<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 8 )
---------
Amax Gold Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.01 per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
02312010
---------------------------
(CUSIP Number)
Philip C. Wolf
Senior Vice President,
General Counsel and Secretary
Cyprus Amax Minerals Company
9100 East Mineral Circle
Englewood, Colorado 80112
(303) 643-5000
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
October 17, 1995
---------------------------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the statement [ ].
Page 1 of 20 pages
<PAGE>
SCHEDULE 13D
CUSIP NO. 02312010
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Cyprus Amax Minerals Company 36-2684040
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00; WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- ------------- 7 SOLE VOTING POWER
30,898,519 See Item 5.
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 31,313,709 See Item 5.
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 30,898,519 See Item 5.
PERSON WITH
10 SHARED DISPOSITIVE POWER
- ------------- 31,313,709 See Item 5.
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,212,228
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Approximately 56.6%, based upon 87,950,062 shares
of Common Stock outstanding at September 21, 1995
and giving effect to the issuance of 12,099,213
shares, 8,318,673 shares and 879,500 shares of Common
Stock as described in Item 4.
14 TYPE OF REPORTING PERSON*
CO
Page 2 of 20 pages
<PAGE>
SCHEDULE 13D
CUSIP NO. 02312010
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Amax Energy Inc. 36-2684040
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- ------------- 7 SOLE VOTING POWER
-0-
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 31,313,709 See Item 5.
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON WITH
10 SHARED DISPOSITIVE POWER
- ------------- 31,313,709 See Item 5.
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,313,709
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Approximately 35.6%, based upon 87,950,062 shares of
Common Stock outstanding at September 21, 1995.
14 TYPE OF REPORTING PERSON*
CO
Page 3 of 20 pages
<PAGE>
SCHEDULE 13D
CUSIP NO. 02312010
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Cyprus Amax Coal Company 36-3081314
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- ------------- 7 SOLE VOTING POWER
-0-
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 31,313,709 See Item 5.
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON WITH
10 SHARED DISPOSITIVE POWER
- ------------- 31,313,709 See Item 5.
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,313,709
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Approximately 35.6%, based upon 87,950,062 shares of
Common Stock outstanding at September 21, 1995.
14 TYPE OF REPORTING PERSON*
CO
Page 4 of 20 pages
<PAGE>
SCHEDULE 13D
CUSIP NO. 02313010
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Amax Coal Company 36-2684040
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- ------------- 7 SOLE VOTING POWER
-0-
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 31,313,709 See Item 5.
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON WITH
10 SHARED DISPOSITIVE POWER
- ------------- 31,313,709 See Item 5.
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,313,709
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Approximately 35.6%, based upon 87,950,062 shares of
Common Stock outstanding at September 21, 1995.
14 TYPE OF REPORTING PERSON*
CO
Page 5 of 20 pages
<PAGE>
The undersigned hereby amends the following items, exhibits or other
portions of its Schedule 13D as set forth below:
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
-------------------------------------------------
Item 3 is further amended by the addition of the following:
The information set forth in Item 4 hereby is incorporated by
reference.
ITEM 4. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
-------------------------------------------------
Item 4 is further amended by the addition of the following:
Cyprus Amax announced on October 17, 1995 that it intends to sell its
wholly-owned subsidiary, Cyprus Magadan Gold Corporation, to the Issuer. Cyprus
Magadan Gold Corporation owns a 50 percent interest in Omolon Gold Mining
Company, which currently is developing the Kubaka mining project in the Magadan
Oblast of the Russian Federation. The transaction would involve the transfer at
closing by Issuer to Cyprus Amax of Common Stock of the Issuer valued at $70
million, equating to 11,789,474 shares, based upon the average price of the
stock for the 10 trading days prior to the date of the announcement. The
issuance of those shares would increase Cyprus Amax's direct and indirect record
ownership of shares of Common Stock of the Issuer from approximately 51.2% to
approximately 56.5% and beneficial ownership from approximately 57.0% to
approximately 61.1%.
A further issuance of 4,210,526 shares, valued at $25 million based
upon the average price of the Common Stock for the 10 trading days prior to
the October 17 announcement, of Issuer's Common Stock would occur upon
commencement of commercial production at the Kubaka project. The issuance of
those shares would increase Cyprus Amax's direct and indirect record ownership
of shares of Common Stock of the Issuer from approximately 56.5% to
approximately 58.1% and beneficial ownership from approximately 61.1% to
approximately 62.4%.
A further issuance of shares of Common Shares of the Issuer could
potentially take place upon the acquisition of the right to mine additional
proven and probable reserves through the exploration effort of Omolon Gold
Mining Company outside its existing project reserve areas. The Issuer would make
payments to Cyprus Amax Minerals Company equal to $10 per ounce of its share of
proven and probable reserves, payable in Common Stock of the Issuer valued at
the then current market price.
The closing of the transaction is subject to final documentation,
receipt of necessary government approvals, and approval by the Issuer's
shareholders.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
------------------------------------
Item 5 is further amended by the addition of the following:
(a), (c) On October 25, 1995, Thomas V. Falkie acquired 3,000 shares
of Common Stock of the Issuer at a price of $5.75 per share. On October 30,
1995, George S. Ansell acquired 1,500 shares of Common Stock of the Issuer at a
price of $5.75 per share.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS..
---------------------------------
(12) Press Release dated October 17, 1995.
Page 6 of 20 pages
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned hereby certifies that the information as set forth in this
Amendment is true, complete and correct.
CYPRUS AMAX MINERALS COMPANY
By: /s/ DALE E. HUFFMAN
---------------------
Name: Dale E. Huffman
Title: Assistant Secretary
AMAX ENERGY INC.
By: /s/ DALE E. HUFFMAN
---------------------
Name: Dale E. Huffman
Title: Assistant Secretary
CYPRUS AMAX COAL COMPANY
By: /s/ DALE E. HUFFMAN
---------------------
Name: Dale E. Huffman
Title: Assistant Secretary
AMAX COAL COMPANY
By: /s/ DALE E. HUFFMAN
---------------------
Name: Dale E. Huffman
Title: Assistant Secretary
Dated: November 1, 1995
Page 7 of 20 pages
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned hereby certify that the information as set forth in this
Amendment is true, complete and correct.
CYPRUS AMAX MINERALS COMPANY
By:__________________________
Name: Dale E. Huffman
Title: Assistant Secretary
AMAX ENERGY INC.
By:__________________________
Name: Dale E. Huffman
Title: Assistant Secretary
CYPRUS AMAX COAL COMPANY
By:__________________________
Name: Dale E. Huffman
Title: Assistant Secretary
AMAX COAL COMPANY
By:__________________________
Name: Dale E. Huffman
Title: Assistant Secretary
Dated: November 1, 1995
Page 8 of 20 pages
<PAGE>
SCHEDULE I
NAME, PRINCIPAL OCCUPATION AND CITIZENSHIP OF EACH
DIRECTOR AND OFFICER OF CYPRUS AMAX MINERALS COMPANY
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship/1/
- ---------------- -------------------- --------------
<S> <C> <C>
Milton H. Ward Co-Chairman of the Board,
9100 East Mineral Circle Chief Executive Officer
Englewood, Colorado 80112 and President
Allen Born Co-Chairman of the Board
Alumax Inc.
5655 Peachtree Parkway
Norcross, Georgia 30092-2812
Linda G. Alvarado President and Chief Executive Officer
Alvarado Construction Inc.
1266 Santa Fe Drive
P.O. Box 4366
Denver, Colorado 80204
George S. Ansell President
Colorado School of Mines
1500 Illinois Avenue
Golden, Colorado 80401
William C. Bousquette Senior Vice President and Chief
Texaco Inc. Financial Officer
2000 Westchester Avenue
White Plains, New York 10650
Thomas V. Falkie President
Berwind Natural Resources Company
1500 Market Street
3000 Centre Square West
Philadelphia, Pennsylvania 19102
Michael A. Morphy Independent Businessman
MorMarketing
115 W. California Blvd. #403
Pasadena, California 91105
Rockwell A. Schnabel Independent Businessman
Trident Capital, L.P.
355 S. Grand Avenue
Suite 4295
Los Angeles, California 90071
</TABLE>
- -------------
/1/ Except as otherwise noted, each of the persons included in this Schedule is
- ---
a U.S. citizen.
Page 9 of 20 pages
<PAGE>
<TABLE>
<CAPTION>
Name of
Business Address Principal Occupation Citizenship
- ---------------- -------------------- -----------
<S> <C> <C>
James A. Todd, Jr. Chairman and Chief Executive Officer
Birmingham Steel Corporation
1000 Urban Center Parkway
Suite 300
Birmingham, Alabama 35242
Billie B. Turner Chairman
IMC Fertilizer Group, Inc.
2100 Sanders Road
Northbrook, Illinois 60062
Ann Maynard Gray President
Diversified Publishing Group
Capital Cities/ABC, Inc.
77 West 66th Street
16th Floor
New York, New York 10023
James C. Huntington, Jr. Independent Businessman
613 Twin Pine Road
Pittsburgh, Pennsylvania 15215
Theodore M. Solso Executive Vice President -- Operations
Cummins Engine Company, Inc.
500 Jackson Street
Columbia, Indiana 47201
John Hoyt Stookey Chairman
Quantum Chemical Company
410 Park Avenue
New York, New York 10022
Gerald J. Malys Senior Vice President and Chief
9100 East Mineral Circle Financial Officer
Englewood, Colorado 80112-3299
Garold R. Spindler Senior Vice President, Coal
9100 E. Mineral Circle
Englewood, Colorado 80112-3299
Jeffrey G. Clevenger Senior Vice President, Copper
1501 W. Fountainhead Pkwy., Suite 290
Tempe, Arizona 85282
David H. Watkins Senior Vice President, Exploration
9100 E. Mineral Circle
Englewood, Colorado 80112-3299
Philip C. Wolf Senior Vice President, General Counsel and
9100 E. Mineral Circle Secretary
Englewood, Colorado 80112-3299
</TABLE>
Page 10 of 20 pages
<PAGE>
<TABLE>
<CAPTION>
Name of
Business Address Principal Occupation Citizenship
- ---------------- -------------------- -----------
<S> <C> <C>
Francis J. Kane Vice President, Investor Relations and
9100 East Mineral Circle Treasurer
Englewood, Colorado 80112-3299
John Taraba Vice President and Controller
9100 East Mineral Circle
Englewood, Colorado 80112-3299
Farokh S. Hakimi Director, Finance
9100 East Mineral Circle
Englewood, Colorado 80112-3299
J. David Flemming Director of Tax
9100 East Mineral Circle
Englewood, Colorado 80112-3299
Robin J. Hickson Vice President, Engineering and
1501 W. Fountainhead Pkwy. Development
Suite 290
Tempe, Arizona 85282
Dale E. Huffman Assistant Secretary
9100 East Mineral Circle
Englewood, Colorado 80112-3299
</TABLE>
Page 11 of 20 pages
<PAGE>
NAME, PRINCIPAL OCCUPATION AND CITIZENSHIP OF EACH
DIRECTOR AND OFFICER OF CYPRUS AMAX COAL COMPANY
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship/1/
- ---------------- -------------------- --------------
<S> <C> <C>
Gerald J. Malys Senior Vice President and Chief
9100 East Mineral Circle Financial Officer of Cyprus Amax
Englewood, Colorado 80112-3299 Minerals Company
Garold R. Spindler Senior Vice President, Coal of Cyprus
9100 East Mineral Circle Amax Minerals Company
Englewood, Colorado 80112-3299
W. Mark Hart Senior Vice President, Eastern
9100 East Mineral Circle Operations
Englewood, Colorado 80112-3299
Philip C. Wolf Senior Vice President, General
9100 East Mineral Circle Counsel and Secretary of Cyprus
Englewood, Colorado 80112-3299 Amax Minerals Company
Randall J. Scott Senior Vice President, Western
9100 East Mineral Circle Operations
Englewood, Colorado 80112-3299
Nicholas P. Moros Senior Vice President, Sales and
9100 East Mineral Circle Marketing
Englewood, Colorado 80112-3299
Chris L. Crowl Vice President
9100 East Mineral Circle
Englewood, Colorado 80112-3299
Francis J. Kane Vice President, Investor Relations and
9100 East Mineral Circle Treasurer of Cyprus Amax Minerals
Englewood, Colorado 80112-3299 Company
Frank J. Wood Vice President and Controller
9100 East Mineral Circle
Englewood, Colorado 80112-3299
Farokh S. Hakimi Director, Finance of Cyprus Amax
9100 East Mineral Circle Minerals Company
Englewood, Colorado 80112-3299
J. David Flemming Director of Tax of Cyprus Amax
9100 East Mineral Circle Minerals Company
Englewood, Colorado 80112-3299
</TABLE>
- ------------
/1/ Except as otherwise noted, each of the persons included in this Schedule is
- ---
a U.S. citizen.
Page 12 of 20 pages
<PAGE>
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship
- ---------------- -------------------- -----------
<S> <C> <C>
Morris W. Kegley Attorney, Cyprus Amax Minerals
9100 E. Mineral Circle Company
Englewood, Colorado 80112-3299
Dale E. Huffman Attorney and Assistant Secretary,
9100 East Mineral Circle Cyprus Amax Minerals Company
Englewood, Colorado 80112-3299
Greg A. Walker Attorney, Cyprus Amax Minerals
9100 E. Mineral Circle Company
Englewood, Colorado 80112-3299
Richard D. Mills Senior Vice President, Development
9100 E. Mineral Circle
Englewood, Colorado 80112-3299
Peter J. Bethell Vice President, Allied Resources
9100 E. Mineral Circle
Englewood, Colorado 80112-3299
Vincent J. Calarco, Jr. Vice President, International Business
9100 E. Mineral Circle Development
Englewood, Colorado 80112-3299
Sue E. Chetlin Attorney, Cyprus Amax Minerals
9100 E. Mineral Circle Company
Englewood, Colorado 80112-3299
</TABLE>
Page 13 of 20 pages
<PAGE>
NAME, PRINCIPAL OCCUPATION AND CITIZENSHIP OF EACH
DIRECTOR AND OFFICER OF AMAX COAL COMPANY
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship/1/
- ---------------- -------------------- --------------
<S> <C> <C>
Gerald J. Malys Senior Vice President and Chief
9100 East Mineral Circle Financial Officer of Cyprus Amax
Englewood, Colorado 80112-3299 Minerals Company
Garold R. Spindler Senior Vice President, Coal of Cyprus
9100 East Mineral Circle Amax Minerals Company
Englewood, Colorado 80112-3299
W. Mark Hart Senior Vice President, Eastern
9100 East Mineral Circle Operations of Cyprus Amax Coal
Englewood, Colorado 80112-3299 Company
Philip C. Wolf Senior Vice President, General
9100 East Mineral Circle Counsel and Secretary of Cyprus
Englewood, Colorado 80112-3299 Amax Minerals Company
Nicholas P. Moros Senior Vice President, Sales and
9100 East Mineral Circle Marketing of Cyprus Amax Coal
Englewood, Colorado 80112-3299 Company
Donald J. Drabant Vice President, Eastern Sales and
400 Techne Center Drive, Suite 320 Marketing of Cyprus Amax Coal Sales
Milford, Ohio 45150 Corporation
Francis J. Kane Vice President, Investor Relations and
9100 East Mineral Circle Treasurer of Cyprus Amax Minerals
Englewood, Colorado 80112-3299 Company
Frank J. Wood Vice President and Controller of
9100 East Mineral Circle Cyprus Amax Coal Company
Englewood, Colorado 80112-3299
Farokh S. Hakimi Director, Finance of Cyprus Amax
9100 East Mineral Circle Minerals Company
Englewood, Colorado 80112-3299
J. David Flemming Director of Tax of Cyprus Amax
9100 East Mineral Circle Minerals Company
Englewood, Colorado 80112-3299
</TABLE>
- ------------
/1/ Except as otherwise noted, each of the persons included in this Schedule is
- ---
a U.S. citizen.
Page 14 of 20 pages
<PAGE>
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship
- ---------------- -------------------- -----------
<S> <C> <C>
Morris W. Kegley Attorney, Cyprus Amax Minerals
9100 E. Mineral Circle Company
Englewood, Colorado 80112-3299
Dale E. Huffman Attorney and Assistant Secretary,
9100 East Mineral Circle Cyprus Amax Minerals Company
Englewood, Colorado 80112-3299
Greg A. Walker Attorney, Cyprus Amax Minerals
9100 E. Mineral Circle Company
Englewood, Colorado 80112-3299
George E. Vajda Vice President
9100 East Mineral Circle
Englewood, Colorado 80112-3299
Author T. Palm Vice President and General Manager
9100 E. Mineral Circle
Englewood, Colorado 80112-3299
Jerry R. Kempf Vice President and General Manager
9100 E. Mineral Circle
Englewood, Colorado 80112-3299
George E. Vajda Vice President, Sales and
9100 E. Mineral Circle Marketing
Englewood, Colorado 80112-3299
Sue E. Chetlin Attorney, Cyprus Amax Minerals
9100 E. Mineral Circle Company
Englewood, Colorado 80112-3299
Sharon J. Fetherhuff Assistant Secretary
9100 E. Mineral Circle
Englewood, Colorado 80112-3299
</TABLE>
Page 15 of 20 pages
<PAGE>
NAME, PRINCIPAL OCCUPATION AND CITIZENSHIP OF
EACH DIRECTOR AND OFFICER OF AMAX ENERGY INC.
<TABLE>
<CAPTION>
Name and
Business Address Principal Occupation Citizenship/1/
- ---------------- -------------------- --------------
<S> <C> <C>
Gerald J. Malys Senior Vice President and Chief
9100 East Mineral Circle Financial Officer of
Englewood, Colorado 80112-3299 Cyprus Amax Minerals Company
Philip C. Wolf Senior Vice President, General
9100 East Mineral Circle Counsel and Secretary of Cyprus
Englewood, Colorado 80112-3299 Amax Minerals Company
Francis J. Kane Vice President, Investor Relations and
9100 East Mineral Circle Treasurer of Cyprus Amax Minerals
Englewood, Colorado 80112-3299 Company
John Taraba Vice President and Controller of
9100 East Mineral Circle Cyprus Amax Minerals Company
Englewood, Colorado 80112-3299
J. David Flemming Director of Tax of Cyprus Amax
9100 East Mineral Circle Minerals Company
Englewood, Colorado 80112-3299
Dale E. Huffman Attorney and Assistant Secretary,
9100 East Mineral Circle Cyprus Amax Minerals Company
Englewood, Colorado 80112-3299
Sharon J. Fetherhuff Assistant Secretary
9100 East Mineral Circle
Englewood, Colorado 80112-3299
</TABLE>
- --------
/1/Except as otherwise noted, each of the persons included in this Schedule is a
- ---
U.S. citizen.
Page 16 of 20 pages
<PAGE>
EXHIBIT INDEX
Page
----
(12) Press Release dated October 17, 1995. 19
Page 17 of 20 pages
<PAGE>
EXHIBIT 12
CYPRUS AMAX
MINERALS COMPANY
P.O. Box 3299
Englewood, Colorado 80155
USA
N E W S R E L E A S E
FOR RELEASE: October 17, 1995
CONTACT: Mark A. Lettes
Chief Financial Officer
(303) 643-5522
CYPRUS AMAX'S INTEREST IN THE KUBAKA PROJECT
TO BE SOLD TO AMAX GOLD INC.
DENVER (October 17, 1995) -- Cyprus Amax Minerals Company (NYSE: CYM) and
Amax Gold Inc. (NYSE: AU; Toronto; AXG) today announced that Cyprus Amax will
sell its wholly-owned subsidiary, Cyprus Magadan Gold Corporation, to Amax Gold.
Cyprus Magadan Gold Corporation owns a 50 percent interest in Omolon Gold Mining
Company (Omolon) which is currently developing the Kubaka project and owns the
rights to the Evenskoye property in the Magadan Oblast of the Russian
Federation. The other 50 percent interest in Omolon is owned by Russian
partners: Magadan Gold and Silver Joint Stock Company, Geometal Joint-Stock
Gold-Mining Company, Dukatsky Mining and Beneficiation Complex, Elektrum Limited
Liability Company, Rossiisky Kredit Commercial Bank, and the Association of
Native Peoples of the Severo-Evensk District.
Now under construction, the Kubaka project is located approximately 600
miles northeast of the major port city of Magadan. The mine contains 5.4
million tons of ore with grades of 0.46 ounces per ton of gold for a gold
reserve of 2.5 million ounces and 0.52 ounces per ton of silver for a silver
reserve of 2.6 million ounces. Production, which is expected to begin in 1997,
should be at an annual average rate of 310,000 ounces of gold and 235,000 ounces
of silver over an estimated mine life of seven years. Production in the early
years may approach 400,000 ounces of gold per year. Cash costs are expected to
be about $184 per ounce with full costs of about $260 per ounce. The Evenskoye
property contains an estimated gold equivalent resource of 1 million ounces.
At closing, Amax Gold will transfer stock valued at $70 million to Cyprus
Amax. This equates to 11.8 million shares, based upon the average price of the
10 trading days prior to today's announcement. Cyprus Amax, which currently
holds approximately 51.2 percent of the shares of Amax Gold, will then own
approximately 56.5 percent. After commercial production begins at Kubaka, Amax
Gold will transfer to Cyprus Amax an additional $25 million in Amax Gold stock
based upon the same average price used for the initial payment, which equates to
4.2 million shares.
Page 18 of 20 pages
<PAGE>
Omolon expects to receive tax credits from the Kubaka project of
approximately $8-10 million annually, which will be used for additional
exploration in the Russian Federation. Amax Gold will make contingent payments
to Cyprus Amax for additional proven and probable reserves that may be acquired
through the Omolon exploration effort outside the Kubaka and Evenskoye reserve
areas. Any such payments will be made in Amax Gold common stock valued at the
then current market price and equal to $10 per ounce of proven and probable
reserves established in a completed feasibility study for each new project.
Construction of the Kubaka project, which is well underway, is expected to
require a capital investment of approximately $180 million. Both Cyprus Amax
and its Russian partners have funded equity contributions of $40 million each.
In addition in late June, agreements for $100 million in financing were signed
with the U.S. Overseas Private Investment Corporation (OPIC) of Washington,
D.C., and the London-based European Bank for Reconstruction and Development
(EBRD). After completion of the project, the financing becomes non-recourse.
To obtain the financing, Cyprus Amax has provided a completion guaranty and will
remain obligated under the completion guaranty until the project meets the
required completion tests.
The closing of the transaction is subject to final documentation, receipt
of any necessary government approvals, and the consent of Amax Gold
shareholders.
Roger A. Kauffman, President of Amax Gold, said, "Kubaka is an exciting
addition to Amax Gold's existing portfolio. It will be our highest grade,
lowest cost property. With Refugio and Fort Knox, it will take Amax Gold to a
new level with annual production in 1997 of over 800,000 ounces and cash costs
around the $200 per ounce level. We have been involved with the project since
January and are extremely pleased to inherit the excellent relationship which
Cyprus Amax has developed with our Russian partners and governments over the
past four years."
Kauffman added, "We believe this is the first mining project in Russia
involving foreign investors to have acquired the necessary permits and licenses
needed for the development, production and sale of its gold, along with
arrangements for hard currency accounts. Development is proceeding well, and we
expect to be able to bring the project into production without cash investment
by Amax Gold. When production commences in 1997, Kubaka will be a significant
contributor to our earnings and will generate strong cash flows which will aid
in readily retiring the Refugio and Fort Knox debt and provide the financial
strength we need to continue growing the company."
Kauffman concluded, "In addition to the contribution which Kubaka will
make, this transaction establishes Amax Gold as the lead player in one of the
most exciting exploration regions in the world, an area with significant
potential for hosting additional ore deposits. Cyprus Amax's key advance work
in Russia and the guarantee of the financing have produced this major strategic
opportunity. Our relationship with Cyprus Amax has made this possible just as
it has facilitated financing and the accelerated development of Fort Knox.
Looking forward, this strong association will help us continue on our path of
becoming a major low-cost gold producer and significantly increasing the value
of the company for all shareholders."
Page 19 of 20 pages
<PAGE>
Milton H. Ward, Chairman, President, and Chief Executive Officer of Cyprus
Amax Minerals Company, as well as Chairman and Chief Executive Officer of Amax
Gold Inc. said, "This is an excellent transaction that should bring enhanced
value to the shareholders of both Amax Gold and Cyprus Amax Minerals Company.
The continued development and operation of Kubaka will benefit greatly from the
management expertise of Amax Gold and the financial support which has been
provided by Cyprus Amax."
Ward continued, "Since the merger of Cyprus and Amax, we have told both the
shareholders of Cyprus Amax and Amax Gold that we intended to build Amax Gold
into a premier gold company with annual target production of 1 million ounces.
We are well on our way to accomplishing that goal. The acquisition of Kubaka
coupled with the development of Refugio and Fort Knox moves Amax Gold to annual
production levels of 800,000 ounces by 1997, a long way from last year's
production of about 241,000 ounces."
Amax Gold Inc. produces gold in the United States and Chile and explores
for gold primarily in North, Central and South America.
Cyprus Amax Minerals Company is a leading U.S. copper and coal producer,
the world's largest producer of molybdenum and lithium, holds substantial
positions in gold, and explores for base and precious metals worldwide.
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