
of Control” (as defined in the
 
Indenture), the
issuer
 
is
 
required
 
to
 
make
 
an
 
offer,
 
or
 
a
 
Change
 
of
 
Control
 
Offer,
 
to
 
repurchase
 
the
 
Notes
 
at
101
%
 
of
 
the
aggregate principal
 
amount thereof,
 
plus accrued
 
and unpaid
 
interest, if
 
any,
 
to, but
 
excluding, the
 
repurchase
date. Alternatively,
 
if the
 
issuer elects
 
to redeem
 
all of
 
the Notes,
 
during the
 
12-month period
 
commencing
 
on
May 15 of
 
the years set
 
forth below at
 
the redemption
 
prices (expressed
 
in percentages of
 
principal amount on
the redemption date) set forth below, plus accrued and unpaid interest to,
 
but not including, the redemption date,
the issuer is not required to make a Change of Control
 
Offer:
Period
Redemption price
2023
108.06%
2024
104.03%
2025 and thereafter
100.00%
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
16
New Asset Based Revolving Credit Facility
 
On May
 
8, 2023,
 
the Company, Coronado Coal
 
Corporation, a Delaware
 
corporation and wholly
 
owned subsidiary
of the Company,
 
Coronado Finance Pty
 
Ltd, an Australian
 
proprietary company
 
and a wholly
 
owned subsidiary
of the Company,
 
or an Australian
 
Borrower, Coronado
 
Curragh Pty Ltd,
 
an Australian proprietary
 
company and
wholly
 
owned
 
subsidiary
 
of
 
the
 
Company,
 
or
 
an
 
Australian
 
Borrower
 
and,
 
together
 
with
 
the
 
other
 
Australian
Borrower, the Borrowers,
 
and the other guarantors party
 
thereto, collectively with the
 
Company,
 
the Guarantors
and, together
 
with the
 
Borrowers, the
 
Loan Parties,
 
entered into
 
a senior
 
secured asset-based
 
revolving credit
agreement in
 
an initial
 
aggregate amount
 
of $
150.0
 
million, or
 
the New
 
ABL Facility,
 
with Global
 
Loan Agency
Services Australia
 
Pty Ltd,
 
as the
 
Administrative Agent,
 
Global Loan
 
Agency Services
 
Australia Nominees
 
Pty
Ltd, as the
 
Collateral Agent,
 
the Hongkong and
 
Shanghai Banking Corporation
 
Limited, Sydney
 
Branch, as the
Lender, and DBS Bank
 
Limited, Australia Branch,
 
as the
 
Lender and, together
 
with the other
 
Lender, the Lenders.
On August 3, 2023, the Company
 
satisfied all conditions precedent
 
under the New ABL Facility,
 
at which time it
became effective and replaced the predecessor
 
ABL Facility.
 
The New
 
ABL Facility
 
matures in
 
August 2026
 
and provides
 
for up
 
to $
150.0
 
million in
 
borrowings, including
 
a
$
100.0
 
million sublimit for the issuance
 
of letters of credit and $
70.0
 
million sublimit as a revolving
 
credit facility.
Availability under the New
 
ABL Facility is
 
limited to an
 
eligible borrowing base, determined
 
by applying customary
advance rates to eligible accounts receivable and inventory.
Borrowings under
 
the New
 
ABL Facility
 
bear interest
 
at a
 
rate per
 
annum equal
 
to an
 
applicable rate
 
of
2.80
%
plus BBSY,
 
for loans denominated in A$, or SOFR, for loans denominated
 
in US$, at the Borrower’s election.
 
The New
 
ABL Facility
 
is guaranteed
 
by the
 
Guarantors.
 
Amounts outstanding
 
under the
 
New ABL
 
Facility are
secured by
 
(i) first
 
priority lien
 
in the
 
accounts receivable
 
and other
 
rights to
 
payment, inventory,
 
intercompany
indebtedness, certain general
 
intangibles and commercial tort
 
claims, commodities accounts,
 
deposit accounts,
securities accounts
 
and other
 
related assets
 
and proceeds
 
and products
 
of each
 
of the
 
foregoing, collectively,
the New ABL Collateral, (ii)
 
a second-priority lien on substantially
 
all of the Company’s
 
assets and the assets
 
of
the guarantors, other than the New ABL
 
Collateral, and (iii) solely in the case of
 
the obligations of the Australian
Borrower, a featherweight
 
floating security interest over certain
 
assets of the Australian Borrower,
 
in each case,
subject to certain customary exceptions.
The New
 
ABL Facility
 
contains customary representations
 
and warranties
 
and affirmative and
 
negative covenants
including, among
 
others, a
 
covenant regarding
 
the maintenance
 
of leverage
 
ratio to
 
be less
 
than
3.00
 
times, a
covenant regarding maintenance of interest coverage ratio to be more than
3.00
 
times, covenants relating to the
payment of dividends, or purchase or redemption of, with respect to any Equity Interests of Holdings or
 
any of its
Subsidiaries,
 
covenants
 
relating
 
to
 
financial
 
reporting,
 
covenants
 
relating
 
to
 
the
 
incurrence
 
of
 
liens
 
or
encumbrances, covenants relating to the incurrence or prepayment of certain debt, compliance with laws, use of
proceeds, maintenance of properties, maintenance of insurance, payment obligations, financial accommodation,
mergers and
 
sales of all
 
or substantially all
 
of the Borrowers
 
and Guarantors’, collectively
 
the Loan Parties,
 
assets
and limitations on changes in the nature of the Loan Parties’
 
business.
Subject
 
to
 
customary
 
grace
 
periods
 
and
 
notice
 
requirements,
 
the
 
New
 
ABL
 
Facility
 
also
 
contains
 
customary
events of default.
Under the terms of New ABL Facility,
 
a Review Event (as defined in the New ABL Facility) is triggered if, among
other matters, a “change of control” (as defined in the
 
New ABL Facility) occurs.
 
Following the
 
occurrence of
 
a Review
 
Event, the
 
Borrowers must
 
promptly meet
 
and consult
 
in good
 
faith with
the Administrative Agent and the Lenders to agree a
 
strategy to address the relevant Review Event including but
not limited to a restructure of the terms of the New ABL Facility to the satisfaction of the Lenders
 
.
 
If at the end of
a period
 
of
20
 
business days
 
after the
 
occurrence
 
of the
 
Review Event,
 
the Lenders
 
are not
 
satisfied
 
with the
result of their discussion or meeting with the Borrowers or do not wish to
 
continue to provide their commitments,
the Lenders may declare all amounts owing
 
under the ABL Facility immediately due and payable,
 
terminate such
Lenders’
 
commitments
 
to
 
make
 
loans
 
under
 
the
 
ABL
 
Facility,
 
require
 
the
 
Borrowers
 
to
 
cash
 
collateralize
 
any
letter of credit obligations and/or exercise any and all remedies
 
and other rights under the New ABL Facility.
To establish
 
the New ABL Facility, the Company incurred debt issuance costs of $
3.4
 
million. The Company has
elected an accounting
 
policy to present debt
 
issuance costs incurred
 
before the debt liability
 
is recognized (e.g.
before the debt
 
proceeds are received)
 
as an asset
 
which will be
 
amortized ratably
 
over the term
 
of the facility.
The costs
 
will not
 
be subsequently
 
reclassified as
 
a direct
 
deduction of
 
the liability.
 
The carrying
 
value of
 
debt
issuance costs, recorded
 
as “Other
 
non-current assets” in
 
the unaudited Condensed
 
Consolidated Balance Sheet
was $
2.9
 
million as at September 30, 2023.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
17
As
 
at
 
September
 
30,
 
2023,
 
the
 
letter
 
of
 
credit
 
sublimit
 
had
 
been
 
partially
 
used
 
to
 
issue
 
$
21.6
 
million
 
of
 
bank
guarantees on
 
behalf of
 
the Company
 
and
no
 
amounts were
 
drawn under
 
the revolving
 
credit sublimit
 
of New
ABL Facility.
 
As at September 30,
 
2023, the Company was in
 
compliance with all applicable covenants under the
New ABL Facility.
Predecessor ABL Facility
 
On
 
August
 
3,
 
2023,
 
the
 
New
 
ABL
 
Facility
 
replaced
 
the
 
predecessor
 
ABL
 
Facility.
 
As
 
a
 
result
 
of
 
the
 
early
termination of the predecessor ABL Facility, the Company recorded a loss on
 
debt extinguishment of $
1.4
 
million
in its unaudited
 
Condensed Consolidated
 
Statement of
 
Operations and
 
Comprehensive Income
 
for each
 
of the
three and nine months ended September 30, 2023.
The
 
foregoing
 
descriptions
 
of
 
the
 
Notes
 
and
 
the
 
New
 
ABL
 
Facility
 
are
 
subject
 
to
 
the
 
disclosure
 
in
 
Note
 
17.
“Related Party Transactions” incorporated
 
herein by reference.
 
11.
 
Income Taxes
For the nine months ended
 
September 30, 2023 and
 
2022, the Company estimated
 
its annual effective
 
tax rate
and applied this effective tax rate to its year-to-date pretax income at the end of the interim reporting period. The
tax
 
effects
 
of
 
unusual
 
or
 
infrequently
 
occurring
 
items,
 
including
 
effects
 
of
 
changes
 
in
 
tax
 
laws
 
or
 
rates
 
and
changes in judgment about the
 
realizability of deferred tax assets, are
 
reported in the interim period
 
in which they
occur. The Company’s 2023 estimated annual effective tax rate is
18.5
%, which has been favorably impacted by
mine depletion deductions in
 
the United States.
The Company had an
 
income tax expense of
 
$
37.8
 
million based
on
 
an
 
income
 
before
 
tax
 
of
 
$
215.9
 
million
 
for
 
the
 
nine
 
months
 
ended
 
September
 
30,
 
2023,
 
which
 
includes
 
a
discrete benefit of $
2.1
 
million relating to the prior year for Australia.
Income tax expense of
 
$
235.4
 
million for the nine
 
months ended September
 
30, 2022 was calculated
 
based on
an estimated annual effective tax rate of
24.8
% for the period.
The Company utilizes the
 
“more likely than not”
 
standard in recognizing
 
a tax benefit in
 
its financial statements.
For the nine months
 
ended September 30,
 
2023, the Company
 
had
no
 
unrecognized tax benefits.
 
If accrual for
interest
 
or
 
penalties
 
is
 
required,
 
it
 
is
 
the
 
Company’s
 
policy
 
to
 
include
 
these
 
as
 
a
 
component
 
of
 
income
 
tax
expense.
The Company is
 
subject to taxation
 
in the
 
U.S. and its
 
various states, as
 
well as Australia
 
and its
 
various localities.
In the
 
U.S.
 
and
 
Australia, the
 
first tax
 
return
 
was
 
lodged for
 
the
 
year
 
ended December
 
31,
 
2018. In
 
the U.S.,
companies are
 
subject to
 
open tax
 
audits for
 
a period
 
of seven
 
years at
 
the federal
 
level and
 
five years
 
at the
state level.
 
In Australia,
 
companies
 
are subject
 
to open
 
tax audits
 
for a
 
period of
 
four years
 
from the
 
date of
assessment.
The Company assessed the need for valuation allowances by evaluating future taxable income, available for tax
strategies and the reversal of temporary tax differences.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
18
12.
 
Earnings per Share
Basic earnings per
 
share of common
 
stock is computed
 
by dividing net
 
income attributable
 
to the Company
 
for
the period,
 
by the
 
weighted-average
 
number of
 
shares
 
of common
 
stock outstanding
 
during the
 
same period.
 
Diluted earnings per share of common stock is computed
 
by dividing net income attributable to the Company
 
by
the weighted-average number
 
of shares
 
of common
 
stock outstanding adjusted
 
to give
 
effect to potentially
 
dilutive
securities.
 
 
 
Basic and diluted earnings per share was calculated as
 
follows (in thousands, except per share data):
Three months ended September 30,
Nine months ended September 30,
(in US$ thousands, except per share data)
2023
2022
2023
2022
Numerator:
Net (loss) income attributable to Company
stockholders
 
$
(21,083)
$
150,575
$
178,088
$
712,468
Denominator (in thousands):
 
Weighted-average shares of common stock
outstanding
167,645
167,645
167,645
167,645
Effects of dilutive shares
342
447
185
Weighted average diluted shares of common
stock outstanding
167,645
167,987
168,092
167,830
(Loss) Earnings Per Share (US$):
Basic
(0.13)
0.90
1.06
4.25
Dilutive
(0.13)
0.90
1.06
4.25
The Company’s common stock is publicly traded on the
 
ASX in the form of CDIs, convertible at the option of the
holders into shares of the Company’s common stock
 
on a
10-for-1 basis
.
 
13.
 
Fair Value Measurement
The fair
 
value of
 
a financial
 
instrument is
 
the amount
 
that will
 
be received
 
to sell
 
an asset
 
or paid
 
to transfer
 
a
liability in
 
an orderly transaction
 
between market participants
 
at the
 
measurement date. The
 
fair values
 
of financial
instruments involve uncertainty and cannot be determined with
 
precision.
The Company utilizes valuation
 
techniques that maximize
 
the use of observable inputs
 
and minimize the use of
unobservable
 
inputs
 
to
 
the
 
extent
 
possible.
 
The
 
Company
 
determines
 
fair
 
value
 
based
 
on
 
assumptions
 
that
market participants would use in pricing
 
an asset or liability in the
 
market.
 
When considering market participant
assumptions in fair
 
value measurements, the
 
following fair value
 
hierarchy distinguishes between observable
 
and
unobservable inputs, which are categorized in one of the following
 
levels:
Level
 
1 Inputs:
 
Unadjusted
 
quoted
 
prices
 
in
 
active
 
markets
 
for identical
 
assets
 
or liabilities
 
accessible
 
to
 
the
reporting entity at the measurement date.
Level 2 Inputs:
 
Other than quoted prices that are observable for the
 
asset or liability,
 
either directly or indirectly,
for substantially the full term of the asset or liability.
Level
 
3
 
Inputs:
 
Unobservable
 
inputs
 
for
 
the
 
asset
 
or
 
liability
 
used
 
to
 
measure
 
fair
 
value
 
to
 
the
 
extent
 
that
observable inputs
 
are not
 
available, thereby
 
allowing for
 
situations in
 
which there
 
is little, if
 
any,
 
market activity
for the asset or liability at measurement date.
Financial Instruments Measured on a Recurring Basis
As
 
of
 
September
 
30,
 
2023,
 
there
 
were
no
 
financial
 
instruments
 
required
 
to
 
be
 
measured
 
at
 
fair
 
value
 
on
 
a
recurring basis.
 
 
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
19
Other Financial Instruments
The following methods
 
and assumptions
 
are used to
 
estimate the fair
 
value of other
 
financial instruments
 
as of
September 30, 2023 and December 31, 2022:
 
Cash
 
and
 
restricted
 
cash,
 
accounts
 
receivable,
 
short-term
 
deposits,
 
accounts
 
payable,
 
accrued
expenses,
 
lease
 
liabilities
 
and
 
other
 
current
 
financial
 
liabilities:
 
The
 
carrying
 
amounts
 
reported
 
in
 
the
unaudited Condensed Consolidated
 
Balance Sheets approximate
 
fair value due to
 
the short maturity of
these instruments.
 
Restricted
 
deposits,
 
lease
 
liabilities,
 
interest
 
bearing
 
liabilities
 
and
 
other
 
financial
 
liabilities:
 
The
 
fair
values
 
approximate
 
the
 
carrying
 
values
 
reported
 
in
 
the
 
unaudited
 
Condensed
 
Consolidated
 
Balance
Sheets.
 
Interest bearing liabilities: The
 
Company’s outstanding interest-bearing liabilities are carried at
 
amortized
cost. As of September 30, 2023, there were
no
 
amounts drawn under the revolving credit sublimit of the
New ABL
 
Facility.
 
The estimated
 
fair value
 
of the
 
Notes as
 
of September
 
30, 2023
 
was approximately
$
249.6
 
million based upon quoted market prices in a market
 
that is not considered active (Level 2).
14.
 
Accumulated Other Comprehensive Losses
The Company’s Accumulated Other Comprehensive
 
Losses consists of foreign currency translation adjustment
of subsidiaries for which the functional currency is different
 
of the Group’s functional currency in U.S.
 
dollar.
 
Accumulated other comprehensive losses consisted of
 
the following at September 30, 2023:
 
 
 
 
(in US$ thousands)
Foreign
currency
translation
adjustments
Balance at December 31, 2022
$
(91,423)
Net current-period other comprehensive income (loss):
Loss in other comprehensive income before reclassifications
 
(11,939)
Loss on long-term intra-entity foreign currency transactions
(18,608)
Total
 
net current-period other comprehensive loss
(30,547)
Balance at September 30, 2023
$
(121,970)
15.
 
Commitments
(a)
 
Mineral Leases
The
 
Company
 
leases
 
mineral
 
interests
 
and
 
surface
 
rights
 
from
 
land
 
owners
 
under
 
various
 
terms
 
and
 
royalty
rates. The future minimum royalties under these leases
 
as of September 30, 2023 are as follows:
 
 
 
 
 
(in US$ thousands)
Amount
Year ending
 
December 31,
2023
$
2,115
2024
5,448
2025
5,342
2026
5,213
2027
5,188
Thereafter
26,099
Total
$
49,405
Mineral leases are not in scope of Accounting Standards Codification,
 
or ASC, 842 and continue to be
accounted for under the guidance in ASC 932, Extractive
 
Activities – Mining.
(b)
 
Other commitments
As of
 
September
 
30, 2023,
 
purchase
 
commitments
 
for
 
capital expenditures
 
were $
24.0
 
million,
 
all of
 
which
 
is
obligated within the next twelve months.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
20
In Australia, the
 
Company has generally
 
secured the ability
 
to transport coal
 
through rail contracts
 
and coal export
terminal contracts that are primarily funded
 
through take-or-pay arrangements with terms ranging up to
13 years
.
 
In
 
the
 
U.S.,
 
the
 
Company
 
typically
 
negotiates
 
its
 
rail
 
and
 
coal
 
terminal
 
access
 
on
 
an
 
annual
 
basis.
 
As
 
of
September
 
30,
 
2023,
 
these
 
Australian
 
and
 
U.S.
 
commitments
 
under
 
take-or-pay
 
arrangements
 
totaled
$
0.8
 
billion, of which approximately $
92.0
 
million is obligated within the next twelve months.
16.
 
Contingencies
In the
 
normal course
 
of business,
 
the Company
 
is a
 
party to
 
certain guarantees
 
and financial
 
instruments with
off-balance sheet
 
risk, such
 
as letters
 
of credit
 
and performance
 
or surety
 
bonds.
No
 
liabilities related
 
to these
arrangements are reflected
 
in the Company’s
 
unaudited Condensed Consolidated Balance Sheets.
 
Management
does not expect any material losses to result from these
 
guarantees or off-balance sheet financial instruments.
As required
 
by certain
 
agreements, the
 
Company had
 
cash collateral
 
in the
 
form of
 
deposits in
 
the amount
 
of
$
67.9
 
million and $
89.1
 
million as of September 30, 2023 and
 
December 31, 2022, respectively, to provide back-
to-back support for bank guarantees, financial payments, other performance obligations, various other operating
agreements and
 
contractual obligations
 
under workers
 
compensation insurance
 
.
 
These deposits
 
are restricted
and classified as long-term assets in the unaudited Condensed
 
Consolidated Balance Sheets.
 
In accordance
 
with the
 
terms of
 
the New
 
ABL Facility,
 
the Company
 
may be
 
required to
 
cash collateralize
 
the
New ABL Facility to
 
the extent of outstanding letters of
 
credit after the expiration or
 
termination date of such letter
of credit.
 
As of
 
September 30,
 
2023,
no
 
letter of
 
credit was
 
outstanding after
 
the expiration
 
or termination
 
date
and
no
 
cash collateral was required.
For the U.S. Operations in order to provide the required financial assurance, the Company generally uses surety
bonds
 
for
 
post-mining
 
reclamation.
 
The
 
Company
 
can
 
also
 
use
 
bank
 
letters
 
of
 
credit
 
to
 
collateralize
 
certain
obligations. As of
 
September 30, 2023,
 
the Company had
 
outstanding surety
 
bonds of $
40.9
 
million and letters
of
 
credit
 
of
 
$
16.8
 
million
 
issued
 
from
 
our
 
available
 
bank
 
guarantees
 
under
 
the
 
New
 
ABL
 
Facility,
 
to
 
meet
contractual obligations under
 
workers compensation insurance
 
and to
 
secure other obligations
 
and commitments.
 
For the
 
Australian Operations,
 
the Company
 
had bank
 
guarantees outstanding
 
of $
24.1
 
million, including
 
$
4.9
million issued from
 
the New ABL
 
Facility,
 
as at September
 
30, 2023, primarily
 
in respect of
 
certain rail and
 
port
arrangements.
 
As at September 30, 2023, the Company
 
in aggregate had total outstanding bank
 
guarantees provided of $
40.9
million to
 
secure obligations
 
and commitments,
 
including $
21.6
 
million issued
 
for the
 
New ABL
 
Facility.
 
Future
regulatory changes
 
relating to
 
these obligations could
 
result in
 
increased obligations, additional
 
costs or
 
additional
collateral requirements.
Stamp duty on Curragh acquisition
On September 27, 2022, the Company received from
 
the Queensland Revenue Office, or QRO,
 
an assessment
of the stamp duty
 
payable on its
 
acquisition of the Curragh
 
mine in March
 
2018. The QRO assessed
 
the stamp
duty
 
on
 
this
 
acquisition
 
at
 
an
 
amount
 
of
 
$
53.1
 
million
 
(A$
82.2
 
million)
 
plus
 
unpaid
 
tax
 
interest
 
of
 
$
7.8
 
million
(A$
12.1
 
million).
 
On
 
November
 
23,
 
2022,
 
the
 
Company
 
filed
 
an
 
objection
 
to
 
the
 
assessment
 
and
 
is
 
currently
awaiting the outcome of this objection. The outcome of this
 
objection remains uncertain.
 
The Company continues to
 
maintain its position and
 
the estimated accrual of
 
$
27.8
 
million (A$
43.0
 
million) stamp
duty
 
payable
 
on
 
the
 
Curragh
 
acquisition
 
based
 
on
 
legal
 
and
 
valuation
 
advice
 
obtained.
 
In
 
October
 
2022,
 
the
Company made a partial payment following filing of the objection reducing the estimated accrual to $
11.2
 
million
(A$
17.3
 
million),
 
which
 
is
 
included
 
within
 
“Accrued
 
Expenses
 
and
 
Other
 
Current
 
Liabilities”
 
in
 
its
 
unaudited
Condensed Consolidated Balance sheet,
 
as at September 30, 2023.
 
From time to time, the
 
Company becomes a
 
party to other legal
 
proceedings in the
 
ordinary course of business
in Australia, the U.S. and other countries where the Company does business.
 
Based on current information, the
Company believes that such other pending
 
or threatened proceedings are likely to
 
be resolved without a material
adverse
 
effect
 
on
 
its
 
financial
 
condition,
 
results
 
of
 
operations
 
or
 
cash
 
flows.
 
In
 
management’s
 
opinion,
 
the
Company is not currently
 
involved in any legal
 
proceedings, which individually
 
or in the aggregate
 
could have a
material effect on the financial condition, results of
 
operations and/or liquidity of the Company.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
21
17. Related
Party Transactions
The Energy & Minerals Group
On September 25, 2023, Energy &
 
Minerals Group, the Company’s controlling stockholder through its ownership
of Coronado Group
 
LLC, including through
 
certain of its
 
affiliates and managed
 
funds (the Sellers),
 
advised the
Company
 
that
 
it
 
had
 
entered
 
into
 
a
 
membership
 
interest
 
purchase
 
agreement,
 
or
 
MIPA,
 
with
 
Sev.en
 
Global
Investments
 
a.s.,
 
or
 
SGI.
 
A
 
copy
 
of
 
the
 
MIPA
 
has
 
not
 
been
 
made
 
available
 
to
 
the
 
Company
 
or
 
the
 
Special
Committee
 
referred
 
to
 
below
 
as
 
of
 
the
 
date
 
of
 
this
 
Quarterly
 
Report
 
on
 
Form
 
10-Q.
 
However,
 
the
 
Company
understands that, pursuant
 
to the terms of
 
the MIPA,
 
the Sellers agreed to
 
sell all of their
 
interests
 
in Coronado
Group LLC to
 
a wholly-owned
 
subsidiary of
 
SGI. We
 
refer to the
 
proposed transaction
 
as the SGI
 
Transaction.
The
 
Company
 
also
 
understands
 
that,
 
under
 
the
 
MIPA,
 
the
 
SGI
 
Transaction
 
is
 
subject
 
to
 
customary
 
closing
conditions including regulatory approvals in the U.S. and Australia.
 
The Board of
 
Directors has appointed
 
a special committee
 
of independent
 
directors, or the
 
Special Committee,
to, among other things, assess
 
the impact and consequences of the
 
SGI Transaction on the
 
Company and take
such actions as the Special Committee deems appropriate
 
in connection with the SGI Transaction.
 
The Energy and
 
Minerals Group
 
has reported that
 
following the
 
closing of
 
the SGI Transaction,
 
SGI will
 
be the
direct or indirect owner of
 
Coronado Group LLC. As of the
 
date of this Quarterly Report on
 
Form 10-Q, Coronado
Group LLC
 
is currently
 
the direct
 
owner of
845,061,399
 
CDIs (representing
 
a beneficial
 
interest in
84,506,140
shares
 
of common
 
stock,
 
or
50.4
% of
 
the Company’s
 
outstanding
 
total common
 
stock)
 
and the
one
 
Series
 
A
Share.
Based on information that the Company is currently aware of,
 
on completion of the SGI Transaction,
 
a change of
control as defined under the terms of Notes and New
 
ABL Facility may occur. Refer to Note 10. “Interest Bearing
Liabilities” for further information.
 
Under the
 
Company’s
 
2018
 
Equity
 
Incentive
 
Plan,
 
the
 
change
 
of control
 
provisions
 
may
 
also
 
be
 
triggered
 
on
completion
 
of
 
the
 
SGI
 
Transaction,
 
however
 
the
 
Compensation
 
and
 
Nominating
 
Committee
 
of
 
the
 
Board
 
of
Directors, at its
 
sole discretion, will determine
 
how the outstanding awards
 
under the plan
 
will be dealt
 
with, which
may include acceleration of the vesting conditions.
 
In
 
addition,
 
certain
 
contract
 
counterparties,
 
including
 
Stanwell,
 
customers,
 
suppliers
 
and
 
third-party
 
providers
may assert
 
contractual rights, such
 
as consent or
 
termination rights that
 
may be triggered
 
by the
 
change of control
resulting from the consummation of the SGI Transaction.
For a number of
 
customers and supplier agreements, including
 
contractor agreements, the completion of
 
the SGI
Transaction
 
may
 
trigger
 
a
 
financial
 
or
 
suitability
 
assessment
 
by
 
the
 
counterparty,
 
which
 
may
 
entitle
 
the
counterparty
 
to
 
terminate
 
the
 
agreement,
 
request
 
further
 
security
 
or
 
seek
 
amendments
 
to
 
the
 
terms
 
of
 
the
agreement.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
 
FINANCIAL STATEMENTS
 
(Continued)
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
22
18. Material Transactions
Curragh Housing Transaction
On May 8, 2023, the Company entered into an
 
agreement, the Curragh Housing Agreement, for accommodation
services
 
and
 
to
 
sell
 
and
 
leaseback
 
housing
 
and
 
accommodation
 
assets
 
included
 
in
 
property,
 
plant
 
and
equipment.
 
The
 
transaction
 
did
 
not
 
satisfy
 
the
 
sale
 
criteria
 
under
 
ASC
 
606
 
Revenues
 
from
 
Contracts
 
with
Customers
 
and
 
was
 
deemed
 
a
 
financing
 
arrangement.
 
As
 
a
 
result,
 
the
 
Company
 
continued
 
to
 
recognize
 
the
underlying property,
 
plant and
 
equipment on
 
its condensed
 
consolidated balance
 
sheet. Upon
 
completion,
 
the
proceeds
 
of
 
$
22.3
 
million
 
(A$
34.6
 
million)
 
received
 
from
 
the
 
transaction
 
will
 
be
 
recorded
 
as
 
“Other
 
Financial
Liabilities” on the Company’s Condensed Consolidated Balance Sheet. The term of the
 
financing arrangement is
ten years
 
with an effective interest rate of
12.8
%.
 
In connection
 
with this
 
transaction, the Company
 
will borrow an
 
additional amount of
 
$
26.1
 
million (A$
40.4
 
million)
which will
 
be recorded
 
in “Interest
 
Bearing Liabilities”
 
on completion
 
date. The
 
term of
 
the arrangement
 
is
ten
years
 
with an effective interest rate of
12.8
%.
The Curragh Housing Agreement is subject to conditions
 
precedent not completed as at September 30, 2023.
 
In line
 
with the
 
Company’s
 
capital management
 
strategy,
 
the above
 
transactions provide
 
additional liquidity.
 
In
addition, the accommodation
 
services component of the
 
Curragh Housing Agreement
 
is anticipated to enhance
the level of service for our employees at our Curragh
 
mine.
 
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
23
REPORT OF INDEPENDENT REGISTERED PUBLIC
 
ACCOUNTING FIRM
To the Stockholders
 
and Board of Directors of Coronado Global Resources
 
Inc.
 
Results of Review of Interim Financial Statements
We
 
have
 
reviewed
 
the
 
accompanying
 
condensed
 
consolidated
 
balance sheet
 
of
 
Coronado
 
Global
 
Resources
Inc. (the Company) as
 
of September 30, 2023, the
 
related condensed consolidated statements of operations and
comprehensive
 
income
 
for
 
the
 
three
 
and
 
nine-month
 
periods
 
ended
 
September
 
30,
 
2023
 
and
 
2022,
 
the
condensed consolidated statements of stockholders’
 
equity for the three-months periods
 
ended March 31,
 
June
30 and September 30, 2023 and 2022, the condensed consolidated statements of cash flows for the nine-month
periods ended September
 
30, 2023 and 2022,
 
and the related
 
notes (collectively referred
 
to as the “condensed
consolidated interim financial
 
statements”). Based on our
 
reviews, we are
 
not aware of
 
any material modifications
that should be made to the
 
condensed consolidated interim financial statements for them to be
 
in conformity with
U.S. generally accepted accounting principles.
 
We
 
have
 
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, the
related consolidated statements
 
of operations
 
and comprehensive
 
income, stockholders'
 
equity and cash
 
flows
for the year then ended, and
 
the related notes (not presented herein), and
 
in our report dated February 21, 2023,
we
 
expressed
 
an
 
unqualified
 
audit
 
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
 
These financial
 
statements
 
are 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
 
SEC and
 
the PCAOB.
 
We
conducted our review
 
in accordance with
 
the standards of
 
the PCAOB. A
 
review of interim
 
financial statements
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 PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as
a whole. Accordingly,
 
we do not express such an opinion.
/s/ Ernst & Young
Brisbane, Australia
November 8, 2023.
 
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
24
ITEM 2.
 
MANAGEMENT’S DISCUSSION
 
AND ANALYSIS
 
OF FINANCIAL
 
CONDITION AND
 
RESULTS
 
OF
OPERATIONS
The following
 
Management’s Discussion
 
and Analysis
 
of our Financial
 
Condition and
 
Results of
 
Operations, or
MD&A, should be read in conjunction with the unaudited Condensed Consolidated Financial Statements and the
related
 
notes
 
to those
 
statements
 
included elsewhere
 
in this
 
Quarterly
 
Report
 
on Form 10
 
-Q.
 
In addition,
 
this
Quarterly Report on Form 10-Q report should be read in conjunction with the Consolidated Financial Statements
for year ended December 31,
 
2022 included in Coronado Global
 
Resources Inc.’s Annual
 
Report on Form 10-K
for the year
 
ended December
 
31, 2022, filed
 
with the U.S.
 
Securities and
 
Exchange Commission,
 
or SEC,
 
and
the Australian Securities Exchange, or the ASX, on February
 
21, 2023.
Unless otherwise
 
noted,
 
references
 
in this
 
Quarterly
 
Report on
 
Form 10-Q
 
to “we,”
 
“us,”
 
“our,”
 
“Company,”
 
or
“Coronado” refer
 
to Coronado
 
Global Resources
 
Inc. and
 
its consolidated
 
subsidiaries and
 
associates, unless
the context indicates otherwise.
All production and sales volumes contained in this Quarterly Report on Form 10-Q
 
are expressed in metric tons,
or Mt,
 
millions of
 
metric tons,
 
or MMt,
 
or millions
 
of metric
 
tons per
 
annum, or
 
MMtpa, except
 
where otherwise
stated. One Mt
 
(1,000 kilograms) is equal
 
to 2,204.62 pounds and
 
is equivalent to 1.10231
 
short tons. In addition,
all
 
dollar
 
amounts
 
contained
 
herein
 
are
 
expressed
 
in
 
United
 
States
 
dollars,
 
or
 
US$,
 
except
 
where
 
otherwise
stated.
 
References
 
to
 
“A$”
 
are
 
references
 
to
 
Australian
 
dollars,
 
the
 
lawful
 
currency
 
of
 
the
 
Commonwealth
 
of
Australia. Some numerical figures included in this Quarterly Report on
 
Form 10-Q have been subject to rounding
adjustments. Accordingly, numerical figures shown as
 
totals in certain
 
tables may not
 
equal the sum
 
of the figures
that precede them.
CAUTIONARY NOTICE REGARDING FORWARD
 
-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of Section 27A of
the Securities Act of 1933, as
 
amended, and Section 21E of the Securities
 
Exchange Act of 1934, as amended,
or the Exchange
 
Act, concerning
 
our business,
 
operations, financial
 
performance and
 
condition, the
 
coal, steel
and
 
other
 
industries,
 
as well
 
as
 
our
 
plans,
 
objectives
 
and
 
expectations
 
for
 
our
 
business,
 
operations,
 
financial
performance
 
and
 
condition.
 
Forward-looking
 
statements
 
may
 
be
 
identified
 
by
 
words
 
such
 
as
 
“may,”
 
“could,”
“believes,”
 
“estimates,”
 
“expects,”
 
“intends,”
 
“plans,”
 
“anticipate,”
 
“forecast,”
 
“outlook,”
 
“target,”
 
“likely,”
“considers” and other similar words.
Any
 
forward-looking
 
statements
 
involve
 
known
 
and
 
unknown
 
risks,
 
uncertainties,
 
assumptions
 
and
 
other
important factors that
 
could cause actual
 
results, performance,
 
events or outcomes
 
to differ
 
materially from
 
the
results,
 
performance,
 
events
 
or
 
outcomes
 
expressed
 
or
 
anticipated
 
in
 
these
 
statements,
 
many
 
of
 
which
 
are
beyond
 
our
 
control.
 
Such
 
forward-looking
 
statements
 
are
 
based
 
on
 
an
 
assessment
 
of
 
present
 
economic
 
and
operating
 
conditions
 
on
 
a
 
number
 
of
 
best
 
estimate
 
assumptions
 
regarding
 
future
 
events
 
and
 
actions.
 
These
factors are difficult to accurately predict and may be beyond our control. Factors that could affect our results, our
announced plans, or an investment in our securities include,
 
but are not limited to:
 
the prices we receive for our coal;
 
uncertainty
 
in
 
global
 
economic
 
conditions,
 
including
 
the
 
extent,
 
duration
 
and
 
impact
 
of
 
ongoing
 
civil
unrest and wars,
 
as well as
 
risks related to
 
government actions with
 
respect to trade
 
agreements, treaties
or policies;
 
a decrease in
 
the availability or increase
 
in costs of
 
key supplies, capital equipment
 
or commodities, such
as diesel fuel, steel, explosives and tires, as the result
 
of inflationary pressures or otherwise;
 
the extensive forms of taxation
 
that our mining operations
 
are subject to, and future
 
tax regulations and
developments. For example,
 
the amendments to
 
the coal
 
royalty regime implemented
 
by the Queensland
state Government in
 
Australia in 2022 introducing
 
higher tiers to the
 
coal royalty rates
 
applicable to our
Australian Operations;
 
concerns about the environmental impacts of coal
 
combustion and greenhouse gas, or GHG, emissions,
relating
 
to
 
mining
 
activities,
 
including
 
possible
 
impacts
 
on global
 
climate
 
issues,
 
which
 
could
 
result
 
in
increased
 
regulation
 
of
 
coal
 
combustion
 
and
 
requirements
 
to
 
reduce
 
GHG
 
emissions
 
in
 
many
jurisdictions, including federal and state government initiatives to control GHG emissions could increase
costs associated with
 
coal production
 
and consumption, such
 
as costs for
 
additional controls to
 
reduce
carbon
 
dioxide
 
emissions
 
or
 
costs
 
to
 
purchase
 
emissions
 
reduction
 
credits
 
to
 
comply
 
with
 
future
emissions
 
trading
 
programs,
 
which
 
could
 
significantly
 
impact
 
our
 
financial
 
condition
 
and
 
results
 
of
operations, affect demand
 
for our products
 
or our
 
securities and reduced
 
access to capital
 
and insurance;
 
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
25
 
the impact of the SGI Transaction, including the impact of the SGI Transaction
 
on change of control and
related provisions in material agreements;
 
severe financial
 
hardship,
 
bankruptcy,
 
temporary
 
or permanent
 
shut downs
 
or operational
 
challenges,
due
 
to
 
future
 
public
 
health
 
crisis
 
(such
 
as
 
the
 
COVID-19
 
pandemic),
 
of
 
one
 
or
 
more
 
of
 
our
 
major
customers,
 
including
 
customers
 
in
 
the
 
steel
 
industry,
 
key
 
suppliers/contractors,
 
which
 
among
 
other
adverse effects,
 
could lead
 
to reduced
 
demand for
 
our coal,
 
increased difficulty
 
collecting receivables
and
 
customers
 
and/or
 
suppliers
 
asserting
 
force
 
majeure
 
or
 
other
 
reasons
 
for
 
not
 
performing
 
their
contractual obligations to us;
 
our ability to generate sufficient cash to service
 
our indebtedness and other obligations;
 
our indebtedness and ability to
 
comply with the covenants and other
 
undertakings under the agreements
governing such indebtedness;
 
our
 
ability
 
to
 
collect
 
payments
 
from
 
our
 
customers
 
depending
 
on
 
their
 
creditworthiness,
 
contractual
performance or otherwise;
 
the demand for steel products, which impacts the demand for
 
our metallurgical, or Met, coal;
 
risks inherent to
 
mining operations could
 
impact the amount
 
of coal produced,
 
cause delay or
 
suspend
coal deliveries, or increase the cost of operating our business;
 
the loss of, or significant reduction in, purchases by our
 
largest customers;
 
risks unique to international mining and trading operations,
 
including tariffs and other barriers to trade;
 
unfavorable economic and financial market conditions;
 
our ability to continue acquiring and developing coal reserves
 
that are economically recoverable;
 
uncertainties in estimating our economically recoverable coal
 
reserves;
 
transportation for our coal becoming unavailable or uneconomic
 
for our customers;
 
the risk
 
that we
 
may
 
be required
 
to pay
 
for unused
 
capacity
 
pursuant
 
to the
 
terms
 
of our
 
take-or-pay
arrangements with rail and port operators;
 
our ability to retain key personnel and attract qualified
 
personnel;
 
any failure to maintain satisfactory labor relations;
 
our ability to obtain, renew or maintain permits and consents
 
necessary for our operations;
 
potential costs or liability under applicable environmental
 
laws and regulations, including with respect
 
to
any
 
exposure
 
to
 
hazardous
 
substances
 
caused
 
by
 
our
 
operations,
 
as
 
well
 
as
 
any
 
environmental
contamination our properties may have or our operations
 
may cause;
 
extensive regulation of our mining operations and future
 
regulations and developments;
 
our
 
ability
 
to
 
provide
 
appropriate
 
financial
 
assurances
 
for
 
our
 
obligations
 
under
 
applicable
 
laws
 
and
regulations;
 
assumptions underlying our asset retirement obligations
 
for reclamation and mine closures;
 
any cyber-attacks or other security breaches that disrupt
 
our operations or result in the dissemination
 
of
proprietary or confidential information about us, our customers
 
or other third parties;
 
the risk that we may not recover our investments in our mining, exploration and other assets, which may
require us to recognize impairment charges related to those assets;
 
risks related to divestitures and acquisitions;
 
the risk that diversity in interpretation and application of accounting principles in the mining industry may
impact our reported financial results; and
 
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
26
 
other
 
risks
 
and
 
uncertainties
 
detailed
 
herein,
 
including,
 
but
 
not
 
limited
 
to,
 
those
 
discussed
 
in
 
“Risk
Factors,” set forth in Part II, Item 1A of this Quarterly Report
 
on Form 10-Q.
 
We
 
make
 
many
 
of
 
our
 
forward-looking
 
statements
 
based
 
on
 
our
 
operating
 
budgets
 
and
 
forecasts,
 
which
 
are
based upon
 
detailed assumptions.
 
While we
 
believe that
 
our assumptions
 
are reasonable,
 
we caution
 
that it
 
is
very difficult to
 
predict the impact
 
of known factors,
 
and it is
 
impossible for us
 
to anticipate all
 
factors that could
affect our actual results.
See Part I, Item
 
1A. “Risk Factors”
 
of our Annual Report
 
on Form 10-K for
 
the year ended December
 
31, 2022,
filed with the
 
SEC and
 
ASX on February
 
21, 2023,
 
and Part
 
II, Item 1A.
 
“Risk Factors”
 
of our Quarterly
 
Report
on Form 10-Q for
 
the quarterly period ended March
 
31, 2023, filed with
 
SEC and ASX on
 
May 8, 2023, for
 
a more
complete
 
discussion
 
of
 
the
 
risks
 
and
 
uncertainties
 
mentioned
 
above
 
and
 
for
 
discussion
 
of
 
other
 
risks
 
and
uncertainties we face that could
 
cause actual results to differ materially from
 
those expressed or implied by
 
these
forward-looking statements.
 
All
 
forward-looking
 
statements
 
attributable
 
to
 
us
 
are
 
expressly
 
qualified
 
in
 
their
 
entirety
 
by
 
these
 
cautionary
statements, as well as others
 
made in this Quarterly Report on Form
 
10-Q and hereafter in our other
 
filings with
the
 
SEC
 
and
 
public
 
communications.
 
You
 
should
 
evaluate
 
all
 
forward-looking
 
statements
 
made
 
by
 
us
 
in
 
the
context of these risks and uncertainties.
We caution you that the risks and uncertainties identified by us may not be all of the factors that are important to
you.
 
You
 
should
 
not
 
interpret
 
the
 
disclosure
 
of
 
any
 
risk
 
to
 
imply
 
that
 
the
 
risk
 
has
 
not
 
already
 
materialized.
Furthermore, the
 
forward-looking statements
 
included in this
 
Quarterly Report
 
on Form 10-Q
 
are made only
 
as
of the date
 
hereof. We
 
undertake no
 
obligation to
 
publicly update
 
or revise
 
any forward-looking
 
statement as
 
a
result of new information, future events, or otherwise, except
 
as required by applicable law.
Overview
We
 
are
 
a
 
global
 
producer,
 
marketer
 
and
 
exporter
 
of
 
a
 
full
 
range
 
of
 
Met
 
coal
 
products.
 
We
 
own
 
a
 
portfolio
 
of
operating mines and development
 
projects in Queensland, Australia,
 
and in the states of
 
Virginia, West Virginia
and Pennsylvania in the United States.
 
Our Australian
 
Operations
 
comprise the
 
100%-owned
 
Curragh producing
 
mine complex.
 
Our U.S.
 
Operations
comprise
 
two
 
100%-owned
 
producing
 
mine
 
complexes
 
(Buchanan
 
and
 
Logan),
 
one
 
100%-owned
 
idled
 
mine
complex (Greenbrier) and two development properties (Mon Valley
 
and Russell County). In addition to Met coal,
our Australian
 
Operations sell
 
thermal coal
 
domestically,
 
which is
 
used to
 
generate electricity,
 
to Stanwell
 
and
some thermal
 
coal in
 
the export
 
market. Our
 
U.S. Operations
 
primarily focus
 
on the
 
production of
 
Met coal
 
for
the North American domestic and seaborne export
 
markets and also produce and sell some
 
thermal coal that is
extracted in the process of mining Met coal.
 
During the third quarter
 
of 2023, Coronado navigated
 
through some operational headwinds
 
that were out of
 
our
control,
 
including
 
adverse
 
geological
 
conditions
 
at
 
our
 
U.S.
 
Operations
 
impacting
 
production
 
rates
 
yield
 
and
unexpected downtime for
 
repairs and maintenance
 
following a mechanical
 
failure of one
 
of the draglines
 
at our
Australian
 
Operations.
 
In
 
addition,
 
coal
 
production
 
rates
 
at
 
our
 
Australian
 
Operations
 
were
 
lower
 
in
 
the
 
third
quarter of
 
2023 primarily
 
due to
 
planned focus
 
on advancing
 
pre-strip waste
 
movement and
 
the completion
 
of
planned maintenance on the two coal preparation plants. Overall, these events contributed to the lower saleable
production of 0.8 MMt compared
 
to the three months ended
 
June 30, 2023. Despite the
 
lower production, sales
volume
 
compared
 
to
 
the
 
three
 
months
 
ended
 
June
 
30,
 
2023
 
increased
 
as
 
the
 
Company
 
drew
 
down
 
on
 
coal
inventory built in the previous quarter.
 
Coking
 
coal
 
index
 
prices
 
improved
 
in
 
the
 
third
 
quarter
 
of
 
2023
 
compared
 
to
 
the
 
previous
 
quarter
 
due
 
to
 
a
combination
 
of
 
tight
 
supply
 
from
 
the
 
Australian
 
coal
 
market,
 
which
 
was
 
impacted
 
negatively
 
by continued
 
rail
constraints
 
and
 
planned
 
maintenance
 
disruptions
 
to
 
operations
 
and
 
at
 
Queensland
 
ports,
 
and
 
heightened
demand from Indian steel mills restocking raw material as
 
the monsoon season comes to an end. The Australian
Premium Low
 
Volatile
 
Hard Coking
 
Coal, or
 
AUS PLV
 
HCC, index
 
price averaged
 
$263.6 per
 
Mt for
 
the three
months ended September
 
30, 2023, $20.8
 
per Mt higher,
 
compared to the
 
three months
 
ended June 30,
 
2023.
The
 
AUS PLV
 
HCC
 
averaged
 
$283.5
 
per
 
Mt
 
for
 
the
 
nine months
 
ended
 
September
 
30,
 
2023,
 
$109.0
 
per
 
Mt
lower, compared to the nine months ended September 30, 2022. The spot price of AUS PLV HCC reached $333
per Mt during the three months ended September 30, 2023.
Our
 
results
 
for
 
the
 
nine
 
months
 
ended
 
September
 
30,
 
2023,
 
were
 
adversely
 
impacted
 
by
 
(1)
 
lower
 
average
realized Met
 
price per
 
Mt sold
 
compared
 
to the
 
nine
 
months
 
ended September
 
30, 2022,
 
(2)
 
additional
 
fleets
deployed to
 
recover pre-strip
 
overburden removal,
 
(3) significant
 
wet weather
 
events during
 
the first
 
quarter of
2023
 
and
 
equipment
 
breakdown
 
at
 
our
 
Australian
 
Operations
 
impacting
 
production,
 
(4)
 
rail
 
constraints
 
and
disruption
 
to
 
port
 
operations
 
impacting
 
timing
 
of
 
sales
 
at
 
our
 
Australian
 
Operations,
 
(5)
 
adverse
 
geological
 
Coronado Global Resources Inc.
 
Form 10-Q September 30, 2023
 
27
conditions at our U.S. Operations
 
resulting in slower production rates
 
and yield in the quarter
 
ended September
30, 2023, and (6) continued inflationary pressure on labor and
 
supply costs.
 
For the
 
nine months
 
ended September
 
30, 2023,
 
we produced
 
11.9
 
MMt and
 
sold 11.7
 
MMt of
 
coal. Met
 
coal
sales represented 75.8%
 
of our total
 
volume of coal
 
sold and 91.0%
 
of total coal
 
revenues for the
 
nine months
ended September 30, 2023, compared to 78.4% and 96.2%, respectively, for the nine months ended September
30, 2022.
Coal
 
revenues
 
of
 
$2,163.1
 
million
 
for
 
the
 
nine
 
months
 
ended
 
September
 
30,
 
2023,
 
decreased
 
by
 
23.3%
compared to the same period in 2022, driven by average realized Met price per Mt sold, which was $57.9 per Mt
lower than
 
the
 
average
 
realized
 
price
 
per
 
Mt sold
 
of
 
$279.4
 
for
 
the
 
nine
 
months
 
ended
 
September
 
30,
 
2022.
Additionally,
 
sales volumes were 0.7 Mt lower
 
for the nine months ended September
 
30, 2023, compared to the
same
 
period
 
in
 
2022,
 
primarily
 
driven
 
by
 
lower
 
production
 
as
 
well
 
as
 
required
 
coal
 
qualities
 
to
 
meet
 
sales
commitments during the nine months ended September 30,
 
2023.
 
Mining costs for the nine months ended September 30, 2023, were $1,210.4 million or $105.5 per Mt sold, $17.9
per Mt sold higher compared
 
to the corresponding period in
 
2022, largely driven by elevated
 
inflation levels, the
impacts
 
of
 
lower
 
production
 
following
 
significant
 
weather
 
events,
 
equipment
 
breakdown,
 
adverse
 
geological
conditions at
 
our U.S.
 
Operations
 
and additional
 
fleets
 
mobilized
 
at our
 
Australian Operations
 
during the
 
nine
months ended September 30, 2023.
 
Dividends
In September
 
2023, the
 
Company settled
 
its previously
 
declared dividends
 
of $8.4
 
million, which
 
were paid
 
to
stockholders from available cash.
 
Liquidity
As of September
 
30, 2023,
 
our net cash
 
position, comprising
 
of $336.8
 
million cash
 
(excluding restricted
 
cash)
less $242.3 million aggregate principal amount of Notes outstanding, was $94.5 million.
 
Coronado has available
liquidity of $486.8
 
million as of
 
September 30, 2023,
 
consisting of cash
 
(excluding restricted cash),
 
unrestricted
short term deposits of $21.6 million and $128.4 million
 
availability under our New ABL facility.
Safety
For
 
our
 
Australian
 
Operations,
 
the
 
twelve-month
 
rolling
 
average
 
Total
 
Reportable
 
Injury
 
Frequency
 
Rate,
 
or
TRIFR, at
 
September 30,
 
2023 was
 
2.43,
compared to
 
a rate of
 
3.92 at the
 
end of
 
December 31,
 
2022. At
 
our
U.S. Operations,
 
the twelve
 
-month rolling
 
average Total
 
Reportable Incident
 
Rate, or
 
TRIR, at
 
September
 
30,
2023 was 1.60, compared
 
to a rate of
 
2.42 at the end
 
of December 31, 2022.
 
These strong results
 
year to date
reflect a
 
record
 
safety
 
rate
 
at our
 
U.S. Operations
 
and the
 
best safety
 
rate since
 
July
 
2018 for
 
our Australian
Operations. Reportable rates for
 
our Australian and
 
U.S. Operations are
 
below the relevant industry
 
benchmarks.
 
Our
 
Logan
 
mining
 
complex
 
at
 
our
 
U.S.
 
Operations,
 
which
 
includes
 
multiple
 
underground
 
and
 
surface
 
mines,
achieved 1.5 million hours Lost Time
 
Injury, or
 
LTI, free during the
 
quarter.
The
 
health
 
and
 
safety
 
of
 
our
 
workforce
 
is
 
our
 
number
 
one
 
priority
 
and
 
Coronado
 
continues
 
implement
 
safety
initiatives to improve our safety rates every quarter.
Segment Reporting