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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 4, 2000
REGISTRATION NO. 333-50516
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
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POST EFFECTIVE AMENDMENT NO. 1
TO
FORM S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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NEWMONT MINING CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 1041 13-2526632
(STATE OR OTHER (PRIMARY STANDARD (I.R.S. EMPLOYER
JURISDICTION OF INDUSTRIAL IDENTIFICATION NO.)
INCORPORATION OR CLASSIFICATION CODE
ORGANIZATION) NUMBER)
1700 LINCOLN STREET TIMOTHY J. SCHMITT, ESQ.
DENVER, COLORADO 80203 NEWMONT MINING CORPORATION
(303) 863-7414 1700 LINCOLN STREET, DENVER, COLORADO
(ADDRESS AND TELEPHONE NUMBER OF 80203
REGISTRANT'S PRINCIPAL EXECUTIVE (303) 863-7414
OFFICES) (NAME, ADDRESS AND TELEPHONE NUMBER
OF AGENT FOR SERVICE)
COPIES TO:
DAVID A. KATZ, ESQ. GREG V. ETTER, ESQ. ROBERT B. SCHUMER, ESQ.
WACHTELL, LIPTON, ROSEN VICE PRESIDENT AND PAUL, WEISS, RIFKIND,
& KATZ GENERAL COUNSEL WHARTON & GARRISON
51 WEST 52ND STREET BATTLE MOUNTAIN GOLD 1285 AVENUE OF THE
NEW YORK, NEW YORK COMPANY AMERICAS
10019 333 CLAY STREET, STE. NEW YORK, NEW YORK
(212) 403-1000 4200 10019
HOUSTON, TEXAS 77002 (212) 373-3000
(713) 650-6400
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APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE OF THE SECURITIES TO THE
PUBLIC: As soon as practicable after this Registration Statement becomes
effective.
If the securities being registered on this form are being offered in
connection with the formation of a holding company and there is compliance with
General Instruction G, check the following box: [_]
If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act of 1933, as amended (the
"Securities Act"), check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering: [_]
If this form is a post-effective amendment filed pursuant to Rule 462(d)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering: [X] 333-50516
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THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR
DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT
SHALL FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION
STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF
THE SECURITIES ACT, OR UNTIL THIS REGISTRATION STATEMENT SHALL BECOME EFFECTIVE
ON SUCH DATE AS THE SECURITIES AND EXCHANGE COMMISSION, ACTING PURSUANT TO SAID
SECTION 8(A), MAY DETERMINE.
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SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THE REGISTRANT
HAS DULY CAUSED THIS REGISTRATION STATEMENT TO BE SIGNED ON ITS BEHALF BY THE
UNDERSIGNED, THEREUNTO DULY AUTHORIZED, IN THE CITY OF DENVER, STATE OF
COLORADO, ON DECEMBER 1, 2000.
Newmont Mining Corporation
*
By: _________________________________
RONALD C. CAMBRE
CHAIRMAN AND CHIEF EXECUTIVE
OFFICER
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THIS
REGISTRATION STATEMENT HAS BEEN SIGNED ON DECEMBER 1, 2000 BY THE FOLLOWING
PERSONS IN THE CAPACITIES INDICATED:
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<CAPTION>
<S> <C> <C>
* Chairman and Chief
______________________________________ Executive Officer
RONALD C. CAMBRE (Principal Executive
Officer)
* Senior Vice President and
______________________________________ Chief Financial Officer
BRUCE D. HANSEN (Principal Financial
Officer)
* Vice President and
______________________________________ Controller
LINDA K. WHEELER (Principal Accounting
Officer)
</TABLE>
VINCENT A. CALCARCO ROBIN A. PLUMBRIDGE
RONALD C. CAMBRE ROBERT H. QUENON
JAMES T. CURRY, JR. MOEEN A. QURESHI Board of
LEO I. HIGDON, JR. MICHAEL K. REILLY Directors*
ROBERT J. MILLER JAMES V. TARANIK
WAYNE W. MURDY WILLIAM I. M. TURNER, JR.
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* Timothy J. Schmitt, by signing his name hereto, does hereby sign this
document on behalf of each of the directors and officers named above pursuant
to powers of attorney duly executed by such persons.
/s/ Timothy J. Schmitt
By: _________________________________
TIMOTHY J. SCHMITT
ATTORNEY-IN-FACT
II-5
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INDEX TO EXHIBITS
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<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
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<C> <S>
2.1 Agreement and Plan of Merger, dated as of June 21, 2000, by and
between Battle Mountain Gold Company, Newmont Mining Corporation and
Bounty Merger Corp. included as Appendix A to the accompanying proxy
statement/prospectus.*
2.2 Arrangement Agreement, dated June 21, 2000 by and among Newmont Mining
Corporation, Bounty Merger Corp., Battle Mountain Gold Company and
Battle Mountain Canada Ltd. included as Appendix B to the accompanying
proxy statement/prospectus.*
3.1 Restated Certificate of Incorporation, incorporated by reference to
Exhibit 3(i) to the Registrant's Quarterly Report on Form 10-Q for the
quarter ended June 30, 2000, as amended by the Certificate of
Designations referenced in Exhibit 4.2.
3.2 By-Laws, incorporated by reference to Exhibit 3(b) to the Registrant's
Form 8-K filed on September 6, 2000.
4.1 Form of Certificate of Designations of $3.25 Convertible Preferred
Stock of Newmont Mining Corporation included as Appendix D to the
accompanying proxy statement/prospectus.*
4.2 Rights Agreement, dated as of August 31, 2000, between the Registrant
and ChaseMellon Shareholder Services LLC, as Rights Agent, which
includes the Form of Certificate of Designations of Series A Junior
Participating Preferred Stock as Exhibit A, incorporated by reference
to Exhibit 4.1 to the Registrant's Registration Statement on Form 8-A
filed on September 6, 2000.
5.1 Opinion of White & Case LLP.*
8.1 Opinion of Paul, Weiss, Rifkind, Wharton & Garrison regarding certain
United States federal income tax matters.*
23.1 Consent of Arthur Andersen LLP.*
23.2(a) Consent of PricewaterhouseCoopers LLP (Battle Mountain Gold Company).*
23.2(b) Consent of PricewaterhouseCoopers (Lihir Gold Limited).*
23.3 Consent of White & Case LLP regarding its opinion on authorization of
shares (included in Exhibit 5.1).*
24.1 Powers of Attorney.*
99.1 Form of Proxy.*
99.2 Consent of CIBC World Markets Corp.*
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* Previously filed.
