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GOLDEN STAR RESOURCES LTD.

US:GSSTSX:GSC
No current share price held for this company.

Past year: ▲ 25%(3.00 – 4.96 CAD)

Market cap
—
Shares on issue
—
Story beats
23 since 2004
Last event
22 Feb 2022

History

Golden Star bid for IAMGold, bought St. Jude, refinanced its debt twice, and by mid-2013 was cutting costs at its Ghana mines before delisting in 2022.

2004-2005: A bid and a first acquisition

Golden Star's record opens in 2004 with an attempt at a big merger. In May it announced a proposed combination with IAMGold and disclosed an agreement with Coeur d'Alene Mines. If both companies' deals completed and both break fees were payable, the fees would be netted so that Coeur d'Alene paid Golden Star US$26 million. In June it filed to register up to 180,000,000 new shares for an offer of 1.15 Golden Star shares per IAMGold share, which it said was better than IAMGold's proposed combination with Wheaton River. On July 1 it raised the offer: holders could choose 1.25 shares, or 1.15 shares plus Cdn$0.50 in cash. The maximum number of shares registered rose to 195,652,174. The offer was to stay open until July 16, 2004. The record does not show how it ended.

In April 2005 the company sold $50 million of convertible notes to a single investor. The notes ran four years, paid 6.85% interest and converted into shares at $4.50. In September it agreed to buy St. Jude Resources at 0.72 Golden Star share per St. Jude share. That deal closed on December 21, 2005, and St. Jude became a wholly owned subsidiary. The same day Golden Star agreed to sell 29,200,000 new shares at Cdn$2.80 each.

2006-2007: Restatements and refinancing

The next two years were dominated by accounting corrections. In March 2006 the company said its first three 2005 quarterly reports would be restated, because gold forward contracts at its roughly 53%-owned subsidiary EURO Ressources did not qualify for hedge accounting. In February 2007 it said that its earlier US GAAP reconciliations, covering 2001-2005 and the first three quarters of 2006, wrongly treated Canadian-dollar warrants as equity. In March 2007 it restated the first three 2006 quarters again, after errors in valuing in-process inventory at Bogoso-Prestea. Restated nine-month 2006 net income was $33.9 million, against $36.4 million first reported.

Operations and finances moved on regardless. For 2006 the company reported reserves of 4.15 million ounces and gold sales of 201,407 ounces at an average cash operating cost of $421 an ounce. EURO Ressources ceased to be a subsidiary after share sales in December 2006 and 2007 left Golden Star with about 2%. Newmont could earn up to 51% of the Saramacca project in Suriname. In late February 2007 Golden Star agreed to sell 21,000,000 shares at US$3.60, raising $75.6 million gross.

In October 2007 it reported a third-quarter net loss of about $13.4 million and said the first quarter of commercial production at the Bogoso sulfide plant had throughput and recovery below expectations. It agreed to redeem the 6.85% notes early for US$61.76 million, and in November completed a US$125 million private placement of 4.0% convertible debentures due November 30, 2012, convertible at $5.00.

2009-2012: Fresh money and a debt swap

In May 2009 Golden Star took out a US$30 million revolving loan from Standard Chartered Bank, secured on inventory, receivables and other assets. In December 2009 it agreed to sell 20,000,000 shares at $3.75, for net proceeds of $71.6 million. Shares on issue were then roughly flat at about 258 to 259 million from 2010 to 2013.

In May 2012 the company published its own preliminary economic assessment of the West Reef area of the inactive Prestea Underground mine. It estimated 508,000 ounces of Indicated and 190,000 ounces of Inferred resource, up to 97,000 ounces a year, about $115 million of capital and a post-tax value of $107 million at $1,500 an ounce. The company stressed the study was preliminary. The board told management to proceed to a full feasibility study. A feasibility study by SRK was filed in July 2013, but its results are not in the record.

On May 31, 2012 Golden Star swapped $74.51 million of its 2012 debentures for $77.49 million of new 5.00% convertible debentures due June 1, 2017, convertible at $1.65 a share. About $50.5 million of the old debentures stayed outstanding, which the company planned to repay in cash. The swap pushed most of the debt's due date out to 2017, but the much lower conversion price means conversion would create more shares.

2013-2022: Cost cuts and delisting

On June 18, 2013, Golden Star cut its 2013 gold production guidance to 290,000-310,000 ounces, about 10% lower, after redesigning its pits for lower gold prices. Cash operating costs were still expected at $1,050-$1,150 an ounce. It cut capital spending to about $74 million and exploration to $16.5 million, and targeted about $45 million of operating cost savings. Cash was about $51 million. The company said operations remained viable at current prices. It had also moved its head office to Toronto, with Sam Coetzer as President and CEO and Jeff Swinoga as CFO.

The record then goes quiet for years. Share counts in the feed show 335,356,450 at the end of 2017 and 108,819,009 a year later, but no story beat explains the change. In January 2022 the company's exchange filed to remove a class of its securities from listing, and in February 2022 Golden Star deregistered its securities, ending its obligation to file reports with the SEC.

Written from the 23 story beats below (2004 to 22 Feb 2022), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

shares on issue market cap (log scale)

2022111m shares · C$552m market cap

  1. 22 Feb

    GOLDEN STAR RESOURCES LTD. deregistered its securities, ending its obligation to file reports with the SEC.

    listing compliance notice

    111m shC$552m
  2. 28 Jan

    GOLDEN STAR RESOURCES LTD.'s exchange filed to remove a class of its securities from listing.

    listing compliance notice

    111m shC$539m

2013259m shares · C$179m market cap

  1. 18 June

    Golden Star cut its 2013 gold production guidance to 290,000-310,000 ounces (about 10% lower than before) after re-designing its pits for lower gold prices, with cash operating costs still expected at $1,050-$1,150 per ounce. It cut 2013 capital spending to about $74 million, exploration to $16.5 million, and targets about $45 million of operating cost savings; cash was about $51 million on June 17, 2013. The company says operations are viable at current prices and cash plus operating cash flow can cover 2013 sustaining capital. The company has also moved its head office to Toronto and Sam Coetzer is now President and CEO, with Jeff Swinoga as CFO.

    production update

    259m shC$179m

2012259m shares · C$287m market cap

  1. 31 May

    The debenture exchange closed: Golden Star issued $77.49 million of 5.00% convertible debentures due June 1, 2017 (convertible at $1.65) and cancelled $74.51 million of the 4.00% debentures due Nov 2012. About $50.5 million of the old debentures remain, which the company's current plan is to repay in cash. This resolves the exchange agreed on May 17 and pushes most of the debt maturity out to 2017.

    capital raising announcement

    259m shC$287m
  2. 18 May

    Golden Star agreed to buy back $74.51 million of its 4.00% debentures due Nov 30, 2012 (from the 2007 issue) in exchange for about $77.49 million of new 5.00% convertible debentures due June 1, 2017, convertible at $1.65 per share. $50.49 million of the old debentures would remain outstanding. The new conversion price is far below the old $5.00, so conversion would create more shares than the old terms; the closing was expected about May 31, 2012.

    material agreement

    259m shC$393m
  3. 3 May

    Golden Star published its own Preliminary Economic Assessment for the West Reef area of the Prestea Underground mine (the 81%-owned mine that has been inactive). It estimates 508,000 ounces of Indicated resource and 190,000 ounces of Inferred resource at West Reef, up to 97,000 ounces a year, about $115 million of capital, and a post-tax value of $107 million at $1,500/oz gold; the board directed management to proceed to a full feasibility study. The filing says the assessment is preliminary and there is no assurance it will be realized.

    resource reserve update

    259m shC$393m

2009

  1. 4 Dec

    Golden Star signed underwriting and agency agreements to sell 20,000,000 common shares at $3.75 each, with net proceeds of $71,625,000 before offering expenses, expected to close around December 17, 2009. Underwriters hold an option for 3,000,000 more shares. The new shares dilute existing holders.

    material agreement

  2. 5 May

    Golden Star entered a US$30M revolving loan facility with Standard Chartered Bank, running to September 30, 2012, with US$15M available initially. It is secured on inventory, receivables, certain accounts and subsidiary shares, and carries interest at LIBOR (or a base rate) plus 5%, plus a 2.5% fee on unused amounts. The facility must be reduced by $3M at end-2010 and $6M at end-2011, and it requires certain financial ratios to be maintained.

    material agreement

2007

  1. 13 Nov

    Golden Star completed the private placement of US$125M of 4.0% convertible senior unsecured debentures due November 30, 2012, convertible at $5.00 per share. It used $61.76M to repay the 6.85% notes from 2005 and plans to use the rest for property development and general corporate purposes. This completes the refinancing announced October 23, and the company agreed to register resales of the debentures and conversion shares.

    capital raising announcement

  2. 23 Oct

    Golden Star agreed with holders to redeem its US$50M 6.85% convertible notes early for US$61.76M plus accrued interest, funded by a proposed private offering of up to US$125M of convertible debentures due 2012. It also expects a Q3 2007 net loss of about $13.4M (about $0.06 per share), versus a $2.3M loss in Q2, and says the Bogoso sulfide plant's first quarter of commercial production had throughput and recovery below expectations. Other items: up to US$5M committed to EURO Ressources' rights offering, with EURO to pay $3.6M owed and buy the residual Rosebel royalty for about $4.15M; an option letting Riverstone acquire the 90% Goulagou/Rounga interest in Burkina Faso; and a planned Ghana Stock Exchange listing with US$5-10M of share sales.

    material agreement

  3. 15 Mar

    Golden Star said its first three 2006 quarterly statements must be restated because of errors in how it valued in-process inventory at Bogoso-Prestea (waste-rock pre-stripping costs counted twice, overhead left out, depreciation misallocated). Restated nine-month 2006 net income is $33.9M versus $36.4M originally reported. Amended 10-Qs are expected by March 20, 2007. This is a second restatement after the warrant-accounting one on February 26.

    financial restatement

  4. 27 Feb

    Golden Star signed agreements to sell 21,000,000 new common shares at US$3.60 each (gross proceeds $75.6M), expected to close March 1, 2007, with an option for 3,150,000 more shares. This is the offering previewed by the earlier prospectus supplements, issued off the S-3 shelf declared effective May 24, 2005. It adds to the share count and so dilutes existing holders.

    material agreement

  5. 26 Feb

    Golden Star said its earlier financial statements should no longer be relied on, because the US GAAP reconciliation footnote wrongly treated warrants priced in Canadian dollars as equity instead of liabilities marked to fair value. The restatement covers 2001-2005 and the first three quarters of 2006; the main Canadian GAAP results are not restated. The filing says amended 2005 10-K and 2006 10-Q reports are being filed the same day, which resolves the amended-10-Q thread in the context.

    financial restatement

  6. 20 Feb

    Golden Star reported year-end 2006 reserves of 4.15 million ounces (3.67M at Bogoso/Prestea, 0.48M at Wassa), 2006 gold sales of 201,407 ounces at an average cash operating cost of $421/oz, and 2007 guidance of about 390,000 ounces at $389/oz. That guidance assumes the Bogoso sulfide expansion starts April 1, 2007. It also reported that EURO Ressources is now a former subsidiary: about 18 million shares were sold in December 2006 for roughly $30.0M and a further 1.7M shares in 2007 for $2.8M, leaving about a 2% stake. Newmont can earn up to 51% of the Saramacca project in Suriname by spending $6M within five years. Golden Star would hold 25% of a planned 100 MW power station (about $10M). The 8,408,334 warrants (Cdn$4.60) expired February 14, 2007. Paul Isnard is listed as a property it has a right to acquire, with inferred resources only.

    resource reserve update

2006

  1. 30 Mar

    Golden Star said its first three 2005 quarterly reports should no longer be relied on and will be restated, because gold forward contracts at its roughly 53%-owned subsidiary EURO Ressources did not qualify for hedge accounting. Restated net loss was $2.2M vs $1.4M in Q1, $3.7M vs $3.6M in Q2, and $6.7M vs $3.3M in Q3. This is an accounting change that recognizes unrealized mark-to-market losses earlier, and the company says the derivatives are economically effective. Amended 10-Qs were expected within ten days.

    financial restatement

2005

  1. 27 Dec

    On December 21, 2005, Golden Star completed the St. Jude acquisition at 0.72 Golden Star share per St. Jude share, making St. Jude a wholly-owned subsidiary. St. Jude's former CEO Michael Terrell joined the board, which grew to seven, and a Cdn$500,000 termination payment was made to his company Bluestar. The same day Golden Star signed agreements to sell 29,200,000 new shares at Cdn$2.80 each (Cdn$78,080,800 total, net of underwriters' fees), which further increases the share count.

    asset acquisition disposition

  2. 17 Nov

    On November 11, 2005, Golden Star signed the definitive Arrangement Agreement for the St. Jude deal, with the same terms as the September pre-merger agreement: 0.72 Golden Star share per St. Jude share, a seven-member board with St. Jude's CEO added, and a Cdn$4.0 million termination fee payable by St. Jude. Completion is now targeted by December 21, 2005 (previously December 16), and is conditional on resolving certain matters about St. Jude's Hwini Butre property and on St. Jude securityholder approval.

    business combination

  3. 29 Sept

    On September 27, 2005, Golden Star signed a pre-merger agreement to acquire all of St. Jude Resources Ltd. through a court-approved plan of arrangement, paying 0.72 Golden Star share per St. Jude share. St. Jude's warrants and options would convert on the same ratio, its CEO would join an expanded seven-member board, and St. Jude would owe Golden Star a Cdn$4.0 million fee if the deal is terminated in certain circumstances. A definitive agreement was to be signed by October 17, 2005, with completion targeted by December 16, 2005, subject to St. Jude securityholder approval. This is the first named acquisition and would add shares for existing holders.

    business combination

  4. 19 Apr

    On April 15, 2005, Golden Star sold $50 million of unsecured senior convertible notes to a single accredited investor (the Buyer), completing the Amaranth deal announced April 5. The notes run 48 months at 6.85% interest paid semi-annually and convert to shares at $4.50 each, so they add debt now and could add shares later. Golden Star also agreed to file a resale registration for the conversion shares, and holders may get extra shares if the company is bought in a mostly-cash change of control.

    capital raising announcement

  5. 11 Apr

    On April 5, 2005, Golden Star agreed to sell $50 million of senior unsecured convertible notes to Amaranth LLC, via Amaranth Advisors (Canada) ULC. The notes mature four years after closing, pay 6.85% interest semi-annually, and convert into shares at $4.50, so they add debt now and could add shares later. Closing still depends on definitive documents and customary conditions, and a resale registration statement is expected within 30 days of closing.

    material agreement

2004

  1. 1 July

    Golden Star raised its offer for IAMGold in Amendment No. 2 to the S-4. IAMGold holders can now choose either 1.25 Golden Star shares per IAMGold share, or 1.15 shares plus Cdn$0.50 cash, plus Cdn$0.20 cash in either case if no break fee is paid or payable by IAMGold to Wheaton River. The maximum number of Golden Star shares registered rises to 195,652,174, so existing shareholders face more dilution than under the original terms. The offer remains open until July 16, 2004 unless extended or withdrawn.

    business combination

  2. 10 June

    Golden Star filed an S-4 to register up to 180,000,000 new common shares for its offer to buy all of IAMGold's shares at 1.15 Golden Star shares per IAMGold share. The offer is open until July 16, 2004 unless extended or withdrawn, and Golden Star says it believes the deal is superior to IAMGold's proposed combination with Wheaton River announced in March 2004. This follows up the May 27 announcement and would issue new Golden Star shares to IAMGold holders.

    business combination

  3. 28 May

    Golden Star announced a proposed business combination with IAMGold Corporation and disclosed an agreement with Coeur d'Alene Mines, which has proposed its own combination with Wheaton River Minerals. If both deals complete and both break fees are payable, the fees are netted so that Coeur d'Alene pays Golden Star US$26 million.

    business combination