NYSE-listed Newmont Mining Corporation has received, from a subsidiary of Barrick Gold Corporation, notice of intent to make two shareholder proposals for consideration.
The proposals, if made, would be to amend Newmont’s by-laws to lower the share ownership threshold necessary to requisition shareholder meetings to 15% from the current 25%, and to repeal all by-law amendments implemented since October 24, 2018 (there have been none).
The notice follows Barrick’s announcement on February 22, 2019, the same date as the delivery of the notice of intent, that it has reviewed the opportunity for an unsolicited, no premium merger with Newmont but has not made any decision.
Newmont does not intend to speculate about Barrick’s motivations or intentions and reserves all rights with respect to the shareholder proposals.
The pending combination of Newmont and NYSE/TSX-listed Goldcorp Inc. will create an unmatched portfolio of world-class operations, projects, Reserves, exploration opportunities, and talent.
On day one after the transaction closes, which is expected in the second quarter, Newmont Goldcorp will:
- Be immediately value-accretive to Newmont’s Net Asset Value and cash flow per share
- Generate an estimated $75 per ounce in Full Potential cost and efficiency improvements, representing annual anticipated benefits of approximately $165 million per year;
- Create a combined $265 million in expected annual pre-tax synergies and Full Potential benefits representing value creation potential of over $2.5 billion;
- Target 6-7 Moz of steady-state gold production over a decades-long time horizon;
- Have the largest gold Reserves and Resources in the gold sector, including on a per share basis;
- Be located in favorable mining jurisdictions and prolific gold districts on four continents;
- Deliver the highest dividend among senior gold producers;
- Offer financial flexibility and an investment-grade balance sheet to advance the most promising projects generating a targeted Internal Rate of Return of at least 15%;
- Feature a deep bench of accomplished business leaders and high-performing technical teams and other talent with extensive mining industry experience; and
- Maintain industry leadership in environmental, social and governance performance.
Newmont remains confident that the proposed combination of Newmont and Goldcorp represents the best opportunity to create value for its shareholders and deliver industry-leading returns for decades to come.