02:52:20 EDT Sun 19 May 2024
Enter Symbol
or Name
USA
CA



Newmont Corp
Symbol NGT
Shares Issued 1,153,617,667
Close 2023-11-24 C$ 51.39
Market Cap C$ 59,284,411,907
Recent Sedar Documents

Newmont begins exchange offers for Newcrest notes

2023-11-27 10:46 ET - News Release

Ms. Jennifer Pakradooni reports

NEWMONT COMMENCES EXCHANGE OFFERS AND CONSENT SOLICITATIONS

Newmont Corp. has commenced, in connection with its acquisition of Newcrest Mining Ltd., offers to exchange any and all outstanding notes issued by Newcrest Finance Pty. Ltd., a wholly owned subsidiary of Newmont (together with Newmont, the issuers), for (1) up to $1.65-billion aggregate principal amount of new notes to be issued by the issuers and (2) cash, in each case, as set forth in the attached table.

The attached table sets forth the exchange consideration, the early tender premium and the total exchange consideration for each series of existing Newcrest notes.

In conjunction with the exchange offers, the issuers are soliciting consents to adopt certain proposed amendments to each of the indentures governing the existing Newcrest notes. The proposed amendments would eliminate certain covenants, restrictive provisions, events of default and related provisions from such indentures.

Each exchange offer and consent solicitation is conditioned upon the completion of the other exchange offers and consent solicitations, although the issuers, in their sole discretion, may waive such condition at any time with respect to any one or more of the exchange offers. Any waiver of a condition by the issuers with respect to an exchange offer will automatically waive such condition with respect to the corresponding consent solicitation.

The exchange offers and the consent solicitations are being made pursuant to the terms and subject to the conditions set forth in the offering memorandum and consent solicitation statement, dated Nov. 27, 2023.

Holders who validly tender (and do not validly withdraw) their existing Newcrest notes at or prior to 5 p.m. Eastern Standard Time on Dec. 8, 2023, unless extended, will be eligible to receive the applicable total exchange consideration as set forth in the attached table. The total exchange consideration includes the applicable early tender premium as set forth in the attached table, for all such existing Newcrest notes that are accepted for exchange. Holders who validly tender their existing Newcrest notes after the early tender date but prior to 5 p.m. Eastern Standard Time on Dec. 26, 2023, unless extended, will not be eligible to receive the applicable early tender premium as set forth in the attached table. Those holders will only be eligible to receive the applicable exchange consideration as set forth in the attached table on the settlement date. The settlement date is expected to be promptly after the expiration date.

Documents relating to the exchange offers and the consent solicitations will only be distributed to eligible holders of existing Newcrest notes who complete and return an eligibility form confirming that they are either (a) a qualified institutional buyer, as that term is defined in Rule 144A under the Securities Act of 1933, as amended, or (b) a person that is outside the United States and is (i) not a U.S. person, as those terms are defined in Rule 902 under the Securities Act and (ii) a non-U.S. qualified offeree (as defined in the offering memorandum and consent solicitation statement). The complete terms and conditions of the exchange offers and the consent solicitations are described in the offering memorandum and consent solicitation statement, a copy of which may be obtained by contacting D.F. King & Co. Inc., the exchange agent and the information agent in connection with the exchange offers and the consent solicitations, at 800-713-9960 (toll-free) or 212-269-5550 (banks and brokers). The eligibility form is available on D.F. King's or by e-mailing D.F. King at newmont@dfking.com.

About Newmont Corp.

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 favourable mining jurisdictions in Africa, Australia, Latin America and the 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.

We seek Safe Harbor.

© 2024 Canjex Publishing Ltd. All rights reserved.