Noranda Income Fund Reports Third Quarter Results

* Reuters is not responsible for the content in this press release.

Mon Nov 9, 2009 4:41pm EST

  VALLEYFIELD, QUEBEC, Nov 09 (MARKET WIRE) -- 
The Noranda Income Fund (the "Fund") (TSX: NIF.UN) reported a net loss of
$(1.3) million for the third quarter of 2009, compared to net earnings of
$10.2 million in the same quarter a year ago.

    "In the third quarter of 2009, the Fund saw an improvement in zinc,
sulphuric acid and copper fundamentals over the previous quarter.
Increased orders from both spot and contract customers translated into
higher zinc metal sales and higher realized sulphuric acid netbacks;
copper prices were also 25% higher than in the second quarter of 2009.
The plant operated at 80% capacity during the quarter and this negatively
impacted third quarter profitability and cash flow," said Mario Chapados,
President and Chief Executive Officer of the Noranda Income Fund's
Manager.

    At the beginning of October, the plant returned to full capacity. In
addition, the Fund has secured the required lender support from the
Revolving Facility syndicate to amend the Revolving Facility. With the
plant now operating at full capacity and with the amendment, the risk of
breaching the Leverage ratio has been significantly reduced.

    Going forward, the Fund still faces some challenges, such as low zinc
premiums and a stronger Canadian dollar. The Fund is also preparing to
renew its debt in 2010. The return to full capacity should support
discussions on the debt refinancing.

    The Board of Trustees will continue to assess these factors as they
consider any change to the current monthly distribution policy. At this
point in time, the monthly cash distribution remains suspended.

    Outlook

    Recent leading indicators, such as the ISM Purchasing Managers survey,
point to the start of an economic recovery in the North American and
global economy. This has been confirmed with a significant improvement in
the demand and the prices for our products. Part of the rebound has been
due to the impact of government programs such as the Cash for Clunkers
car trade-in incentives. In addition, the supply pipeline is restocking
after having been virtually depleted during the first half of the year.
The steel industry, which is the major consumer of zinc in the US, has
seen a steady improvement in operating rates. While some short-term
weakness may occur at year-end, our customers are cautiously optimistic
for moderate growth during 2010. Sulphuric acid demand continues to be
supported by improved contract and spot sales and by the strike at Vale
Inco's Sudbury operations.

    Conference Call

    The Noranda Income Fund will host an Investor Conference Call to discuss
its Q3/2009 financial results at 08:00 AM Eastern time on Tuesday,
November 10, 2009. For those preferring to listen by phone, please dial
416-340-8018 or toll free 1-866-223-7781. A live audio webcast of the
conference call, together with supporting presentation slides, will be
available on our website at www.norandaincomefund.com.

    A recording of the webcast will be available at 416-695-5800 or toll free
at 1-800-408-3053 with the pass code of 2287 087# until midnight on
November 24, 2009.

    Financial Results

    This press release of the financial position and results of operations of
the Fund should be read in conjunction with the unaudited consolidated
interim financial statements of the Fund for the three and nine months
ended September 30, 2009 and with the audited consolidated financial
statements of the Fund and the notes thereto for the period ended
December 31, 2008. The financial statements have been prepared in
accordance with Canadian generally accepted accounting principles
("GAAP").

    This press release is based on various assumptions (see "Forward-looking
Information" below.) All dollar amounts are shown in Canadian dollars
unless otherwise specified. The press release has been prepared as of
November 9, 2009. Additional information relating to the Fund, including
the Fund's annual information form is available on SEDAR at
www.sedar.com.


Q3 2009 Highlights
                                          Third Quarter        Year-to-date
                                          2009     2008       2009     2008
                                        ------   ------    -------  -------
Zinc metal production (tonnes)          51,871   63,676    163,013  195,091
Zinc metal sales (tonnes)               65,793   65,459    178,632  201,463
Processing fee (cents/pound)              38.0     37.5       38.0     37.5
Zinc metal premiums (US$/pound)          0.038    0.060      0.035    0.063
Byproduct revenues ($ millions)            6.6     10.7       21.0     36.1
Average US/Cdn. exchange rate            1.097    1.042      1.170    1.019

 - Sulphuric acid netbacks recovered to US$32 per tonne from the low level
   of US$3 per tonne in the second quarter.
 - The Fund completed the expansion of zinc slab production capacity.
 - Finished inventory was reduced by almost 14,000 tonnes due to improved
   customer orders and increased production flexibility resulting from the
   slab capacity expansion.
 - On September 28, 2009 market conditions for sulphuric acid had improved
   to enable the plant to return to full capacity by the beginning of
   October.
 - The Fund has secured the required lender support from the Revolving
   Facility syndicate to amend the Revolving Facility.


    RESULTS OF OPERATIONS

    Consolidated Net Earnings (Third quarter 2009 compared to third quarter
2008)

    Revenues less raw material purchase costs ("Net Revenues") in the third
quarter of 2009 were $56.1 million, compared to $75.8 million in the same
quarter of 2008. The $19.7 million decrease was due to lower premiums,
recoveries and byproduct revenues partially offset by a weaker Canadian
dollar.


Production Cost Breakdown
($ millions)                                       Third Quarter   Increase/
                                                    2009    2008  (Decrease)
                                                   -----    ----  ----------
Labour                                              12.6    15.1       (2.5)
Energy                                              12.2    14.9       (2.7)
Operating supplies                                   7.8     9.3       (1.5)
Other                                                3.5     3.3        0.2
                                                   -----    ----      ------
Production cost before changes in inventory         36.1    42.6       (6.5)

Change in inventory                                  8.7     1.4        7.3
                                                   -----    ----      ------
                                                    44.8    44.0        0.8


    Production costs in the third quarter of 2009 were $44.8 million,
compared to $44.0 million recorded in the third quarter of 2008.
Production during the quarter ran at 80% of the 2008 level, resulting in
lower energy and operating supplies costs. During the quarter
Hydro-Quebec reduced certain electricity costs to industrial users as a
result of the recession, and this resulted in a $0.8 million saving in
our energy costs. Labour costs were reduced as a result of the
initiatives introduced in March to cut manpower costs. The $7.3 million
increase from the change in inventory resulted from the significant
drawdown in finished zinc metal inventory in the third quarter of 2009.

    Selling, general and administration costs in the third quarter of 2009
were $3.8 million, compared to $4.6 million in the same period of 2008
due to cost reduction measures that were undertaken during the quarter.

    The foreign exchange gain for the third quarter of 2009 was $6.7 million,
compared to a loss of $2.9 million in the third quarter of 2008. The
foreign exchange gain was a result of a strengthening Canadian dollar
against the US dollar on the Fund's net monetary liabilities. The foreign
exchange gain was offset by a decrease in the value of in-process and
finished inventory. The decrease in the value of inventory is realized in
Net Revenues as the metal is sold to customers (thereby decreasing the
Net Revenue recorded by the Fund). The Fund maintains cash and cash
equivalents, accounts receivable and accounts payable and debt in US
dollars.

    In the third quarter of 2009, the commodity hedging loss was $0.1 million
and the commodity financial instruments loss was $2.7 million. In the
third quarter of 2008, the commodity hedging loss was $0.1 million and
the commodity financial instruments gain was $1.4 million. During the
period, the change in the market value of the Fund's financial
instruments resulted in these amounts being recorded.

    In the third quarter of 2009, amortization was $10.4 million compared to
$8.3 million in the third quarter of 2008. The increase was due to the
significant drawdown in zinc metal inventory during the third quarter of
2009, as amortization that was previously recorded in inventory was
realized upon the sale of the zinc metal.

    The reclamation expense for the three months ended September 30, 2009 was
$0.2 million compared to $0.3 million in the same period of 2008.

    In third quarter of 2009, net interest expense was $2.5 million compared
to $3.4 million in the third quarter of 2008. The decrease in interest
expense was due to lower average outstanding debt and variable interest
rates during the third quarter of 2009 compared to the third quarter of
2008.

    Minority interest in earnings of subsidiaries in the third quarter of
2009 was a credit of $0.4 million, down from an expense of $3.4 million
in the third quarter of 2008. The decline was due to the Fund's lower
earnings in 2009.

    Consolidated Net Earnings (Nine months 2009 compared to nine months of
2008)

    The net loss for the first nine months of 2009 totalled $4.7 million,
compared to net earnings of $20.1 million for the same period in 2008.
The $24.8 million decrease was mainly due to lower production, sales,
byproduct revenues and premiums, partially offset by lower interest
expense, reclamation recovery and a weaker Canadian dollar. Net Revenues
the first nine months of 2009 were $154.6 million, compared to $220.0
million in the first nine months of 2008. The $65.4 million decrease was
due to lower sales volumes, byproduct revenues, and premiums, partially
offset by the impact of a weaker Canadian dollar.


Production Cost Breakdown
($ millions)                                        Year-to-date   Increase/
                                                   2009     2008  (Decrease)
                                                   ----     ----   ---------
Labour                                             41.4     47.4       (6.0)
Energy                                             42.0     47.3       (5.3)
Operating supplies                                 23.8     26.9       (3.1)
Other                                               9.8     10.4       (0.6)
                                                  -----    -----      ------
Production cost before changes in inventory       117.0    132.0      (15.0)
Change in inventory                                 7.5      5.1        2.4
                                                  -----    -----      ------
                                                  124.5    137.1      (12.6)


    Production costs the first nine months of 2009 were $124.5 million,
$12.6 million lower than the $137.1 million recorded in the same period
of 2008. Production in 2009 ran at 80% of the 2008 level from March until
the end of September, resulting in lower energy and operating supplies
costs. Labour costs were reduced as a result of the initiatives
introduced in March to cut manpower costs. The $2.4 million increase from
the change in inventory resulted from a higher inventory drawdown during
the first nine months of 2009 compared to the same period of 2008.

    Selling, general and administration costs the first nine months of 2009
were $13.2 million, compared to $14.3 million in the first nine months of
2008 due to cost reduction measures that were undertaken during 2009.

    The foreign exchange gain in the first nine months of 2009 was $7.7
million, compared to a loss of $5.2 million in 2008. The foreign exchange
gain was a result of a strengthening Canadian dollar on the Fund's net US
dollar monetary liability. The foreign exchange gain was largely offset
by a decrease in the value of in-process and finished inventory. The
decrease in the value of inventory is realized in Net Revenues as the
metal is sold to customers (thereby decreasing the Net Revenue recorded
by the Fund).

    In the first nine months of 2009, the commodity financial instrument loss
was $0.6 million and the commodity hedging loss was $0.1 million. During
the period, the change in the market value of the Fund's financial
instruments resulted in these amounts being recorded.

    In the first nine months of 2009, amortization was $26.9 million,
compared to $25.6 million which incurred in the first nine months of
2008. The increase in amortization was due to the higher drawdown in zinc
metal inventory during 2009 compared to 2008, as amortization that was
previously recorded in inventory was realized upon the sale of the zinc
metal.

    In the first nine months of 2009, the reclamation recovery was $3.9
million, compared to an expense of $0.7 million which was recorded in the
same period of 2008. During the second quarter of 2009, a review of the
site restoration and reclamation expenditures was completed by the Fund,
including work from a third-party engineering firm. The recovery was due
to a decline in the expected future reclamation spending, which has
resulted in a reduction in the present value of future site restoration
and reclamation liabilities. The sources of the reduced reclamation
spending came from the following items:

    - The Fund identified opportunities to recycle some of the residues in
operations, therefore, reducing the amount of residues that need to be
treated; and

    - The projected life of some of the residue ponds was extended by
optimizing their storage capacity, thereby deferring the timing of some
of the expenditures for the projects.

    In the first nine months of 2009, net interest expense was $7.3 million
compared to $10.7 million in the same period of 2008. The decrease in
interest expense was due to a lower average amount of debt outstanding,
as well as lower variable interest rates.

    Minority interest in earnings of subsidiaries in the first nine months of
2009 was a credit of $1.6 million, down from an expense of $6.7 million
in the first nine months of 2008. The decline was due to the Fund's lower
earnings in 2009.

    KEY PERFORMANCE DRIVERS

    The following table provides a summary of the key performance drivers for
the third quarter and nine months 2009 and 2008:


----------------------------------------------------------------------------

                                                                 Nine months
                                             Third Quarter     Ended Sept 30
                                             2009     2008     2009     2008
----------------------------------------------------------------------------

Zinc metal production (tonnes)             51,871   63,676  163,013  195,091
Zinc metal sales (tonnes)                  65,793   65,459  178,632  201,463
Zinc concentrate processed (tonnes)        99,790  123,913  322,151  379,337
Zinc recovery (%)                            96.9     97.7     97.4     97.8
Processing fee (cents/pound)                 38.0     37.5     38.0     37.5
Zinc metal premiums (US$/pound)             0.038    0.060    0.035    0.063
Byproduct revenues ($ millions)               6.6     10.7     21.0     36.1
Copper in copper cake production (tonnes)     653      827    2,085    2,375
Copper in copper cake sales (tonnes)          584      922    1,858    2,596
Sulphuric acid production (tonnes)         80,502  104,131  266,657  315,881
Sulphuric acid sales (tonnes)              79,675   99,595  260,217  318,809
Average LME zinc price (US$/pound)           0.80     0.80     0.67     0.96
Average LME copper price (US$/pound)         2.67     3.48     2.11     3.62
Sulphuric acid netback (US$/tonne)             32       59       33       54
Average US/Cdn. exchange rate               1.097    1.042    1.170    1.019
----------------------------------------------------------------------------


    PRODUCTION

In the third quarter of 2009, zinc metal production was
51,871 tonnes, compared to 63,676 tonnes in the third quarter of 2008.
Production was negatively impacted by the 20% reduction in production
that remained in effect during the quarter. The reduction in output was
due to weak sulphuric acid sales and the lack of sulphuric acid storage
capacity at the plant and at third party storage facilities.

    On September 28, 2009, however, the Fund reported that it would return to
full capacity at the beginning of October because of improved market
conditions for sulphuric acid.

    Production in the first nine months of 2009 was 163,013 tonnes, compared
to 195,091 tonnes in the same period of 2008.

    The production target is 229,000 tonnes for 2009.

    The target for production is subject to various risks and uncertainties.
The assumptions for them can be found in the "Forward-looking
Information" below.

    RECOVERIES

    Recoveries for the third quarter of 2009 were 96.9% compared to the 97.7%
for the third quarter of 2008. The Fund pays for 96% of the zinc in the
concentrate it purchases; therefore, any recovery over 96% results in
metal recovery revenue for the Fund.

    SALES

    Zinc metal is used in a wide range of industries. Its major use, which
accounts for 50% of the total zinc metal consumption in North America, is
in the production of galvanized steel.

    Customer demand in the third quarter improved considerably due to
stronger order levels from the automotive and construction sectors and
the need to replenish inventories that were depleted during the first
half of the year.

    Third quarter 2009 sales increased by 30% to 65,793 tonnes from 50,591
tonnes in the previous quarter, and they compared favourably to sales of
65,459 tonnes in the third quarter of 2008.

    Sales in the first nine months of 2009 totalled 178,632 tonnes compared
to 201,463 tonnes in the same period of 2008.

    The Fund recently increased its zinc slab casting capacity to provide for
more commercial flexibility. Annual capacity on the existing slab line
was increased 30% to 100,000 tonnes. A second slab line was commissioned
in the third quarter, adding a further 80,000 to 100,000 tonnes of annual
slab capacity.

    With both lines running since the beginning of the third quarter and
improved demand from our customers, almost 14,000 tonnes of the
forecasted 17,000 tonne inventory reduction scheduled for the second half
of 2009 were completed in the third quarter. Since the beginning of the
year, inventories were reduced by 15,619 tonnes. The Fund will continue
to pursue spot sales opportunities to reduce inventories over the
remainder of the year.

    Sales for October and November remain firm as the momentum in our
customer's order book improves into the fourth quarter. We expect zinc
demand will slow in December as customers adjust stocks for year end and
reassess market conditions.

    The Fund's target for sales for 2009 is 244,000 tonnes.

    The target for sales is subject to various risks and uncertainties. The
assumptions can be found in the "Forward-looking Information" below.

    PREMIUMS

    For the third quarter of 2009, premiums averaged 3.8 cents US per pound,
compared to 6.0 cents US per pound in the third quarter of 2008 and 4.7
cents US per pound in the second quarter of 2009. Realized premiums were
lower in the third quarter of 2009 than the previous quarter due to a
change in the product mix.

    The forecast for the zinc premiums for the fourth quarter of 2009 is
approximately 4.0 cents US per pound, based on the current expected sales
mix. The Fund's premium target for the fourth quarter is subject to
various risks and uncertainties. The assumptions can be found in the
"Forward-looking Information" below.

    PROCESSING FEE

    In 2009, the processing fee was increased to 38.0 cents per pound,
compared to 37.5 cents per pound in 2008. The processing fee is adjusted
annually (i) upward by 1% and (ii) upward or downward by 10% of the
year-over-year percentage change in the average cost of electricity per
megawatt hour for the Processing Facility.

    BYPRODUCTS

    In the third quarter of 2009, the Fund generated $6.6 million in revenue
from the sale of its copper cake and sulphuric acid, compared to $10.7
million in the third quarter of 2008. This is almost twice as much as was
generated in the second quarter of 2009. Both sulphuric acid and copper
revenues were higher.

    Revenues from the sale of sulphuric acid were $2.9 million, down from
$6.2 million in the third quarter of 2008 as a result of lower netbacks
and sales volumes. Third quarter revenues were up significantly from the
$0.3 million earned from sulphuric acid sales in the second quarter of
2009.

    Copper revenues fell to $3.7 million from $4.4 million in 2008 as a
result of lower copper prices and sales volumes in the third quarter of
2009 compared to the same period in 2008. As expected, copper shipments
increased in the third quarter from the second quarter.

    Sulphuric Acid

    The Fund produces sulphuric acid as a byproduct of the zinc refining
process. Xstrata Canada Corporation ("Xstrata Canada") has an agency
agreement with the Fund to sell its sulphuric acid. The production of
zinc and sulphuric acid is linked.

    The following table provides a summary of the sulphuric acid production,
sales, selling price and netbacks in the third quarter and first nine
months of 2009 and 2008:


---------------------------------------------------------------------------
                                            Third Quarter      Year-to-date
                                             2009    2008      2009    2008
---------------------------------------------------------------------------

Sulphuric acid production (tonnes)         80,502 104,131   266,657 315,881
Sulphuric acid sales (tonnes)              79,675  99,595   260,217 318,809
Average pool selling price (US$/tonne)         78     135        88     114
Sulphuric acid netback (US$/tonne)(1)          32      59        33      54
---------------------------------------------------------------------------
  (1) after deduction for selling and transportation costs and reseller
      profit


    From March 2009 to September 2009, production of sulphuric acid and
zinc was reduced by approximately 20% due to the weakness in sulphuric
acid demand and the lack of sulphuric acid storage capacity. On September
28, 2009, the Fund announced that it has received notice from Xstrata
Canada that current market conditions now permit it to arrange for all
the sales of sulphuric acid in quantities equal to the Processing
Facility's normal rate of production.

    As disclosed in the Q2 2009 Interim Report, the Fund expected that the
fundamentals for sulphuric acid might improve in the remainder of the
year. This has been confirmed with stronger market conditions as a result
of improved sales to both spot and contract customers and due to the
strike of the Vale Inco operations in Sudbury. The processing facility
returned to full capacity at the beginning of October.

    Production in the third quarter of 2009 totalled 80,502 tonnes compared
to 104,131 tonnes in the same period of 2008. Sulphuric sales of 79,675
tonnes during the third quarter of 2009 compared to 99,595 tonnes in the
same period of 2008. Both production and sales in the recent quarter were
in line with 80% production level at which the plant was operating.

    Overall, the sulphuric acid market appeared to have reached bottom in the
first half of 2009, with contract sales showing modest increases over the
last several months.

    The netback decreased to US$32 per tonne during the third quarter of 2009
from US$59 per tonne in the third quarter of 2008. The decrease is due to:

    - Lower selling prices on contract business and purchase order business.

    - Low selling prices on spot sales that were necessary to manage
inventories.

    The netback in the current quarter improved over those achieved in the
second quarter of 2009 because of an US$11 per tonne increase in average
selling price and because of the absence of a one-time item that was
incurred in the second quarter to manage inventory levels.

    The current market conditions for sulphuric acid continue to show some
signs of improvement.

    - The opportunity to make sales outside of the industrial market has
improved.

    - Demand from regular contract customers has improved from the low levels
that were recorded in the first half of 2009

    - The strike at the Sudbury operations of Vale Inco continues to have a
positive impact on the regional supply/demand balance for sulphuric acid.

    EXCHANGE RATE

    A weaker Canadian dollar has a positive impact on the Fund's financial
results. In the third quarter of 2009, a one-cent Canadian depreciation
in the average Canadian/US exchange rate would have positively impacted
the Fund's cash available for distribution by approximately $0.125
million ($0.5 million on an annual basis). The average Canadian/US
exchange rate depreciated from $1.042 in the third quarter of 2008 to
$1.097 in the third quarter of 2009.

    COSTS

    Production costs include labour, energy, supplies and other costs
directly associated with the production process. Production costs in the
third quarter of 2009 were $44.8 million, compared to $44.0 million in
the third quarter of 2008. See page 3 for more details.

    CAPITAL EXPENDITURES

    Capital expenditures in the third quarter of 2009 were $4.7 million,
compared to $6.3 million in the third quarter of 2008. Regular
maintenance accounted for $3.9 million, while profitability projects
totalled $0.8 million.

    During the first nine months of 2009, capital expenditures totalled $18.0
million compared to $16.4 million in the same period of 2008. The new
slab line which was commissioned during the third quarter cost $3.2
million.

    For 2009, the forecast for capital spending is $24 million, $4 million
lower than in 2008. The bulk of the spending will be on sustaining
capital to keep the plant in good working order.

    The Fund's target for capital spending is subject to various risks and
uncertainties. The assumptions can be found in the "Forward-looking
Information" below.

    Operating Cash Flows

    Cash realized from operations, before net change in non-cash working
capital items in the third quarter of 2009 was $9.4 million compared to
$19.3 million in the third quarter of 2008. During the third quarter of
2009, non-cash working capital decreased by $18.6 million. The decrease
in working capital resulted from increases in accounts receivable and
inventory, partially offset by an increase in accounts payable. The
increase in accounts receivable resulted from a large volume of sales in
September as well as in increase in the price of zinc over the quarter.
The increase in the inventory resulted from the increase in the price of
zinc and an increase in concentrate inventory which more than offset the
drawdown of zinc metal inventory during the quarter.

    Cash realized from operations, before net change in non-cash working
capital items in the first nine months of 2009 was $19.6 million compared
to $55.0 million in the same period of 2008. During the first nine months
of 2009, non-cash working capital decreased by $4.8 million due to an
increase in accounts payable and accrued liabilities which more than
offset the increase in accounts receivable and inventory.

    Standardized Distributable Cash

    Standardized distributable cash is defined as the GAAP measure of cash
from operating activities after adjusting for capital expenditures,
restrictions on distributions arising from compliance with financial
covenants restrictive at the time of reporting, and minority interests.

    Standardized distributable cash should not be seen as a measurement of
liquidity or be used as a substitute for other measures, in accordance
with GAAP. Management believes that, in addition to net earnings,
standardized distributable cash is a useful supplemental measure for
evaluating the Fund's performance as the standardized distributable cash
net of the fluctuations in non-cash working capital items provides
investors with an indication of cash available for distributions and
working capital needs. Investors are cautioned, however, that
standardized distributable cash should not be construed as an alternative
to the statement of cash flows as a measure of liquidity and cash flows.
The method of calculating standardized distributable cash for the
purposes of this press release may differ from that used by other issuers
and, accordingly, standardized distributable cash in this press release
may not be comparable to standardized distributable cash used by others.

    A reconciliation of cash realized from operations to standardized
distributable cash for the periods ending September 30, 2009 and 2008 is
provided below:


($ thousands)                       Third Quarter              Year-to-date
                                 2009        2008        2009          2008
                               -------    --------     -------      --------
Cash realized from
 operations                    (9,280)     60,507      24,354        94,121
Less: portion attributable
 to minority interest           2,320     (15,126)     (6,089)      (23,530)
----------------------------------------------------------------------------
Cash realized from
 operations
 attributable to Priority
 Unitholders(a)                (6,960)     45,381      18,265        70,591
Capital adjustments:
 Purchase of property,
  plant and equipment          (4,735)     (6,348)    (18,033)      (16,374)
 Proceeds from government
  assistance                        -           -           -           478
 Proceeds on sale of
  property, plant and equipment     5          21           5           193
 Accretion on long-term
  debt                            (65)        (65)       (193)         (193)
----------------------------------------------------------------------------
                               (4,795)     (6,392)    (18,221)      (15,896)
Plus: portion of capital
 adjustments attributable to
 minority interest              1,198       1,598       4,555         3,974
----------------------------------------------------------------------------
Capital adjustments
 attributable to Priority
 Unitholders(b)                (3,597)     (4,794)    (13,666)      (11,922)

----------------------------------------------------------------------------
Standardized distributable
 cash (a) + (b)               (10,557)     40,587       4,599        58,669
----------------------------------------------------------------------------

Other adjustments
 including discretionary
 items:
 Increase/(decrease) in
  non-cash working capital     18,635     (41,226)     (4,779)      (39,135)
 Decrease/(increase) in
  operating reserve            (3,261)       (141)     10,396          (843)
 Decrease/(increase) in
  capital reserve              (1,298)          -           -             -
 Less/(plus) portion of
  other adjustments
  attributable to
  minority interest            (3,519)     10,342      (1,404)        9,995
 Impact of Ordinary Unit
  subordination                     -           -       1,875             -
----------------------------------------------------------------------------
Distributions declared to
 Priority Unitholders               -       9,562      10,687        28,686
----------------------------------------------------------------------------

Weighted average number
 of Priority Units
 outstanding (basic
 and diluted)              37,497,975  37,497,975  37,497,975    37,497,975
Standardized distributable
 cash per Priority Unit        $(0.28)      $1.08       $0.12         $1.56
Distributions declared per
 Priority Unit                     $-      $0.255      $0.285        $0.765


    The Fund has included the amortization of deferred financing fees as a
capital adjustment. The fees associated with completing a notes offering
in 2003 are being spread over the term of the note offering for the
calculation of standardized distributable cash.

    From February to June 2009, the distribution to Priority Unitholders was
reduced to 4 cents per unit. The subordination feature was triggered, and
since then, the Ordinary Unitholders have received no monthly
distribution. In July 2009, the Fund suspended distributions to the
Priority Unitholders as well.

    The amount that was paid to the Priority Units and was not paid to the
Ordinary Units will accumulate and be paid to the Ordinary Units if there
is excess cash available for distribution above the Base Distribution
amount of 8.333 cents per unit in a subsequent month. As of September 30,
2009, the accumulated distribution deficiency was $2.5 million.

    On September 28, 2009, the Fund announced that sulphuric acid and zinc
production would return to full capacity in early October due to
improvements in the sulphuric acid market. While the return to full
capacity is positive, the Fund still faces some challenges, such as low
zinc premiums and a stronger Canadian dollar. The Fund is also preparing
to renew its debt in 2010. The Board of Trustees will continue to assess
all these factors as they consider any change to the monthly distribution
policy. At this point in time, the monthly cash distribution remains
suspended.

    In the third quarter of 2009, standardized distributable cash was $(10.6)
million and distributions declared to Ordinary and Priority Unitholders
were nil.

    Distribution Policy

    The Fund's goal is to provide stable, monthly distributions to
unitholders. In light of the proposed tax changes scheduled for January
1, 2011, the Fund is studying the potential to convert to a corporation.
The Fund is likely to continue as a trust until 2011 because it is the
most tax-efficient way to provide distributions to the unitholders.

    Management and the board of trustees periodically review cash
distributions, taking into consideration current and prospective
performance. Some of the factors considered in decisions related to
distributions include cash amounts required to service debt obligations,
current business conditions, capital expenditures, taxes, working capital
requirements and other items considered to be prudent. The Fund's policy
is to make distributions to unitholders equal to cash flows from
operations, before variations in working capital and such reserves for
operating and capital expenditures as may be considered appropriate by
the trustees. The Fund determines the cash available for distribution on
a monthly basis for the unitholders of record of the Fund on the last
business day of each calendar month and these distributions are to be
paid on or about 25 days thereafter.

    The amount of monthly distribution to unitholders is a function of the
Fund's debt management strategy and productive capacity maintenance
program. The Fund's calculation, as compared to the CICA's standardized
distributable cash, excludes changes in non-cash working capital as the
changes within the working capital components are often temporary by
nature and, if needed, can be financed with the Fund's Revolving Facility.

    One of the main factors influencing the non-cash working capital balances
is the LME price for zinc metal. As zinc metal prices increase, inventory
and accounts receivable increase, resulting in higher non-cash working
capital balances. When zinc metal prices decrease, inventory and accounts
receivable decrease, resulting in lower non-cash working capital balances.

    Notional Operating Reserve and Capital and Site Restoration Reserve

    In order to meet the Fund's long-term goal to provide a stable, monthly
distribution, a notional operating reserve is utilized. In a period in
which standardized distributable cash, net of the changes in non-cash
working capital attributable to Priority Unitholders, is greater than the
distributions declared to the Priority Unitholders, the notional
operating reserve will increase. In a period during which standardized
distributable cash, net of the changes in non-cash working capital
attributable to Priority Unitholders, is less than the distributions
declared to the Priority Unitholders, the notional operating reserve will
decrease. The notional operating reserve provides flexibility so that the
Fund can maintain a stable, monthly distribution while adhering to the
Fund's trust indentures and debt covenants. During the third quarter of
2009, the notional operating reserve increased by $3.3 million to $6.2
million. This compares to a reserve of $16.6 million at the end of 2008.

    The Fund also utilizes a notional capital and site restoration reserve.
In a period in which unexpected or unusually high capital expenditures
are required, the Fund has the ability to reduce the notional capital and
site restoration reserve, while adhering to the Fund's trust indentures
and debt covenants. As of September 30, 2009, the notional capital and
site restoration reserve was $5.0 million (September 30, 2008 - $5.0
million), a $1.3 million increase during the quarter.

    LIQUIDITY AND CAPITAL RESOURCES

    At September 30, 2009, the Fund's total debt (short-term and long-term)
was $204.3 million, up from $196.6 million at the end of December 2008.
The Fund's cash and cash equivalents at September 30, 2009 totalled $1.3
million, down from $3.5 million at December 31, 2008.

    The Fund has a Revolving Facility in place that is used for general
corporate purposes, including financing working capital. It comes due on
May 3, 2010. The amount available to be drawn on the Revolving Facility
varies on a quarterly basis and is based on percentages of the Fund's
eligible inventory and accounts receivable from the previous quarter. The
maximum available to be drawn at any time is $200 million and the minimum
is $55 million. The Fund has the ability to draw down the Revolving
Facility in both Canadian and US dollars. The amount available based on
the Fund's September 30, 2009 balance sheet was $120 million of which
$53.9 million was drawn (including $2.8 million for letters of credit).

    Fluctuations in working capital balances as a result of operations are
generally funded by, or used to repay, the Revolving Facility. During the
third quarter of 2009, $94.0 million of debt was drawn and $81.0 million
was repaid related to the fluctuations in working capital.

    The Fund has $153.5 million of senior secured notes (the "Notes")
outstanding. The Notes have a term of seven years and will mature on
December 20, 2010. The Notes offering was made by way of a private
placement and the proceeds were used to repay a term facility that had
been outstanding since the inception of the Fund.

    Both the Revolving Facility and the Notes contain customary
representations, warranties, covenants and conditions to funding. The
Fund's inability to meet these representations, warranties, covenants and
conditions may require it to seek additional funding sources and may
impact upon the Fund's ability to make distributions. All of the assets
of the Fund have been pledged in support of the obligations under the
Notes and the Revolving Facility.

    The main covenants under the Revolving Facility agreement require the
Fund to maintain, at the end of each quarter, a leverage ratio, an
interest coverage ratio, and a current ratio.

    - The leverage ratio at the end of each quarter is based on the
most-recent four rolling quarters and is calculated by dividing the total
debt at the end of the period by the earnings before interest, taxes,
depreciation and amortization ("EBITDA") as defined in the Revolving
Facility agreement for the period. - The interest coverage ratio at the
end of each quarter is based on the most-recent four rolling quarters and
is calculated by dividing the EBITDA for the period by the total interest
expense for that period, net of the interest expense related to any
subordinated loans, as defined in the Revolving Facility agreement. The
interest coverage ratio must be no less than 3 to 1.

    - The current ratio is calculated at the end of each quarter by dividing
the current assets by the total of the current liabilities plus the
Revolving Facility, as defined in the Revolving Facility agreement, at
the balance sheet date. The current ratio must be no less than 1 to 1.

    All of the covenants under the Revolving Facility agreement were met as
at September 30, 2009 and are summarized below:


---------------------------------------------------------------------
                                                        Sept 30, 2009
---------------------------------------------------------------------
Leverage ratio(1) (must not exceed 5.25(2) to 1)                  3.9

Interest coverage ratio(1) (must be no less than 3 to 1)          5.2

Current ratio (must be no less than 1 to 1)                       1.3
---------------------------------------------------------------------

(1) four rolling-quarter average
(2) The Fund has secured the required lender support from the
    Revolving Facility syndicate to amend the Revolving Facility.


    The Revolving Facility agreement lists events that constitute an event
of default should they occur. Events that constitute a default include
the non payment of principal, interest or other obligations of the Fund
in respect of the Revolving Facility agreement and a breach of any
covenant pursuant to the Revolving Facility agreement. If any event of
default occurs under the Revolving Facility agreement, the Revolving
Facility lenders will be under no further obligation to make advances to
the Fund and may require the Fund to repay any outstanding obligation
pursuant to the Revolving Facility agreement. There were no conditions of
default existing during the three month period ending September 30, 2009.

    The Fund has been informed by the agent of the Revolving Facility
syndicate that support to amend the Revolving Facility has been obtained
from the required lenders. The amendment will provide that the Notes that
mature on December 20, 2010 will be excluded from the definition of
current liabilities under the Revolving Facility agreement for the
purposes of calculating the Current ratio covenant. Therefore, the Fund
does not expect to breach the Current ratio covenant as of December 31,
2009 or in the future.

    As a result of the plant operating at less than full capacity from March
to September 2009 and because of the weaker market conditions throughout
2009, the Fund may have been in breach of the Leverage ratio covenant as
of December 31, 2009. This would have stemmed from the reduced
profitability and cash flow generated in 2009, as well as the impact of
higher zinc prices on the Fund's working capital requirements. The
amendment will also provide that the maximum Leverage ratio has been
increased from 4.25 to 1 to 5.25 to 1 for the periods ending December 31,
2009 and March 31, 2010. With the plant now operating at full capacity
and with the amendment, the risk of breaching the Leverage ratio has been
significantly reduced.

    As a result of the amendment and reflecting the current credit market,
the Fund expects its interest rate spread to increase from 2% to 4.5% for
the remainder of the Revolving Facility agreement.

    The Fund has provided covenants to the Noteholders, including a
commitment to the punctual payment of principal and interest accrued on
the Notes, in accordance with the terms of the Trust Indenture. The Fund
is required to maintain a letter of credit or cash, for the benefit of
the holders of the Notes, for an amount equal to or greater than three
months' interest expense. As at September 30, 2009, the letter of credit
amounted to $2.6 million. All of the covenants under the Trust Indenture
were met for the three month period ending September 30, 2009.

    The Fund expects to further extend the Revolving Facility beyond May 1,
2010 and to refinance the Notes as they approach their maturity date of
December 20, 2010. The Fund's inability to further extend the Revolving
Facility or refinance the Notes may require it to seek additional funding
sources on less favourable terms. There is no assurance that such
indebtedness could be renewed or refinanced, which can have a material
adverse effect on the Fund.

    OTHER DEVELOPMENTS

    In August 2004, the Processing Facility was served with a class action
motion presentable before the Quebec Superior Court, subsequent to an
accidental discharge of sulphur trioxide. In June 2008, the Quebec
Superior Court dismissed the motion to institute a class action. The
plaintiff appealed the decision. In August 2009, the Quebec Court of
Appeal dismissed the appeal, thereby bringing an end to the matter

    Effective March 12, 2010, certain amendments to the Canadian Competition
Act will come into force. The Fund is examining the potential impact of
these amendments on its operation and, if necessary, it will take steps
to ensure compliance.

    OUTLOOK

    The Fund is providing guidance for fourth quarter 2009 premiums, and
annual targets for the production, sales, processing fee and capital
expenditures:


Q4 2009 target:
---------------
Zinc metal premium:                    4.0 cents US per pound, based on the
                                                 current expected sales mix

2009 annual targets:
--------------------
Production:                                                  229,000 tonnes
Sales:                                                       244,000 tonnes
Processing fee:                                        38.0 cents per pound
Capital expenditures                                            $24 million


    The Fund's ability to meet the targets identified above is subject to
the various risks and the assumptions can be found in the
"Forward-looking Information" below.

    FORWARD-LOOKING INFORMATION

    The Fund has provided Forward-looking Information for the fourth quarter
on premiums, and the 2009 estimated production, sales, processing fee and
capital expenditures. The Fund provides this Information to shareholders
and analysts because they are among the key drivers of the business.
Readers are cautioned that this information may not be appropriate for
other reasons.

    Forward-looking Information involves known and unknown risks,
uncertainties and other factors, which may cause the actual results or
performance to be materially different from any future results or
performance expressed or implied by the Forward-looking Information.

    Examples of such risks, uncertainties and other factors include, but are
not limited to, the following: (1) the Fund's ability to operate at
normal production levels; (2) the dependence upon the continuing supply
of zinc concentrates (terms of the Supply and Processing Agreement); (3)
the demand for zinc metal, sulphuric acid and copper in cake; (4) the
ability to manage sulphuric acid inventories; (5) changes to the supply
and demand for specific zinc metal products and the impact on the Fund's
realized premiums; (6) the impact of month prior pricing; (7) the ability
of the Fund to continue to service customers in the same geographic
region; (8) the sensitivity of the Fund's Net Revenues to reductions in
realized zinc metal prices including premiums, copper prices, sulphuric
acid prices; the strengthening of the Canadian dollar vis-a-vis the US
dollar; and increasing transportation and distribution costs; (9) the
sensitivity of the Fund's production costs to increases in electricity
rates, other energy costs, labour costs and operating supplies used in
its operations, the sensitivity of the Fund's interest expense to
increases in interest rates; (10) changes in recoveries and capital
expenditure requirements; (11) the negotiation of collective agreements
with its unionized employees; (12) general business and economic
conditions; (13) transportation disruptions; (14) the legislation
governing the operation of the Fund including, without limitation, air
emissions, discharges into water, waste, hazardous materials, workers'
health and safety, and many other aspects of the Fund's operation as well
as the impact of future legislation and regulations on expenses, capital
expenditures, taxation and restrictions on the operation of the
Processing Facility; (15) potential negative financial impact from
regulatory investigations, claims, lawsuits and other proceedings; (16)
loan default and refinancing risk; and (17) reliance on Xstrata Canada
for the operation and maintenance of the Processing Facility.

    Noranda Income Fund is an income trust whose units trade on the Toronto
Stock Exchange under the symbol "NIF.UN". The Noranda Income Fund owns
the CEZinc processing facility and ancillary assets (the "CEZinc
processing facility") located in Salaberry-de-Valleyfield, Quebec. The
CEZinc processing facility is the second-largest zinc processing facility
in North America and the largest zinc processing facility in eastern
North America, where the majority of its customers are located. It
produces refined zinc metal and various by-products from zinc
concentrates purchased from mining operations. The Processing Facility is
operated and managed by Canadian Electrolytic Zinc Limited.

    Further information about the Noranda Income Fund can be found at
www.norandaincomefund.com.


                            NORANDA INCOME FUND
                    INTERIM CONSOLIDATED BALANCE SHEETS

                                (unaudited)

                               ($ thousands)

                                               Sept. 30           Dec. 31
                                                   2009              2008
                                         ----------------  ---------------
ASSETS

Current assets:
Cash and cash equivalents                         1,294             3,455
Accounts receivable
          Trade                                  71,976            32,520
          Xstrata Canada (note 8)                 2,627            36,583
Firm commitments (note 6)                         3,806             4,773
Inventories (note 4)                             96,005            79,943
Prepaids and other assets                         1,671             2,110
                                         ----------------  ---------------
                                                177,379           159,384

Property, plant and equipment                   299,960           308,258
                                         ----------------  ---------------
                                                477,339           467,642
                                         ----------------  ---------------

LIABILITIES AND EQUITY

Current liabilities:
Accounts payable and accrued
 liabilities
          Trade                                  16,306            22,819
          Xstrata Canada (note 8)                57,853            22,708
Commodity financial instruments (note 6)          1,245             5,332
Firm commitments (note 6)                         3,803                 -
Distributions payable                                 -             4,250
Revolving facility                               51,127                 -
                                         ----------------  ---------------
                                                130,334            55,109

Future tax liability                             13,147            13,147
Future site restoration and reclamation
 (note 5)                                         8,740            12,806
Long-term debt                                  153,191           196,615
Interests of Ordinary Unitholders                48,148            50,783

Unitholders' Interest:
Unitholders' equity                             191,273           191,273
Deficit                                         (67,494)          (52,091)
                                         ----------------  ---------------
                                                123,779           139,182
                                         ----------------  ---------------
                                                477,339           467,642
                                         ----------------  ---------------

                            NORANDA INCOME FUND

      INTERIM CONSOLIDATED STATEMENTS OF EARNINGS (LOSS) AND DEFICIT
                      AND COMPREHENSIVE INCOME (LOSS)

                                (unaudited)

                               ($ thousands)

                              Three months                Nine Months
                             ended Sept. 30              ended Sept. 30 
                       ------------------------   -------------------------
                            2009          2008          2009          2008
                       -----------    ---------    ----------    ----------

Revenues
Sales                    132,674       143,052       324,359       505,715
Transportation and
 distribution costs       (3,987)       (4,835)      (10,592)      (15,194)
                       -----------    ---------    ----------    ----------
                         128,687       138,217       313,767       490,521
                       -----------    ---------    ----------    ----------

Raw material purchase
 costs                    72,567        62,427       159,203       270,568
                       -----------    ---------    ----------    ----------
Revenues less raw
 material purchase
 costs                    56,120        75,790       154,564       219,953
                       -----------    ---------    ----------    ----------
Other expenses
Production                44,847        44,014       124,485       137,067
Selling, general and
 administration            3,826         4,618        13,154        14,278
Foreign exchange loss
 (gain)                   (6,698)        2,884        (7,745)        5,211
Commodity hedging
 loss (gain)                  76           103            69           (98) 
Commodity financial
 instruments loss
 (gain)                    2,733        (1,421)          615          (414) 
Amortization of
 property, plant and
 equipment                10,363         8,313        26,856        25,585

Reclamation                  174           267        (3,900)          747
                       -----------    ---------    ----------    ----------

                          55,321        58,778       153,534       182,376
                       -----------    ---------    ----------    ----------
Earnings before
 interest, minority
 interest and income
 tax                         799        17,012         1,030        37,577
                       -----------    ---------    ----------    ----------

Interest expense, net      2,489         3,398         7,318        10,716
                       -----------    ---------    ----------    ----------
Earnings (loss)
 before minority
 interest                 (1,690)       13,614        (6,288)       26,861
                       -----------    ---------    ----------    ----------
Minority interest in
 earnings for
 Ordinary Unitholders       (422)        3,404        (1,572)        6,716
                       -----------    ---------    ----------    ----------
Net earnings (loss)
 and comprehensive
 income (loss)            (1,268)       10,210        (4,716)       20,145
                       -----------    ---------    ----------    ----------

Deficit beginning of
 period                  (66,226)      (50,691)      (52,091)      (41,502) 
                       -----------    ---------    ----------    ----------
Distributions to Priority Unitholders          -        (9,562)      (10,687)   
  (28,686) 
                       -----------    ---------    ----------    ----------

Deficit end of period    (67,494)      (50,043)      (67,494)      (50,043) 
                       -----------    ---------    ----------    ----------

Net earnings per
 Priority Unit (basic
 and diluted)            $ (0.03)      $  0.27       $ (0.13)      $  0.54

Weighted average
 Priority Units
 outstanding          37,497,975    37,497,975    37,497,975    37,497,975

                            NORANDA INCOME FUND

               INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

                                (unaudited)

                               ($ thousands)

                                Three months               Nine Months
                               ended Sept. 30             ended Sept. 30
                         ------------------------    ---------------------- 
                                2009        2008         2009         2008
                            ---------    --------    ---------    ---------

Cash realized from
 (used for) operations:
Net earnings (loss) for
 the period                   (1,268)     10,210       (4,716)      20,145 

Items not affecting cash:
 Amortization of
  property, plant and
  equipment                   10,363       8,313       26,856       25,585
 Reclamation                     174         267       (3,900)         747
 Minority interest in
  earnings for Ordinary
  Unitholders                   (422)      3,404       (1,572)       6,716
 Mark-to-market loss
  (gain) on commodity
  financial instruments        2,809      (1,318)         684         (512)
 Change in fair value
  of embedded derivatives     (2,412)     (1,874)       1,324        1,579 
 Accretion on
  long-term debt                  65          65          193          193 
 Loss from sale of
  property, plant and
  equipment                      139         336          871          876 
Site restoration
 expenditures                    (93)       (122)        (165)        (343) 
                            ---------    --------    ---------    ---------
                               9,355      19,281       19,575       54,986
                            ---------    --------    ---------    ---------
Net change in non-cash
 working capital items       (18,635)     41,226        4,779       39,135
                            ---------    --------    ---------    ---------
                              (9,280)     60,507       24,354       94,121 
                            ---------    --------    ---------    ---------

Cash realized from
 (used for) investment
 activities:
Purchases of property,
 plant and equipment          (4,735)     (6,348)     (18,033)     (16,374) 
 Proceeds from Hydro
 Quebec - incentive                -           -            -          478
Proceeds on sales of
 property, plant and
 equipment                         5          21            5          193
                            ---------    --------    ---------    ---------
                              (4,730)     (6,327)     (18,028)     (15,703)
                            ---------    --------    ---------    ---------

Cash realized from (used
 for) financing
 activities:

Distributions
 - Priority Unitholders       (1,500)     (9,562)     (13,874)     (28,686)
 - Ordinary Unitholders            -      (3,188)      (2,125)      (9,563)
Long-term debt issued
 under the Revolving
 Facility                     94,002      43,150      193,012      239,370 
Long-term-debt repaid
 under the Revolving
 Facility                    (81,000)    (87,500)    (185,500)    (279,500)
                            ---------    --------    ---------    ---------
                              11,502     (57,100)      (8,487)     (78,379)
                            ---------    --------    ---------    ---------

Change in cash and cash
 equivalents during the
 period                       (2,508)     (2,920)      (2,161)          39

Cash and cash
 equivalents, beginning
 of period                     3,802       6,661        3,455        3,702 
                            ---------    --------    ---------    ---------
Cash and cash
 equivalents, end of
 period                        1,294       3,741        1,294        3,741 
                            ---------    --------    ---------    ---------


    

Contacts:
Financial information: Michael Boone
Vice President & Chief Financial Officer
of Canadian Electrolytic Zinc Limited
Noranda Income Fund's Manager
416-775-1561
mboone@xstrata.ca

Copyright 2009, Market Wire, All rights reserved.

-0-
Comments (0)
This discussion is now closed. We welcome comments on our articles for a limited period after their publication.