-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PYwo7QflU3yjZPGC399//6499NPosBKjxO+VKLSm5QnyrYg9eXqDiWIWuHvGA5pL 666ZE/U5y2rqx3CpfPWVLA== 0000950123-96-000386.txt : 19960208 0000950123-96-000386.hdr.sgml : 19960208 ACCESSION NUMBER: 0000950123-96-000386 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19960207 SROS: NONE GROUP MEMBERS: SOROS GEORGE GROUP MEMBERS: STANLEY F. DRUCKENMILLER SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NEWMONT MINING CORP CENTRAL INDEX KEY: 0000071824 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 131806811 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-11627 FILM NUMBER: 96512885 BUSINESS ADDRESS: STREET 1: ONE UNITED BANK CTR STREET 2: 1700 LINCOLN ST CITY: DENVER STATE: CO ZIP: 80203 BUSINESS PHONE: 3038637414 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SOROS GEORGE CENTRAL INDEX KEY: 0000900203 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 888 SEVENTH AVENUE STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10106 BUSINESS PHONE: 212-262--6 MAIL ADDRESS: STREET 1: 888 SEVENTH AVE STREET 2: 33RD FLR CITY: NEW YORK STATE: NY ZIP: 10106 SC 13D/A 1 SCHEDULE 13D - AMENDMENT NO. 5 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* NEWMONT MINING CORPORATION -------------------------- (Name of Issuer) Common Stock, $1.60 Par Value ------------------------------ (Title of Class of Securities) 651639106 -------------- (CUSIP Number) Stephen M. Vine, Esq. Akin, Gump, Strauss, Hauer & Feld, L.L.P. 399 Park Avenue New York, New York 10022 (212) 872-1000 ------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 2, 1996 ------------------------------------ (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box / /. Check the following box if a fee is being paid with the statement / /. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosure provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Continued on following page(s) Page 1 of 10 Pages Exhibit Index:9 2 SCHEDULE 13D CUSIP NO. 651639106 PAGE 2 OF 10 PAGES 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person GEORGE SOROS (doing business as SOROS FUND MANAGEMENT) 2 Check the Appropriate Box If a Member of a Group* a. /x/ b. / / 3 SEC Use Only 4 Source of Funds* AF 5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) / / 6 Citizenship or Place of Organization UNITED STATES 7 Sole Voting Power Number of 7,845,234 Shares Beneficially 8 Shared Voting Power Owned By 0 Each Reporting 9 Sole Dispositive Power Person 7,845,234 With 10 Shared Dispositive Power 0 11 Aggregate Amount Beneficially Owned by Each Reporting Person 7,845,234 12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares* /x/ 13 Percent of Class Represented By Amount in Row (11) 9.10% 14 Type of Reporting Person* IA; IN 3 SCHEDULE 13D CUSIP NO. 651639106 PAGE 3 OF 10 PAGES 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person STANLEY F. DRUCKENMILLER 2 Check the Appropriate Box If a Member of a Group* a. /x/ b. / / 3 SEC Use Only 4 Source of Funds* OO 5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) / / 6 Citizenship or Place of Organization UNITED STATES 7 Sole Voting Power Number of 905,843 Shares Beneficially 8 Shared Voting Power Owned By 0 Each Reporting 9 Sole Dispositive Power Person 905,843 With 10 Shared Dispositive Power 0 11 Aggregate Amount Beneficially Owned by Each Reporting Person 905,843 12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares* /x/ 13 Percent of Class Represented By Amount in Row (11) 1.05% 14 Type of Reporting Person* IN 4 Page 4 of 10 Pages This Amendment No. 5 to Schedule 13D relates to shares of Common Stock, $1.60 par value (the "Shares"), of Newmont Mining Corporation (the "Issuer"). This Amendment No. 5 amends the initial statement on Schedule 13D dated April 30, 1993 and all amendments thereto (collectively, the "Initial Statement"). The address of the principal executive office of the Issuer is 1700 Lincoln Street, Denver, Colorado 80203. This Amendment No. 5 is being filed to report the recent disposition of certain of the Shares held for the accounts of the SFM Clients and of the Duquesne Clients (as defined below). Capitalized terms used herein and not otherwise defined herein shall have the meanings given to them in the Initial Statement. The Initial Statement is supplementally amended as set forth herein. ITEM 2. IDENTITY AND BACKGROUND. Updated information concerning the identity and background of the Managing Directors of SFM is set forth in Annex A hereto, which is incorporated by reference in response to this Item 2. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) The aggregate number of Shares of which Mr. Soros may be deemed a beneficial owner is 7,845,234 (approximately 9.10% of the total number of Shares outstanding, a figure which no longer includes that amount which would be outstanding upon conversion of 8,200 Depository Shares previously held by Quasar, as reported on previous 13D filings, since the Depository Shares were sold on November 14, 1995). Prior to January 1, 1996, the Shares reported as beneficially owned by Mr. Druckenmiller were held by funds (previously referred to as "Priority Clients") which were managed by Priority. As of January 1, 1996, Duquesne Capital Management, L.L.C. ("Duquesne LLC") succeeded Priority as investment manager of those funds (hereinafter referred to as "Duquesne Clients"). Mr. Druckenmiller owns a controlling interest in Duquesne LLC. As such, the aggregate number of shares of which Duquesne LLC and Mr. Druckenmiller may be deemed the beneficial owners is 905,843 shares (approximately 1.05% of the total number of Shares outstanding). The filing of this statement on a joint basis by Mr. Soros and Mr. Druckenmiller shall not be construed as an admission that Mr. Soros is the beneficial owner of any Shares held or to be held for accounts of the Duquesne Clients nor that Mr. Druckenmiller is the beneficial owner of any Shares held or to be held for the accounts of the SFM Clients. (b) SFM has the sole power to direct the voting and disposition of the 7,845,234 Shares held by the SFM Clients. Duquesne LLC has the sole power to direct the voting and disposition of the 905,843 Shares presently held by the Duquesne Clients. (c) A schedule identifying all transactions in the Shares effected for the account of the SFM Clients and of the Duquesne Clients since December 8, 1995 (sixty days prior to the date hereof) is included as Annex B hereto and is incorporated by reference in response to this Item 5(c). Each of the transactions was executed in conventional brokerage transactions on the New York Stock Exchange. Except for the transactions listed in Annex B, there have been no transactions in the Shares since December 8, 1995 (sixty days prior to the 5 Page 5 of 10 Pages date hereof) by any of the Reporting Persons or other persons identified in response to Item 2 of the Initial Statement. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS (a) Power of Attorney, dated October 27, 1994, granted by Mr. George Soros in favor of Mr. Sean C. Warren. (b) Joint Filing Agreement pursuant to Rule 13d-1(f)(1) among Mr. Soros, Duquesne and Mr. Druckenmiller (filed as Exhibit B to Amendment No. 2 to the Initial Statement and incorporated herein by reference). 6 Page 6 of 10 Pages SIGNATURES After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Date: February 7, 1996 GEORGE SOROS By: /s/ Sean C. Warren ----------------------------- Sean C. Warren Attorney-in-Fact Date: February 7, 1996 /s/ Stanley F. Druckenmiller ------------------------------------- Stanley F. Druckenmiller 7 Page 7 of 10 Pages ANNEX A The following is a list of all of the persons who serve as Managing Directors of Soros Fund Management ("SFM"): Scott K. H. Bessent Walter Burlock Stanley Druckenmiller Jeffrey L. Feinberg Arminio Fraga Gary Gladstein Robert K. Jermain David N. Kowitz Elizabeth Larson Alexander C. McAree Paul McNulty Gabriel S. Nechamkin Steven Okin Dale Precoda Lief D. Rosenblatt Mark D. Sonnino Filiberto H. Verticelli Sean C. Warren Each of the above-listed persons is a United States citizen whose principal occupation is serving as Managing Director of SFM, and each has a business address c/o Soros Fund Management, 888 Seventh Avenue, New York, New York 10106. During the past five years, none of the above-listed persons has been (i) convicted in a criminal proceeding, or (ii) a party to any civil proceeding as a result of which any of such persons has been subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violations with respect to such laws. 8 Page 8 of 10 Pages ANNEX B RECENT TRANSACTIONS IN CLASS A COMMON STOCK OF NEWMONT MINING CORPORATION
For the Account of Date of Transaction Nature of Transaction Number of Shares Price per Share($) - ------------------ ------------------- --------------------- ---------------- ------------------ SFM Clients - ----------- Quantum Partners LDC 1/22/96 Sale 26,600 56.501 1/26/96 Sale 8,000 56.438 1/29/96 Sale 26,600 56.500 1/30/96 Sale 19,950 56.771 2/01/96 Sale 113,050 57.464 2/02/96 Sale 186,200 58.961 2/05/96 Sale 80,700 59.538 Quasar International Partners C.V. 1/22/96 Sale 27,000 56.501 1/26/96 Sale 8,100 56.438 1/29/96 Sale 27,000 56.500 1/30/96 Sale 20,250 56.771 2/01/96 Sale 114,750 57.464 2/02/96 Sale 189,000 58.961 2/05/96 Sale 81,900 59.538 Quota Fund N.V. 1/22/96 Sale 23,600 56.501 1/26/96 Sale 7,100 56.438 1/29/96 Sale 23,600 56.500 1/30/96 Sale 17,700 56.771 2/01/96 Sale 100,300 57.464 2/02/96 Sale 165,200 58.961 2/05/96 Sale 71,600 59.538 Duquesne Clients 1/22/96 Sale 22,800 56.501 - ---------------- 1/26/96 Sale 6,900 56.438 1/29/96 Sale 22,800 56.500 1/30/96 Sale 17,100 56.771 2/01/96 Sale 96,900 57.464 2/02/96 Sale 159,600 58.961 2/05/96 Sale 69,200 59.538 =================================================================================================================================
9 Page 9 of 10 Pages EXHIBIT INDEX ------------- Exhibit 99.A Power of Attorney EX-99.A 2 POWER OF ATTORNEY 1 Page 10 of 10 Pages EXHIBIT A POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENT, that I, GEORGE SOROS, hereby make, constitute and appoint SEAN C. WARREN as my agent and attorney in fact for the purpose of executing in my name or in my personal capacity all documents, certificates, instruments, statements, filings and agreements ("documents") to be filed with or delivered to any foreign or domestic governmental or regulatory body or required or requested by any other person or entity pursuant to any legal or regulatory requirement relating to the acquisition, ownership, management or disposition of securities or other investments, and any other documents relating or ancillary thereto, including but not limited to, all documents relating to filings with the Securities and Exchange Commission (the "SEC") pursuant to the Securities Act of 1933 or the Securities Exchange Act of 1934 (the "Act") and the rules and regulations promulgated thereunder, including: (1) all documents relating to the beneficial ownership of securities required to be filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act including, without limitation: (a) any acquisition statements on Schedule 13D or Schedule 13G and any amendments thereto, (b) any joint filing agreements pursuant to Rule 13d-1(f) and (c) any initial statements of, or statements of changes in, beneficial ownership of securities on Form 3, Form 4 or Form 5 and (2) any information statements on Form 13F required to be filed with the SEC pursuant to Section 13(f) of the Act. All past acts of the attorney-in-fact in furtherance of the foregoing are hereby ratified and confirmed. This power of attorney shall be valid from the date hereof until revoked by me. IN WITNESS WHEREOF, I have executed this instrument this 27th day of October, 1994. /s/ George Soros ------------------------- GEORGE SOROS -----END PRIVACY-ENHANCED MESSAGE-----