-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, feptsS8EOni+KUgliyg6O3GpHTXTRooa0KYzoJZ/n/9xTmZ3tqJNaJukir3xd6Yf uRbe12AyAjiCEc5jwgSI6g== 0000743872-95-000011.txt : 199506300000743872-95-000011.hdr.sgml : 19950630 ACCESSION NUMBER: 0000743872-95-000011 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950629 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: HOMESTAKE MINING CO /DE/ CENTRAL INDEX KEY: 0000743872 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 942934609 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08736 FILM NUMBER: 95550747 BUSINESS ADDRESS: STREET 1: 650 CALIFORNIA ST-9TH FL CITY: SAN FRANCISCO STATE: CA ZIP: 94108-2788 BUSINESS PHONE: 4159818150 11-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 1994 HOMESTAKE MINING COMPANY SAVINGS PLAN (Full Title of Plan) HOMESTAKE MINING COMPANY (Issuer of Securities Held Pursuant to the Plan) 650 California Street San Francisco, California 94108 (Address of principal executive offices) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustees (or other persons who administer the Plan) have duly caused this annual report to be signed by the undersigned thereunto duly authorized. HOMESTAKE MINING COMPANY SAVINGS PLAN By /s/ T. H. Wong ---------------------- T. H. WONG Assistant Treasurer and Assistant Secretary June 29, 1995 Item 1. Financial Statements and Exhibits a. Financial Statements for the years ended December 31, 1994 and 1993 and Supplemental Schedules as of and for the year ended December 31, 1994 and Independent Auditors' Report. b. Exhibit No. 24 Independent Auditors' Consent HOMESTAKE MINING COMPANY SAVINGS PLAN _______ FINANCIAL STATEMENTS for the years ended December 31, 1994 and 1993 HOMESTAKE MINING COMPANY SAVINGS PLAN _______ INDEX Page Financial Statements: Report of Independent Accountants 2 Statements of Net Assets Available for Benefits as of December 31, 1994 and 1993 3 Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 1994 4 Notes to Financial Statements 5-16 Supplemental Schedules: Item 27a - Schedule of Assets Held for Investment Purposes as of December 31, 1994 17 Item 27d - Schedule of Reportable Transactions 18 for the Year Ended December 31, 1994 1 REPORT OF INDEPENDENT ACCOUNTANTS The Savings Plan Committee Homestake Mining Company San Francisco, California We have audited the accompanying statements of net assets available for benefits of the Homestake Mining Company Savings Plan (the Plan) as of December 31, 1994 and 1993, and the related statement of changes in net assets available for benefits for the year ended December 31, 1994. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform an audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by Plan management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 1994 and 1993, and the changes in net assets available for benefits for the year ended December 31, 1994, in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment purposes and reportable transactions are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedules have been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ Coopers & Lybrand L.L.P. - ---------------------------- Coopers & Lybrand L.L.P. Oakland, California June 26, 1995 2 HOMESTAKE MINING COMPANY SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS December 31, 1994 and 1993 _______
ASSETS 1994 1993 -------- ----- ----- Cash and cash equivalents $ 518,255 $ 6,925,801 ----------- ----------- Investments, at fair value: Mellon Bank Investment Fund - 5,477,911 Wells Fargo Asset Allocation Fund 7,107,229 - Wells Fargo Equity Index Fund - 1,520,314 Wells Fargo S&P 500 Stock Fund 4,169,095 - Wells Fargo Lifepath Funds 4,214,761 - Homestake Mining Company Stock Fund 10,164,877 12,939,608 Participant loans receivable 2,051,147 1,903,128 ----------- ----------- 27,707,109 21,840,961 ----------- ----------- Investments, at contract value: Fixed Income Fund 21,235,803 27,924,594 Frozen Confederation Life Guaranteed Investment Contracts 3,090,586 - ----------- ----------- 24,326,389 27,924,594 ----------- ----------- Receivables: Company contributions 430 69,460 Participants' contributions 2,131 191,143 Other - loans - 59,018 ----------- ----------- 2,561 319,621 ----------- ----------- Other: Homestake common stock receivable - 962,618 Other assets 354 15,444 ----------- ----------- 354 978,062 ----------- ----------- Total assets 52,554,668 57,989,039 LIABILITIES Accrued payables 143,500 6,448 ----------- ----------- Net assets available for benefits $52,411,168 $57,982,591 =========== ===========
The accompanying notes are an integral part of these financial statements. 3 HOMESTAKE MINING COMPANY SAVINGS PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS for the year ended December 31, 1994 _______
1994 ----------- Additions to net assets attributed to: Interest and dividends $ 1,759,579 Interest on participants' loans 160,358 ----------- 1,919,937 ----------- Contributions: Company, in cash 1,216,129 Participants, in cash 2,367,245 Transfers in from other plans 27,068 ----------- 3,610,442 ----------- Total additions 5,530,379 ----------- Deductions from net assets attributed to: Net depreciation in the fair value of investments 359,297 Net depreciation in the fair value of investment in Homestake common stock 2,158,288 Benefits paid to participants 8,247,008 Transfers out to other plans 337,209 ----------- Total deductions 11,101,802 ----------- Net decrease (5,571,423) Net assets available for benefits: Beginning of year 57,982,591 ----------- End of year $52,411,168 ===========
The accompanying notes are an integral part of these financial statements. 4 HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS _______ 1. Description of Plan: ------------------- The following description of the Homestake Mining Company Savings Plan (the Plan) provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions. General: ------- The Plan is a defined contribution profit sharing plan (qualified under Internal Revenue Code Sections 401(a) and 401(k)) covering all full-time salaried employees of Homestake Mining Company and its subsidiaries (the Company) who have completed three months of service, and all temporary employees who have completed one year of service. Hourly employees of the Company who are not covered by collective bargaining agreements and have completed three months of service are also eligible to participate in the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended. The Plan is administered by the Savings Plan Committee appointed by the Board of Directors of the Company (the Plan Committee). Mellon Bank was the Plan's trustee through December 31, 1993, and was replaced by Wells Fargo Bank effective January 1, 1994. Contributions: ------------- Participation is voluntary. Participating employees may make contributions between 1% and 6% of their monthly salary. The Company contributes a percentage, not less than 25%, of the employee's regular contribution. From January 1, 1994, the Company matching rate was increased to 75% from 50%. Participants may also contribute to the Plan amounts previously contributed to another qualified plan and additional amounts not exceeding 10% of their monthly salary. These contributions are not matched by Company contributions. Each participating employee may designate the percentage of its total contribution, including the Company's matching portion, to be invested in the Homestake Mining Company Stock Fund or in any of the funds in which the Plan invests. Continued 5 HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued _______ 1. Description of Plan, continued: ------------------- Participants' Accounts: ---------------------- Separate accounts are maintained for each participant. Each participant's account is directly credited with the participant's contribution and the Company's matching contribution. Unless otherwise specified, discretionary additional Company contributions are allocated to each participant's account based on the ratio that each participant's compensation bears to the total compensation of all participants. Net earnings from investments in investment funds, which includes appreciation (depreciation) in fair value, are allocated to each participant's account based on the ratio which the investment fund portion of that participant's account balance bears to the total of the investment fund portion of all participants' account balances. Vesting: ------- The Plan offers full and immediate vesting of the employee contribution portion of each participant's account. Company contributions are vested 60% after three years of service, 80% after four years of service, and 100% after five years of service, on attainment of age 65, or on the occurrence of death or disability. Payment of Benefits: ------------------- Participants may withdraw any portion of their accounts related to their own after-tax contributions and the vested portion of the pre- 1994 match, in accordance with the provisions of the Plan. Once the after-tax and pre-1994 match accounts are exhausted, participants may withdraw from the vested portion of their other accounts under any of the following circumstances: - Hardship (approved by the Plan administrator or the Savings Plan Committee) - Attainment of age 59 1/2 - Retirement - Termination of employment - Death (vested account balance is paid to a designated beneficiary) Continued 6 HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued _______ 1. Description of Plan, continued: ------------------- Payment of Benefits, continued: -------------------- Distribution of benefits can be in the form of a single lump-sum cash payment, a portion paid in a lump-sum and the remainder paid later, or by periodic installments. Participants may elect to receive their units in the Homestake Mining Company Stock Fund in either whole shares of stock or a cash payment equal to the then- current fair value of the stock. Participants or their beneficiaries may elect to maintain their accounts with the Plan even though such amounts may otherwise be withdrawn. Participant Loans Receivable: ---------------------------- Participants may borrow from $1,000 to $50,000 from their accounts, including Company matching contributions, limited to 50% of the vested value of such accounts. Borrowing cannot exceed five years unless the loan is for the purchase of a principal residence, in which case, it cannot exceed ten years. These loans bear interest at bank prime rate plus 1%. Loans are collateralized by the borrower's note and vested interest in the plan and repayments are made on at least a monthly basis through payroll deductions. Forfeitures: ----------- Forfeitures of unvested Company contributions are allocated as of the end of each Plan year among remaining participants entitled to matching Company contributions. 2. Significant Accounting Policies: ------------------------------- Investment Valuation and Income Recognition: ------------------------------------------- Shares and units in investment funds are valued at quoted market prices, which represent the net asset value of the shares or units held by the Plan at year end. The Company stock is valued at its quoted market price. Guaranteed Investment Contracts (held with bank and insurance companies and in the Wells Fargo Income Accumula- tion Fund) are stated at contract value (cost plus accrued interest). Participant notes receivable are valued at cost which approximates fair value. Continued 7 HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued _______ 2. Significant Accounting Policies, continued: ------------------------------- Investment Valuation and Income Recognition, continued: ------------------------------------------- Purchases and sales of securities are recorded on a trade-date basis, utilizing the average cost method in determining the basis of stock sold. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Withdrawals: ----------- Withdrawals of securities from the Homestake Mining Company Common Stock Fund are reported at market valuations and are made in cash, common stock, or both. Withdrawals from the Fixed Income Fund, Wells Fargo Asset Allocation Fund, Wells Fargo S&P 500 Stock Fund, and Wells Fargo Lifepath Funds are made in cash. Net Appreciation (Depreciation) in Fair Value of Investments: ------------------------------------------------------------ The Plan presents in the statement of changes in net assets available for benefits the net appreciation (depreciation) in the fair value of its investments, which consists of realized gains (losses) and the unrealized appreciation (depreciation) on those investments. 3. Plan Termination: ---------------- Although the Company has not expressed any intent to do so, it has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to ERISA provisions. In the event of Plan termination, all accumulated plan benefits will be fully vested and will be distributed to participants based on their respective account balances. 4. Reclassifications: ----------------- Certain reclassifications were made to 1993 balances to conform with the 1994 presentation, with no effect on the net assets available for benefits or net change in net assets available for benefits as previously reported. Continued 8 HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued _______ 5. Tax Status: ---------- The Plan obtained its latest determination letter in May 1988, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with Sections 401(a) and 401(k) of the Internal Revenue Code. The Plan has been amended since receiving the determination letter; however, the Plan administrator and the Plan's tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in the Plan's financial statements. Participants are not subject to federal income taxes on their pre-tax contributions, Company matching contributions, or investment earnings allocated to their accounts until withdrawals are made. 6. Related Party Transactions: -------------------------- Certain Plan investments are units in investment funds managed by Wells Fargo Bank. Wells Fargo Bank is the Plan's trustee. For the year ended December 31, 1993, the Plan held units in investment funds managed by Mellon Bank, the Plan's previous trustee. Transactions with both Wells Fargo Bank and Mellon Bank qualify as party-in-interest. Continued 9 HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued _______ 7. Investments: ----------- Investments at December 31, 1994 and 1993 are comprised of the following:
Number Value of Per Reported Units Unit Value ------- ------- --------- 1994: ---- Wells Fargo Bank Investment Funds, at fair value: Wells Fargo Asset Allocation Fund 477,636 $14.88 $ 7,107,229 Wells Fargo S&P 500 Stock Fund 253,440 16.45 4,169,095 Wells Fargo Lifepath Funds 430,268 9.80 4,214,761 ----------- 15,491,085 ----------- Homestake Mining Company Stock Fund, at fair value 1,354,445 7.50 10,164,877 ----------- Participant loans receivable, at book value, which approximates fair value 2,051,147 1.00 2,051,147 ----------- Fixed Income Fund, Guaranteed Investment Contracts at contract value: Allstate Life Insurance Company 2,015,205 1.00 2,015,205 Massachusetts Mutual Life Insurance Company 2,107,174 1.00 2,107,174 Bankers Trust Company 3,230,702 1.00 3,230,702 Canada Life Assurance Company 2,055,325 1.00 2,055,325 Crown Life Insurance Company 1,168,226 1.00 1,168,226 John Hancock Mutual Life Insurance Company 2,865,294 1.00 2,865,294 New York Life Insurance Company 5,541,050 1.00 5,541,050 Wells Fargo Income Accumulation Fund 193,434 11.65 2,252,827 ----------- 21,235,803 ----------- Confederation Life Guaranteed Investment Contracts, at contract value (see Note 12) 3,090,586 1.00 3,090,586 ----------- Total investments $52,033,498 ===========
Continued 10 HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued _______ 7. Investments, continued: -----------
Number Value of Per Reported Units Unit Value ------- ------ ------- 1993: ---- Mellon Bank Investment Funds, at fair value: Equity Fund 38,215 $115.064 $ 4,397,183 Fixed Income Fund 19,896 54.318 1,080,728 ----------- 5,477,911 ----------- Wells Fargo Equity Index Fund, at fair value 93,443 16.270 1,520,314 ----------- Homestake Mining Company Stock Fund, at fair value 588,164 22.000 12,939,608 ----------- Participant loans receivable, at book value, which approximates fair value 1,903,128 1.000 1,903,128 ----------- Fixed Income Fund, Guaranteed Investment Contracts, at contract value: Allstate Life Insurance Company 2,013,445 1.000 2,013,445 Bankers Trust Company 3,069,545 1.000 3,069,545 Canada Life Assurance Company 2,055,325 1.000 2,055,325 Confederation Life Insurance Company 3,192,845 1.000 3,192,845 Crown Life Insurance Company 1,216,121 1.000 1,216,121 IBM Credit Corporation 1,425,433 1.000 1,425,433 John Hancock Mutual Life Insurance Company 2,724,699 1.000 2,724,699 Life Insurance Company of Virginia 2,370,816 1.000 2,370,816 Massachusetts Mutual Life Insurance Company 2,962,684 1.000 2,962,684 New York Life Insurance Company 5,600,145 1.000 5,600,145 United of Omaha Mutual Life Insurance Company 1,293,536 1.000 1,293,536 ----------- 27,924,594 ----------- $49,765,555 ===========
All earnings on the investment funds are reinvested in and credited to each fund daily. These earnings include interest, dividends, and appreciation (depreciation) in fair value. Continued 11 HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued _______ 7. Investments, continued: ----------- On January 1, 1994, all participant balances of the Mellon Bank Investment Fund and Wells Fargo Equity Index Fund were transferred to the Wells Fargo Asset Allocation Fund and Wells Fargo S&P 500 Stock Fund, respectively. The Asset Allocation Fund and S&P 500 Stock Fund replaced the Investment Fund and Equity Index Fund from the transfer date. The Asset Allocation Fund invests in a changing mix of stocks, bonds, and money market securities and aims for a high level of total return over the long term, consistent with reasonable risk. The Lifepath Funds invest in a changing mix of US and international stocks, bonds, and money market securities and aim for greater growth potential in early years and then gradually reduce risk to exposure over time. The S&P 500 Fund invests in substantially the same stocks in substantially the same percentages as the Standard & Poor's 500 Composite Stock Price Index and seeks to approximate as closely as practicable the rate of return of that index. The Homestake Mining Company Stock Fund invests in shares of Homestake Mining Company. The Fixed Income Fund consists of guaranteed investment contracts previously purchased by the Plan from bank and insurance companies and shares in the Wells Fargo Income Accumulation Fund. Guaranteed investment contracts of Confederation Life Insurance Company have been separated from the Fixed Income Fund into a separate fund as detailed in note 12. 8. Administrative Expenses: ----------------------- All costs associated with administering the Plan are paid directly by the Company. 9. Amount Due to Plan Participants: ------------------------------- Net assets available for benefits include amounts due to Plan participants who have withdrawn on or before the Plan's year end. Such amounts were $0 and $344,766 at December 31, 1994 and 1993, respectively. Continued 12 HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued _______ 10. Net Assets Available for Benefits by Investment Type: At December 31, 1994 and 1993, net assets available for benefits were held in the following participant-designated investment types:
Wells Fargo Wells Fargo Asset S&P 500 Wells Fargo Allocation Stock Lifepath Fund Fund Funds ---------- ---------- ----------- Year Ended December 31, 1994: ---------------------------- ASSETS Cash and cash equivalents - - - ---------- ---------- ----------- Investments, at fair value: Fund investments held by $7,107,229 $4,169,095 $4,214,761 trustee Common stock of the Company - - - Participant loans receivable - - - ---------- ---------- ----------- 7,107,229 4,169,095 4,214,761 ---------- ---------- ----------- Investments, at contract value: Fund investments held by trustee - - - ---------- ---------- ----------- Receivables: Company contributions 97 12 321 Participants' contributions 185 829 1,117 ---------- ---------- ----------- 282 841 1,438 ---------- ---------- ----------- Other: Other assets - - - ---------- ---------- ----------- Total assets 7,107,511 4,169,936 4,216,199 LIABILITIES Accrued payables - - - ---------- ---------- ----------- Net assets available for benefits $7,107,511 $4,169,936 $4,216,199 ========== ========== =========== TABLE CONTINUED =============== Homestake Mining Participant Fixed Company Loan Income Common Stock Fund Fund ------------ ----------- ----------- Year Ended December 31, 1994: ---------------------------- ASSETS Cash and cash equivalents $413,336 - - ------------ ----------- ----------- Investments, at fair value: Fund investments held by - - - trustee Common stock of the Company 10,164,877 - - Participant loans receivable - $2,051,147 - ------------ ----------- ----------- 10,164,877 2,051,147 - ------------ ----------- ----------- Investments, at contract value: Fund investments held by trustee - - $21,235,803 ------------ ----------- ----------- Receivables: Company contributions - - - Participants' contributions - - - ------------ ----------- ------------ - - - ------------ ----------- ------------ Other: Other assets - - 354 ------------ ----------- ------------ Total assets 10,578,213 2,051,147 21,236,157 LIABILITIES Accrued payables - - 143,500 ------------ ----------- ------------ Net assets available for benefits $10,578,213 $2,051,147 $21,092,657 ============ =========== ============ TABLE CONTINUED =============== Confederation Life Guaranteed Short-Term Investment Investment Total Contracts Account ------------- ---------- ----------- Year Ended December 31, 1994: ---------------------------- ASSETS Cash and cash equivalents - $104,919 $ 518,255 -------------- ----------- ------------ Investments, at fair value: Fund investments held by trustee - - 15,491,085 Common stock of the Company - - 10,164,877 Participant loans receivable - - 2,051,147 -------------- ----------- ------------ - - 27,707,109 -------------- ----------- ------------ Investments, at contract value: Fund investments held by trustee $3,090,586 - 24,326,389 -------------- ----------- ------------ Receivables: Company contributions - - 430 Participants' contributions - - 2,131 -------------- ----------- ------------ - - 2,561 -------------- ----------- ------------ Other assets - - 354 -------------- ----------- ------------ Total assets 3,090,586 104,919 52,554,668 LIABILITIES Accrued payables - - 143,500 -------------- ----------- ------------ Net assets available for benefits $3,090,586 $104,919 $52,411,168 ============== =========== ============
Continued 13 HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued _______ 10. Net Assets Available for Benefits by Investment Type, continued: -----------------------------------------------------
Wells Homestake Mellon Fargo Mining Bank Equity Company Investment Index Stock Fund Fund Fund ---------- ------- --------- December 31, 1993: - ----------------- ASSETS Cash and cash equivalents $ 220,758 $ 169,120 $ 34,907 ---------- ----------- ---------- Investments, at fair value: Fund investments held by trustee 5,477,911 1,520,314 - Common stock of the Company - - 12,939,608 Participant loans receivable - - - ---------- ----------- ---------- 5,477,911 1,520,314 12,939,608 ---------- ----------- ---------- Investments, at contract value: Fund investments held by trustee - - - ---------- ----------- ---------- Receivables: Company contributions 12,239 5,845 13,904 Participants' contributions 37,759 21,134 33,857 Other - loans 4,641 1,867 6,396 ---------- ----------- ---------- 54,639 28,846 54,157 ---------- ----------- ---------- Other: Homestake common stock receivable - - 962,618 Other assets 13,467 2 - ---------- ----------- ---------- 13,467 2 962,618 ---------- ----------- ---------- Total assets 5,766,775 1,718,282 13,991,290 LIABILITIES Accrued payables - - 6,143 ---------- ----------- ---------- Net assets available for benefits $5,766,775 $1,718,282 $13,985,147 ========== =========== ========== TABLE CONTINUED =============== Participant Fixed Loan Income Fund Fund Total ----------- --------- ------- December 31, 1993: - ----------------- ASSETS Cash and cash equivalents $ 36 $ 6,500,980 $ 6,925,801 ----------- ---------- ----------- Investments, at fair value: Fund investments held by trustee - - 6,998,225 Common stock of the Company - - 12,939,608 Participant loans receivable 1,903,128 - 1,903,128 ----------- ---------- ----------- 1,903,128 - 21,840,961 ----------- ---------- ----------- Investments, at contract value: Fund investments held by trustee - 27,924,594 27,924,594 ----------- ---------- ----------- Receivables: Company contributions - 37,472 69,460 Participants' contributions - 98,393 191,143 Other - loans - 46,114 59,018 ----------- ---------- ----------- - 181,979 319,621 ----------- ---------- ----------- Other: Homestake common stock receivable - - 962,618 Other assets - 1,975 15,444 ----------- ---------- ----------- - 1,975 978,062 ----------- ---------- ----------- Total assets 1,903,164 34,609,528 57,989,039 LIABILITIES Accrued payables 240 65 6,448 ----------- ---------- ----------- Net assets available for benefits $1,902,924 $34,609,463 $57,982,591 =========== ========== ===========
Continued 14 HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued _______ 11. Changes in Net Assets Available for Benefits by Investment Type: During the year ended December 31, 1994, changes in net assets available for benefits by participant-designated investment types were as follows:
Wells Wells Mellon Fargo Fargo Bank Asset Equity Investment Allocation Index Fund Fund Fund ---------- ---------- ------ Year Ended December 31, 1994: - ---------------------------- Additions to net assets attributed to: Interest and dividends - - - Interest on participants' loans - - - Contributions: Company, in cash - $ 277,302 - Participants, in cash - 527,884 - Transfers in from other plans - 6,454 - ---------- ---------- ----------- Total additions - 811,640 - ---------- ---------- ----------- Deductions from net assets attributed to: Net depreciation in the fair value of investments - 279,230 - Net depreciation in the fair value of investment in Homestake common stock - - - Benefits paid to participants - 464,295 Transfers out to other plans - 49,221 - ----------- ---------- ----------- Total deductions - 792,746 - ----------- ---------- ----------- Interfund transfers $(5,766,775) 7,262,255 $(1,718,282) ----------- ---------- ----------- Net increase (decrease) (5,766,775) 7,281,149 (1,718,282) Net assets available for benefits: Beginning of year 5,766,775 - 1,718,282 ----------- ---------- ----------- End of year - $7,281,149 - =========== ========== =========== TABLE CONTINUED =============== Wells Fargo Wells S&P 500 Fargo Stock Lifepath Fund Funds -------- -------- Year Ended December 31, 1994: - ---------------------------- Additions to net assets attributed to: Interest and dividends - - Interest on participants' loans - - Contributions: Company, in cash $ 213,599 $ 182,327 Participants, in cash 433,433 365,669 Transfers in from other plans 15,353 - ---------- ---------- Total additions 662,385 547,996 ---------- ---------- Deductions from net assets attributed to: Net depreciation in the fair value of investments 4,468 75,599 Net depreciation in the fair value of investment in Homestake common stock - - Benefits paid to participants 67,141 84,552 Transfers out to other plans - - ---------- ---------- Total deductions 71,609 160,151 ---------- ---------- Interfund transfers 3,680,171 3,828,357 ---------- ---------- Net increase (decrease) 4,270,947 4,216,202 Net assets available for benefits: Beginning of year - - ----------- ---------- End of year $4,270,947 $4,216,202 =========== ==========
HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued _______ 11. Changes in Net Assets Available for Benefits by Investment Type, --------------------------------------------------------------- continued:
Homestake Mining Parti- Company cipant Fixed Stock Loan Income Fund Fund Fund --------- ----------- -------- Year Ended December 31, 1994, - ----------------------------- continued: Additions to net assets attributed to: Investment and dividends $90,743 - $1,668,836 Interest on participants' loans - $ 160,358 - Contributions: Company, in cash 171,207 - 649,817 Participants, in cash 318,015 - 722,244 Transfers in from other plans 1,684 - 3,577 ----------- ---------- ---------- Total additions 581,649 160,358 3,044,474 ----------- ---------- ---------- Deductions from net assets attributed to: Net depreciation in the fair value of investments - - - Net depreciation in the fair value of investment in Homestake common stock 2,158,288 - - Benefits paid to participants 1,538,015 333,632 5,758,889 Transfers out to other plans 57,655 - 215,341 ------------ ---------- ----------- Total deductions 3,753,958 333,632 5,974,230 ------------ ---------- ----------- Interfund transfers (1,206,150) 263,497 (9,916,155) ------------ ---------- ----------- Net increase (decrease) (4,378,459) 90,223 (12,845,911) Net assets available for benefits: Beginning of year 13,985,147 1,902,924 34,609,463 ------------ ---------- ---------- End of year $ 9,606,688 $1,993,147 $21,763,552 ============ ========== =========== TABLE CONTINUED =============== Confedera- tion Life Guaranteed Short-Term Investment Investment Contracts Account Total ----------- ---------- ------- Year Ended December 31, 1994, - ---------------------------- continued: Additions to net assets attributed to: Investment and dividends - - $ 1,759,579 Interest on participants' loans - - 160,358 Contributions: Company, in cash - $(278,123) 1,216,129 Participants, in cash - - 2,367,245 Transfers in from other plans - - 27,068 ---------- ---------- ----------- Total additions - (278,123) 5,530,379 Deductions from net assets attributed to: Net depreciation in the fair value of investments - - 359,297 Net depreciation in the fair value of investment in Homestake common stock - - 2,158,288 Benefits paid to participants - 484 8,247,008 Transfers out to other plans - 14,992 337,209 ----------- --------- ----------- Total deductions - 15,476 11,101,802 ----------- --------- ----------- Interfund transfers $3,090,586 482,496 - ----------- --------- ----------- Net increase (decrease) 3,090,586 188,897 (5,571,423) Net assets available for benefits: Beginning of year - - 57,982,591 ----------- --------- ----------- End of year $3,090,586 $ 188,897 $52,411,168 =========== ========= ===========
15 HOMESTAKE MINING COMPANY SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued _______ 12. Confederation Life Guaranteed Investment Contracts: -------------------------------------------------- Confederation Life Insurance Company (CLIC) was seized by insurance regulators on August 12, 1994, to protect the financial interest of all policyholders. The Plan's investment contracts with CLIC will be paid out as part of a rehabilitation plan, the timing and value of which is uncertain at this time. On August 18, 1994, the Plan suspended withdrawals and transfers by participants of amounts in the Plan held by CLIC and froze the value of its CLIC guaranteed investment contracts at their then-current book values (cost plus accrued interest through August 15, 1994). The Plan has not accrued any interest on these contracts since they were frozen. These frozen contracts have been separated from the Fixed Income Fund into a separate frozen fund. Until a Rehabilitation Plan is finalized and approved, or other additional relevant information becomes available, the ultimate effect on the Plan's CLIC investments and the participants' ability to withdraw funds from CLIC cannot be determined. Based on the information received from the Rehabilitator and the Plan's advisors available as of June 26, 1995, Plan management believes that such effect would not result in a material impact on the Plan's financial statements. Consequently, adjustments, if any, which may arise as a result of the ultimate outcome of the rehabilitation have not been reflected in the accompanying financial statements. 13. Subsequent Events: ----------------- Amendment No. 1 to the Plan was executed on May 9, 1995 and is effective from July 1, 1995. This amendment changed the definition of compensation for the purposes of the Plan to include profit incentive payments. In addition, the Company-matched contribution increased from 75% to 100% of the first 6% of each employee's compensation contributed for pay periods beginning on or after January 1, 1995. Two new funds were added to the investment options of the Plan on April 1, 1995. Templeton Foreign Fund invests in stocks and debt obligations of companies and governments outside the United States. Neuberger & Berman Guardian Trust invests in established high-quality companies considered to be undervalued in comparison to stocks of similar companies. In addition, the Wells Fargo S&P 500 Stock Fund was replaced with the Stagecoach S&P 500 Stock Fund on April 1, 1995. 16 HOMESTAKE MINING COMPANY SAVINGS PLAN Item 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES as of December 31, 1994 _______
(c) Description of Investment including (b) Identity of Maturity Date, Rate Issuer, Borrower, of Interest, Lessor, or Collateral, Par (e) Current (a) Similar Party or Maturity Value (d) Cost Value - --- -------------- --------------------- ------------ ----------- Allstate Life GIC (maturing 11/12/98, Insurance 5.46%) $ 2,015,205 $ 2,015,205 Company Bankers Trust GIC (maturing 09/30/00, Company 4.84%) 3,230,702 3,230,702 Canada Life GIC (maturing 09/10/95, 2,055,325 2,055,325 Assurance 9.30%) Company Crown Life Insurance GIC (maturing 03/03/98, Company 4.02%) 1,168,226 1,168,226 John Hancock GIC (maturing 06/30/98, Mutual Life 5.16%) 2,865,294 2,865,294 Insurance Company Massachusetts GIC (maturing 07/05/02, Mutual Life 6.73%) 1,531,410 1,531,410 Insurance GIC (maturing 12/01/95, Company 9.00%) 575,764 575,764 New York Life Insurance GIC (maturing 08/01/96, Company 8.45%) 2,084,837 2,084,837 GIC (maturing 10/28/96, 7.60%) 2,026,681 2,026,681 GIC (maturing 03/02/98, 6.05%) 1,429,532 1,429,532 * Wells Fargo Wells Fargo Income Bank Accumulation Fund (193,434 units) 2,252,827 2,252,827 Confederation GIC (frozen 08/15/95, Life Insu- originally maturing rance Company 01/02/95, 8.70%) 1,051,807 1,051,807 GIC (frozen 08/15/95, originally maturing 07/24/95, 9.14%) 1,004,323 1,004,323 GIC (frozen 08/15/95, originally maturing 03/15/96, 8.54%) 1,034,456 1,034,456 * Wells Fargo Wells Fargo Asset Bank Allocation Fund (477,636 units) 7,275,906 7,107,229 Wells Fargo S&P 500 Stock Fund (253,440 units) 4,136,157 4,169,095 Wells Fargo Lifepath 2000 Fund (157,029 units) 1,560,847 1,535,742 Wells Fargo Lifepath 2010 Fund (115,034 units) 1,147,108 1,126,181 Wells Fargo Lifepath 2020 Fund (91,009 units) 906,620 892,802 Wells Fargo Lifepath 2030 Fund (37,748 units) 373,756 368,795 Wells Fargo Lifepath 2040 Fund (29,448 units) 291,994 291,241 * Wells Fargo Homestake Mining Bank Company Stock Fund (1,354,445 units) 11,959,393 10,164,877 * Participant notes Repayable over a term of up to five years at an interest rate set at the time of issue of the loan. Rate during 1994 ranged from 7% to 9.5% 2,051,147 2,051,147 * Represents party-in-interest to Plan Note: GIC has been used above as an abbreviation for Guaranteed Investment Contract.
17 HOMESTAKE MINING COMPANY SAVINGS PLAN Item 27d - SCHEDULE OF REPORTABLE TRANSACTIONS for the year ended December 31, 1994 __
(b) Description of Asset (a) Identity of (Include Interest Rate and (c) Purchase (d)Selling Party Involved Maturity in Case of a Loan) Price Price - --------------- --------------------------- -------------- ---------- Combined transactions: Wells Fargo Bank Homestake Mining Company $20,049,430 - Stock Fund Wells Fargo Bank Homestake Mining Company - $7,403,672 Stock Fund Mellon Bank Investment Fund - 5,477,911 Wells Fargo Bank Equity Index Fund - 1,520,314 Wells Fargo Bank Fixed Income Fund 41,091,195 - Wells Fargo Bank Fixed Income Fund - 21,659,692 Wells Fargo Bank S&P 500 Stock Fund 4,543,943 - Wells Fargo Bank S&P 500 Stock Fund - 1,899,695 Wells Fargo Bank Asset Allocation Fund 10,075,396 - Wells Fargo Bank Asset Allocation Fund - 2,688,937 Wells Fargo Bank All Lifepath Funds 4,900,386 - Wells Fargo Bank All Lifepath Funds - 610,026 TABLE CONTINUED =============== (b) Description of Asset (f) Expenses (a) Identity of (Include Interest Rate and (e) Lease Incurred With Party Involved Maturity in Case of a Loan) Rental Transaction - --------------- --------------------------- ---------- ------------ Combined transactions: Wells Fargo Bank Homestake Mining Company - - Stock Fund Wells Fargo Bank Homestake Mining Company - - Stock Fund Mellon Bank Investment Fund - - Wells Fargo Bank Equity Index Fund - - Wells Fargo Bank Fixed Income Fund - - Wells Fargo Bank Fixed Income Fund - - Wells Fargo Bank S&P 500 Stock Fund - - Wells Fargo Bank S&P 500 Stock Fund - - Wells Fargo Bank Asset Allocation Fund - - Wells Fargo Bank Asset Allocation Fund - Wells Fargo Bank All Lifepath Funds - - Wells Fargo Bank All Lifepath Funds - - TABLE CONTINUED =============== (h) Current Value of (b) Description of Asset Asset on (a) Identity of (Include Interest Rate and (g) Cost of Transaction Party Involved Maturity in Case of a Loan) Assets on Date - -------------- --------------------------- ------------ ------------ Combined transactions: Wells Fargo Bank Homestake Mining Company - - Stock Fund Wells Fargo Bank Homestake Mining Company $7,676,702 $7,403,672 Stock Fund Mellon Bank Investment Fund 4,510,228 5,477,911 Wells Fargo Bank Equity Index Fund 1,390,955 1,520,314 Wells Fargo Bank Fixed Income Fund - - Wells Fargo Bank Fixed Income Fund 21,659,692 21,659,692 Wells Fargo Bank S&P 500 Stock Fund - - Wells Fargo Bank S&P 500 Stock Fund 1,927,101 1,889,695 Wells Fargo Bank Asset Allocation Fund - - Wells Fargo Bank Asset Allocation Fund 2,799,490 2,688,937 Wells Fargo Bank All Lifepath Funds - - Wells Fargo Bank All Lifepath Funds 620,060 610,026 TABLE CONTINUED =============== (b) Description of Asset (a) Identity of (Include Interest Rate and (i) Net Gain Party Involved Maturity in Case of a Loan) or (Loss) --------------- --------------------------- -------------- Combined transactions: Wells Fargo Bank Homestake Mining Company - Stock Fund Wells Fargo Bank Homestake Mining Company $(273,030) Stock Fund Mellon Bank Investment Fund 967,683 Wells Fargo Bank Equity Index Fund 129,359 Wells Fargo Bank Fixed Income Fund - Wells Fargo Bank Fixed Income Fund - Wells Fargo Bank S&P 500 Stock Fund - Wells Fargo Bank S&P 500 Stock Fund (37,406) Wells Fargo Bank Asset Allocation Fund - Wells Fargo Bank Asset Allocation Fund (110,553) Wells Fargo Bank All Lifepath Funds - Wells Fargo Bank All Lifepath Funds (10,034)
18 EX-24 2 EXHIBIT 24 CONSENT LETTER Exhibit 24 CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in Post-Effective Amendment No. 5 to Registration Statement No. 2-90903 on Form S-8 of Homestake Mining Company of our report dated June 26, 1995, on our audit of the financial statements of the Homestake Mining Company Savings Plan as of and for the year ended December 31, 1994, which report is included in this Annual Report on Form 11-K. /s/ Coopers & Lybrand L.L.P. --------------------------- COOPERS & LYBRAND L.L.P. Oakland, California June 29, 1995 -----END PRIVACY-ENHANCED MESSAGE-----