Announced Divestitures to Date Expected to
Generate up to $3.6 Billion in Gross Proceeds
Newmont Corporation (NYSE: NEM, TSX: NGT, ASX: NEM, PNGX: NEM)
(“Newmont” or the “Company”) announced today that it has agreed to
sell its Éléonore operation in Northern Quebec, Canada, to Dhilmar
Ltd (“Dhilmar”) for $795 million in cash consideration. The
transaction is expected to close in the first quarter of 2025,
subject to certain conditions being satisfied.1 Upon closing the
announced transactions, Newmont will have delivered up to $3.6
billion in gross proceeds from non-core asset divestitures and
investment sales.2
“Today’s announcement is another step forward in Newmont’s
journey to create a go-forward portfolio of Tier 1 gold and copper
assets, each with the scale and mine life to generate strong free
cash flows for several decades,” said Tom Palmer, Newmont's
President and Chief Executive Officer. “When we announced the
acquisition of Newcrest in 2023, we committed to generating at
least $2 billion in cash through portfolio optimization. With this
announced sale, we have meaningfully exceeded our target by more
than $1.5 billion to date. Proceeds from this transaction will
support Newmont’s comprehensive approach to capital allocation,
which includes strengthening our investment-grade balance sheet and
returning capital to shareholders.”
“We are pleased to be selling this operation to Dhilmar,” Tom
Palmer added. “They have a wealth of experience in gold and
copper mining and we believe Dhilmar will be excellent stewards of
this asset.”
Dhilmar is a newly incorporated, UK-based private mining
company. The company is led by its CEO and Managing Director,
Alexander Ramlie, and supported by board members with decades of
mining experience across a range of commodities and with both
surface and underground operations. Mr. Ramlie and his team worked
closely with Newmont in 2016 to acquire the Batu Hijau copper and
gold mine in Indonesia on behalf of PT Amman Mineral Internasional
Tbk (“Amman”). Under Mr. Ramlie’s leadership, Amman’s investment in
Batu Hijau has grown to a market capitalization exceeding $40
billion and has maintained a strong safety, environmental, and
social performance record, reflecting its commitment to sustainable
mining practices.
Divestiture Program Progress
In February 2024, Newmont announced the intent to divest its
non-core assets, including six operations and two projects from its
Australian, Ghanaian, and North American business units. With
definitive agreements in place to divest four operations and one
project, the Company is focused on completing the sales processes
for its remaining North American non-core assets, which are
expected to conclude in the first quarter of 2025.3
Total gross proceeds from transactions announced in 2024 to date
are expected to be up to $3.6 billion. This includes $3.1 billion
from non-core divestitures and $527 million from the sale of other
investments, detailed as follows:
- Up to $475 million from the sale of the Telfer operation and
Newmont's 70% interest in the Havieron project;
- Up to $1.0 billion from the sale of the Akyem operation;
- Up to $850 million from the sale of the Musselwhite
operation;
- $795 million from the sale of the Éléonore operation; and
- $527 million from the completed sale of other investments,
including the sale of the Lundin Gold stream credit facility and
offtake agreement, and the monetization of Newmont's Batu Hijau
contingent payments.
Advisers and Counsel
In connection with the Éléonore transaction, BMO Capital Markets
acted as financial adviser and Goodmans LLP acted as legal
adviser.
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.
Newmont is an industry leader in value creation, supported by
robust safety standards, superior execution, and technical
expertise. Founded in 1921, the Company 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 news release contains “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the 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. 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 in this
news release include, without limitation, (i) expectations
regarding outlook; (ii) statements regarding the sales of Éléonore,
Musselwhite, Telfer and Havieron, and Akyem, including, without
limitation, expectations regarding timing and closing of the
pending transactions, including receipt of required approvals and
satisfaction of closing conditions; (iii) expectations regarding
receipt of consideration upon closing and receipt of any deferred
contingent cash consideration in the future; (iv) expectations
regarding use of sale proceeds, capital allocation priorities, and
return capital to shareholders; (v) expectations regarding the
progress of the divestiture program and the sale of assets which
have been designated as assets held for sale; and (vi) other
statements regarding future events or results. Estimates or
expectations of future events or results are based upon certain
assumptions, which may prove to be incorrect. Assumptions include,
but are not limited to: (i) certain exchange rate assumptions
approximately consistent with current levels; (ii) certain price
assumptions for gold, copper, silver, zinc, lead and oil; and (iii)
all closing conditions being satisfied.
Divestment Programs: Expectations regarding the divestment of
assets held of sale are subject to risks and uncertainties. Based
on a comprehensive review of the Company’s portfolio of assets, the
Company’s announced a portfolio optimization program to divest six
non-core assets and a development project in February 2024. The
non-core assets to be divested include CC&V, Musselwhite,
Porcupine, Éléonore, Telfer, and Akyem, and the Coffee development
project. While the Company concluded that these non-core assets and
the development project met the accounting requirements to be
presented as held for sale there is a possibility that the assets
held for sale may exceed one year, or not occur at all, due to
events or circumstances beyond the Company's control. As of the
date of this release, no binding agreements have been entered into
with respect to the sale of CC&V, Porcupine, or the Coffee
development project. The closing of the Telfer/Havieron sale
remains conditional on satisfaction of certain conditions
including: (i) Newmont and Greatland receiving approval for the
transaction from the Foreign Investment Review Board (FIRB); (ii)
transfer of key approvals and tenements; (iii) assignment of key
contracts and leases; (iv) obtaining specific environmental
licenses; (iv) restart of operations at Telfer following
remediation of TSF8; and (v) other customary closing conditions.
Under the terms of the agreement, expected gross proceeds of up to
$475 million, which include cash consideration of $207.5 million,
due upon on closing, equity consideration of $167.5 million in the
form of Greatland shares, to be issued upon closing and deferred
contingent cash consideration of up to $100 million. No assurance
can be provided with respect to deferred consideration which may be
payable to Newmont in cash through a gold price linked payment
structure with a 50% price upside participation by Newmont in
respect of gold produced from Havieron for 5 calendar years
following the declaration of commercial production, subject to a
hurdle price of $1,850/oz. Deferred consideration for the relevant
year will be equal to 50% x (market price – hurdle price) x sum of
total gold sold for the relevant year (inc. doré and concentrate),
subject to the annual cap and the total cap. See the September 10,
2024 press release, available on Newmont’s website, for further
details re the agreement to divest Telfer and Havieron. The closing
of the Akyem transaction remains subject to the satisfaction of
certain customary conditions precedent, including but not limited
to, the purchaser obtaining the necessary filings, approvals, or
registrations from the National Development and Reform Commission,
the Ministry of Commerce and the State Administration of Foreign
Exchange of the People’s Republic of China, and the parties receipt
of a no objections letter from the Minister of Lands and Natural
Resources of the Republic of Ghana. A failure to satisfy these
conditions precedent would delay and/or prevent closing of the
transaction. Similarly, receipt of $900 million in cash
consideration is subject to closing of the transaction, and an
additional $100 million in cash consideration is expected to be
paid after the earliest to occur of the ratification of the
extended eastern mining lease by the Parliament of Ghana, the
ratification of a replacement mining lease to the extended eastern
mining lease by the Parliament of Ghana and the five-year
anniversary of the closing date. The purchase price payable at the
closing is subject to adjustments for closing cash, working
capital, inventory, finished goods inventory, and other customary
purchase price adjustment items. See the October 8, 2024 press
release, available on Newmont’s website, for further details re the
agreement to divest Akyem. The closing of the Musselwhite sale
remains subject to purchaser shareholder approval, no material
adverse changes, completion of the pre-closing reorganization and
key regulatory approvals, including Canadian Competition Act. See
the October 18, 2024 press release, available on Newmont’s website,
for further details re the agreement to divest Musslewhite. No
assurances can be provided with respect to the timing of closing or
receipt of contingent consideration. As noted in the footnotes to
this press release, the closing of the Éléonore sale remains
subject to no material adverse change and no transaction-related
litigation, the completion of the pre-closing reorganization, and
regulatory approvals, including Canadian Competition Act.
For a discussion of risks and other factors that might impact
future looking statements and future results, see the Company’s
Annual Report on Form 10-K for the year ended December 31, 2023
filed with the U.S. Securities and Exchange Commission (the “SEC”)
on February 29, 2024, under the heading “Risk Factors", and other
factors identified in the Company's reports filed with the SEC,
available on the SEC website or at www.newmont.com. The Company
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
news release, 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.
1 Closing conditions include: (i) no material adverse
change and no transaction-related litigation, (ii) the completion
of the pre-closing reorganization, and (iii) regulatory approvals,
including Canadian Competition Act. See cautionary statement at the
end of this release regarding forward-looking statements. 2
Aggregate amount is inclusive of contingent consideration. See
cautionary statement at end of this release regarding
forward-looking statements, including expectations regarding
divestments and proceeds. 3 See cautionary statement at end
of this release regarding forward-looking statements, including
expectations regarding divestments and proceeds.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20241125607065/en/
Investor Contact – Global Neil Backhouse
investor.relations@newmont.com
Investor Contact – Asia Pacific Natalie Worley
apac.investor.relations@newmont.com
Media Contact – Global Jennifer Pakradooni
globalcommunications@newmont.com
Media Contact – Canada Martin Croteau
martin.croteau@PAAinc.ca
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