Original News Release
Newmont releases early tender results
Mr. Neil Backhouse reports
NEWMONT CORPORATION ANNOUNCES SUCCESSFUL EARLY TENDER RESULTS OF ITS TENDER OFFERS FOR $2 BILLION OF CERTAIN OUTSTANDING SERIES OF NOTES
Newmont Corp. has released the early tender results of its previously announced offers to purchase for cash up to the aggregate cap (as defined below) of its outstanding series of notes listed in the attached table. The tender offers are being made pursuant to the terms and subject to the conditions set forth in the offer to purchase, dated July 28, 2025.
Newmont has been advised by the information and tender agent (as defined below) for the tender offers that as of 5 p.m. Eastern Time on Aug. 8, 2025, the aggregate principal amount of each series of notes listed in the attached table had been validly tendered and not validly withdrawn in each tender offer. Withdrawal rights for the notes expired at 5 p.m. Eastern Time on Aug. 8, 2025.
Because the pool 1 notes validly tendered and not validly withdrawn prior to or at the early tender date have an aggregate principal amount that exceeds the pool 1 maximum amount, Newmont does not expect to accept for purchase all pool 1 notes that have been validly tendered and not validly withdrawn prior to or at the early tender date. Rather, subject to the pool 1 maximum amount and the acceptance priority levels set forth in the attached table, in each case as further described in the offer to purchase, Newmont expects to accept for purchase all of the 2.800 per cent senior notes due 2029 and 2.250 per cent senior notes due 2030 validly tendered and not validly withdrawn prior to or at the early tender date. Newmont expects to accept for purchase the 3.250 per cent notes due 2030 validly tendered and not validly withdrawn prior to or at the early tender date, subject to proration as set forth in the offer to purchase. As described further in the offer to purchase, notes tendered and not accepted for purchase will be promptly credited to the tendering holder's account. Additionally, because the pool 1 notes validly tendered and not validly withdrawn prior to or at the early tender date have an aggregate principal amount that exceeds the pool 1 maximum amount, Newmont does not expect to accept for purchase any pool 1 notes tendered after the early tender date on a subsequent settlement date. The tender offers for the pool 1 notes will expire at 5 p.m. Eastern Time on Aug. 25, 2025. Newmont has increased the previously announced pool 1 maximum amount from $1-billion to $1,000,030,000 and the previously announced aggregate cap from $2-billion to $2,000,030,000 aggregate principal amount of its notes.
Because the pool 2 notes validly tendered and not validly withdrawn prior to or at the early tender date have an aggregate principal amount that exceeds the pool 2 maximum amount, Newmont does not expect to accept for purchase all pool 2 notes that have been validly tendered and not validly withdrawn prior to or at the early tender date. Rather, subject to the pool 2 maximum amount and the acceptance priority levels set forth in the attached table, in each case as further described in the offer to purchase, Newmont expects to accept for purchase all of the 6.250 pepr cent senior notes due 2039 and 4.875 per cent senior notes due 2042 validly tendered and not validly withdrawn prior to or at the early tender date. Newmont expects to accept for purchase the 5.750 per cent notes due 2041 validly tendered and not validly withdrawn prior to or at the early tender date, subject to proration as set forth in the offer to purchase. Newmont does not expect to accept for purchase any of the 5.450 per cent notes due 2044, 5.875 per cent notes due 2035 and 2.600 per cent sustainability-linked notes due 2032. As described further in the offer to purchase, notes tendered and not accepted for purchase will be promptly credited to the tendering holder's account. Additionally, because the pool 2 notes validly tendered and not validly withdrawn prior to or at the early tender date have an aggregate principal amount that exceeds the pool 2 maximum amount, Newmont does not expect to accept for purchase any pool 2 notes tendered after the early tender date on a subsequent settlement date. The tender offers for the pool 2 notes will expire on the expiration date.
The total consideration per $1,000 principal amount of the notes of a series validly tendered (and not validly withdrawn) prior to or at the early tender date and accepted for purchase pursuant to the applicable tender offer will be determined in the manner described in the offer to purchase by reference to: (i) the applicable fixed spread for such series of notes set forth in the attached table; and (ii) the applicable yield for such series of notes based on the bid-side price of the applicable U.S. treasury reference security set forth in the attached table, as displayed on the applicable page on the Bloomberg reference page FIT6 (with respect to the pool 1 tender offers) and FIT1 (with respect to the pool 2 tender offers), as applicable, at 10 a.m. Eastern Time on Aug. 11, 2025, as such time and date may be extended. Only holders of notes who validly tendered and did not validly withdraw their notes prior to or at the early tender date are eligible to receive the applicable total consideration, which is inclusive of an early tender payment equal to $50 per $1,000 principal amount of notes, for each series of notes accepted for purchase. In addition to the applicable total consideration for such series of notes, holders of notes of such series accepted for purchase pursuant to the applicable tender offer will receive accrued and unpaid interest on the notes accepted for purchase pursuant to the applicable tender offer from and including the most recent interest payment date to but excluding the early settlement date, which is currently expected to be Aug. 13, 2025.
Newmont will issue a news release specifying the total consideration for each series of notes expected to be accepted for purchase. Newmont's obligation to accept for purchase, and to pay for, the notes that are validly tendered (and not validly withdrawn) pursuant to the tender offers is subject to the satisfaction or waiver by Newmont of certain conditions to the tender offers set forth in the offer to purchase. Each tender offer is not conditioned upon the completion of the other tender offers. In addition, the tender offers are not conditioned on any minimum aggregate principal amount of notes of a series being tendered.
BMO Capital Markets Corp., Goldman Sachs & Co. LLC, and J.P. Morgan Securities LLC are acting as the dealer managers in connection with the tender offers. D.F. King & Co. Inc. is acting as the information and tender agent in connection with the tender offers. Requests for assistance relating to the tender offers, or for additional copies of the offer to purchase or other related documents, may be directed to: BMO Capital Markets at 212-702-1840 (collect) and 833-418-0762 (toll-free); Goldman Sachs at 212-934-0773 (collect) and 800-828-3182 (toll-free); and J.P. Morgan Securities at 212-834-3554 (collect) and 866-834-4666 (toll-free), or to the information and tender agent at 212-257-2639 (banks and brokers) and 866-342-4881 (toll-free). Holders of the notes may also contact their broker, dealer, commercial bank, trust company, or other nominee or intermediary, for assistance concerning the tender offers. Holders of the notes are urged to review the offer to purchase for the detailed terms of the tender offers and the procedures for tendering their notes.
Neither the offer to purchase nor any related documents have been filed with the U.S. Securities and Exchange Commission, nor have any such documents been filed with or reviewed by any federal or state securities commission or regulatory authority of any country. No authority has passed upon the accuracy or adequacy of the offer to purchase or any related documents, and it is unlawful and may be a criminal offense to make any representation to the contrary.
About Newmont Corp.
Newmont is the world's leading gold company and producer of copper, zinc, lead and silver. Newmont's world-class portfolio of assets, prospects and talent is anchored in favourable mining jurisdictions in Africa, Australia, Latin America and the 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, Newmont has been publicly traded since 1925.
Newmont's purpose is to create value and improve lives through sustainable and responsible mining.
We seek Safe Harbor.
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