Historic Mining-Industry Acquisition Sets the
Standard for Gold and Copper Mining
Newmont Corporation (NYSE: NEM, TSX: NGT, ASX: NEM, PNGX: NEM)
today announced it has completed the acquisition of Newcrest Mining
Limited to create the world’s leading gold company with robust
copper production.
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the full release here:
https://www.businesswire.com/news/home/20231106048474/en/
“Today marks a historic milestone in our company and the
industry with the successful completion of this transformational
acquisition of Newcrest by Newmont,” said Tom Palmer, Newmont’s
President and Chief Executive Officer. “Our attention now turns to
safely, efficiently, and responsibly integrating Newcrest’s assets
and people into Newmont’s proven operating model, so we can
accelerate the delivery of our value-focused strategy for all our
stakeholders.”
Featuring more than half of the world’s Tier 1 assets*,
Newmont’s unmatched portfolio of long-life operations,
value-accretive projects, abundant exploration opportunities, and
world-class talent will underpin year of profitable production in
the world’s most favorable jurisdictions. This expanded portfolio
will include operations with scale, margin, and mine life to
generate robust and lasting returns for decades, while supporting
best-in-class sustainability performance.
With the transaction now complete, Newmont’s acquisition of
Newcrest is expected to:
- Strengthen Newmont’s position as the responsible gold mining
leader through the combination of high-quality operations, projects
and reserves concentrated in low-risk jurisdictions, including 10
Tier 1 operations* to support decades of safe, profitable and
responsible gold and copper production,
- Generate annual pre-tax synergies of $500 million, expected to
be achieved within the first 24 months, together with at least $2
billion in cash improvements through portfolio optimization in the
first two years after closing,
- Maintain Newmont’s balanced capital allocation priorities and
industry-leading non-binding dividend payout; since closing the
Goldcorp transaction in 2019, Newmont has paid more than $5 billion
in dividends, further demonstrating our commitment to our
shareholders,
- Feature a deep bench of experienced leaders, subject matter
experts and existing regional teams in Australia and Canada with
extensive mining industry experience,
- Maintain industry leadership in environmental, social and
governance performance; and
- In connection with the transaction, Newmont issued 357,691,627
new shares of Newmont common stock, including 15,720,585 New
Newmont Shares, 341,792,611 shares underlying New Newmont CDIs and
178,431 shares underlying New Newmont PDIs.
About Newmont
Newmont is the world’s leading gold company and a producer of
copper, zinc, lead, and silver. The Company’s world-class portfolio
of assets, prospects and talent is anchored in favorable mining
jurisdictions in Africa, Australia, Latin America & Caribbean,
North America, and Papua New Guinea. Newmont is the only gold
producer listed in the S&P 500 Index and is widely recognized
for its principled environmental, social, and governance practices.
The Company is an industry leader in value creation, supported by
robust safety standards, superior execution, and technical
expertise. Newmont was founded in 1921 and has been publicly traded
since 1925.
At Newmont, our purpose is to create value and improve lives
through sustainable and responsible mining. To learn more about
Newmont’s sustainability strategy and initiatives, go to
www.newmont.com.
Cautionary Statement Regarding Forward-Looking
Statements
This communication contains “forward-looking statements” within
the meaning of Section 27A of the U.S. Securities Act of 1933, as
amended, and Section 21E of the U.S. Securities Exchange Act of
1934, as amended, which are intended to be covered by the safe
harbor created by such sections and other applicable laws and
“forward-looking information” within the meaning of applicable
Australian securities laws. Where a forward-looking statement
expresses or implies an expectation or belief as to future events
or results, such expectation or belief is expressed in good faith
and believed to have a reasonable basis. However, such statements
are subject to risks, uncertainties and other factors, which could
cause actual results to differ materially from future results
expressed, projected or implied by the forward-looking statements.
Forward-looking statements often address our expected future
business and financial performance and financial condition; and
often contain words such as “anticipate,” “intend,” “plan,” “will,”
“would,” “estimate,” “expect,” or “potential.” Forward-looking
statements may include, without limitation, statements relating to
expectations of future costs, production and profitability,
expectations relating to shareholder returns and future dividends,
expectations regarding future investment and balance sheet
strength, estimates of expected synergies, estimates of expected
incremental cash flow generation and portfolio optimization
opportunities, expectations regarding future industry leadership
and other expectations regarding the combined business.
Estimates or expectations of future events or results are based
upon certain assumptions, which may prove to be incorrect. Risks
relating to forward looking statements in regard to the combined
business and future performance may include, but are not limited
to, gold and other metals price volatility, currency fluctuations,
operational risks, increased production costs and variances in ore
grade or recovery rates from those assumed in mining plans,
political risk, community relations, conflict resolution,
governmental regulation and judicial outcomes and other risks. In
addition, material risks that could cause actual results to differ
from forward-looking statements include: the inherent uncertainty
associated with financial or other projections; the prompt and
effective integration of Newmont and Newcrest’s businesses and the
ability to achieve the anticipated synergies and value-creation
contemplated by the transaction; the outcome of any legal
proceedings that have been or may be instituted against the parties
and others related to a scheme implementation deed dated May 15,
2023, as amended from time to time; unanticipated difficulties or
expenditures relating to the integration of Newcrest; risks
relating to the value of the scheme consideration; the anticipated
size of the markets and continued demand for Newmont’s resources;
and the diversion of management time on pending transaction-related
issues. For a more detailed discussion of such risks and other
factors, see Newmont’s Annual Report on Form 10-K for the year
ended December 31, 2022, filed with the United States Securities
and Exchange Commission (“SEC”) on February 23, 2023, as updated by
the current report on Form 8-K, filed with the SEC on July 20,
2023, as well as Newmont’s other SEC filings, including the
definitive proxy statement, filed with the SEC on September 5, 2023
and Form 10-Q filed with the SEC on October 26, 2023, under the
heading “Risk Factors”, and other factors identified in Newmont’s
reports filed with the SEC, available on the SEC website or
www.newmont.com. Newcrest’s most recent annual financial report for
the fiscal year ended June 30, 2023, as well as Newcrest’s other
filings made with Australian securities regulatory authorities are
available on the ASX website (www.asx.com.au) or www.newcrest.com.
Newmont does not undertake any obligation to release publicly
revisions to any “forward-looking statement,” including, without
limitation, outlook, to reflect events or circumstances after the
date of this communication, or to reflect the occurrence of
unanticipated events, except as may be required under applicable
securities laws. Investors should not assume that any lack of
update to a previously issued “forward-looking statement”
constitutes a reaffirmation of that statement. Continued reliance
on “forward-looking statements” is at investors’ own risk.
Synergies and value creation as used herein are management
estimates provided for illustrative purposes and should not be
considered a GAAP or non-GAAP financial measure. Synergies
represent management’s combined estimate of pre-tax synergies,
supply chain efficiencies and Full Potential improvements, as a
result of the integration of Newmont’s and Newcrest’s businesses
that have been monetized for the purposes of the estimation.
Because synergies estimates reflect differences between certain
actual costs incurred and management estimates of costs that would
have been incurred in the absence of the integration of Newmont’s
and Newcrest’s businesses, such estimates are necessarily imprecise
and are based on numerous judgments and assumptions. Synergies are
“forward-looking statements” subject to risks, uncertainties and
other factors which could cause actual value creation to differ
from expected or past synergies.
Portfolio optimization as used in this press release is a
management estimate provided for illustrative purposes and should
not be considered a GAAP or non-GAAP financial measure. Because the
enhancement to cash flow estimates the differences between certain
actual cash flows and management estimates of cash flows in the
absence of the integration of Newmont’s and Newcrest’s businesses,
such estimates are necessarily imprecise and are based on numerous
judgments and assumptions. Portfolio optimization to enhance cash
flows is a “forward-looking statement” subject to risks,
uncertainties and other factors which could cause enhanced cash
flows to differ from expectations.
* “Tier 1 asset” or “Tier 1 operation” is defined as having, on
average over such asset’s mine life: (1) production of over 500,000
gold equivalent ounces per year on a consolidated basis, (2)
average All-In Sustaining Cost (“AISC”) per ounce in the lower half
of the industry cost curve, (3) an expected mine life of over 10
years, and (4) operations in countries that are classified in the A
and B rating ranges for Moody’s, S&P and Fitch. For the
definitions of such terms and metrics with respect to Newmont, see
Newmont’s Annual Report on Form 10-K on file with the SEC. Such
terms and metrics with respect to Newcrest’s assets are as
calculated by Newcrest and disclosed in public filings lodged with
the Australian Stock Exchange. With respect to other assets in the
industry, such terms and metrics are as published in public filings
of the third-party entities reporting with respect to those assets.
Our methods of calculating operating metrics, such as AISC, and
those of third parties may differ for similarly titled metrics
published by other parties due to differences in methodology.
Note regarding Toronto stock exchange approval
In obtaining Toronto Stock Exchange (“TSX”) approval, Newmont
Corporation has relied on the “Eligible International Interlisted
Issuer” exemption as set out in Section 602.1 of the TSX Company
Manual to satisfy its obligations to the TSX in connection with its
acquisition of Newcrest Mining Limited.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231106048474/en/
Media Contact Jennifer Pakradooni
+1.720.236.8170 jennifer.pakradooni@newmont.com
Investor Contact Daniel Horton
+1.303.837.5468 daniel.horton@newmont.com
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