Aber Reports Results for its First Quarter of 2006 and Increases
Dividend by 67% TORONTO, June 9 /PRNewswire-FirstCall/ -- ABER
DIAMOND CORPORATION (TSX-ABZ, NASDAQ-ABER) announces its first
quarter results for the period ended April 30, 2005. The Board of
Director's has approved an increase in the common share dividend to
US $1.00 per share per annum. Commenting on Aber's results,
Chairman and Chief Executive Officer Robert Gannicott stated,
"Operational efficiencies at Diavik have continued to deliver
increases in diamond production. Work has also started on the
development of both the A-418 open pit and an underground mine to
access all three of the existing orebodies. Both our mining and
retail segments have performed well over the quarter in a diamond
market that continues to strengthen for our core products. The
dividend increase reflects the confidence of both management and
the Board in Aber's strong financial position, prospects for the
future and our strategy of returning surplus cash to shareholders."
Thomas O'Neill, Aber's President and Chief Executive Officer of
Harry Winston added, "Harry Winston has performed well in a
seasonally slow period. The results were driven by sales of
high-end price points and unique one-of-a-kind jewelry on a growing
base of more modestly priced jewelry. Worldwide watch sales and
jewelry sales growth in Japan have also contributed to our strong
operating results". First Quarter Highlights Financial Highlights
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Three Three Three Twelve months months months months ended ended
ended ended April 30, January 31, April 30, January 31, 2005 2005
2004 2005
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Sales ($ millions) $110.1 $144.6 $52.3 $385.4
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Earnings from operations ($ millions) $27.6 $39.4 $15.0 $121.8
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Net Earnings ($ millions) $13.6 $29.5 $2.8 $53.1
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Earnings per share ($) $0.23 $0.51 $0.05 $0.92
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Cash Earnings per share ($)(1) $0.53 $1.20 $0.32 $2.96
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(1) Cash earnings per share is not a recognized measure under
Canadian GAAP and does not have a standardized meaning prescribed
by Canadian GAAP and is therefore unlikely to be comparable to
similar measures presented by other issuers. Cash earnings per
share is earnings before non-cash income tax expense, non-cash
foreign exchange gains (loss), and depreciation and amortization on
a per share basis. See "Non-GAAP Performance Measures" in the
Company's Management's Discussion and Analysis for the three months
ended April 30, 2005, for a reconciliation of earnings to cash
earnings. Production Highlights (Aber's 40% share of Diavik Mine
production)
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Three Three Three Twelve months months months months ended ended
ended ended March 31, December 31, March 31, December 31, 2005 2004
2004 2004
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Diamond recovered (000s carats) 700 601 615 3,030
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Grade (carats/tonne) 3.55 3.30 3.89 3.88
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Operating costs, cash ($ millions) $18.0 $20.1 $15.0 $70.0
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Operating costs per carat, cash ($) $26 $33 $24 $23
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"Aber's first quarter results were marked by a strengthening
balance sheet and a positive contribution by Harry Winston to our
earnings from operations," stated Alice Murphy, Aber's Chief
Financial Officer. "Our first dividend increase since establishing
a dividend policy in the third quarter of last year reflects both
our long-term financial capability and commitment to returning cash
to our shareholders." Returning Value to Shareholders Aber is
pleased to declare a quarterly dividend payment of US$0.25 per
share. Shareholders of record at the close of business on June 30,
2005, will be entitled to receive payment of this dividend on July
15, 2005. Aber remains committed to returning value to shareholders
through a combination of dividends and share repurchases. The
normal course issuer bid will remain in place to provide a flexible
means of returning surplus cash, in excess of the dividend to
shareholders, but the significant increase to the dividend reduces
the funds available for share repurchases. Annual Meeting of
Shareholders Aber will hold its Annual Meeting of Shareholders
today at 10:00 AM EST at the TSX Conference Centre located at 130
King Street West, Toronto, Ontario. Interested parties unable to
attend may listen to a broadcast and slide presentation of the
meeting and a review of Aber's first quarter results on the
internet at http://www.aber.ca/ This news release contains "forward
looking statements" within the meaning of the US Private Securities
Litigation Reform Act of 1995. When used in this release, words
such as "estimate", "expect", "anticipate", "projected", "planned",
"forecasted" and similar expressions are intended to identify
forward-looking statements -- which are, by their very nature, not
guarantees of Aber's future operational or financial performance,
and are subject to risks and uncertainties. Readers are cautioned
not to place undue reliance on these forward-looking statements,
which speak only as of the date of this release. Due to risks and
uncertainties, actual events may differ materially from current
expectations. The Company disclaims any intention or obligation to
update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise. About Aber
Aber Diamond Corporation is a specialist diamond company focusing
on the mining and retail segments of the diamond industry. The
Company supplies rough diamonds to the global market through its
40% ownership in the Diavik Diamond Mine, located off Lac de Gras
in Canada's Northwest Territories. Aber also holds a 51% interest
in Harry Winston Inc., the premier retailer of diamond jewelry.
First Quarter Management Discussion and Analysis for the Period
Ended April 30, 2005 June 9, 2005 - Toronto, Canada - ABER DIAMOND
CORPORATION (TSX-ABZ, NASDAQ-ABER) Highlights Aber's net earnings
for the quarter were $13.6 million with earnings per share of $0.23
(cash earnings per share of $0.53(1)) as compared to net earnings
of $2.8 million and earnings per share of $0.05 (cash earnings per
share of $0.32(1)) for the comparable quarter of the previous year.
The Company recorded sales for the quarter ended April 30, 2005, of
$110.1 million consisting of rough diamond sales of $68.5 million
and Harry Winston sales of $41.6 million. Aber's share of diamonds
recovered from the Diavik Mine was 0.7 million carats for the three
months ended March 31, 2005, compared to 0.6 million carats for the
three months ended March 31, 2004. During the quarter, the Company
paid $51.1 million on the balance of the Harry Winston acquisition
and contributed $13.8 million to the capital program at the Diavik
Mine. The Company also purchased 51% of the convertible
subordinated notes of Harry Winston from its two minority
shareholders. New leases were signed for Harry Winston salons in
Miami, Honolulu and Beverly Hills. Aber has declared an increase in
the annual dividend rate on its common shares from $0.60 to $1.00
per share per annum and purchased 150,000 common shares for
cancellation during the quarter as part of the normal course issuer
bid. 1) CASH EARNINGS PER SHARE IS NOT A RECOGNIZED MEASURE UNDER
CANADIAN GAAP AND DOES NOT HAVE A STANDARDIZED MEANING PRESCRIBED
BY CANADIAN GAAP AND IS THEREFORE UNLIKELY TO BE COMPARABLE TO
SIMILAR MEASURES PRESENTED BY OTHER ISSUERS. CASH EARNINGS PER
SHARE IS EARNINGS BEFORE NON-CASH INCOME TAX EXPENSE, NON-CASH
FOREIGN EXCHANGE GAIN (LOSS), AND DEPRECIATION AND AMORTIZATION ON
A PER SHARE BASIS. SEE "NON-CANADIAN GAAP PERFORMANCE MEASURES" IN
THE COMPANY'S MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE
AND TWELVE MONTHS ENDED JANUARY 31, 2005, FOR A RECONCILIATION OF
EARNINGS TO CASH EARNINGS MANAGEMENT'S DISCUSSION AND ANALYSIS (All
figures are in United States dollars unless otherwise indicated)
Prepared as of June 8, 2005
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The following is management's discussion and analysis ("MD&A")
of the results of operations for Aber Diamond Corporation ("Aber",
or the "Company") for the three months ended April 30, 2005, and
its financial position as at April 30, 2005. This MD&A is based
on the Company's consolidated financial statements prepared in
accordance with generally accepted accounting principles in Canada
("Canadian GAAP") and should be read in conjunction with the
unaudited consolidated financial statements and notes thereto for
the three months ended April 30, 2005 and the audited consolidated
financial statements of Aber and notes thereto for the year ended
January 31, 2005. Unless otherwise specified, all financial
information is presented in United States dollars. All references
to "first quarter" refer to the three months of Aber ended April
30. This section contains certain forward-looking statements and
should be read in conjunction with the "Safe Harbour Statement on
Forward-Looking Information" on page 28 of this Interim Report. The
Company's actual results could differ materially from those
anticipated in these forward- looking statements as a result of
numerous factors. Readers are cautioned not to place undue reliance
on these forward-looking statements, which speak only as of the
date of this MD&A. The following MD&A makes reference to
certain non-Canadian GAAP measures such as cash earnings and cash
earnings per share to assist in assessing the Company's financial
performance. Non-Canadian GAAP measures do not have any standard
meaning prescribed by Canadian GAAP and are therefore unlikely to
be comparable to similar measures presented by other issuers. See
"Non-Canadian GAAP Performance Measures".
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Summary Discussion Aber Diamond Corporation is a specialist diamond
company focusing on the mining and retail segments of the diamond
industry. The Company supplies rough diamonds to the global market
through its 40% ownership in the Diavik Diamond Mine, located off
Lac de Gras in Canada's Northwest Territories. Aber also holds a
51% interest in Harry Winston Inc. ("Harry Winston"), the premier
fine jewelry and watch retailer. Aber's mission is to deliver
shareholder value through the enhanced earning power and longevity
of the Diavik Mine asset as the cornerstone of a profitable synergy
with the Harry Winston brand. In a changing diamond market-place,
Aber has charted a unique course to continue to build shareholder
value. The Company's most significant asset is a 40% interest in
the Diavik group of mineral claims. The Diavik Joint Venture (the
"Joint Venture") is an unincorporated joint venture between Diavik
Diamond Mines Inc. ("DDMI" - 60%) and Aber Diamond Mines Ltd.
(40%). DDMI is the operator of the Diavik Diamond Mine (the "Diavik
Mine"). Both companies are headquartered in Yellowknife, Canada.
DDMI is a wholly owned subsidiary of Rio Tinto plc of London,
England, and Aber Diamond Mines Ltd. is a wholly-owned Aber Diamond
Corporation of Toronto, Canada. Market Commentary The Rough Diamond
Market The rough diamond market continued to improve through the
first quarter. Driven by a healthy demand for polished diamonds,
manufacturers continued to compete for new rough diamond supply.
Rough diamond production from outside the De Beers group was at
slightly lower levels in the first quarter, notably from declines
in output from BHP Billiton's Ekati Mine and Rio Tinto's Argyle
Mine. The traditionally slower trading period due to Indian
holidays and the end of the post-holiday season restocking period,
which normally marks the end of the first quarter, has not occurred
and the strong momentum in demand for rough diamonds continues. The
Polished Diamond Market Polished diamond prices are continuing to
increase in step with rough diamond demand and for the most part
have managed to increase at a healthy rate in the first quarter.
The Far Eastern buyers have been the main drivers of these price
increases, particularly for the better quality large, polished
goods where demand has outstripped supply. The Retail Jewelry
Market The US retail jewelry market, the largest market for diamond
jewelry, showed strong results in what is typically a slow period.
Retail spending increased despite rising energy costs and a
volatile equity market. In Japan, the economic recovery continued
as increased consumer spending offset declining exports.
Consolidated Financial Results The following is a summary of the
Company's consolidated quarterly results for the eight quarters
ended April 30, 2005, following the basis of presentation utilized
in its Canadian GAAP financial statements: (expressed in thousands
of United States dollars, except per share amounts) (unaudited)
FY06 FY05 FY05 FY05 FY05 Q1 Q4 Q3 Q2 Q1
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Sales $110,132 $144,581 $104,065 $84,487 $52,269 Cost of sales
59,119 77,730 45,244 37,746 28,591
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51,013 66,851 58,821 46,741 23,678 Selling, general and
administrative expenses 23,394 27,500 20,452 17,632 8,714
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Earnings (loss) from operations 27,619 39,351 38,369 29,109 14,964
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Interest and financing expenses (3,401) (5,138) (3,522) (3,530)
(3,407) Other income 886 8,102 574 467 495 Foreign exchange gain
(loss) 496 2,837 (8,543) 760 (349)
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Earnings before income taxes 25,600 45,152 26,878 26,806 11,703
Income taxes (recovery) 12,412 13,755 18,921 14,798 8,862
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Earnings before minority interest 13,188 31,397 7,957 12,008 2,841
Minority interest (394) 1,865 (503) (287) 44
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Earnings $13,582 $29,532 $8,460 $12,295 $2,797
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Basic earnings per share $0.23 $0.51 $0.15 $0.21 $0.05 Diluted
earnings per share $0.23 $0.50 $0.14 $0.21 $0.05 Total assets
$936,185 $896,952 $957,779 $834,532 $817,980 Total long-term
liabilities $389,991 $311,545 $403,011 $334,317 $320,749
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Three Three Months Months ended ended FY04 FY04 FY04 April 30,
April 30, Q4 Q3 Q2 2005 2004
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Sales $41,638 $53,958 $ - $110,132 $52,269 Cost of sales 26,128
20,276 - 59,119 28,591
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15,510 33,682 - 51,013 23,678 Selling, general and administrative
expenses 3,704 4,795 2,870 23,394 8,714
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Earnings (loss) from operations 11,806 28,887 (2,870) 27,619 14,964
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Interest and financing expenses (7,127) (5,180) (157) (3,401)
(3,407) Other income 281 406 574 886 495 Foreign exchange gain
(loss) (338) 682 3,572 496 (349)
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Earnings before income taxes 4,623 24,795 1,119 25,600 11,703
Income taxes (recovery) 1,460 11,247 (4,714) 12,412 8,862
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Earnings before minority interest 3,163 13,548 5,833 13,188 2,841
Minority interest - - - (394) 44
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Earnings $3,163 $13,548 $5,833 $13,582 $2,797
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Basic earnings per share $0.06 $0.25 $0.11 $0.23 $0.05 Diluted
earnings per share $0.06 $0.24 $0.10 $0.23 $0.05 Total assets
$644,244 $611,390 $575,274 $936,185 $817,980 Total long-term
liabilities $241,303 $290,414 $275,932 $389,991 $320,749
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Three Months Ended April 30, 2005 Compared to Three Months Ended
January 31, 2005 and April 30, 2004 Net Earnings The first quarter
earnings of $13.6 million or $0.23 per share represent a decrease
of $15.9 million or $0.28 per share as compared to the fourth
quarter results of $29.5 million or $0.51 per share and an increase
of $10.8 million or $0.18 per share as compared to the results from
the first quarter of the prior year. The Company's cash earnings
per share for the first quarter was $0.53 compared to cash earnings
of $1.20 in the fourth quarter and $0.32 in the first quarter of
the prior year. Net earnings from the fourth quarter included a
one-time payment of $7.0 million from Tiffany & Co. ("Tiffany")
on the removal of certain restrictions on the resale of Aber shares
owned by Tiffany. Revenue Sales for the first quarter totalled
$110.1 million, consisting of rough diamond sales of $68.5 million
and sales from Harry Winston of $41.6 million. This compares to
sales of $144.6 million in the prior quarter (rough diamond sales
of $85.3 million and sales from Harry Winston of $59.3 million) and
sales of $52.3 million in the comparable quarter of the prior year
(rough diamond sales of $42.2 million and sales from Harry Winston
of $10.1 million since April 1, 2004, the date of acquisition).
Ongoing quarterly variations in revenues are inherent to the
business, resulting from the seasonality of both the mining and
retail activities as well as the rough diamond sales schedule. Cost
of Sales The Company's first quarter cost of sales was $59.1
million compared to $77.7 million for the previous quarter and
$28.6 million for the comparable quarter of the prior year. The
Company's cost of sales includes cash and non- cash costs
associated with mining, sorting and retail sales activities. See
"Segmented Analysis" on page 8 for additional information. Selling,
General and Administrative Expenses Selling, general and
administrative ("SG&A") expenses include expenses for salaries
and benefits, advertising, professional fees, rent and related
office costs. The first quarter saw SG&A expenses of $23.4
million, including $19.3 million of SG&A expenses from Harry
Winston, as compared to $27.5 million from the previous quarter
(which included $23.7 million from Harry Winston) and $8.7 million
for the comparable quarter of the prior year, of which $4.7 million
related to Harry Winston since April 1, 2004, the date of
acquisition. The decrease from the previous quarter to the first
quarter of the current year in SG&A expenses results from a
decrease of $2.8 million in advertising, $0.6 million in salaries
and benefits and $0.7 million in other expenses. See "Segmented
Analysis" on page 8 for additional information. The increase from
the first quarter of the previous year results from the inclusion
of a full quarter of SG&A from Harry Winston (acquired on April
1, 2004). Income Taxes Aber recorded a tax expense of $12.4 million
during the quarter compared to $13.8 million in the previous
quarter and $8.9 million in the comparable quarter of the previous
year. The Company's effective income tax rate for the quarter,
excluding Harry Winston, is 45% which is based on a statutory
income tax rate of 40% adjusted for Large Corporations Tax, the
Northwest Territories mining royalty, and items that are not
deductible for income tax purposes. In the first quarter, the
effective tax rate increased from the previous quarter primarily
due to the weakening of the Canadian dollar compared to the US
dollar. The Company's functional and reporting currency is US
dollars; however, the calculation of income tax expense is based on
income in the currency of the country of origin. As such, the
Company is continually subject to foreign exchange fluctuations,
particularly as the Canadian dollar moves against the US dollar.
During the first quarter, as the US dollar strengthened against the
Canadian dollar, the Company recorded an unrealized foreign
exchange gain of $1.9 million on the revaluation of the Canadian
dollar denominated future income tax liability. The gain is not
taxable for Canadian income tax purposes and, as such, the
Company's effective tax rate decreased by approximately 3%. The
rate of income tax payable by Harry Winston varies by jurisdiction.
Net operating losses are available in certain jurisdictions to
offset future income taxes payable in such jurisdictions. The net
operating losses are scheduled to expire through 2025. The Company
has provided a table below summarizing the movement from the
statutory to the effective income tax rate as a percentage of
earnings before taxes: Three Three Three months months months ended
ended ended April 30, January 31, April 30, 2005 2005 2004
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Statutory income tax rate 40% 42% 41% Large Corporations Tax 3% 1%
3% Stock compensation 2% 1% 4% Resource allowance (6)% (2)% 0%
Northwest Territories mining royalty 9% 12% 12% Impact of foreign
exchange (3)% (14)% (11)% Impact of reduction in future income tax
rates 0% (4)% 29% Other items 3% (6)% (2)% Effective income tax
rate 48% 30% 76%
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Interest and Financing Expenses Interest and financing expenses of
$3.4 million were incurred during the quarter compared to $5.1
million for the preceding quarter and $3.4 million during the
comparable quarter of the prior year. Other Income Other income of
$0.9 million was recorded during the quarter compared to $8.1
million from the preceding quarter and $0.5 million from the
comparable quarter of the prior year. In the preceding quarter, the
Company received $7.0 million from Tiffany related to the removal
of certain restrictions on the resale of Aber shares owned by
Tiffany. Also included in other income is interest income on the
Company's various bank balances. Foreign Exchange Gain (Loss) A
foreign exchange gain of $0.5 million was recognized during the
quarter compared to a foreign exchange gain of $2.8 million from
the previous quarter and a loss of $0.3 million in the comparable
quarter of the prior year. The gain primarily related to the
revaluation of the Canadian dollar denominated future income tax
liability on the balance sheet of the Company, which resulted from
the weakening Canadian dollar against the US dollar for the
quarter. Aber's ongoing currency exposure relates primarily to
expenses and obligations incurred in Canadian dollars, as well as
the revaluation of certain Canadian monetary balance sheet amounts.
The Company does not currently have any hedges outstanding.
Segmented Analysis The operating segments of the Company include
mining and retail segments. Mining (expressed in thousands of
United States dollars) (unaudited) FY06 FY05 FY05 FY05 FY05 Q1 Q4
Q3 Q2 Q1
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Sales $68,507 $85,252 $68,980 $56,281 $42,153 Cost of sales 37,593
46,356 26,203 23,234 23,521
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30,914 38,896 42,777 33,047 18,632 Selling, general and
administrative expenses 4,108 3,792 3,997 4,239 3,996
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Earnings (loss) from operations $26,806 $35,104 $38,780 $28,808
$14,636
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Three Three Months Months ended ended FY04 FY04 FY04 April 30,
April 30, Q4 Q3 Q2 2005 2004
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Sales $41,638 $53,958 $ - $68,507 $42,153 Cost of sales 26,128
20,276 - 37,593 23,521
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15,510 33,682 - 30,914 18,632 Selling, general and administrative
expenses 3,704 4,795 2,870 4,108 3,996
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Earnings (loss) from operations $11,806 $28,887 $(2,870) $26,806
$14,636
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The mining segment includes the production and sale of rough
diamonds. Sales for the quarter totalled $68.5 million compared to
$85.3 million in the preceding quarter. The Company held three
rough diamond sales in each of the current and previous quarter.
Sales for the current quarter were impacted by the smaller size
distribution of the rough diamonds sold. Aber expects that its
quarterly results will continue to fluctuate depending on the
seasonality of the production at the Diavik Mine, the number of
sales events conducted during the quarter and the volume, size and
quality distribution of rough diamonds delivered from the Diavik
Mine. Cost of sales includes cash operating costs of $24.2 million,
non-cash operating costs of $11.8 million and private production
royalties of $1.6 million. A substantial portion of cost of sales
is mining operating costs, which are incurred at the Joint Venture
level. Cost of sales also includes sorting costs which consist of
Aber's cost of handling and sorting product in preparation for
sales to third parties. Non-cash costs include amortization and
depreciation, the majority of which is recorded using the
unit-of-production method over estimated proven and probable
reserves. Private production royalties are recorded based on actual
production during each accounting period. The first quarter gross
margin was 45.1% compared to 45.6% in the preceding quarter. Gross
margin is consistent with the preceding quarter. The mining segment
incurred SG&A expenses of $4.1 million during the first quarter
compared to $3.8 million in the preceding quarter. Retail
(expressed in thousands of United States dollars) (unaudited) FY06
FY05 FY05 FY05 FY05 Q1 Q4 Q3 Q2 Q1
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Sales $41,625 $59,329 $35,085 $28,206 $10,116 Cost of sales 21,526
31,374 19,041 14,512 5,070
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20,099 27,955 16,044 13,694 5,046 Selling, general and
administrative expenses 19,286 23,708 16,455 13,393 4,718
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Earnings (loss) from operations $813 $4,247 $(411) $301 $328
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Three Three Months Months ended ended FY04 FY04 FY04 April 30,
April 30, Q4 Q3 Q2 2005 2004
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Sales $ - $ - $ - $41,625 $10,116 Cost of sales - - - 21,526 5,070
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- - - 20,099 5,046 Selling, general and administrative expenses - -
- 19,286 4,718
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Earnings (loss) from operations $ - $ - $ - $813 $328
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The retail segment includes sales from Harry Winston's eight
salons, which are located in New York, Beverly Hills, Las Vegas,
Paris, Geneva, Tokyo, Osaka and Taipei. Sales for the first quarter
were $41.6 million compared to $59.3 million for the previous
quarter with gross margins increasing to 48.3% during the first
quarter compared to 47.1% in the fourth quarter. Jewelry sales
follow a seasonal trend with sales expected to be appreciably
higher in the fourth quarter. SG&A expense decreased in the
first quarter to $19.3 million as compared to $23.7 million in the
fourth quarter. The SG&A decrease relates to decreased
advertising and selling expenses of $2.8 million, depreciation
expenses of $0.8 million, salaries and benefits of $0.6 million and
$0.2 million in administrative expenses. A new worldwide
advertising campaign was launched in the fall of 2004. Operational
Update Aber's results of operations include results from its mining
operations and results from Harry Winston since April 1, 2004, the
date of acquisition. Mining In the three months ended March 31,
2005, the Diavik Mine produced 1.75 million carats from 0.49
million tonnes of ore that was evenly sourced from the A-154 South
and North kimberlite pipes. The effective processing rate achieved
during the first calendar quarter was 1.97 million tonnes per
annum. This compares favourably to annualized processing rates from
the fourth and first calendar quarters of 2004 of 1.82 and 1.58
million tonnes per annum respectively. The increase in the
production rates reflected the processing of stockpiled ore as
extreme weather conditions encountered during the winter months
adversely affected equipment and machinery resulting in lower
mining rates. On February 14, the 2005 ice road opened to full load
traffic and by March 31, approximately 95% of the expected loads of
freight and fuel were shipped to the Diavik Mine. Of the expected
supply shipments, approximately one quarter relate to the
construction of the dike to surround the A-418 kimberlite pipe, and
the commencement of underground mine development. Construction of
the rock crusher and support buildings related to the A- 418 dike
construction began during the first calendar quarter along with the
development of the exploration decline required to access the A-154
South, A- 154 North and A-418 orebodies. The exploration decline
will be used to access the three orebodies as part of the
underground feasibility study incorporated into the 2005 Mine Plan.
Aber's 40% share of Diavik Mine production: Three Three Three
Twelve months months months months ended ended ended ended March
31, December 31, March 31, December 31, 2005 2004 2004 2004
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Diamonds recovered (000s carats) 700 601 615 3,030 Grade
(carats/tonne) 3.55 3.30 3.89 3.88 Operating costs, cash ($
millions) 18.0 20.1 15.0 70.0 Operating costs per carat, cash ($)
26 33 24 23
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Cash operating costs for the first calendar quarter of 2005
increased over the first calendar quarter of 2004 as both mining
and production costs climbed in line with increased production.
Cash costs per carat increased over the comparable period due to
processing lower grade A-154 North ore. However, when comparing the
first calendar quarter of 2005 to the fourth calendar quarter of
2004, cash operating costs decreased as less material was mined due
to extreme weather conditions. Furthermore, cash costs per carat
fell over the prior quarter as more carats were recovered due to
improved grade and increased processing rates. Retail Harry Winston
has performed well in a seasonally slow period. The results were
driven by sales of high-end price points and unique one-of-a-kind
jewelry on a growing base of more modestly priced jewelry.
Worldwide watch sales and jewelry sales growth in Japan have also
contributed to strong operating results. Liquidity and Capital
Resources Working Capital Working capital increased to $236.6
million at April 30, 2005, from $156.6 million at January 31, 2005,
primarily as a result of the repayment of the $51.1 million
promissory note and the purchase of 51% of Harry Winston's
convertible subordinated notes of $6.8 million as referred to
below. As at April 30, 2005, Aber had unrestricted cash and cash
equivalents of $135.5 million and contingency cash collateral and
reserves of $13.8 million compared to $123.6 million and $13.8
million respectively at January 31, 2005. Included in unrestricted
cash and cash equivalents at April 30, 2005 were $4.9 million held
at the Diavik Mine and $8.2 million held at Harry Winston. This
compares to unrestricted cash and cash equivalents of $6.9 million
held at the Diavik Mine and $4.6 million held at Harry Winston at
January 31, 2005. Cash Flow from Operations During the quarter
ended April 30, 2005, Aber generated $21.9 million in cash from
operations, compared to $37.7 million from the comparable quarter
of the previous year. Ongoing quarterly variations in revenues and
operating cash flows are inherent to the business, resulting from
the seasonality of both the mining and retail activities as well as
the rough diamond sales schedule. During the quarter, the Company
purchased $16.8 million of inventory, incurred additional accounts
payable and accrued liabilities of $15.7 million, increased prepaid
expenses by $7.7 million and increased accounts receivable at $1.6
million. Financing Activities During the quarter, the Company drew
down $65.0 million of its $75.0 million senior secured revolving
credit facility in order to pay the remaining purchase price on the
acquisition of Harry Winston and to purchase 51% of Harry Winston's
convertible subordinated notes of $6.8 million from two of its
minority shareholders. At April 30, 2005, the Company had $80.0
million outstanding on its senior secured term facility and $75.0
million outstanding on its senior secured revolving credit
facility. At April 30, 2005, Aber had unrestricted cash on hand of
$135.5 million. As at April 30, 2005, Harry Winston had $50.6
million outstanding on its $60.0 million credit facility primarily
to fund salon inventory and capital expenditure requirements.
During the first quarter, Aber made a dividend payment to its
shareholders of $0.15 per share for a total of $8.7 million. Also
in the first quarter, Aber purchased 150,000 common shares on the
open market for $4.7 million for cancellation as part of its normal
course issuer bid. Investing Activities During the quarter, the
Company paid $51.1 million, the remaining balance of the promissory
note and purchased 51% of Harry Winston's convertible subordinated
notes referred to above. The Company purchased capital assets of
$3.3 million, of which $2.5 million were purchased for the Diavik
Mine. Contractual Obligations The Company has contractual payment
obligations with respect to long-term debt and, through its
participation in the Joint Venture, future site restoration costs
at the Diavik Mine level. Additionally, at the Joint Venture level,
contractual obligations exist with respect to operating purchase
obligations, as administered by DDMI, the operator of the mine. In
order to maintain its 40% interest in the Diavik Mine, the Company
is obligated to fund the Joint Venture for 40% of its total
expenditures on a monthly basis. Aber's currently estimated share
of the capital expenditures, which are not reflected in the table
below, including sustaining capital, for calendar years 2005 to
2009, is approximately $230.0 million. The most significant
contractual obligations for the ensuing five-year period can be
summarized as follows: Less Contractual obligations than Year Year
After ($000s) Total 1 year 2-3 4-5 5 years
-------------------------------------------------------------------------
Long-term debt(a) $220,106 $26,738 $141,438 $45,932 $5,998
Environmental and participation agreements incremental
commitments(b) 69,951 9,085 18,753 3,178 38,935 Lease
obligations(c) 89,567 9,516 19,337 18,977 41,737
-------------------------------------------------------------------------
Total contractual obligations $379,624 $45,339 $179,528 $68,087
$86,670
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(a) Long-term debt presented in the foregoing table includes
current and long-term portions. The Company may at any time prepay,
in whole or in part, borrowings under the $100.0 million term
facility or the $75.0 million revolving facility, in minimum
amounts of $5.0 million. Scheduled repayment of the term facility
is over ten equal consecutive semi-annual installments of $10.0
million that commenced on June 15, 2004. The revolving facility has
mandatory reduction payments of $12.5 million semi-annually,
commencing in 2006. The Company's first mortgage on real property
has scheduled principal payments of $0.1 million monthly, and may
be prepaid after 2009. Included under long-term debt is Harry
Winston's $60.0 million credit facility, which expires on March 31,
2008, with no scheduled repayments required before that date. Also
included under long-term debt are notes payable pertaining to
convertible subordinated note agreements totalling $6.4 million
with two of Harry Winston's minority shareholders. The notes are
due on December 31, 2005, bear interest at 11% per annum and are
payable quarterly. The notes are subordinated to Harry Winston's
credit facility. Harry Winston, at its option, may prepay all or a
portion of the outstanding balance based upon an early redemption
price or convert the notes into common shares. (b) The Joint
Venture, under environmental and other agreements, must provide
funding for the Environmental Monitoring Advisory Board. These
agreements also state the Joint Venture must provide security
deposits for the performance by the Joint Venture of its
reclamation and abandonment obligations under all environmental
laws and regulations. The Joint Venture has fulfilled its
obligations for the security deposits by posting letters of credit
of which Aber's share as at April 30, 2005, was $32.9 million. The
requirement to post security for the reclamation and abandonment
obligations may be reduced to the extent of amounts spent by the
Joint Venture on those activities. The Joint Venture has also
signed participation agreements with various native groups. These
agreements are expected to contribute to the social, economic and
cultural well- being of area Aboriginal bands. The letter of credit
in the amount of $32.9 million satisfies that part of the
respective contractual obligations included in the table above. The
actual cash outlay for the Joint Venture's obligations under these
agreements is not anticipated to occur until later in the life of
the Diavik Mine. (c) Lease obligations represent future minimum
annual rentals under non-cancellable operating leases for Harry
Winston salons and office space. Harry Winston's New York salon
lease, of which a shareholder has a 50% interest in the property,
has a remaining term of five years with an option to renew.
Non-Canadian GAAP Performance Measures References to "cash
earnings" are earnings before non-cash income tax expense, non-cash
foreign exchange gain (loss), and depreciation and amortization.
Management believes that the inclusion of cash earnings enables
investors to better understand the impact of certain non-cash items
on Aber's financial results and as such provides a useful
supplemental measure in evaluating the performance of Aber. Cash
earnings is not, however, a measure recognized by Canadian GAAP and
does not have a standardized meaning under Canadian GAAP.
Management cautions investors that cash earnings should not be
construed as an alternative to earnings (as determined in
accordance with Canadian GAAP) as an indicator of Aber's
performance or cash flows from operating, investing and financing
activities as a measure of the Company's liquidity and cash flows.
Aber's method of calculating cash earnings may differ from the
methods used by other companies. Therefore, cash earnings may not
be comparable to similar measures presented by other companies. See
below for a reconciliation of earnings to cash earnings.
Reconciliation of Earnings to Cash Earnings (expressed in thousands
of United States dollars, except per share amounts) (unaudited)
FY06 FY05 FY05 FY05 FY05 Q1 Q4 Q3 Q2 Q1
-------------------------------------------------------------------------
Earnings $13,582 $29,532 $8,460 $12,295 $2,797 Non-cash income tax
(recovery) 5,320 11,905 17,888 14,356 8,079 Non-cash foreign
exchange loss (gain) (1,896) (1,550) 8,608 (888) 440 Depreciation
and amortization 13,685 29,421 11,477 10,195 7,188
-------------------------------------------------------------------------
Cash earnings (loss) $30,691 $69,308 $46,433 $35,958 $18,504
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Cash earnings (loss) per share $0.53 $1.20 $0.80 $0.63 $0.32
-------------------------------------------------------------------------
Three Three Months Months ended ended FY04 FY04 FY04 April 30,
April 30, Q4 Q3 Q2 2005 2004
-------------------------------------------------------------------------
Earnings $3,163 $13,548 $5,833 $13,582 $2,797 Non-cash income tax
(recovery) 237 10,388 (4,862) 5,320 8,079 Non-cash foreign exchange
loss (gain) 560 (682) (13,151) (1,896) 440 Depreciation and
amortization 12,484 9,191 198 13,685 7,188
-------------------------------------------------------------------------
Cash earnings (loss) $16,444 $32,445 $(11,982) $30,691 $18,504
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Cash earnings (loss) per share $0.29 $0.58 $(0.22) $0.53 $0.32
-------------------------------------------------------------------------
Outlook Processing of ore at the Diavik Mine is expected to
increase as the effects of winter conditions on mining operations
diminish during the second calendar quarter. Since the blending of
ore from A-154 South and North optimizes process plant throughput,
production for the remainder of the year will be from a blend of
these two ore types. Total carat production for 2005 is expected to
be 8.5 to 9.5 million carats. There will be two rough diamond sales
during each of the second and third quarters with three sales
planned for the fourth quarter. As part of Harry Winston's stated
strategy to grow the geographic availability of merchandise, new
store leases have been signed for Miami, Honolulu and Beverly
Hills. The retail segment remains strong in the current
environment. New product development continues with designs
complete for a new collection to be launched for the holiday sales
season and linked to the new store openings planned for November
and December 2005. Critical Accounting Estimates Management is
often required to make judgments, assumptions and estimates in the
application of generally accepted accounting principles that have a
significant impact on the financial results of the Company. Certain
policies are more significant than others and are, therefore,
considered critical accounting policies. Accounting policies are
considered critical if they rely on a substantial amount of
judgment (use of estimates) in their application or if they result
from a choice between accounting alternatives and that choice has a
material impact on Aber's reported results or financial position.
There have been no changes to the Company's critical accounting
policies or estimates from those disclosed in the Company's
MD&A for its fiscal year ended January 31, 2005. Risks and
Uncertainties Aber is subject to a number of risks and
uncertainties as a result of its operations, including without
limitation the following risks: Nature of Mining The operation of
the Diavik Mine is subject to risks inherent in the mining
industry, including variations in grade and other geological
differences, unexpected problems associated with required water
retention dikes, water quality, surface or underground conditions,
processing problems, mechanical equipment performance, accidents,
labour disputes, risks relating to the physical security of the
diamonds, force majeure risks and natural disasters. Such risks
could result in: personal injury or fatality; damage to or
destruction of mining properties, processing facilities or
equipment; environmental damage; delays or reductions in mining
production; monetary losses; and possible legal liability. Hazards,
such as unusual or unexpected rock formations, rock bursts,
pressures, flooding or other conditions may be encountered in the
drilling and removal of ore. The Diavik Mine, because of its remote
northern location and access only by winter road or by air, is
subject to special climate and transportation risks. These risks
include the inability to operate or to operate efficiently during
periods of extreme cold, the unavailability of materials and
equipment, and unanticipated transportation costs. Such factors can
add to the cost of mine development, production and operation,
thereby affecting the Company's profitability. Joint Venture The
Diavik Mine and the exploration and development of the Diavik group
of mineral claims is a joint venture between DDMI (60%) and Aber
Diamond Mines Ltd. (40%), and is subject to the risks normally
associated with the conduct of joint ventures. These risks include
the inability to exert influence over strategic decisions made in
respect of the Diavik Mine and the Diavik group of mineral claims.
By virtue of DDMI's 60% interest in the Diavik Mine it has a
controlling vote in virtually all Joint Venture management
decisions respecting the development and operation of the Diavik
Mine and the development of the Diavik group of mineral claims.
Accordingly, DDMI is able to determine the timing and scope of
future project capital expenditures, and is therefore able to
impose capital expenditure requirements on the Company, which the
Company may not have sufficient cash to meet. A failure by the
Company to meet capital expenditure requirements imposed by DDMI
could result in the Company's interest in the Diavik Mine and the
Diavik group of mineral claims being diluted. Diamond Prices The
profitability of Aber is dependent upon production from the Diavik
Mine and on the results of the operations of Harry Winston. Each
is, in turn, dependent in significant part upon the worldwide price
of diamonds. Diamond prices fluctuate and are affected by numerous
factors beyond the control of the Company, including worldwide
economic trends, particularly in the US and Japan, and the level of
demand for and discretionary spending on luxury goods such as
diamonds and jewelry. Low or negative growth in the worldwide
economy, particularly in the US or Japan, or the recurrence of
terrorist activities creating disruptions in economic growth, could
result in decreased demand for luxury goods such as diamonds and
jewelry, thereby negatively affecting the price of diamonds and
jewelry and Aber's results of operations. Currency Risk Currency
fluctuations may affect the Company's financial performance.
Diamonds are sold throughout the world based principally on the US
dollar price, and although the Company reports its financial
results in US dollars, a majority of the costs and expenses of the
Diavik Mine, which are borne 40% by the Company, are incurred in
Canadian dollars. Further, the Company has a significant future
income tax liability that has been incurred and will be payable in
Canadian dollars. Aber's currency exposure relates primarily to
expenses and obligations incurred by it in Canadian dollars and,
secondarily, to revenues of Harry Winston in currencies other than
the US dollar. The appreciation of the Canadian dollar against the
US dollar, and the depreciation of such other currencies against
the US dollar, will therefore increase the expenses of the Diavik
Mine and the amount of the Company's Canadian dollar liabilities
relative to the revenue Aber will receive from diamond sales, and
will decrease the US dollar revenues received by Harry Winston,
respectively. From time to time, the Company uses a limited number
of derivative financial instruments to manage its foreign currency
exposure. Licences and Permits The operation of the Diavik Mine and
exploration on the Diavik property requires licences and permits
from the Canadian government. There can be no guarantee that Aber
and/or DDMI, the Company's joint venture partner and the operator
of the Diavik Mine, will be able to obtain or maintain all
necessary licences and permits that may be required to maintain the
operation of the Diavik Mine or to further explore and develop the
Diavik property. Regulatory and Environmental Risks The operation
of the Diavik Mine and exploration activities at the Diavik Project
are subject to various laws and regulations governing the
protection of the environment, exploration, development,
production, taxes, labour standards, occupational health, waste
disposal, mine safety and other matters. New laws and regulations,
amendments to existing laws and regulations or more stringent
implementation of existing laws and regulations could have a
material adverse impact on the Company, by increasing costs and/or
causing a reduction in levels of production from the Diavik Mine.
Mining is subject to potential risks and liabilities associated
with pollution of the environment and the disposal of waste
products occurring as a result of mining operations. To the extent
Aber is subject to uninsured environmental liabilities, the payment
of such liabilities could have a material adverse effect on the
Company. Resource and Reserve Estimates The Company's figures for
mineral resources and ore reserves on the Diavik group of mineral
claims are estimates, and no assurance can be given that the
anticipated carats will be recovered. The estimation of reserves is
a subjective process. Forecasts are based on engineering data,
projected future rates of production and the timing of future
expenditures, all of which are subject to numerous uncertainties
and various interpretations. Aber expects that its estimates of
reserves will change to reflect updated information. Reserve
estimates may be revised upward or downward based on the results of
future drilling, testing or production levels. In addition, market
fluctuations in the price of diamonds or increases in the costs to
recover diamonds from the Diavik Mine may render the mining of ore
reserves uneconomical. Mineral resources that are not mineral
reserves do not have demonstrated economic viability. Due to the
uncertainty that may attach to inferred mineral resources, there is
no assurance that mineral resources at the Diavik property will be
upgraded to proven and probable ore reserves. Insurance Aber's
business is subject to a number of risks and hazards generally,
including adverse environmental conditions, industrial accidents,
labour disputes, unusual or unexpected geological conditions, risks
relating to the physical security of diamonds and jewelry, changes
in the regulatory environment and natural phenomena such as
inclement weather conditions. Such occurrences could result in
damage to the Diavik Mine, personal injury or death, environmental
damage to the Diavik property, delays in mining, monetary losses
and possible legal liability. Although insurance is maintained to
protect against certain risks in connection with the Diavik Mine,
Aber's operations and the operations of Harry Winston, the
insurance in place will not cover all potential risks. It may not
be possible to maintain insurance to cover insurable risks at
economically feasible premiums. Reliance on Skilled Employees
Production at the Diavik Mine is dependent upon the efforts of
certain skilled employees of DDMI. The loss of these employees or
the inability of DDMI to attract and retain additional skilled
employees may adversely affect the level of diamond production from
the Diavik Mine. Aber's success at marketing diamonds and in
operating the business of Harry Winston is dependent on the
services of key executives and skilled employees, as well as the
continuance of key relationships with certain third parties, such
as diamantaires. The loss of these persons or the Company's
inability to attract and retain additional skilled employees or to
establish and maintain relationships with required third parties
may adversely affect its business and future operations in
marketing diamonds and in operating Harry Winston. Competition in
the Luxury Jewelry Segment Aber, through its 51% interest in Harry
Winston, is exposed to competition in the retail diamond market
from other luxury goods, diamond and jewelry retailers. The ability
of Harry Winston to successfully compete with such luxury goods,
diamond and jewelry retailers is dependent upon a number of
factors, including the ability of Harry Winston to protect and
promote its distinctive brand name. If Harry Winston is unable to
successfully compete in the luxury jewelry segment, then Aber's
results of operations will be adversely affected. Outstanding Share
Information as at April 30, 2005 Authorized Unlimited
-------------------------------------------------------------------------
Issued and outstanding shares 57,855,710 Fully diluted(1)
58,947,072 Weighted average outstanding shares 57,917,611 Options
outstanding 2,053,508
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) Fully diluted shares outstanding under the treasury stock
method. Additional Information Additional information relating to
the Company, including the Company's most recently filed annual
information form, can be found on SEDAR at http://www.sedar.com/,
and is also available on the Company's website at
http://www.aber.ca/. CONSOLIDATED BALANCE SHEETS (expressed in
thousands of United States dollars) April 30, January 31, 2005 2005
(unaudited)
-------------------------------------------------------------------------
Assets Current assets: Cash and cash equivalents (note 4) $ 135,508
$ 123,596 Cash collateral and cash reserves (note 4) 13,832 13,786
Accounts receivable 19,038 17,403 Inventory and supplies (note 5)
155,692 138,927 Advances and prepaid expenses 18,398 10,748
-------------------------------------------------------------------------
342,468 304,460 Deferred mineral property costs 207,217 200,029
Capital assets 255,287 260,616 Intangible assets, net 43,428 43,597
Goodwill 41,966 41,966 Future income tax asset 22,130 22,385
Deferred charges and other assets 23,689 23,899
-------------------------------------------------------------------------
$ 936,185 $ 896,952
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Liabilities and Shareholders' Equity Current liabilities: Accounts
payable and accrued liabilities $ 72,680 $ 58,746 Promissory note -
50,902 Bank advances 6,445 5,791 Current portion of long-term debt
26,738 32,451
-------------------------------------------------------------------------
105,863 147,890 Long-term debt 193,368 118,359 Future income tax
liability 177,720 174,468 Other long-term liability 4,863 4,863
Future site restoration cost 14,040 13,855 Minority interest (note
3) 18,820 18,045 Shareholders' equity: Share capital (note 7)
288,703 292,119 Stock options 10,131 9,260 Retained earnings
106,355 101,460 Cumulative translation adjustment 16,322 16,633
-------------------------------------------------------------------------
421,511 419,472 Commitments and guarantees (note 8) $ 936,185 $
896,952
-------------------------------------------------------------------------
-------------------------------------------------------------------------
See accompanying notes to consolidated financial statements.
CONSOLIDATED STATEMENT OF EARNINGS (expressed in thousands of
United States dollars, except per share amounts) (unaudited) April
30, April 30, For the quarter ended 2005 2004
-------------------------------------------------------------------------
Sales $ 110,132 $ 52,269 Cost of sales 59,119 28,591
-------------------------------------------------------------------------
51,013 23,678 Selling, general and administrative expenses 23,394
8,714
-------------------------------------------------------------------------
Earnings from operations 27,619 14,964 Interest and financing
expenses (3,401) (3,407) Other income 886 495 Foreign exchange gain
(loss) 496 (349)
-------------------------------------------------------------------------
Earnings before income taxes 25,600 11,703 Income taxes - Current
7,502 783 Income taxes - Future 4,910 8,079
-------------------------------------------------------------------------
Earnings before minority interest 13,188 2,841 Minority interest
(394) 44
-------------------------------------------------------------------------
Net earnings $ 13,582 $ 2,797
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Earnings per share Basic $ 0.23 $ 0.05
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Fully diluted $ 0.23 $ 0.05
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Weighted average number of shares outstanding 57,917,611 55,586,099
-------------------------------------------------------------------------
-------------------------------------------------------------------------
See accompanying notes to consolidated financial statements.
CONSOLIDATED STATEMENT OF RETAINED EARNINGS (expressed in thousands
of United States dollars) April 30, January 31, 2005 2005 For the
quarter ended (unaudited)
-------------------------------------------------------------------------
Retained earnings, beginning of period $ 101,460 $ 57,031 Net
earnings 13,582 53,084 Dividends paid (8,687) (8,655) Retained
earnings, end of period $ 106,355 $ 101,460
-------------------------------------------------------------------------
-------------------------------------------------------------------------
See accompanying notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF CASH FLOWS (expressed in thousands of
United States dollars) (unaudited) April 30, April 30, For the
quarter ended 2005 2004
-------------------------------------------------------------------------
Cash provided by (used in): Operating: Net earnings $ 13,582 $
2,797 Items not involving cash: Amortization and accretion 13,685
7,188 Future income taxes 5,320 6,912 Stock-based compensation 872
786 Foreign exchange (1,896) 440 Minority interest 775 44 Gain on
sale of other assets - - Change in non-cash operating working
capital (10,399) 19,502
-------------------------------------------------------------------------
21,939 37,669
-------------------------------------------------------------------------
Financing: Repayment of long-term debt (86) (56,384) Increase in
revolving credit 75,863 - Deferred financing (322) (4,220)
Dividends paid (8,687) - Issue of common shares 1,244 53,745 Common
shares purchased for cancellation (4,660) -
-------------------------------------------------------------------------
63,352 (6,859)
-------------------------------------------------------------------------
Investing: Cash collateral and cash reserve (46) 84,865 Deferred
mineral property costs (11,338) (851) Capital assets (3,268)
(5,708) Deferred charges (548) (2,719) Purchase of Harry Winston
(net of cash acquired) - (29,962) Payment to Harry Winston minority
shareholders (57,867) -
-------------------------------------------------------------------------
(73,067) 45,625
-------------------------------------------------------------------------
Foreign exchange effect on cash balances (312) (1,165) Increase in
cash and cash equivalents 11,912 75,270 Cash and cash equivalents,
beginning of period 123,596 23,628
-------------------------------------------------------------------------
Cash and cash equivalents, end of period $ 135,508 $ 98,898
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Change in non-cash operating working capital: Accounts receivable
(1,635) 22,544 Advances and prepaid expenses (7,650) 719 Inventory
and supplies (16,765) (5,149) Accounts payable and accrued
liabilities 15,651 1,388
-------------------------------------------------------------------------
$ (10,399) $ 19,502
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Supplemental cash flow information: Cash taxes paid $ 2,143 $ 1,252
Cash interest paid $ 3,191 $ 2,191
-------------------------------------------------------------------------
See accompanying notes to consolidated financial statements. NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS April 30, 2005 (tabular
amounts in thousands of United States dollars, except as otherwise
noted) Note 1: Nature of Operations Aber Diamond Corporation (the
"Company" or "Aber") is a specialist diamond company focusing on
the mining and retail segments of the diamond industry. The
Company's most significant asset is a 40% interest in the Diavik
group of mineral claims. The Diavik Joint Venture (the "Joint
Venture") is an unincorporated joint venture between Diavik Diamond
Mines Inc. ("DDMI" - 60%) and Aber Diamond Mines Ltd. (40%). DDMI
is the operator of the Diavik Diamond Mine (the "Diavik Mine"),
known as the "Diavik Project" prior to commencement of commercial
production. Both companies are headquartered in Yellowknife,
Canada. DDMI is a wholly owned subsidiary of Rio Tinto plc of
London, England, and Aber Diamond Mines Ltd. is a wholly owned
subsidiary of Aber Diamond Corporation of Toronto, Canada. The
Diavik Mine is located 300 kilometres northeast of Yellowknife in
the Northwest Territories. The financial statements of the Joint
Venture are proportionately consolidated into the Company's
financial statements with a one-month lag. Aber owns 51% share of
Harry Winston Inc. ("Harry Winston") located in New York City, US.
The results of Harry Winston have been consolidated in the
financial statements of the Company effective April 1, 2004. Note
2: Significant Accounting Policies The interim consolidated
financial statements are prepared by management in accordance with
accounting principles generally accepted in Canada. The interim
consolidated financial statements include the accounts of the
Company and all of its subsidiaries as well as its proportionate
share of jointly controlled assets. Intercompany transactions and
balances have been eliminated. These statements have been prepared
following the same accounting policies and methods of computation
as the consolidated financial statements for the year ended January
31, 2005. The interim consolidated financial statements should be
read in conjunction with the consolidated financial statements and
the notes thereto in the Company's annual report for the year ended
January 31, 2005 since these financial statements do not include
all disclosures required by generally accepted accounting
principles. Note 3: Acquisition On April 1, 2004, the Company
completed the acquisition of a 51% share of Harry Winston Inc., a
luxury jewelry and watch retailer. The Company purchased its
interest for $85.0 million, of which $20.3 million was in the form
of a direct equity investment in Harry Winston. The total purchase
price, before transaction costs, was payable by the Company in
installments, with $35.0 million paid on acquisition date and $49.8
million to be paid within the one-year period following closing.
The $49.8 million promissory note plus accrued interest was paid in
March 2005. The Company also has the option to purchase the
remaining 49% interest in Harry Winston on the sixth anniversary of
the closing at the then fair market value of such interest, failing
which the other principal shareholders of Harry Winston will have
the ability to institute a process for the sale of Harry Winston as
an entity (including the Company's 51% interest). The final
allocation of the purchase price to the fair value of assets
acquired and liabilities assumed is set forth in the table below.
The valuation of intangible assets has been completed by a third
party valuator. Purchase price amounts give rise to future income
tax liabilities that have been recorded in the same year in which
the intangible assets are separately identified.
-------------------------------------------------------------------------
Accounts receivable $ 30,045 Inventory 92,658 Intangibles 44,160
Goodwill 41,966 Other assets 22,724 Accounts payable and accrued
liabilities (32,199) Bank loan (43,872) Future income tax liability
(20,644) Minority interest (16,519) Notes payable (12,099) Other
liabilities (17,230)
-------------------------------------------------------------------------
$ 88,990
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Cash paid at acquisition $ 40,000 Purchase price adjustment (5,066)
-------------------------------------------------------------------------
Initial cash outlay 34,934 Promissory note 49,765 Acquisition and
other costs 4,291
-------------------------------------------------------------------------
$ 88,990
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Minority interest represents the remaining 49% ownership of Harry
Winston not held by Aber. Note 4: Cash Resources April 30, January
31, 2005 2005
-------------------------------------------------------------------------
Diavik Joint Venture $ 4,897 $ 6,889 Cash and cash equivalents
130,611 116,707
-------------------------------------------------------------------------
Total cash and cash equivalents 135,508 123,596 Cash collateral and
cash reserve 13,832 13,786
-------------------------------------------------------------------------
Total cash resources $ 149,340 $ 137,382
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Note 5: Inventory and Supplies April 30, January 31, 2005 2005
-------------------------------------------------------------------------
Rough diamond inventory $ 16,660 $ 19,013 Merchandise inventory
118,383 110,175 Supplies inventory 20,649 9,739
-------------------------------------------------------------------------
Total inventory and supplies $ 155,692 $ 138,927
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Note 6: Diavik Joint Venture The following represents Aber's 40%
proportionate interest in the Joint Venture as at March 31, 2005,
and December 31, 2004. April 30, January 31, 2005 2005
-------------------------------------------------------------------------
Current assets $ 57,919 $ 33,057 Long-term assets 385,903 379,860
Current liabilities 20,045 9,198 Long-term liabilities and
participants' account 423,777 403,709 Three months ended: Net
expense 28,855 34,864 Cash flows resulting from operating
activities (37,752) (25,704) Cash flows resulting from financing
activities 49,681 35,014 Cash flows resulting from investing
activities (13,887) (5,805)
-------------------------------------------------------------------------
The Company is contingently liable for the other participant's
portion of the liabilities of the Joint Venture. Note 7: Share
Capital (A) AUTHORIZED Unlimited common shares without par value.
(B) ISSUED Number of Shares Amount
-------------------------------------------------------------------------
Balance, January 31, 2005 57,918,279 $ 292,119 Shares issued for:
Cash on exercise of options 87,431 1,244 Common shares purchased
for cancellation (150,000) (4,660) Balance, April 30, 2005
57,855,710 $ 288,703
-------------------------------------------------------------------------
The Toronto Stock Exchange ("TSX") accepted the Company's notice of
intention to proceed with a normal course issuer bid to allow the
Company to buy back a percentage of its shares on the open market.
The notice filed with the TSX provides that the Company may
purchase, through the facilities of the TSX over a one-year period,
up to a total of 5% of its outstanding shares, representing
2,850,000 shares. The purchases commenced on February 14, 2005, and
will terminate on the earliest of the date on which the Company
completes its purchases pursuant to the notice, the Company
terminates the program, and February 13, 2006. Purchases made by
the Company will be in accordance with the rules and policies of
the TSX and the prices that the Company will pay for the shares
will be the market price of such shares at the time of acquisition
thereof. Any shares purchased will be cancelled. During the
quarter, the Company acquired 150,000 common shares for
cancellation for cash of $4.7 million. (C) RESTRICTED AND DEFERRED
SHARE UNIT PLANS ("RSU" AND "DSU" PLANS) During the quarter, the
Company granted 47,569 RSUs and 19,189 DSUs under an employee and
director incentive compensation program respectively. The RSU and
DSU Plans are full value phantom shares which mirror the value of
Aber's publicly traded common shares. The Company recognized an
expense of $0.3 million for RSUs and DSUs for the quarter ended
April 30, 2005. Note 8: Commitments and Guarantees (A)
ENVIRONMENTAL AGREEMENT Through negotiations of environmental and
other agreements, the Joint Venture must provide funding for the
Environmental Monitoring Advisory Board. Aber's share of this
funding requirement was $0.2 million for calendar 2005. Further
funding will be required in future years; however, specific amounts
have not yet been determined. These agreements also state the Joint
Venture must provide security deposits for the performance by the
Joint Venture of its reclamation and abandonment obligations under
all environmental laws and regulations. Aber's share of the Joint
Venture's letters of credit outstanding with respect to the
environmental agreements at April 30, 2005 was $32.9 million. The
agreement specifically provides that these funding requirements
will be reduced by amounts incurred by the Joint Venture on
reclamation and abandonment activities. (B) PARTICIPATION
AGREEMENTS The Joint Venture has signed participation agreements
with various native groups. These agreements are expected to
contribute to the social, economic and cultural well-being of the
Aboriginal Bands. The agreements are each for an initial term of
twelve years and shall be automatically renewed on terms to be
agreed for successive periods of six years thereafter, until
termination. The agreements terminate in the event the Diavik Mine
permanently ceases to operate. (C) COMMITMENTS Commitments include
the cumulative maximum funding commitments secured by letters of
credit of the Joint Venture's environmental and participation
agreements at Aber's 40% share, before any reduction of future
reclamation activities and future minimum annual rentals under non-
cancellable operating leases for retail salons and corporate office
space, and are as follows:
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2006 $ 44,026 2007 52,286 2008 60,242 2009 71,368 2010 72,381
Thereafter 112,663
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Note 9: Employee Benefit Plans (A) DEFINED BENEFIT PENSION PLAN
Harry Winston sponsors a defined benefit pension plan covering
substantially all of its employees based in the United States. The
benefits are based on employee's years of service and the
employee's compensation. In April 2001, Harry Winston amended its
defined benefit pension plan. The amendment froze plan
participation effective April 30, 2001. Harry Winston's funding
policy is to contribute amounts to the plan sufficient to meet the
minimum funding requirements set forth in the Employee Retirement
Income Security Act of 1974. Plan assets consisted primarily of
fixed income, equity and other short-term investments. Certain
foreign subsidiaries of Harry Winston have separate pension plan
arrangements, which are fully funded at January 31, 2005. The next
valuation is scheduled for January 1, 2006. Harry Winston has
recorded $0 million as prepaid pension expense as at April 30,
2005. (B) DEFINED CONTRIBUTION PLAN Harry Winston has a defined
contribution 401(k) plan covering substantially all employees in
the US that provides employer-matching contributions based on
amounts contributed by an employee, up to 50% of the first 6% of
the employee's salary. Harry Winston expensed $0 million at April
30, 2005. Employees must meet minimum service requirements and be
employed on December 31 of each year in order to receive this
matching contribution. The Joint Venture sponsors a defined
contribution plan whereby the employer contributes 6% of the
employees' salary. The cost of the Joint Venture's contributions
for the calendar quarter was $0.3 million. Note 10: Related Parties
Transactions with related parties include management agreements
with all of Harry Winston's shareholders for $0.1 million and rent
for $0.8 million relating to the New York salon, payable to an
employee and shareholder for the quarter. Note 11: Segmented
Information The Company operates in two segments within the diamond
industry, mining and retail, as of April 30, 2005. The mining
segment consists of the Company's rough diamond business. This
business includes the 40% interest in the Diavik group of mineral
claims and the sale of rough diamonds in the market-place. The
retail segment consists of the Company's ownership in Harry
Winston. This segment consists of the marketing of fine jewelry and
watches on a worldwide basis. For the three months ended April 30,
2005 Mining Retail Total
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Revenue North America $ 68,507 $ 13,748 $ 82,255 Europe - 18,168
18,168 Asia - 9,709 9,709 Cost of sales 37,593 21,526 59,119
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30,914 20,099 51,013 Selling, general and administrative expenses
4,108 19,286 23,394
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Earnings from operations 26,806 813 27,619
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Interest and financing expenses (2,247) (1,154) (3,401) Other
income 843 43 886 Foreign exchange gain 468 28 496
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Segmented earnings before income taxes $ 25,870 $ (270) $ 25,600
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Segmented assets as at April 30, 2005 Canada $ 664,668 $ - $
664,668 United States - 195,588 195,588 Other foreign countries
9,869 66,060 75,929
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$ 674,537 $ 261,648 $ 936,185
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Goodwill as at April 30 $ - $ 41,966 $ 41,966 Capital expenditures
$ 2,853 $ 415 $ 3,268 Other significant non-cash items: Income tax
expense $ 4,910 $ 410 $ 5,320
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All rough diamonds are produced in Canada and sold on the
international market. Sales to one customer in the mining segment
had purchases of $6.4 million (fiscal 2005 - $29.7 million). Safe
Harbour Statement on Forward-Looking Information Included in this
Interim Report are "forward-looking statements" and
"forward-looking information" within the meaning of the US Private
Securities Litigation Reform Act of 1995 and within the meaning of
securities laws. Forward-looking statements and information may
relate to Aber's future outlook and anticipated events or results
and, in some cases, can be identified by terminology such as
"estimate", "intend", "expect", "anticipate", "projected" or other
similar expressions concerning matters that are not historical
facts. In particular, statements regarding Aber's future
operational or financial performance, future operations at the
Diavik Mine or the results of future exploration activities are
forward-looking statements and information. All forward-looking
statements and information are based on Aber's current beliefs as
well as assumptions made by and information currently available to
the Company concerning anticipated financial performance, business
prospects, strategies, regulatory developments, market forces,
mining and exploration activities and commitments. Although
management considers these assumptions to be reasonable based on
information currently available to it, they may prove to be
incorrect. Forward-looking statements and information are subject
to certain factors, including risks and uncertainties, which could
cause actual results to differ materially from what Aber currently
expects. With respect to Aber's future revenues and results of
operations, these factors include developments in world diamond
markets, changes in diamond valuations, risks relating to the
retail operations of Harry Winston, risks relating to fluctuations
in the Canadian dollar and other currencies relative to the US
dollar, and other factors. With respect to the Diavik Diamond Mine,
these factors include the results of additional drilling and
sampling, changes in diamond valuations, changes in engineering and
construction timetables, unanticipated problems with mine
operations and production, revisions to mining plans and other
operational or production decisions taken by Aber's Joint Venture
partner, fluctuations in energy, labour and other input costs,
changes in financing arrangements, local, regional or national
political developments in Canada, fluctuations in the Canadian
dollar relative to the US dollar and other factors. With respect to
other projects, actual events may differ from current expectations
due to exploration results, new exploration opportunities, the
changing budget priorities of Aber or its Joint Venture partner,
and other factors. Readers are cautioned not to place undue
reliance or importance on these forward-looking statements or
information, which speak only as of the date of this Interim
Report. Due to risks and uncertainties, including the risks and
uncertainties identified above, elsewhere in this Interim Report
and in the Company's filings with Canadian and United States
securities regulatory authorities, actual events may differ
materially from current estimates, expectations and projections.
The Company disclaims any intention or obligation to update or
revise any forward-looking statements or information, whether as a
result of new information, future events or otherwise. Additional
information concerning factors that may cause actual results to
materially differ from those in such forward-looking statements and
information is contained in the Company's filings with Canadian and
United States securities regulatory authorities. DATASOURCE: Aber
Diamond Corporation CONTACT: Robert A. Gannicott, Chairman and
Chief Executive Officer, (416) 362-2237; Amir Kalman, Director,
Investor Relations, (416) 362-2237 (ext. 244)
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