Creating the World’s Leading Gold Company

Newmont to Combine with Goldcorp

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Strongest Portfolio of World Class Operating Gold Mines and Projects in Favorable Jurisdictions with Largest Reserve Base and Unmatched Exploration Potential

  • Industry-leading project pipeline on four continents
  • Unparalleled exploration potential in the most prospective gold districts around the globe
  • Apply best operating models, systems and technologies to build a safe, high-performing organization and achieve superior operational execution through Full Potential continuous improvement program
  • Strong commitment to zero harm, inclusion and diversity, and recognized industry leadership in ESG performance
  • Begin delivering a combined $365 million in expected annual pre-tax synergies, supply chain efficiencies and Full Potential improvements representing opportunity to create $4.4 billion in Net Present Value (pre-tax)7
  • Disciplined process to optimize portfolio production levels and targeting $1.0 to $1.5 billion of divestitures over the next two years4
  • 27% accretive to Newmont’s NAV per share and 34% accretive to 2020 cash flow per share 4
  • Opens up tremendous opportunities for employees across North America and beyond
  • Transaction expected to close in second quarter of 2019

Transaction Details

$10B

Equity Value

$12.5B1

Enterprise Value

Leadership & Governance

  • Proportional Board representation - 2/3 Newmont, 1/3 Goldcorp
  • Noreen Doyle to serve as Chairperson
  • Gary Goldberg, currently the CEO, will retire in the fourth quarter
  • Tom Palmer currently the President and COO, will succeed Gary as CEO
  • Rob Atkinson to succeed Tom as COO effective June 1, 2019
  • Management team appointed on a “best talent” basis
  • Headquarters: Denver, Colorado; regional offices in Vancouver, Miami, Perth and Accra

Experienced management and talented mining professionals with a proven track record of maximizing value

Combined company:
Newmont Goldcorp
To be listed on NYSE and TSX

Newmont
~65%

Shareholders Ownership

Goldcorp
~35%

Shareholders Ownership

FLEXIBILITY TO EXECUTE CAPITAL PRIORITIES & FOCUS ON HIGHEST RETURN PROJECTS

Delivering Strong, Sustainable Cash Flow and Shareholder Returns

  • Targeting sustainable production of 6-7 million ounces of gold annually4
  • Expected average project IRR of >15% across portfolio5
  • Solid, investment grade balance sheet
  • Growing margins and Reserves
  • Industry-leading dividend: stable and sustainable dividend of $0.56 per share 6
Newmont
65.4 Mozs3
Goldcorp
52.8 Mozs3
~90%

OF COMBINED RESERVES IN AMERICAS AND AUSTRALIA

World-Class Gold Mining Operations Favorable Jurisdictions2

Highest concentration of reserves and resources located in Canada, US and Australia

Barrick and Newmont Nevada Joint Venture Enables Both Companies’ Shareholders to Unlock Value and Realize Synergies

  • Matching world-class talent, extensive processing facilities and some of the most prolific gold deposits in the world to create maximum value for our shareholders and mutual stakeholders in the region
  • Goldcorp transaction and Nevada JV with Barrick are not mutually exclusive, Newmont shareholders can benefit from both
  • Mutual experience with the Turquoise Ridge Joint Venture (TRJV) and toll milling at Twin Creeks demonstrates how our respective assets and talented employees in the region can successfully work together
  • Combining Newmont’s and Barrick’s operations, assets and talent in Nevada will open the door for additional investment in exploration and development in the region and expand local opportunities for employees within the broader business

Key terms of JV:

  • Barrick serving as the operator with overall management responsibility and being subject to the supervision and direction of the JV’s Board of Directors, which will be comprised of three directors appointed by Barrick and two appointed by Newmont
  • Newmont playing an active role in supporting, managing and overseeing the JV, which includes having an equal number of representatives on the Technical, Finance and Exploration committees
  • Decisions being determined by majority vote based on each company’s respective economic interests in the JV (38.5%=Newmont; 61.5%=Barrick)
  • Newmont Properties that will be included in this joint venture are Carlin; Long Canyon; Twin Creeks; Phoenix; Lone Tree; and Turquoise Ridge (25% interest).

Gary Goldberg
CEO of Newmont

“ This agreement represents an innovative and effective way to generate long-term value from our joint assets in Nevada and represents an important step forward in expanding value creation for our shareholders. Through the joint venture, we will also continue to pursue the highest standards in safety, along with responsible and meaningful engagement with our employees, communities and other stakeholders.”

Tom Palmer
President and COO of Newmont

“ We are confident that Newmont’s demonstrated technical expertise and consistent execution will be critical in realizing the synergy opportunities of the proposed joint venture.”

  1. Newmont Mining Corporation and Goldcorp Inc. closing stock price as of January 11, 2019.

  2. Newmont Mining Corporation Operations: North America: Carlin, CC&V, Long Canyon, Phoenix, Twin Creeks; Latin America: Yanacocha, Merian; Africa: Akyem, Ahafo; Australia: Tanami, KCGM, Boddington; Goldcorp Inc. Operations: North America: Éléonore, Porcupine, Musselwhite, Red Lake; Latin America: Cerro Negro, Peňasquito, Pueblo Viejo.

  3. Reserves shown for Goldcorp as of June 30, 2018. Reserves shown for Newmont as of December 31, 2018. References to reserves herein represent gold reserves only. Newmont’s reserves were prepared in compliance with Industry Guide 7 published by the United States Securities and Exchange Commission (“SEC”). For more information, see Newmont’s most recent Annual Report on Form 10-K filed with the SEC on February 21, 2019 for the “Proven and Probable Reserve” table prepared in compliance with the SEC’s Industry Guide 7, which is available at www.sec.gov or on Newmont’s website. Newmont has not been involved in the preparation of Goldcorp’s reserve estimates. Accordingly, Newmont assumes no responsibility for such estimates. The Goldcorp reserve figures herein are as of June 30, 2018 and are sourced from Goldcorp’s public information. Goldcorp’s reserves were prepared in accordance with the Canadian National Instrument 43-101 (“NI 43-101”) pursuant to the requirements of the Canadian securities laws, which differ from the requirements of United States securities laws. The definitions used in NI 43-101 are incorporated by reference from the CIM Definition Standards adopted by CIM Council on May 10, 2014 (the “CIM Definition Standards”). U.S. reporting requirements are governed by the SEC Industry Guide 7, as followed by Newmont. These reporting standards have similar goals in terms of conveying an appropriate level of confidence in the disclosures being reported, but embody different approaches and definitions. Under Industry Guide 7 standards, a “final” or “bankable” feasibility study is typically required to report reserves or cash flow analysis to designate reserves. A breakdown of Newmont and Goldcorp’s reserves and resources are provided below:

  4. Statements relating to Newmont’s proposed acquisition of Goldcorp and related expectations or estimates of future results are considered “forward-looking statements.” The transaction remains subject to receipt of required shareholder and regulatory approvals and satisfaction of other customary closing conditions. No assurances can be provided that the transaction will close. Forward-looking information representing post-closing expectations is inherently uncertain. Estimates such as expected future production, free cash flow, divestitures, accretion, development capital, internal rate of return, synergies, full potential results, upside, net asset value, net present value creation, and asset sales following closing are preliminary in nature and subject to change. There can be no assurance that the proposed Newmont Goldcorp transaction will close or that the forward-looking information will prove to be accurate. See cautionary statement regarding forward-looking statements below. Similarly, the proposed NV joint venture also remains subject to closing, receipt of governmental approvals, if required, and satisfaction of the conditions of the implementation agreement between Barrick and Newmont. No assurances can be provided that the NV joint venture will close or that the related forward-looking information will prove to be accurate.

  5. Internal rates of return (IRR) targets on projects are calculated using an assumed $1,200 gold price.
  6. Anticipated annualized dividends represents management’s current expectations. Management’s expectations with respect to future dividends or annualized dividends “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. 2019 dividends beyond Q1 2019 have not yet been approved or declared by the Board of Directors. Investors are cautioned that such statements with respect to future dividends are non-binding. The declaration and payment of future dividends remain at the discretion of the Board of Directors and will be determined based on Newmont’s financial results, balance sheet strength, cash and liquidity requirements, future prospects, gold and commodity prices, and other factors deemed relevant by the Board. The Board of Directors reserves all powers related to the declaration and payment of dividends. Consequently, in determining the dividend to be declared and paid on the common stock of the Company, the Board of Directors may revise or terminate the payment level at any time without prior notice. As a result, investors should not place undue reliance on such statements.

  7. Net Present Value creation as used in this website is a management estimate provided for illustrative purposes, and should not be considered a GAAP or non-GAAP financial measure. Net Present Value creation represents management’s combined estimate of pre-tax synergies, supply chain efficiencies and Full Potential improvements, as a result of the proposed transaction that have been monetized and projected over a twenty year period for purposes of the estimation, applying a discount rate of 5 percent. Such estimates are necessarily imprecise and are based on numerous judgments and assumptions. Expected Net Present Value creation is a “forward-looking statement” subject to risks, uncertainties and other factors which could cause actual value creation to differ from expected value creation.