Newmont Mining Corporation 8-K

Summary

Nevada Gold Mines joint venture agreement and dispute settlement. Newmont and Barrick agreed to contribute excluded projects to the JV, resolve all outstanding JV-related disputes, and update governance provisions. Newmont also consented to Barrick’s proposed North American gold assets IPO.

Key Figures

• Consideration: Newmont will pay Barrick $1.95B in cash within 30 days after Barrick contributes Fourmile. At the project contributions, Newmont and Barrick will be deemed to contribute $1.95B and approximately $3.11B, respectively, to the JV; the JV will assume the projects’ associated liabilities.
• Projects: Barrick’s Fourmile and Newmont’s Fiberline and Mike developments are to be contributed simultaneously as soon as reasonably practicable. The revised agreement changes future property-contribution valuation and dilution procedures and certain approval rights for senior JV leadership.

Investor Takeaways

• Watch for completion and timing of the project contributions, which trigger the cash payment and transfer of associated liabilities to the JV.
• Barrick’s proposed IPO remains a future event; its timing, structure, approvals and listing requirements are identified as risks.