<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
F O R M 6 - K
[X] Pursuant to Rule 13a-16 or 15d-16 of the SECURITIES EXCHANGE ACT OF 1934
GOLDCORP INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
COMMISSION FILE NUMBER 1-12970
PROVINCE OF ONTARIO 98770100
- ------------------------------- ------------------------------------
(State of other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
SUITE 2700, 145 KING STREET WEST
TORONTO, ONTARIO, CANADA M5H 1J9
(416) 865-0326
(Registrant's telephone number, including area code)
Indicate by check mark whether the Registrant files or will file annual reports
under cover Form 20-F or Form 40-F.
Form 20 - F [ ] Form 40-F [ X ]
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
commission pursuant to Rule 12g3-(b) under the SECURITIES EXCHANGE ACT OF 1934.
Yes [ ] No [ X ]
<PAGE>
GOLDCORP INC.
- --------------------------------------------------------------------------------
NEWS RELEASE
Toronto, Canada
November 22, 1999
1999 THIRD QUARTER REPORT
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999
(ALL AMOUNTS IN THIS NEWS RELEASE ARE EXPRESSED IN UNITED
STATES DOLLARS, UNLESS OTHERWISE INDICATED.)
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
Three months Nine months
ended September 30, ended September 30,
------------------- -------------------
1999 1998 1999 1998
------ ------ ------ ------
(IN MILLIONS OF U.S. DOLLARS, EXCEPT PER SHARE AND PER OUNCE AMOUNTS)
<S> <C> <C> <C> <C>
Revenues $ 14.4 $ 14.6 $ 39.1 $ 44.4
Earnings from operations 1.2 1.1 1.7 3.4
Earnings (loss) 0.8 (0.4) 1.7 (1.3)
EARNINGS (LOSS) PER SHARE (FULLY DILUTED) 0.01 (0.01) 0.02 (0.02)
Cash flow from operations 4.2 2.2 4.0 5.2
CASH FLOW FROM OPERATIONS
PER SHARE (FULLY DILUTED) 0.05 0.04 0.05 0.08
Gold sales (OUNCES) 35,100 29,200 83,876 86,096
Average realized gold price per ounce 259 289 271 294
</TABLE>
<TABLE>
<CAPTION>
As at As at
September 30, December 31,
LIQUIDITY AND CAPITAL RESOURCES 1999 1998
------------- ------------
(IN MILLIONS OF U.S. DOLLARS)
<S> <C> <C>
Cash and short-term investments $41.5 $ 9.3
Working capital 51.8 19.0
Gold Hedging NIL NIL
Debt NIL NIL
</TABLE>
<PAGE>
Goldcorp Inc. - 1999 Third Quarter Results Page 2
- -------------------------------------------------------------------------------
OVERVIEW
Goldcorp is well positioned relative to the gold mining industry for several
important reasons;
ONE, Goldcorp is UNHEDGED. This means it has not sold its gold production
at a predetermined price for future delivery. Therefore it has the ability
to participate fully and profitability should the price of gold increase;
TWO, Financially, Goldcorp has a great deal of flexibility, because it has
POSITIVE CASH FLOW AND EARNINGS AND NO DEBT; and
THREE, Goldcorp's RED LAKE MINE is scheduled to start commercial production
in November 2000. This high-grade gold mine will provide the company with
the distinct advantage of owning a mine that produces gold at one of the
lowest cost in the world, $88 per ounce. This mine will provide strong
protection in the event of lower gold prices;
At September 30, 1999 Goldcorp has working capital of $51.8 million. This
balance is sufficient to finance the development of the Red Lake Mine to the end
of the first quarter 2000. Goldcorp is presently negotiating to secure
additional financing to complete the development of Red Lake and augment its
working capital. The amount sought is $35 million. The preferred route of
financing is debt and/or an asset sale.
OPERATIONAL HIGHLIGHTS
GOLD MINING
RED LAKE MINE - PREPARING FOR PRODUCTION
The mine site is very active today. Over 120 persons, working for various
contractors, are presently living on site. The construction and development of
the high grade zone at the Red Lake Mine is proceeding on schedule and on
budget. Approximately 30% of the capital budget has been spent. The design of
the processing plant is essentially complete with several changes incorporated
to facilitate increased production capacity. The majority of the underground
infrastructure upgrades will be finished by year-end. Key development milestones
completed are:
ON SURFACE
- - the mill building is enclosed enabling the remainder of the construction to
be completed inside;
- - the tailings area work is finished;
- - the administration and warehouse buildings are complete with work
continuing on inside finishes;
<PAGE>
Goldcorp Inc. - 1999 Third Quarter Results Page 3
- -------------------------------------------------------------------------------
UNDERGROUND
- - the hoist automation and fibreoptic cable installation projects have
started;
- - the 34 level infrastructure work has completed the ventilation raise, the
waste pass and pipe work. The maintenance shop, the ore pass and the fuel
bay are near completion. This work will allow mechanized development on
this level in the new year;
- - the main ramp has been developed from 30 level to 180 feet below 31 level;
- - the backfill engineering has commenced.
LABOUR ISSUES
The unionized portion of Goldcorp's Red Lake Mine employees voted to go out on
strike 41 months ago. Clearly this situation is different from most. Normally,
when a strike is resolved, the employees return to work. That is not going to
happen here. Because the economics of the gold market has already forced the
closure and dismantling of the "old" Red Lake Mine. Jobs for the strikers will
only be available late next year when the "new" mine construction has been
completed and production starts. Thus, for some strikers there may be little
incentive to resolve the strike and stop receiving their tax free strike pay.
Given there are no jobs until next year and there will be fewer, Goldcorp made
an offer recently, that included a generous severance payment designed to
increase these employees financial flexibility and time to make critical career
decisions. This was the third offer made by the company during the strike. The
union has never provided a comprehensive counter offer, and does not give any
appearance of making any soon.
Production will start in late 2000. Our options for production labour are; one,
resolve the strike and use our employees; or two, employ contractors. Since, the
process of selecting a contractor is extended, we need to start that tendering
process soon.
Goldcorp remains hopeful that a resolution of the strike will be reached and is
prepared to work hard to achieve that end.
<PAGE>
Goldcorp Inc. - 1999 Third Quarter Results Page 4
- -------------------------------------------------------------------------------
WHARF MINE
Cash production cost per ounce and ounces produced have to-date exceeded budget.
Production revenue is unhedged. The projected 1999 production is 104,000 at a
cash production cost including royalties and severance taxes of $207 per ounce.
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
1999 1998 1999 1998
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Tons of ore mined (000'S) 1,060 1,340 3,175 3,350
Tons of waste removed (000'S) 645 1,888 4,674 5,428
Ratio of waste to ore 0.61:1 1.41:1 1.47:1 1.62:1
Tons of ore processed (000'S) 1,113 1,144 3,172 3,230
Average grade of gold processed
(OUNCES PER TON) 0.040 0.033 0.034 0.032
Gold production (OUNCES) 32,569 30,061 83,135 88,128
Operating cost per ounce
Cash production cost $ 165 $ 180 $ 186 $ 187
Royalties and severance taxes 21 19 19 20
------- ------- ------ ------
TOTAL CASH COST 186 199 205 207
Non-cash costs 14 13 16 11
------- ------- ------ ------
Total operating cost $ 200 $ 212 $ 221 $ 218
======= ======= ====== ======
</TABLE>
INDUSTRIAL MINERALS - HAVELOCK LIME AND SASKATCHEWAN MINERALS
Havelock Lime has continued to enjoy strong sales and operating profits during
the third quarter, and are ahead of budget. This trend is expected to continue
through year end.
Saskatchewan Minerals is in line with budget, but well below its performance in
1998. Increasing natural gas prices and sluggish sales will continue to impact
operating margins for the remainder of the year.
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
1999 1998 1999 1998
----------- ----------- ----------- ----------
(IN MILLIONS OF U.S. DOLLARS)
<S> <C> <C> <C> <C>
Revenues $ 5.3 $ 6.1 $ 16.3 $ 19.0
Operating profit 1.1 1.8 3.4 5.5
Operating cash flow 1.3 2.1 4.2 6.5
</TABLE>
<PAGE>
Goldcorp Inc. - 1999 Third Quarter Results Page 5
- -------------------------------------------------------------------------------
YEAR 2000 PREPARATION
Goldcorp has completed its Year 2000 related inventory, analysis and remediation
of all critical systems. Contingency plans to address potential failures have
been developed at all operations. Further monitoring and follow up with key
suppliers and customers will continue throughout the year. Total project
expenditures are within the original estimate of approximately $500,000.
The above disclosure is based on Goldcorp's current knowledge regarding the Year
2000 issue and is not intended to constitute a warranty or guarantee that all
potential issues will be identified and fully addressed. Uncertainties also
remain with regard to Goldcorp's dependence on the systems of third parties.
FORWARD-LOOKING STATEMENTS
This press release includes certain "Forward-Looking Statements" within the
meaning of section 21E of the United States SECURITIES EXCHANGE ACT OF 1934, as
amended. All statements, other than statements of historical fact, included
herein, including without limitation, statements regarding potential
mineralization and reserves, exploration results and future plans and objectives
of Goldcorp Inc., are forward-looking statements that involve various risks and
uncertainties. There can be no assurance that such statements will prove to be
accurate, and actual results and future events could differ materially from
those anticipated in such statements. Important factors that could cause actual
results to differ materially from Goldcorp expectations are disclosed under the
heading "Risk Factors" and elsewhere in Goldcorp documents filed from time to
time with the Toronto Stock Exchange, The United States Securities and Exchange
Commission and other regulatory authorities.
<PAGE>
Goldcorp Inc. - 1999 Third Quarter Results Page 6
- -------------------------------------------------------------------------------
FINANCIAL INFORMATION
Attached are the Consolidated Financial Statements of Goldcorp Inc. for the
three and nine months ended September 30, 1999.
For further information, please contact:
Robert R. McEwen
Chairman and Chief Executive Officer
Telephone: (416) 865-0326
<TABLE>
<CAPTION>
CORPORATE OFFICE: TRANSFER AGENT AND REGISTRAR:
<S> <C>
145 King Street West Montreal Trust Company of Canada
Suite 2700 151 Front Street West
Toronto, Ontario Suite 800
Canada M5H 1J8 Toronto, Ontario
Telephone: (416) 865-0326 Canada M5J 2N1
Facsimile: (416) 361-5741 Telephone: (416) 981-9500
General enquires: (800) 813-1412 Facsimile: (416) 981-9800
(Canada and United States) Enquiries regarding shares, lost
certificates, change of address and other
email: [email protected] matters: (800) 663-9097
website: www.goldcorp.com
Stock Symbols:
TSE, ME ("G.A"; "G.B")
NYSE ("GG.A"; "GG")
</TABLE>
-30-
<PAGE>
Goldcorp Inc. - 1999 Third Quarter Results Page 7
- -------------------------------------------------------------------------------
GOLDCORP INC.
CONSOLIDATED FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(IN THOUSANDS OF UNITED STATES DOLLARS)
<TABLE>
<CAPTION>
As at As at
September 30, December 31,
1999 1998
-------------- ---------------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and short-term investments $ 41,492 $ 9,348
Gold bullion inventory 232 417
Accounts receivable 5,965 5,497
Marketable securities 5,590 4,899
Inventories 6,496 5,933
Deferred income taxes 4,716 4,350
Prepaid expenses 551 633
-------------- -------------
65,042 31,077
MINING INTERESTS, NET 99,935 80,660
DEPOSITS FOR RECLAMATION COSTS 3,743 2,069
OTHER ASSETS 377 453
-------------- -------------
$ 169,097 $ 114,259
============== =============
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 11,603 $ 11,170
Taxes payable 1,614 867
-------------- -------------
13,217 12,037
-------------- -------------
PROVISION FOR RECLAMATION COSTS
AND OTHER LIABILITIES 7,284 5,991
-------------- -------------
DEFERRED INCOME TAXES 13,785 13,098
-------------- -------------
SHAREHOLDERS' EQUITY
Capital stock 132,495 85,277
Contributed surplus 5,569 5,472
Cumulative translation adjustment (3,148) (5,819)
Deficit (105) (1,797)
--------------- --------------
134,811 83,133
-------------- -------------
$ 169,097 $ 114,259
============== =============
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.
<PAGE>
Goldcorp Inc. - 1999 Third Quarter Results Page 8
- -------------------------------------------------------------------------------
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(IN THOUSANDS OF UNITED STATES DOLLARS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
1999 1998 1999 1998
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Revenues
Gold bullion $ 9,112 $ 8,455 $ 22,835 $ 25,377
Industrial minerals 5,270 6,094 16,258 18,984
----------- ----------- ----------- -----------
14,382 14,549 39,093 44,361
----------- ----------- ----------- -----------
Expenses
Operating 11,324 10,303 31,820 34,532
Corporate administration 789 885 2,453 2,503
Depreciation and depletion 904 818 2,500 2,300
Exploration 215 1,436 652 1,618
----------- ----------- ----------- -----------
13,232 13,442 37,425 40,953
----------- ----------- ----------- -----------
Earnings from operations 1,150 1,107 1,668 3,408
----------- ----------- ----------- -----------
Other income (expense)
Interest and other income 634 250 1,455 1,658
Gain (loss) on marketable securities 54 (2,280)
Increase in provision for decline
in value of marketable securities (853) (1,916) (364) (4,601)
------------ ------------ ------------ ------------
(219) (1,612) 1,091 (5,223)
------------ ------------ ----------- ------------
Earnings (loss) before taxes 931 (505) 2,759 (1,815)
Income and mining taxes (recovery) 172 (92) 1,067 (494)
----------- ------------ ----------- ------------
Earnings (loss) for the period $ 759 $ (413) $ 1,692 $ (1,321)
=========== ============ =========== ============
Earnings (loss) per share
Basic $ 0.01 $ (0.01) $ 0.02 $ (0.02)
=========== =========== ============ ===========
Fully diluted $ 0.01 $ (0.01) $ 0.02 $ (0.02)
=========== =========== ============ ===========
Weighted average number of shares
outstanding (000's)
Basic 77,918 68,932 74,548 68,856
=========== =========== =========== ===========
Fully diluted 84,793 75,221 79,961 74,986
=========== =========== =========== ===========
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.
<PAGE>
Goldcorp Inc. - 1999 Third Quarter Results Page 9
- -------------------------------------------------------------------------------
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(IN THOUSANDS OF UNITED STATES DOLLARS)
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Cash provided by (used in)
Operating activities
Earnings (loss) for the period $ 759 $ (413) $ 1,692 $ (1,321)
Items not affecting cash
Depreciation and depletion 904 818 2,500 2,300
Loss (gain) on marketable securities,
net of tax provision (31) 1,263
Increase in provision for decline in
value of marketable securities 853 1,916 364 4,601
Deferred taxes (321) (1,045) (70) (244)
Other (512) (365) (1,138) (1,349)
----------- ------------ ------------ -----------
1,683 880 3,348 5,250
Change in non-cash operating
working capital 2,514 1,370 693 (10)
----------- ----------- ----------- ------------
Net cash provided by operating activities 4,197 2,250 4,041 5,240
----------- ----------- ----------- -----------
Investing activities
Mining interests (8,074) (2,559) (17,467) (11,228)
Purchases of marketable securities and
other assets (2,334) (681) (3,885)
Proceeds from sale of marketable securities 2,134 5,808
Decrease (increase) in deposits for
reclamation costs (91) (1,045) 533
Decrease in reclamation sinking fund 559
Other 173
----------- ----------- ----------- -----------
Net cash used in investing activities (8,165) (2,759) (19,020) (8,213)
------------ ----------- ----------- ------------
Financing activities
Issue of capital stock, net 36 75 47,315 171
----------- ----------- ----------- -----------
Net cash provided by financing activities 36 75 47,315 171
----------- ----------- ----------- -----------
Effect of exchange rate changes on cash (218) 21 (192) (20)
------------ ----------- ------------ -----------
Increase (decrease) in cash and
short-term investments (4,150) (413) 32,144 (2,822)
Cash and short-term investments
at beginning of period 45,642 10,064 9,348 12,473
----------- ----------- ----------- -----------
Cash and short-term investments
at end of period $ 41,492 $ 9,651 $ 41,492 $ 9,651
=========== =========== =========== ===========
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.
<PAGE>
Goldcorp Inc. - 1999 Third Quarter Results Page 10
- -------------------------------------------------------------------------------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. GENERAL
The accompanying unaudited consolidated financial statements should be
read in conjunction with the notes to the Company's audited consolidated
financial statements for the year ended December 31, 1998. The unaudited
consolidated financial statements include the financial statements of the
Company and its subsidiaries.
These unaudited interim consolidated financial statements reflect all
normal and recurring adjustments which are, in the opinion of management,
necessary for a fair presentation of the respective interim periods
presented.
2. WARRANT ON CLASS B SHARES
As part of a reorganization in 1994, CSA Management Inc. was granted a
warrant expiring on March 31, 1999 to acquire up to 2,240,000 Class B
shares of the Company at an exercise price of C$4.035 per Class B share.
The warrant was exercised on March 26, 1999 for proceeds of C$9,038,400
(US$5,965,000).
3. ISSUE OF CLASS A SHARES
On May 13, 1999 pursuant to an underwriting agreement, a syndicate of
underwriters purchased 6,000,000 Units of the Company at a price of
C$10.00 per Unit for net proceeds of C$56.8 million. Each Unit consists of
one Class A subordinate voting share and one-half of one share purchase
warrant. Each whole share purchase warrant entitles the holder to acquire
one Class A subordinate voting share, at any time on or before May 13,
2009, at a price of C$20.00 per share.
4. COMPARATIVE FIGURES
The Company has retroactively adopted the new recommendations of the
Canadian Institute of Chartered Accountants relating to the presentation
and disclosure of cash flow statements. As a result, the non-cash
acquisition of the remaining interest in Wilanour Resources Limited in
exchange for Goldcorp Class A subordinate voting shares and Class A
Warrants recorded in 1998, is no longer reflected as investing and
financing activities, respectively, in the 1998 comparative figures in
conformity with the new recommendations.
<PAGE>
SIGNATURE
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.
GOLDCORP INC.
By /s/ Robert R. McEwen
----------------------------------
Chairman & Chief Executive Officer
(Duly Authorized Officer)
Date: December 20, 1999
