<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1997
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________ to ____________
Commission File Number: 1-9184
NEWMONT GOLD COMPANY
(Exact name of registrant as specified in its charter)
Delaware 13-2526632
(State or other jurisdiction (I.R.S. Employer Identification No.)
incorporation or organization)
1700 Lincoln Street, Denver, Colorado 80203
(Address of principal executive offices) (Zip Code)
303-863-7414
(Registrant's telephone number, including area code)
(Former name, address and fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. [X] Yes [ ] No
There were 109,938,688 shares of common stock outstanding on April 28,
1997.
Exhibit index is on page 26.
There are 30 pages included in this report.
<PAGE> 2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
NEWMONT GOLD COMPANY AND SUBSIDIARIES
Statements of Consolidated Income
(In thousands, except per share)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-----------------------
1997 1996
--------- ---------
<S> <C> <C>
Sales and other income
Sales $ 262,105 $ 154,705
Dividends, interest and other 4,000 7,021
--------- ---------
266,105 161,726
--------- ---------
Costs and expenses
Costs applicable to sales 134,282 98,098
Depreciation, depletion and amortization 40,292 28,487
Exploration and research 16,712 10,351
General and administrative 12,682 11,831
Interest, net of capitalized interest
of $1,511 in 1997 and $2,125 in 1996 11,499 9,957
Other 1,928 3,729
--------- ---------
217,395 162,453
--------- ---------
Income (loss) before equity income
(loss) and income taxes 48,710 (727)
Equity in income (loss) of affiliated
companies (1,489) 11,532
--------- ---------
Pre-tax income 47,221 10,805
Income tax (provision) benefit (9,397) 983
Minority interest in income of
Minera Yanacocha (15,248) -
--------- ---------
Net income 22,576 11,788
========= =========
Net income per common share $ 0.21 $ 0.11
========= =========
Weighted average number of shares of
common stock and common stock
equivalents outstanding 110,022 108,845
Cash dividends declared per common share $ 0.12 $ 0.12
</TABLE>
See Notes to Consolidated Financial Statements<PAGE>
<PAGE> 3
NEWMONT GOLD COMPANY AND SUBSIDIARIES
Consolidated Balance Sheets
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
---------- ------------
<S> <C> <C>
Assets
Cash and cash equivalents $ 100,820 $ 185,681
Short-term investments 13,124 12,724
Accounts receivable 36,488 28,692
Inventories 268,970 188,345
Other current assets 59,985 40,440
---------- ----------
Current assets 479,387 455,882
Property, plant and mine
development, net 1,458,448 1,301,952
Other long-term assets 282,005 323,240
---------- ----------
Total assets $2,219,840 $2,081,074
========== ==========
Liabilities
Short-term debt $ 22,169 $ 45,981
Current portion of long-term debt 33,507 19,250
Accounts payable 44,973 48,099
Purchase price payable 59,100 -
Dividends payable 22,022 -
Other accrued liabilities 119,342 110,764
---------- ----------
Current liabilities 301,113 224,094
Long-term debt 592,217 585,009
Reclamation and remediation liabilities 64,841 60,672
Other long-term liabilities 89,843 79,244
---------- ----------
Total liabilities 1,048,014 949,019
---------- ----------
Minority interest in Minera Yanacocha 30,080 -
Contingencies
Stockholders' Equity
Common stock 1,102 1,102
Capital in excess of par value 426,000 425,704
Retained earnings 716,812 707,517
Treasury stock (2,168) (2,268)
---------- ----------
Total stockholders' equity 1,141,746 1,132,055
---------- ----------
Total liabilities and
stockholders' equity $2,219,840 $2,081,074
========== ==========
</TABLE>
See Notes to Consolidated Financial Statements
<PAGE> 4
NEWMONT GOLD COMPANY AND SUBSIDIARIES
Statements of Consolidated Cash Flows
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
--------------------
1997 1996
-------- --------
<S> <C> <C>
Operating activities:
Net income $ 22,576 $ 11,788
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation, depletion and amortization 40,292 28,487
Deferred taxes (4,848) (22)
Minority interest, net of dividends (3,381) -
(Increase) decrease in operating assets:
Accounts receivable 1,219 (2,561)
Inventories (50,959) (18,380)
Other assets (6,156) (12,207)
Increase (decrease) in operating
liabilities:
Accounts payable and accrued expenses (11,817) (4,691)
Other liabilities 1,545 1,544
Other operating 3,196 (44)
--------- --------
Net cash (used in) provided by operating
activities (8,333) 3,914
--------- --------
Investing activities:
Cash acquired from Minera Yanacocha 40,705 -
Additions to property, plant and mine
development (55,375) (73,215)
Advances to joint venture (4,957) (2,735)
Other (3,203) 1,531
--------- --------
Net cash used in investing activities (22,830) (74,419)
--------- --------
Financing activities:
Proceeds from short-term borrowings 2,009 4,595
Repayments of short-term borrowings (25,821) -
Repayments of long-term borrowings (16,696) -
Proceeds from issuance of common stock - 261,492
Dividends paid on common stock (13,190) (13,161)
--------- --------
Net cash (used in) provided by financing
activities (53,698) 252,926
--------- --------
</TABLE>
<PAGE> 5
NEWMONT GOLD COMPANY AND SUBSIDIARIES
Statements of Consolidated Cash Flows
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
--------------------
1997 1996
-------- --------
<S> <C> <C>
Net (decrease) increase in cash and cash
equivalents (84,861) 182,421
Cash and cash equivalents at beginning
of period 185,681 59,142
--------- --------
Cash and cash equivalents at end of period $ 100,820 $241,563
========= ========
Supplemental information:
Interest paid, net of amounts capitalized
of $1,511 in 1997 and $2,125 in 1996 $ 16,304 $ 13,767
Income taxes paid $ 10,387 $ 2,000
</TABLE>
See Notes to Consolidated Financial Statements
<PAGE> 6
NEWMONT GOLD COMPANY AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Unaudited)
(1) Basis of Preparation of Financial Statements
These unaudited interim consolidated financial statements of Newmont
Gold Company ("NGC") and its subsidiaries (collectively, the "Company") have
been prepared in accordance with the rules and regulations of the Securities
and Exchange Commission. Such rules and regulations allow the omission of
certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles as long as the statements are not misleading.
In the opinion of management, these financial statements reflect all
adjustments which are necessary for a fair statement of the results for the
periods presented. All adjustments were of a normal recurring nature. These
interim financial statements should be read in conjunction with the annual
financial statements of the Company included in its 1996 Annual Report on
Form 10-K.
Newmont Mining Corporation ("NMC") owns approximately 91% of NGC's
common stock. All of NMC's operations are held through NGC.
Certain prior year amounts have been reclassified to conform to the
current year presentation.
(2) Inventories
<TABLE>
<CAPTION>
At March 31, At December 31,
1997 1996
------------- ---------------
(In thousands)
<S> <C> <C>
Current:
Ore and in-process inventories $135,510 $ 87,692
Precious metals 71,085 41,534
Materials and supplies 60,365 57,413
Other 2,010 1,706
-------- --------
$268,970 $188,345
======== ========
Non-current:
Ore in stockpiles (included
in other long-term assets) $ 83,554 $ 85,652
======== ========
</TABLE>
(3) Acquisition of Additional Interest in Minera Yanacocha
In November 1993, the French government announced its intention to
privatize the mining assets of Bureau de Recherches Geologiques et Minieres,
the geological and mining bureau of the French government ("BRGM"). In
September 1994, BRGM announced its intention to transfer its 24.7% interest
in Minera Yanacocha, S.A. ("Minera Yanacocha") to another entity. The Company
and Compania de Minas Buenaventura, S.A. ("Buenaventura"), then 38.0% and
32.3% owners of Minera Yanacocha, respectively, filed suit in Peru to seek
<PAGE> 7
enforcement of a provision in the bylaws of Minera Yanacocha, giving
shareholders preemptive rights on the proposed sale or transfer of any
shareholder's interest. In February 1995, an appellate court in Peru issued
a preliminary ruling in favor of the Company and Buenaventura, both of whom
elected to exercise their preemptive rights to acquire their proportionate
share of the 24.7% interest. In accordance with the court ruling, Minera
Yanacocha canceled the BRGM shares and issued shares representing interests
in Minera Yanacocha of 13.35% to the Company and 11.35% to Buenaventura. The
Company deposited $48.6 million for its additional interest, together with
the additional shares, with a Peruvian bank pending the final resolution of
the case. The Company borrowed the $48.6 million from the same Peruvian bank
with the right of set off against the deposit, and accordingly, these amounts
have been netted in the accompanying balance sheet. In September 1996, the
trial court determined that the Company and Buenaventura have the right to
acquire the 24.7% interest for a purchase price of $109.3 million, $59.1
million attributable to the 13.35% interest of the Company. As established
by such ruling, the preemptive rights were triggered in November 1993 and
thus the valuation of the shares held in escrow were calculated as of such
date. The trial court ruling was appealed to the Peruvian Superior Court.
In order to prevail in the Superior Court, the decision of the trial court
had to be affirmed by the votes of three Superior Court justices. Legal
arguments were made to a panel of three Superior Court justices. Two of the
justices voted to uphold the trial court ruling and the third justice voted
not to uphold the ruling. A fourth Superior Court justice was then appointed
to hear the case, and this justice voted to uphold the trial court ruling in
February 1997, resulting in the three votes required to prevail. As a result
of the Superior Court decision, the Company now believes that it is probable
that the additional interest will be acquired and that the Company will
retain control of Minera Yanacocha. Therefore, as of February 1, 1997, the
Company has considered the additional interest to have been acquired and has
consolidated Minera Yanacocha in its financial statements to reflect the
increase in its ownership from 38% to 51.35%. The operations of Minera
Yanacocha have been consolidated in 1997 with the Company's ownership
interest being 38% for the period from January 1, 1997 to January 31, 1997,
and 51.35% thereafter.
Opposing parties have filed a request for review of the resolution by
the Superior Court of Peru. Peruvian counsel has advised the Company that
decisions of the Superior Court can be modified by the Supreme Court only in
very limited instances and that it is not likely that any further review will
be granted.
The following pro forma consolidated income statement assumes the
acquisition of the additional interest occurred on January 1, 1996 and the
pro forma condensed consolidated balance sheet assumes the acquisition of the
additional interest occurred on December 31, 1996. The pro forma financial
statements are presented for illustrative purposes only and are not
necessarily indicative of the consolidated results of operations and
financial position which would have been realized had the acquisition of the
additional interest been considered to occur as of the dates for which the
pro forma financial statements are presented. The pro forma financial
statements also are not necessarily indicative of the consolidated results of
operations or financial position in the future. For the quarter ended March
31, 1997, the differences between the pro forma results and reported results
are insignificant.
<PAGE> 8
NEWMONT GOLD COMPANY AND MINERA YANACOCHA
PRO FORMA CONSOLIDATED INCOME STATEMENT - UNAUDITED
(In thousands, except per share)
FOR THREE MONTHS ENDED MARCH 31, 1996
<TABLE>
<CAPTION>
Newmont Minera Pro Forma Pro Forma
Gold Yanacocha Adjustments Consolidated
-------- --------- ----------- ------------
<S> <C> <C> <C> <C>
Sales and other income
Sales $154,705 $ 71,579 $ 226,284
Dividends, interest and
other 7,021 594 7,615
-------- -------- ------- ----------
161,726 72,173 233,899
-------- -------- ----------
Costs and expenses
Costs applicable to sales 98,098 20,790 $ (510)(A)
(218)(B)
(136)(D) 118,024
Depreciation, depletion
and amortization 28,487 6,925 3,117 (C) 38,529
Exploration and research 10,351 1,755 12,106
General and administrative 11,831 218 (B) 12,049
Interest, net 9,957 1,300 11,257
Other 3,729 (131) 3,598
-------- -------- -------- ---------
162,453 30,639 2,471 195,563
======== ======== ======== =========
Income (loss) before equity income
(loss) and income taxes (727) 41,534 (2,471) 38,336
Equity in income of affiliated
companies 11,532 - (10,891)(E) (5)
(136)(D)
(510)(A)
-------- -------- -------- ---------
Pre-tax income 10,805 41,534 (14,008) 38,331
Income tax (provision) benefit 983 (12,874) (139)(F) (12,030)
Minority interest in income of
Minera Yanacocha - - (13,943)(G) (13,943)
-------- -------- -------- ---------
Net income $ 11,788 $ 28,660 $(28,090) $ 12,358
======== ======== ======== =========
Income per common share $ 0.11 $ 0.11
======== =========
Weighted average number of
shares of common stock
and common stock equivalents
outstanding 108,845 108,845
======== ========
</TABLE>
(A) To eliminate royalties paid by Minera Yanacocha to a subsidiary of
the Company.
(B) To eliminate management fees paid by Minera Yanacocha to a subsidiary
of the Company.
(C) Estimated additional amortization of excess purchase price over net
assets acquired.
(D) Reclassification of the Company's share (38%) of management fees
charged to Minera Yanacocha.
(E) Elimination of equity income recognized for Minera Yanacocha to
reflect consolidation.
(F) Additional adjustment to taxes required for consolidation of Minera
Yanacocha.
(G) Minority interest (48.65%) in income of Minera Yanacocha.
<PAGE>9
NEWMONT GOLD COMPANY AND MINERA YANACOCHA
PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET - UNAUDITED
(In thousands, except per share)
DECEMBER 31, 1996
<TABLE>
<CAPTION>
Newmont Minera Pro Forma Pro Forma
Gold Yanacocha Adjustments Consolidated
---------- --------- ----------- ------------
<S> <C> <C> <C> <C>
Assets
Cash and cash equivalents $ 185,681 $ 40,705 $ 226,386
Inventories 188,345 15,661 204,006
Other 81,856 28,848 110,704
---------- -------- -------- -----------
Current assets 455,882 85,214 541,096
Property, plant and mine
development, net 1,301,952 106,308 $ 53,368 (A)
(14,445)(B) 1,447,183
Other long-term assets 323,240 1,887 (41,115)(C)
(2,843)(A) 281,169
---------- -------- --------- ----------
Total assets $2,081,074 $193,409 $ (5,035) $2,269,448
========== ======== ========= ==========
Liabilities
Short-term debt and current
portion of long-term debt $ 65,231 $ 14,256 $ 79,487
Other current liabilities 158,863 31,190 $ 50,525 (A) 240,578
---------- -------- --------- ----------
Current liabilities 224,094 45,446 50,525 320,065
Long-term debt 585,009 24,244 609,253
Other long-term liabilities 139,916 15,520 155,436
---------- -------- --------- ----------
Total liabilities 949,019 85,210 50,525 1,084,754
========== ======== ========= ==========
Minority interest in Minera
Yanacocha - - 52,639 (D) 52,639
---------- -------- --------- ----------
Stockholders' Equity 1,132,055 108,199 (14,445)(B)
(41,115)(C)
(52,639)(D) 1,132,055
---------- ------- --------- ----------
Total liabilities and
stockholders' equity $2,081,074 $193,409 $ (5,035) $2,269,448
========== ======== ========= ==========
</TABLE>
(A) To record acquisition of additional 13.35% interest.
(B) Elimination of 13.35% of Minera Yanacocha's net book value.
(C) Elimination of the Company's investment in Minera Yanacocha
to reflect consolidation.
(D) To reflect minority interest in Minera Yanacocha.
<PAGE> 10
Prior to January 1, 1997, the carrying value of the Company's 38% equity
investment in Minera Yanacocha was included in other long term assets and the
Company's 38% share of earnings was included in equity in income (loss) of
affiliated companies.
Excluded from the statement of consolidated cash flows are the effects of
non-cash transactions. The following reflects the non-cash adjustments made
to the Company's consolidated balance sheet on January 1, 1997 for the Minera
Yanacocha transaction described above (in thousands):
<TABLE>
<CAPTION>
<S> <C>
Assets
Inventories $ 15,661
Other current assets 28,848
--------
Current assets 44,509
Property, plant and mine development, net 106,308
Other long-term assets 1,887
--------
Total assets $152,704
========
Liabilities
Current portion of long-term debt $ 14,256
Other current liabilities 31,190
--------
Current liabilities 45,446
Long-term debt 24,244
Other long-term liabilities 15,520
--------
Total liabilities $ 85,210
========
</TABLE>
In addition, in connection with the Minera Yanacocha acquisition described
above, the Company recorded $37.6 million to property, plant and equipment
for the excess of the purchase price of the additional interest over the net
book value of such interest. Also, at March 31, 1997, the Company has
recorded a $59.1 million payable for the purchase price of the additional
interest.
(4) Earnings per Share
In March 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 128 "Earnings per Share" ("SFAS No.
128"), which specifies the computation, presentation and disclosure
requirements for earnings per share. SFAS No. 128 is effective for periods
ending after December 15, 1997 and requires retroactive restatement of prior
periods earnings per share. The statement replaces the "primary earnings per
share" calculation with a "basic earnings per share" and redefines the
"dilutive earnings per share" computation. Adoption of the statement is not
expected to have any effect on the Company's reported income per common
share.
<PAGE> 11
(5) Contingencies
Environmental Obligations
Estimated future reclamation and remediation costs are based principally
on legal and regulatory requirements. At March 31, 1997 and December 31,
1996, $26.3 million and $20.8 million, respectively, were accrued for
reclamation and remediation costs relating to currently producing mineral
properties.
In addition, the Company is involved in several matters concerning
environmental obligations associated with former mining activities.
Generally, these matters concern developing and implementing remediation
plans at the various sites involved. The Company believes that the related
environmental obligations associated with these sites are similar in nature
with respect to the development of remediation plans, their risk profile and
the compliance required to meet general environmental standards. Based upon
the Company's best estimate of its liability for these matters, $48.6 million
and $49.8 million were accrued for such obligations at March 31, 1997 and
December 31, 1996, respectively. These amounts are included in other accrued
liabilities and reclamation and remediation liabilities. Depending upon the
ultimate resolution of these matters, the Company believes that it is
reasonably possible that the liability for these matters could be as much as
100% greater or 40% lower than the amount accrued at March 31, 1997. The
amounts accrued for these matters are reviewed periodically based upon facts
and circumstances available at the time. Changes in estimates are charged to
other expense in the period estimates are revised.
Details about certain of the more significant sites involved are discussed
below.
Idarado Mining Company ("Idarado") - 80.1% owned by NGC
In July 1992, NMC and Idarado signed a consent decree with the State of
Colorado ("State") which was agreed to by the U.S. District Court of Colorado
to settle a lawsuit brought by the State under the Comprehensive
Environmental Response, Compensation and Liability Act ("CERCLA"), generally
referred to as the "Superfund Act." Idarado settled natural resources
damages and past and future response costs and provided habitat enhancement
work. In addition, Idarado agreed in the consent decree to undertake
specified remediation work at its former mining site in the Telluride/Ouray
area of Colorado. The Company expects to complete the remediation work at
this property by the end of 1997. If the remediation work does not meet
specific technical criteria specified in the consent decree, the State and
court reserve the right to require Idarado to perform other remediation work.
Idarado and the Company have obtained a $16.3 million letter of credit to
secure their obligations under the consent decree.
Resurrection Mining Company ("Resurrection") - 100% owned by NGC
In 1983, the State of Colorado filed a lawsuit under the Superfund Act
which involves a Resurrection Mining Company and Asarco Incorporated
("Asarco") joint venture mining operation near Leadville, Colorado. This
action was subsequently consolidated with a lawsuit filed by the U.S.
Environmental Protection Agency ("EPA") in 1986, with the EPA taking the lead
role. The proceedings seek to compel the defendants to remediate the impacts
of pre-existing, historic mining activities that date back to the mid-1800's
which the government agencies claim are causing substantial environmental
problems in the area. The lawsuits have named NMC, Resurrection, the joint
<PAGE> 12
venture and Asarco as defendants in the proceedings. The EPA is also
proceeding against other companies with interests in the area.
The EPA divided the remedial work into two phases. Phase I addresses the
Yak Tunnel, a drainage and access tunnel owned by the joint venture. Phase
II addresses the remainder of the site.
In 1988 and 1989, the EPA issued administrative orders with respect to
Phase I work for the Yak Tunnel. The joint venture, Asarco, Resurrection and
NMC have collectively implemented those orders by constructing a water
treatment plant which was placed in operation in early 1992. The joint
venture is in negotiations regarding remaining remedial work for Phase I,
which primarily consists of environmental monitoring and operating and
maintenance activities.
The parties have entered into a consent decree with respect to Phase II
which apportions liabilities and responsibilities for the site among the
various parties. The EPA has approved remedial actions for selected
components of Resurrection's portion of the site, which were initiated in
1995. However, the EPA has not yet selected the final remedy for the site.
Accordingly, the Company cannot yet determine the full extent or cost of its
share of the remedial action which will be required under Phase II. The
government agencies may also seek to recover for damages to natural
resources.
Dawn Mining Company ("Dawn") - 51% owned by NGC
Dawn leased a currently inactive open-pit uranium mine on the Spokane
Indian Reservation in the State of Washington. The mine is subject to
regulation by agencies of the U.S. Department of Interior, the Bureau of
Indian Affairs and the Bureau of Land Management, as well as the EPA. Dawn
also owns a nearby uranium millsite facility.
In 1991, Dawn's lease was terminated. As a result, Dawn was required to
file a formal mine closure and reclamation plan. The Department of Interior
has commenced an Environmental Impact Study to analyze Dawn's proposed plan
and to consider alternate closure and reclamation plans for the mine. Dawn
cannot predict at this time what type of mine reclamation plan may be
selected by the Department of Interior. Dawn does not have sufficient funds
to pay for the reclamation plan it proposed, for any alternate plan, or for
the closure of its mill.
The Department of Interior previously notified Dawn that when the lease
was terminated, it would seek to hold Dawn and NMC (as Dawn's then 51% owner)
liable for any costs incurred as a result of Dawn's failure to comply with
the lease and applicable regulations. If asserted, the Company will
vigorously contest any such claims. The Company cannot reasonably predict
the likelihood or outcome of any future action against Dawn or the Company
arising from this matter.
As part of its mill site closure plan, Dawn has received a license to
accept certain byproduct material as defined by the Atomic Energy Act. In
March 1997, the Superior Court for Thurston County in the State of Washington
upheld the granting of this license. This ruling is now being appealed by
opposing parties. If Dawn is successful in receiving material under the
license, the funds generated would be utilized to close and reclaim both the
mill and the mine.
<PAGE> 13
Insurance Coverage
The Company carried insurance policies for which it filed claims for the
costs of certain of its remediation activities. Prior to 1993, three of the
insurance companies commenced actions against NMC seeking judgments that they
had no liability. In the fall of 1993, NMC instituted a comprehensive
lawsuit against its carriers. In the first quarter of 1995, settlement in
certain of the insurance litigation was reached. Settlement discussions
continue with respect to additional insurance litigation. Trial of this
litigation has been scheduled for late 1997. The Company intends to
vigorously pursue its claims with respect to the remaining litigation and
believes that it is reasonably possible that amounts will be recovered,
although no such amounts are accrued.
Batu Hijau
In July 1996, the Company and Sumitomo Corporation ("Sumitomo") entered
into a definitive partnership agreement to develop and operate the Batu Hijau
copper/gold deposit in Indonesia. The estimated cost for development of the
open pit mine, mill, and infrastructure including employee housing, a port,
electrical generation facilities, interest during construction, cost
escalations and working capital is expected to approximate $1.9 billion.
Under the terms of the agreement with Sumitomo, the Company will
contribute its interest in the company that owns the project and Sumitomo
will contribute an agreed upon amount of cash, expected to be approximately
$235 million. Under this agreement, the Company would retain a 45% interest
in the company that owns the project, Sumitomo will have a 35% interest, and
an unrelated Indonesian company will own the remaining 20%. The parties'
obligations to make their contributions to the partnership are subject to the
approval of the Indonesian government.
The Indonesian government has not yet issued the construction permit nor
approved Sumitomo's participation in the project. The Company had expected
both approvals in the first quarter of 1997 and has, to date, received all
other required permits and approvals on a timely basis in accordance with its
existing Contract of Work. While the Company believes that these approvals
will be forthcoming, there can be no assurance, and if they are not obtained
on a timely basis, development of the project would be adversely affected.
Therefore, the Company has reduced spending on the project and deferred
certain equipment purchases.
Pending the receipt of approvals from the Indonesian government, Sumitomo
has agreed to fund until June 30, 1997 up to $100 million of the costs
through loans ($75.2 million of which were outstanding at March 31, 1997),
which the Company has effectively guaranteed. Loans for up to approximately
$70 million are non-interest bearing and additional amounts bear interest at
the London Interbank Offering Rate plus .50 percent. Any amounts outstanding
under such loans will go towards meeting Sumitomo's cash contribution of the
previously mentioned $235 million.
The partnership agreement between the Company and Sumitomo includes a
condition requiring the Indonesian government's approval of Sumitomo's
participation by March 31, 1997. If not received, either party has the right
to terminate the agreement. To date, this termination right has not been
exercised. The Company does not intend to exercise this right nor does it
believe that Sumitomo intends to exercise this right.
<PAGE> 14
As a result of the contemplated ownership structure, the Company began
accounting for its investment in Batu Hijau as an equity investment effective
July 1996. The Company's investment at March 31, 1997, which is included in
other long-term assets, was $46.3 million.
(6) Supplementary Data
The ratio of earnings to fixed charges for the quarter ended March 31,
1997 was 4.53. The Company guarantees certain third party debt which had
total interest obligations of $0.3 million for the quarter ended March 31,
1997. The Company and NMC have not been required to pay any interest on
these obligations in the past, nor does the Company expect to have to pay any
amounts with respect to such debt in the future. Therefore, such amounts
have not been included in the ratio of earnings to fixed charges.
(7) Proposed Merger with Santa Fe Pacific Gold Corporation
In March 1997, NMC announced it had entered into a merger agreement with
Santa Fe Pacific Gold Corporation ("Santa Fe") under which each outstanding
share of Santa Fe common stock would be exchanged for 0.43 of a share of NMC
common stock. A condition of the merger is that it would be accounted for as
a pooling of interests by NMC. The merger is also subject to the approval of
the shareholders of both companies, which is scheduled for May 5, 1997, and
other customary conditions. If NMC is successful in acquiring Santa Fe,
Santa Fe would become a wholly owned subsidiary of NGC. NGC would issue
shares of common stock to NMC equal to the number of common shares NMC issues
to acquire Santa Fe (estimated to be approximately 56.5 million). Santa Fe
reported 1996 sales of $337.2 million and net income of $21.1 million with
total assets at December 31, 1996 of $1.3 billion, long-term debt of $454.9
million and net worth of $570.0 million as of the same date.
<PAGE> 15
Item 2. Management's Discussion and Analysis of Results of
Operations and Financial Condition
The following discussion summarizes the results of operations of Newmont
Gold Company ("NGC") and its subsidiaries (collectively, the "Company") for
the quarters ended March 31, 1997 and 1996 and changes in its financial
condition from December 31, 1996. Newmont Mining Corporation ("NMC") owns
approximately 91% of NGC's common stock. All of NMC's operations are held
through NGC. This discussion should be read in conjunction with the
Management's Discussion and Analysis included in the Company's 1996 Annual
Report on Form 10-K.
RESULTS OF OPERATIONS
As discussed in Note 3 of Item 1, in February 1997, the Company's interest
in Minera Yanacocha increased from 38% to 51.35%. Therefore, the operations
of Minera Yanacocha have been consolidated in 1997. In 1996 Minera Yanacocha
was accounted for under the equity method. The variances that result from
this change in treatment are included in the discussion below.
The Company earned $22.6 million, or $0.21 per share, in the first quarter
of 1997 compared with $11.8 million, or $0.11 per share, in the first quarter
of 1996. This increase was primarily attributable to equity gold production
increasing to 621,800 ounces in the first quarter of 1997 from 452,700 ounces
in the first quarter of 1996 and a $38 decrease in cash costs per equity
ounce of gold sold from the first quarter of 1996 to the first quarter of
1997.
Consolidated sales revenues have increased primarily from gold production
of 742,500 ounces in the quarter ended March 31, 1997, as compared to 385,000
ounces in the quarter ended March 31, 1996. Consolidated sales revenues in
1997 includes sales revenue from 228,200 ounces from Minera Yanacocha ($79.1
million). Consolidated sales revenues for 1996 do not include the Company's
share of Minera Yanacocha since it was accounted for under the equity method.
The average gold price received per ounce on the Company's consolidated
production was $353 and $402 in the quarters ended March 31, 1997 and 1996,
respectively. On an equity ounce produced basis, the Company's average gold
price received per ounce was $354 and $402 in the quarters ended March 31,
1997 and 1996, respectively. The profitability of the Company's operations
is significantly affected by the market price of gold. Gold prices can
fluctuate widely and are affected by numerous factors beyond the Company's
control.
The effects of the changes in the average gold price received and the
consolidated production levels on sales revenues between the March 31, 1997
and 1996 quarters are reflected in the following table (in thousands):
<TABLE>
<CAPTION>
<S> <C>
Increase (decrease) in
sales revenue due to:
Production $126,198
Gold price (18,798)
--------
$107,400
========
</TABLE>
<PAGE> 16
Costs applicable to sales were $134.3 million for the quarter ended March
31, 1997 compared to $98.1 million for the quarter ended March 31, 1996. The
increase in costs applicable to sales in 1997 is due primarily to the
consolidation of Minera Yanacocha ($26.1 million) as well as the costs
associated with Minahasa, an Indonesian project that commenced operations in
early 1996.
The Company's costs applicable to sales on a per ounce of gold sold basis
were as follows for the quarters ended March 31, 1997 and 1996:
<TABLE>
<CAPTION>
For Three Months Ended March 31,
----------------------------------------
Per Consolidated Per Equity
Ounce of Production Ounce of Production
------------------- -------------------
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Cash operating costs $167 $225 $177 $206
Royalties 8 26 12 22
Other cash costs 2 2 3 2
---- ---- ---- ----
Total cash costs 177 253 192 230
Other 2 2 2 2
---- ---- ---- ----
Total costs applicable
to sales $179 $255 $194 $232
==== ==== ==== ====
</TABLE>
The above 1996 consolidated amounts do not take into account the Company's
interest in Minera Yanacocha because it was accounted for on the equity
basis. The decrease in per ounce costs between years is the result of the
inclusion of Minera Yanacocha in the consolidated results as well as
decreases in costs realized at the Carlin operations. On an equity basis,
the decrease in per ounce costs is attributable to decreases in costs at the
Carlin operations as well as the impact of the additional interest in Minera
Yanacocha.
Depreciation, depletion and amortization ("DD&A") was $40.3 million in the
quarter ended March 31, 1997 compared to $28.5 million in the quarter ended
March 31, 1996. The increase of $11.8 million is due primarily to the
consolidation of Minera Yanacocha ($8.2 million) and the commencement of
operations at the Minahasa project.
The following discusses mine operation results from the Company's primary
operating areas.
Carlin
The Company's North American operations are located on the geological
feature known as the Carlin Trend, hereafter, referred to as "Carlin".
Carlin's gold production increased to 420,600 ounces in the 1997 quarter from
359,300 ounces in the 1996 quarter primarily due to improved operating rates
at the refractory ore treatment plant, increased amounts of high grade ore
processed and an increase in tons placed on the leach pads. Sales were
$147.2 million in the quarter ended March 31, 1997 compared to $144.4 million
in the quarter ended March 31, 1996. The net increase in sales is
<PAGE> 17
attributable to the increase in ounces produced offset by a reduction in the
average gold price per ounce received.
Costs applicable to sales were $89.7 million in the quarter ended March
31, 1997 compared to $92.3 million for the quarter ended March 31, 1996. The
decrease is primarily due to a reduction in the amount of royalty-burdened
ore produced.
The following table reflects Carlin's costs applicable to sales on a per
ounce of gold sold basis for the quarters ended March 31, 1997 and 1996:
<TABLE>
<CAPTION>
1997 1996
---- ----
<S> <C> <C>
Cash operating costs $194 $225
Royalties 14 28
Other cash costs 4 2
---- ----
Total cash costs 212 255
Other 1 2
---- ----
Total costs applicable
to sales $213 $257
==== ====
</TABLE>
The decrease in cash operating costs per ounce is primarily due to the
increase in production and higher ore grades and recoveries. In the quarter
ended March 31, 1996 the refractory ore treatment plant did not operate at
optimal capacity due to repairs and maintenance. Carlin expects further
reductions in per ounce cash operating costs later in the year when higher
grade ores are processed.
DD&A decreased to $24.3 million in the quarter ended March 31, 1997 from
$25.3 million in the quarter ended March 31, 1996. This decrease is
primarily due to lengthening estimated useful lives of certain assets as a
result of the identification of additional refractory ores.
Zarafshan-Newmont
The Company's international operations include Zarafshan-Newmont Joint
Venture ("Zarafshan-Newmont"), a 50% - 50% joint venture between a subsidiary
of the Company and two Uzbekistan governmental entities which began
production in September 1995. The Company pro-rata consolidates
Zarafshan-Newmont. Zarafshan-Newmont's gold production increased to 109,400
ounces (54,700 equity ounces) in the 1997 quarter from 51,400 ounces (25,700
equity ounces) in the 1996 quarter due primarily to the fact that gradual
operational improvements were made to the facility throughout 1996. In the
first quarter of 1997, tons crushed and placed reached design capacity for
the first time. Sales attributable to the Company's interest were $18.8
million in the quarter ended March 31, 1997 compared to $5.8 million in the
quarter ended March 31, 1996. The net increase in sales is due to an
increase in ounces produced partially offset by a reduction in the average
gold price per ounce received.
<PAGE> 18
Costs applicable to sales attributable to the Company's interest were
$12.0 million in the quarter ended March 31, 1997 compared to $5.8 million
for the quarter ended March 31, 1996. The increase is primarily due to the
increase in production. The following table reflects Zarafshan-Newmont's
costs applicable to sales on a per ounce of gold sold basis for the quarters
ended March 31, 1997 and 1996:
<TABLE>
<CAPTION>
1997 1996
---- ----
<S> <C> <C>
Cash operating costs $218 $223
Other cash costs - -
---- ----
Total cash costs 218 223
Other 1 1
---- ----
Total costs applicable
to sales $219 $224
==== ====
</TABLE>
The decrease in the cost per ounce is attributable to the gradual
improvements made to the facility and the increased production.
DD&A attributable to the Company's interest was $3.0 million for the
quarter ended March 31, 1997 compared to $2.9 million in the quarter ended
March 31, 1996.
Minera Yanacocha
Minera Yanacocha's production for the quarter ended March 31, 1997 totaled
228,200 ounces (107,500 equity ounces). In the quarter ended March 31, 1996
Minera Yanacocha produced 178,200 total ounces (67,700 equity ounces). The
increased production is due primarily to production beginning at a third mine
in late 1996 and higher grades and recovery rates. The Company expects
Minera Yanacocha's production in 1997 to be approximately 900,000 ounces.
Sales were $79.1 million in the quarter ended March 31, 1997 compared to
$71.6 million in the quarter ended March 31, 1996, which the Company
reflected in its equity in income of affiliated companies in the 1996
quarter. The net increase in sales is due to an increase in ounces produced
offset by a decrease in the average gold price per ounce received.
<PAGE>19
Costs applicable to sales were $26.1 million for the quarter ended March
31, 1997 compared to $20.8 million for the first quarter of 1996 (which was
included in equity income in 1996). Costs increased primarily as a result of
the increased production. The following table reflects Minera Yanacocha's
costs applicable to sales on a per ounce of gold sold basis for the quarters
ended March 31, 1997 and 1996:
<TABLE>
<CAPTION>
1997 1996
---- ----
<S> <C> <C>
Cash operating costs $101 $102
Royalties 11 12
Other cash costs - -
---- ----
Total cash costs 112 114
Other 3 3
---- ----
Total costs applicable
to sales $115 $117
==== ====
</TABLE>
DD&A increased to $8.2 million in the quarter ended March 31, 1997 from
$6.9 million in the quarter ended March 31, 1996, which the Company reflected
in its equity in income of affiliated companies in the 1996 quarter. The
increase is primarily due to amortization and depreciation on property, plant
and mine development costs incurred in 1996.
Minahasa
The Company began commercial production in the second quarter of 1996 at
the Minahasa property in Indonesia. Minahasa's gold production in the first
quarter of 1997 was 39,000 ounces. A better than expected roaster start-up
in the first quarter of 1997 has resulted in an increase in expected total
production for 1997 to at least 160,000 ounces. Sales were $17.0 million for
the quarter ended March 31, 1997. The average gold price per ounce received
was $436, which was enhanced over current market prices due to gold price
hedging contracts for approximately 31,000 ounces at an average price of $454
per ounce.
Costs applicable to sales were $7.6 million and total cash costs per ounce
were $192 in the quarter ended March 31, 1997, which included $5 per ounce
for royalties. Total cash costs per ounce for 1997 are expected to be
approximately 10% lower than the $224 realized in 1996 due to additional
ounces produced in 1997 and increased operating efficiencies.
DD&A was $3.5 million for the quarter ended March 31, 1997.
<PAGE> 20
Other
The following provides a discussion of certain other consolidated expense
and income amounts of the Company.
Exploration and research expense has increased to $16.7 million in the
quarter ended March 31, 1997 from $10.4 million in the quarter ended March
31, 1996, primarily due to the consolidation of Minera Yanacocha ($2.1
million) and an increase in Carlin exploration of $3.0 million. Exploration
and research expense by geographic location for the three months ended March
31, were as follows:
<TABLE>
<CAPTION>
1997 1996
------ ------
(in thousands)
<S> <C> <C>
United States $8,668 $5,383
South America 3,063 1,758
Uzbekistan 704 -
Indonesia and other 4,277 3,210
</TABLE>
The differences in general and administrative expense between the 1997 and
1996 quarters is not considered significant.
Interest expense, net of amounts capitalized, increased to $11.5 million
from $10.0 million for the quarters ended March 31, 1997 and 1996,
respectively. The increase of $1.5 million is primarily due to the
consolidation of Minera Yanacocha.
Dividends, interest and other income was $4.0 million and $7.0 million for
the quarters ended March 31, 1997 and 1996, respectively. The decrease of
$3.0 million is primarily due to the recording of $3.1 million in business
interruption insurance in the 1996 quarter for start-up problems with the
Company's Carlin refractory ore treatment plant.
The income tax provision was $9.4 million for the quarter ended March 31,
1997 compared to a benefit of $1.0 million in the quarter ended March 31,
1996. The increase in the tax provision of $10.4 million is due primarily to
the consolidation of Minera Yanacocha, for which the Company's share of the
tax provision was included in equity in income of affiliates in 1996.
LIQUIDITY AND CAPITAL RESOURCES
During the quarter ended March 31, 1997 the Company's cash outlays
included $55.4 million in capital expenditures, $13.2 million in dividend
payments and $42.5 million in debt repayments. Of the capital expenditures,
approximately $23.0 million was spent on projects at the Carlin operations,
which were primarily associated with capitalized mining costs, underground
development and mining and processing equipment. In addition, $16.3 million,
$6.3 million and $2.0 million was spent by the Company on minesite
development at Minera Yanacocha, Minahasa and Zarafshan-Newmont,
respectively. These expenditures were funded from existing cash balances.
The Company used $8.3 million of cash in operating activities during the
first quarter of 1997 primarily as a result of inventory increases which were
principally the result of stockpiling ore from the Post deposit at Carlin.
<PAGE> 21
Cash on hand, operating cash flow and short-term borrowings will be used
to fund the Company's capital expenditures and other cash requirements for
1997. In addition, Minera Yanacocha expects to raise $100 million of debt
financing in 1997, to partially finance its 1997 capital spending program and
for other general purposes.
Other than the inventory increases previously discussed, the significant
changes in the balance sheet accounts from December 31, 1996 to March 31,
1997 are primarily the result of the consolidation of Minera Yanacocha. See
Note 3 of Item 1 for a pro forma balance sheet of the Company consolidating
Minera Yanacocha as of December 31, 1996. As discussed in such note, Minera
Yanacocha is being consolidated in 1997 as the result of a favorable Peruvian
Superior Court ruling in February 1997, which confirmed that the Company
could increase its interest in Minera Yanacocha from 38% to 51.35%. Opposing
parties have filed a request for review of the resolution by the Superior
Court of Peru. Peruvian counsel has advised the Company that decisions of
the Superior Court can be modified by the Supreme Court only in very limited
instances and that it is not likely that any further review will be granted.
Batu Hijau
As discussed in Note 5 of Item 1, in July 1996, the Company and Sumitomo
Corporation ("Sumitomo") entered into a definitive partnership agreement to
develop and operate the Batu Hijau copper/gold deposit in Indonesia. The
estimated cost for development of the open pit mine, mill, and infrastructure
including employee housing, a port, electrical generation facilities,
interest during construction, cost escalations and working capital is
expected to approximate $1.9 billion.
Under the terms of the agreement with Sumitomo, the Company will
contribute its interest in the company that owns the project and Sumitomo
will contribute an agreed upon amount of cash, expected to be approximately
$235 million. Under the agreement, the Company would retain a 45% interest
in the company that owns the project, Sumitomo will have a 35% interest, and
an unrelated Indonesian company will own the remaining 20%. The parties'
obligations to make their contributions to the partnership are subject to the
approval of the Indonesian government.
The Indonesian government has not yet issued the construction permit nor
approved Sumitomo's participation in the project. The Company had expected
both approvals in the first quarter and has, to date, received all other
required permits and approvals on a timely basis in accordance with its
existing Contract of Work. While the Company believes that these approvals
will be forthcoming, there can be no assurance, and if they are not obtained
on a timely basis, development of the project would be adversely affected.
Therefore, the Company has reduced spending on the project and deferred
certain equipment purchases.
Pending the receipt of approvals from the Indonesian government, Sumitomo
has agreed to fund until June 30, 1997 up to $100 million of the costs
through loans ($75.2 million of which were outstanding at March 31, 1997),
which the Company has effectively guaranteed. Loans for up to approximately
$70 million are non-interest bearing and additional amounts bear interest at
the London Interbank Offering Rate plus .50 percent. Any amounts outstanding
under such loans will go towards meeting Sumitomo's cash contribution of the
previously mentioned $235 million. Preliminary commitments for approximately
$1.0 billion in project financing for development of the property have been
obtained, which financing will be guaranteed by the Company and Sumitomo,
56.25% and 43.75%, respectively,until project completion tests are met. The
<PAGE> 22
source of the Company's future contributions will be operating cash flow,
bank credit lines or other third party financing as needed.
As a result of the contemplated ownership structure, the Company began
accounting for its investment in Batu Hijau as an equity investment effective
July 1996. The Company's investment at March 31, 1997, which is included in
other long-term assets, was $46.3 million.
Proposed Merger with Santa Fe Pacific Gold Corporation
In March 1997, NMC announced it had entered into a merger agreement with
Santa Fe Pacific Gold Corporation ("Santa Fe") under which each outstanding
share of Santa Fe common stock would be exchanged for 0.43 of a share of NMC
common stock. A condition of the merger is that it would be accounted for as
a pooling of interests by NMC. The merger is also subject to the approval of
the shareholders of both companies, which is scheduled for May 5, 1997, and
other customary conditions. If NMC is successful in acquiring Santa Fe,
Santa Fe would become a wholly owned subsidiary of NGC. NGC would issue
shares of common stock to NMC equal to the number of common shares NMC issues
to acquire Santa Fe (estimated to be approximately 56.5 million). Merger
related expenses are estimated to be $125 million to $130 million and will be
recorded in conjunction with the closing of the transaction. Santa Fe
reported 1996 sales of $337.2 million and net income of $21.1 million with
total assets at December 31, 1996 of $1.3 billion, long-term debt of $454.9
million and net worth of $570.0 million as of the same date.
Forward-Looking Statements
The foregoing discussion and analysis, as well as certain of the notes to
the consolidated financial statements, contain "forward-looking statements"
within the meaning of Section 27A of the Securities Exchange Act of 1934, as
amended. Such statements include, but are not limited to, (i) estimates of
future gold production for specific operations, (ii) estimates of future
production costs for specific operations, (iii) expectations as to the
funding of future capital expenditures and other cash needs, (iv) statements
as to the projected development of certain ore deposits, including estimates
of development and other capital costs and financing plans with respect
thereto, (v) estimates of future costs and other liabilities for certain
environmental matters and (vi) statements as to the likelihood of the
Peruvian Supreme Court granting review in the litigation relating to Minera
Yanacocha. These forward-looking statements are subject to risks,
uncertainties and other factors that could cause actual results to differ
materially from the forward-looking statements or the results projected or
implied by the forward-looking statements.
Future gold production could be affected by, among other things, the price
of gold, risks and hazards associated with mining operations, variances in
ore grade and metallurgical and other characteristics from assumptions
contained in mining plans, labor disputes and acts of God.
Future production costs could be affected by a number of factors,
including, but not limited to, unanticipated geological configurations or
other geological or grade problems, metallurgical and other processing
problems, the occurrence of inclement or hazardous weather conditions or
other unusual operating conditions, the failure of equipment, processes or
facilities to operate in accordance with specifications or expectations,
labor disputes, accidents and changes in U.S. or foreign laws or regulations
or the interpretation, enforcement or implementation thereof.
<PAGE> 23
The amount and timing of future capital expenditures could be influenced
by a number of factors, including the timing of receipt of necessary permits
and other governmental approvals, the failure of equipment, processes or
facilities to operate in accordance with specifications and expectations,
labor disputes and unanticipated changes in mine plans. The funding of such
expenditures and other cash needs will be affected by the level of cash flow
generated by the Company and the ability of the Company to otherwise finance
such expenditures, which in turn could be affected by general U.S. and
international economic and political conditions, political and economic
conditions in the country in which the expenditure is being made, as well as
financial market conditions.
The development of certain ore deposits could be affected by, among other
things, labor disputes, delays in the receipt of or failure to receive
necessary governmental permits or approvals, changes in U.S. or foreign laws
or regulations or the interpretation, enforcement or implementation thereof,
the failure of any of the Company's joint venture partners to perform as
agreed under the relevant agreements or any termination of any such
agreements, unanticipated ground and water conditions, the failure of
equipment, processes or facilities to operate in accordance with
specifications or expectations, or delays in the receipt of or the ability to
obtain any necessary financing.
Future environmental costs and liabilities could be impacted by changes in
U.S. or foreign laws or regulations or the interpretation, enforcement or
implementation thereof and other factors beyond the control of the Company.
The statement with respect to the outcome of the pending litigation in
Peru is subject to the risk that, notwithstanding the opinion of Peruvian
counsel, the Peruvian Supreme Court may grant review of the decision of the
Superior Court.
For a more detailed discussion of the foregoing risks and uncertainties
as well as other risks and uncertainties affecting the Company and its
operations, see "Forward-Looking Statements" contained in Item 1 of the
Company's Annual Report on Form 10-K for the fiscal year ended December 31,
1996, as well as other filings made by the Company from time to time with the
Securities and Exchange Commission. Many of these factors are beyond the
Company's ability to control or predict. Readers are cautioned not to put
undue reliance on forward-looking statements. The Company disclaims any
intent or obligation to update publicly any forward-looking statements set
forth in this discussion, whether as a result of new information, future
events or otherwise.
<PAGE> 24
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
11 - Statement re Computation of Per Share Earnings.
12 - Statement re Computation of Ratio of Earnings to Fixed Charges.
27 - Financial Data Schedule.
(b) Reports filed on Form 8-K during the quarter ended March 31, 1997:
March 4, 1997 Filing on Form 8-K; Items 2 and 7.
March 19, 1997 Filing on Form 8-K; Items 5 and 7, including consolidated
financial statements for the year ended December 31, 1996, together with the
report thereon of Arthur Andersen LLP, independent auditors.
<PAGE> 25
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 thereunto duly authorized.
NEWMONT GOLD COMPANY
(Registrant)
Date: April 30, 1997 /s/ WAYNE W. MURDY
--------------------------------
Wayne W. Murdy
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
Date: April 30, 1997 /s/ GARY E. FARMAR
--------------------------------
Gary E. Farmar
Vice President and Controller
(Principal Accounting Officer)
<PAGE> 26
EXHIBIT INDEX
<TABLE>
<CAPTION>
Page
----
<S> <C>
Exhibit 11 - Statement re Computation of Per Share Earnings 27-28
Exhibit 12 - Statement re Computation of Ratio of Earnings
to Fixed Charges 29
Exhibit 27 - Financial Data Schedule 30
</TABLE>
<PAGE> 27
EXHIBIT 11
Page 1 of 2
NEWMONT GOLD COMPANY AND SUBSIDIARIES
COMPUTATION OF PER SHARE EARNINGS
(In thousands, except per share)
PRIMARY EARNINGS PER SHARE CALCULATIONS
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------------------
1997 1996
--------- --------
<S> <C> <C>
INCOME DATA:
Net income applicable to common shares $ 22,576 $ 11,788
========= ========
COMMON AND COMMON EQUIVALENT SHARES:
Weighted average common shares 109,936 108,436
Equivalent common shares from
stock options 86 409
-------- --------
Common and common equivalent shares 110,022 108,845
======== ========
EARNINGS PER COMMON SHARE:
Net income per common and common
equivalent shares $ 0.21 $ 0.11
======== ========
</TABLE>
<PAGE> 28
EXHIBIT 11
Page 2 of 2
NEWMONT GOLD COMPANY AND SUBSIDIARIES
COMPUTATION OF PER SHARE EARNINGS
(In thousands, except per share)
FULLY DILUTED EARNINGS PER SHARE CALCULATIONS
<TABLE>
<CAPTION>
Three Months Ended
March 31,
----------------------
1997 1996
--------- --------
<S> <C> <C>
INCOME DATA:
Net income applicable to common shares $ 22,576 $ 11,788
======== ========
COMMON AND COMMON EQUIVALENT SHARES:
Weighted average common shares 109,936 108,436
Equivalent common shares from
stock options 86 458
-------- --------
Common and common equivalent shares 110,022 108,894
======== ========
EARNINGS PER COMMON SHARE:
Net income per common and common
equivalent shares $ 0.21 $ 0.11
======== ========
</TABLE>
<PAGE> 29
EXHIBIT 12
NEWMONT GOLD COMPANY AND SUBSIDIARIES
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
(Amounts in thousands except ratios)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31, 1997
------------------
<S> <C>
Earnings:
Income before income taxes $ 31,973
Adjustments:
Net interest expense (1) 11,499
Amortization of capitalized interest 521
Portion of rental expense representative
of interest 522
Minority interest of majority-owned
subsidiaries that have fixed charges 15,248
Undistributed loss of less than 50%
owned entities 1,489
---------
$ 61,252
=========
Fixed Charges:
Net interest expense (1) $ 11,499
Capitalized interest 1,511
Portion of rental expense representative
of interest 522
---------
$ 13,532
=========
Ratio of earnings to fixed charges 4.53
=========
</TABLE>
(1) Includes interest expense of majority-owned subsidiaries and
amortization of debt issuance costs.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
ART. 5 FOR 1ST QUARTER 10Q
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1997
<CASH> 100,820
<SECURITIES> 13,124
<RECEIVABLES> 36,488
<ALLOWANCES> 0
<INVENTORY> 268,970
<CURRENT-ASSETS> 479,387
<PP&E> 2,294,334
<DEPRECIATION> 835,886
<TOTAL-ASSETS> 2,219,840
<CURRENT-LIABILITIES> 301,113
<BONDS> 592,217
<COMMON> 424,934
0
0
<OTHER-SE> 716,812
<TOTAL-LIABILITY-AND-EQUITY> 2,219,840
<SALES> 262,105
<TOTAL-REVENUES> 266,105
<CGS> 134,282
<TOTAL-COSTS> 174,574
<OTHER-EXPENSES> 31,322
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 11,499
<INCOME-PRETAX> 47,221
<INCOME-TAX> 9,397
<INCOME-CONTINUING> 22,576
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 22,576
<EPS-PRIMARY> 0.21
<EPS-DILUTED> 0.21
</TABLE>
