<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 25, 1999
BATTLE MOUNTAIN GOLD COMPANY
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
Nevada 1-9666 76-0151431
(STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (IRS EMPLOYER
OF INCORPORATION) IDENTIFICATION NO.)
333 Clay Street, 42nd Floor
Houston, Texas 77002
(ADDRESS, OF PRINCIPAL EXECUTIVE (ZIP CODE)
OFFICES)
--------------------------
Registrant's telephone number, including area code: (713) 650-6400
Not applicable
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
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ITEM 5. OTHER EVENTS.
5.1 Attached hereto as Exhibit 99.1 and Exhibit 99.2 and incorporated
by reference herein is certain information regarding changes in management of
Battle Mountain Gold Company, as presented in press releases dated July 25, 1999
and August 3, 1999.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
c) Exhibits.
99.1 Press Release issued by Battle Mountain Gold Company dated
July 25, 1999.
99.2 Press Release issued by Battle Mountain Gold Company dated
August 3, 1999.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: August 18, 1999. BATTLE MOUNTAIN GOLD COMPANY
(Registrant)
By: /s/ John A. Keyes
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Name: John A Keyes
Title: President and Chief Operating Officer
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Exhibit 99.1
[LOGO]
NEWS
Setting a new gold standard-R- IMMEDIATE RELEASE
CONTACT: LES VAN DYKE
(713) 653-7248 OR
[email protected]
WEB PAGE: WWW.BMGOLD.COM
BATTLE MOUNTAIN GOLD ANNOUNCES BAYER RETIREMENT;
ELERS TO SERVE AS CEO; KEYES APPOINTED PRESIDENT AND COO
Houston, July 25, 1999 -- Battle Mountain Gold Company today announced
that Ian D. Bayer, President and Chief Executive Officer (CEO), is retiring
effective July 23, 1999, for health reasons, but that he will remain a member of
the Company's Board of Directors. BMG Chairman, Karl E. Elers, who formerly
served as Chairman and CEO of Battle Mountain from April 1990 until February
1997, will assume Mr. Bayer's duties as CEO, in addition to his own. Mr. Elers
will be working with a committee of the Board to review both internal and
external candidates in order to select a new CEO.
In addition, the Board has appointed John A. Keyes as President and
Chief Operating Officer (COO) of Battle Mountain Gold. Mr. Keyes most recently
served as Senior Vice President, Operations, following the merger of Battle
Mountain and Hemlo Gold Mines Inc. Prior to that, he served as Vice President of
Operations at Hemlo Gold and was responsible for the activities of all of Hemlo
Gold's operating and developing mines. Mr. Keyes joined the Noranda group in
1972 and subsequently worked at a number of open pit and underground operations
across Canada.
Mr. Elers praised Mr. Bayer's years of dedicated service to the
industry and to Battle Mountain, noting that he had been instrumental in
strengthening the Company's reserve base, while reducing costs, during a very
difficult period in the gold industry. He added that he is particularly pleased
that Mr. Bayer will remain active as a member of the Company's Board.
Mr. Bayer, 60, became President and CEO of BMG in February 1997. Prior
to that, he served as President and Co-CEO from July 1996, following the merger
of Battle Mountain and Hemlo Gold. He also served on the executive committee.
Prior to joining Battle Mountain, Mr. Bayer had served as President and
CEO and as a Director of Hemlo Gold Mines Inc. since July 1991. He joined Kerr
Addison Mines Limited in August 1967 as an accountant and in May 1982 became
President and CEO of that company. In August 1986, Mr. Bayer was also appointed
President and CEO of Minnova, Inc.
Mr. Elers also announced that Mr. James W. McCutcheon, Q.C., is
retiring as a member of the Company's Board, and that he will be succeeded on
the Board by Mr. Terry A. Lyons. Mr. McCutcheon is a Counsel in the Toronto law
firm of McCarthy Tetrault. He has been a director of Battle Mountain Gold since
its merger with Hemlo Gold in 1996, most recently serving as Chairman of BMG's
Audit Committee and on its Corporate Governance and Nominating Committee. Mr.
Lyons is President and
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Managing Partner of B.C. Pacific Capital Corporation. Mr.
Elers expressed the Board's appreciation for Mr. McCutcheon's many years of
dedicated service.
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Exhibit 99.2
[LOGO]
NEWS
IMMEDIATE RELEASE
CONTACT: LES VAN DYKE
(713) 653-7248 OR [email protected]
WEB PAGE: WWW.BMGOLD.COM
BATTLE MOUNTAIN GOLD NAMES ATKINSON SENIOR VICE PRESIDENT
OPERATIONS AND EXPLORATION
Houston, August 3, 1999 -- Battle Mountain Gold Company (BMG-NYSE;
BMC-TSE) today announced that, effective immediately, Ian Atkinson has been
named Senior Vice President - Operations and Exploration. Atkinson, who formerly
served as Senior Vice President -- Exploration, will be responsible for all
mining and exploration activities in the Company and will report directly to BMG
President and Chief Operating Officer, John A. Keyes.
Atkinson was appointed Senior Vice President - Exploration for BMG
following the merger of Hemlo Gold Mines, Inc. and Battle Mountain in 1996.
Prior to that he had served in a number of increasingly senior exploration
management positions with such companies as Falconbridge and Noranda and was
Senior Vice President Exploration for Hemlo Gold at the time of the merger.
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