Newmont Announces Agreement to Divest CC&V for up to $275 Million

Newmont Mining

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Newmont Corporation (NYSE: NEM, TSX: NGT, ASX: NEM, PNGX: NEM) ("Newmont” or the "Company”) announced today that it has agreed to sell its Cripple Creek & Victor ("CC&V”) operation in Colorado, USA, to SSR Mining Inc. ("SSR”) for up to $275 million in cash consideration. Upon closing the announced transactions, Newmont will have delivered up to $3.9 billion in gross proceeds from non-core asset divestitures and investment sales.¹ The transaction is expected to close in the first quarter of 2025, subject to certain conditions being satisfied.²

Under the terms of the agreement, Newmont expects to receive gross proceeds of up to $275 million, which includes:

• Cash consideration of $100 million, due upon closing
• Deferred contingent cash consideration of $87.5 million upon receipt of pending regulatory approvals³
• Deferred contingent cash consideration of $87.5 million upon resolution of regulatory applications relating to the Carlton Tunnel⁴

Upon completion of an updated regulator-approved closure plan and in the event aggregate closure costs at CC&V exceed $500 million, Newmont will be responsible for funding 90% of the incremental closure costs in such updated closure plan, either on an as-incurred basis or pursuant to a net present value lump sum payment option.

"We are excited to announce the continuation of our divestment program to streamline the Newmont portfolio as the leading operator of Tier 1 gold and copper assets,” said Tom Palmer, Newmont's President and Chief Executive Officer. "We are confident that SSR has the capability to deliver the next phase of life for CC&V, the employees who work there, and local stakeholders.”

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. The sale of Telfer operation and Newmont's 70% interest in the Havieron project closed on December 4, 2024. With definitive agreements in place to divest four other operations, the Company is focused on completing the divesture program for its non-core assets, which are expected to conclude in the first quarter of 2025.⁵

Total gross proceeds from transactions announced in 2024 to date are expected to be up to $3.9 billion. This includes $3.4 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;
• Up to $275 million for the sale of the CC&V 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 CC&V transaction, BMO Capital Markets acted as financial adviser and Davis Graham & Stubbs 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 CC&V, 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; and (iv) expectations regarding receipt of gross consideration; and (v) 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.

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 the Porcupine Operation or the Coffee development project. See the September 10, 2024 press release for further details re the agreement to divest Telfer and Havieron, the October 8, 2024 press release for further details re the agreement to divest Akyem, the November 18, 2024 press release for further details re the agreement to divest Musslewhite, and the November 25, 2024 press release for further details re the agreement to divest Éléonore. Each are available on Newmont’s website. Closing of such transactions remain subject to certain conditions as indicated in such releases and notes thereto. No assurances can be provided with respect to satisfaction of closing conditions, the timing of closing of the transaction or receipt of contingent consideration in the future. As noted in the footnotes to this press release, the closing of the CC&V sale remains subject to no material adverse change and no transaction-related litigation, the completion of the pre-closing reorganization, and regulatory approvals, including the Hart-Scott-Rodino Act review in the United States.

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.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241205865134/en/