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SOUTHERN COPPER CORP/ Annual Report (Amendment), Year Ended Dec 31, 2002

Filing Date
Filed June 27, 2003
Period End
December 31, 2002
Security
SCCO
In the record · 2016–202610-K1510-Q328-K86

SCCO filed 15 annual reports (10-K), 32 quarterly reports (10-Q) and 86 current reports (8-K) between 2016 and 2026.

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01—Abstract

Summary

Summary of the 10-K/A filed June 27, 2003. Cited figures are marked; the original filing is the authoritative source.

This is Southern Peru Copper Corporation's (SCCO) Form 10-K/A for fiscal year 2002, filed June 27, 2003.

It is a narrow amendment, not a full annual report. Its sole purpose is to add the Form 11-K annual report for the Savings Plan of Southern Peru Copper Corporation and Participating Subsidiaries, a defined contribution plan. The filing contains no consolidated operating results, revenue, earnings, cash flow, or balance sheet for the company, so it provides little direct information on SCCO's operating performance or valuation.

The amendment does disclose capital structure data as of February 28, 2003: 14,108,387 shares of Common Stock and 65,900,833 shares of Class A Common Stock outstanding, with Class A convertible one-for-one into Common Stock. Non-affiliate market value of the Common Stock was approximately $217 milliona. The Class A shares make up most of the total share count, so the economic interest held by public Common Stock holders is smaller than the headline share total suggests.

For the savings plan, net assets in liquidation fell from $1,043,308 at December 31, 2001 to $214,039b at December 31, 2002, driven mainly by $787,395 in benefit payments and a $47,925 net depreciation in investments. The plan was terminated effective November 15, 2000, and 7 participants had not completed withdrawal paperwork at year-end 2002. Management expects the termination to be completed by year-end 2003.

The plan's SPCC Common Stock Fund held $36,288c at year-end 2002, down from $158,116 a year earlier. Investors should treat this filing as a compliance and disclosure amendment rather than a source of new operating information.

02—Key points

Key Highlights

  1. The filing is a 10-K/A for FY2002 whose only purpose is to add the Form 11-K annual report for the Savings Plan of Southern Peru Copper Corporation and Participating Subsidiaries (Exhibit 99.3).
  2. As of February 28, 2003, SCCO had 14,108,387 shares of Common Stock and 65,900,833 shares of Class A Common Stock outstanding; Class A is convertible one-for-one into Common Stock.
  3. Aggregate market value of Common Stock held by non-affiliates was approximately $217 million as of February 28, 2003.
  4. The savings plan's net assets in liquidation declined from $1,043,308 (2001) to $214,039 (2002), mainly due to $787,395 in benefit payments and $47,925 in net investment depreciation.
  5. The plan has been terminated since November 15, 2000; 7 participants had not completed withdrawal paperwork at December 31, 2002, with termination expected by year-end 2003.
  6. The SPCC Common Stock Fund within the plan was valued at $36,288 at year-end 2002, down from $158,116 in 2001.
  7. The filing contains no consolidated company financial statements, so it offers no direct insight into SCCO's 2002 operating or financial performance.

03—Questions

Frequently Asked Questions

  1. Why was this 10-K/A filed in June 2003?

    The amendment was filed to add the Form 11-K annual report for the Savings Plan of Southern Peru Copper Corporation and Participating Subsidiaries, as required under Rule 15d-21. It also refiles Item 14 with an updated exhibit index that includes the 11-K as Exhibit 99.3 and the auditor consent as Exhibit 99.4.

  2. Does this filing contain SCCO's 2002 financial results?

    No. The amendment includes only the savings plan's financial statements and the exhibit index. SCCO's full 2002 financial statements were presented in its original 2002 Form 10-K, which is incorporated by reference and is not reproduced here.

  3. How much of SCCO's equity is held by public shareholders?

    The filing reports 14,108,387 shares of Common Stock and 65,900,833 shares of Class A Common Stock outstanding as of February 28, 2003. Class A shares are convertible into Common Stock on a one-for-one basis, and the Common Stock non-affiliate market value was approximately $217 million. Because the Class A shares far outnumber the Common Stock, the public float appears to be a minority of total shares, though the filing does not state the ownership split explicitly.

  4. What happened to the savings plan's assets in 2002?

    Net assets in liquidation fell from $1,043,308 to $214,039 during 2002. The decline reflects $787,395 in benefit payments to participants and a $47,925 net depreciation in investments, partly offset by $6,051 in interest and dividend income. The plan is being wound down following a 2000 termination decision.

  5. When is the savings plan expected to be fully terminated?

    Management anticipates completing the plan termination before year-end 2003. As of December 31, 2002, seven participants had not finished the paperwork required to withdraw from the plan and receive their distributions.

04—Continue

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