8-KAcquisitions & DispositionsCorporate ChangesRegulation FD+1

NEWMONT Corp /DE/ 8-K Report, Acquisition Completed (Apr 22, 2019)

Filed April 22, 2019For Securities:NEMNEMCL

Summary

Newmont Mining Corporation (now Newmont Goldcorp Corporation) has officially completed its business combination with Goldcorp Inc. as of April 18, 2019. This significant acquisition was executed through a share exchange, where Goldcorp shareholders received 0.3280 shares of Newmont common stock and $0.02 in cash for each Goldcorp share they held. The company has also taken on Goldcorp's outstanding debt, amounting to approximately $1.3 billion, and repaid it in full. In conjunction with the acquisition, Newmont has amended its corporate structure. Its name has officially changed to Newmont Goldcorp Corporation, and its authorized common stock has been increased to 1,280,000,000 shares to accommodate the issuance of new shares to Goldcorp's former shareholders. This transaction represents a major step in consolidating Newmont's position in the gold mining industry.

Key Highlights

  • 1Completion of the business combination between Newmont Mining Corporation and Goldcorp Inc. on April 18, 2019.
  • 2Goldcorp Inc. is now a wholly-owned subsidiary of Newmont.
  • 3Goldcorp shareholders received 0.3280 Newmont shares and $0.02 cash per Goldcorp share.
  • 4Newmont assumed and repaid approximately $1.3 billion in Goldcorp's debt.
  • 5Newmont Mining Corporation has officially changed its name to Newmont Goldcorp Corporation.
  • 6Authorized common stock increased from 750,000,000 to 1,280,000,000 shares.
  • 7The acquisition involved the exchange of various equity awards, including RSUs, options, phantom RSUs, and PSUs.

Frequently Asked Questions

This 8-K filing announces the completion of Newmont Mining Corporation's acquisition of Goldcorp Inc. and provides details regarding the transaction, including the exchange ratios, cash consideration, assumption of debt, and corporate name change.

Goldcorp shareholders received 0.3280 shares of Newmont common stock and $0.02 in cash for each Goldcorp common share they owned.

Following the completion of the arrangement, Newmont Mining Corporation has changed its name to Newmont Goldcorp Corporation.

Yes, Newmont repaid in full all obligations and liabilities owed by Goldcorp under its revolving credit facility and term loan, totaling approximately $1.3 billion.