Newmont Confirms Proposal to Combine with Newcrest

DENVER – Newmont Corporation has confirmed it submitted a non-binding proposal to acquire 100% of the issued share capital of Newcrest Mining Limited (Newcrest) by way of a scheme of arrangement. The proposed transaction would combine two of the sector’s top senior gold producers, and set the standard for sustainable and responsible gold mining.

Newmont’s proposal to combine with Newcrest is on the basis of 0.380 Newmont shares per Newcrest share, which would result in the combined company being 30 percent owned by Newcrest and 70 percent owned by Newmont. This represents a compelling opportunity for the shareholders of both companies to share in the upside of putting together two complementary businesses.

Newmont’s proposal is subject to certain customary conditions, including due diligence to the satisfaction of both parties, entry into a scheme implementation agreement and a recommendation from the Newcrest Board of Directors that Newcrest shareholders vote in favor of the proposal.

“We believe a combination of Newmont and Newcrest presents a powerful value proposition to our respective shareholders, workforce and the communities in which we operate,” said Tom Palmer, President and CEO of Newmont. “The proposed transaction would join industry-leading portfolios of assets and projects to create long-term value across the combined global business, and we welcome the consideration of Newcrest’s Board of Directors.”

Newmont remains fully committed to acting in the best interest of Newmont shareholders. Newmont and its Board of Directors advises shareholders need not take any action at this time as there can be no certainty that a transaction will be concluded.

Newmont has engaged BofA Securities, Centerview Partners LLC and Lazard as its financial advisers, and King & Wood Mallesons and White & Case LLP as its legal advisers.

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