DENVER--(BUSINESS WIRE)--
Newmont
Mining Corporation (NYSE: NEM) (Newmont or the Company) today
announced the composition of Newmont
Goldcorp’s Executive Leadership Team following closing of the
transaction which is expected in the second quarter.
“As previously
announced in January, leadership of Newmont Goldcorp will feature
some of the industry’s best talent and most experienced mining
executives known for superior operational execution, consistent project
delivery and leadership in safety and sustainability,” said Gary
Goldberg, Chief Executive Officer.
“Going forward, Newmont Goldcorp will maintain its focus on the success
and continuity of our business through strategic leadership development,
building high performing teams, and robust succession planning,” said
Tom Palmer, President and Chief Operating Officer. “This focus ensures
that Newmont Goldcorp will maintain deep bench strength and top talent
to effectively run our business, achieve competitive advantage and
continue to deliver superior business results and long-term value for
our shareholders and other stakeholders.”
The appointment of the accomplished mining leaders outlined below was
based on a number of criteria including experience, team performance,
and values-based leadership.
Newmont Goldcorp’s Executive Leadership Team
(reporting to Gary Goldberg, CEO, through Q4)
-
Tom Palmer – President (effective 1 June)
-
Rob Atkinson – Executive Vice President and Chief Operating
Officer (effective 1 June; reporting to Tom Palmer)
-
Nancy Buese – Executive Vice President and Chief Financial
Officer (no change)
-
Jennifer Cmil – Executive Vice President, Human Resources
(effective Q4 2019)
-
Randy Engel – Executive Vice President, Strategic Development
(no change)
-
Dean Gehring – Executive Vice President and Chief Technology
Officer (effective 1 June)
-
Steve Gottesfeld – Executive Vice President and Chief
Sustainability and External Affairs Officer (effective 1 June)
-
Nancy Lipson – Executive Vice President and General Counsel
(effective 1 June)
-
Marcelo Godoy – Senior Vice President, Exploration (no change)
Immediately upon closing of the transaction, Newmont
Goldcorp will:
-
Be accretive to Newmont’s Net Asset Value per share by 27 percent, and
34 percent accretive to the Company’s 2020 cash flow per share;i
-
Begin delivering a combined $365 million in expected annual pre-tax
synergies, supply chain efficiencies and Full Potential improvements
representing the opportunity to create $4.4 billion in Net Present
Value (pre-tax);ii
-
Target 6-7 million ounces of steady-state gold production over a
decades-long time horizon;i
-
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;iii
-
Offer financial flexibility and an investment-grade balance sheet to
advance the most promising projects generating a targeted Internal
Rate of Return (IRR) of at least 15 percent;iv
-
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 Goldcorp Leadership (current
biographies)
Gary Goldberg, Chief Executive Officer
Gary Goldberg has served as Chief Executive Officer and member of the
Board of Directors of Newmont Mining Corporation since March 2013. He
served as President and Chief Executive Officer from March 2013 until
November 2018, and previously served as President and Chief Operating
Officer since July 2012 and as Executive Vice President and Chief
Operating Officer since December 2011. Prior to joining Newmont, Mr.
Goldberg was President and Chief Executive Officer of Rio Tinto
Minerals, and served in leadership roles in Rio Tinto’s coal, gold,
copper and industrial minerals businesses. Mr. Goldberg has more than 35
years of experience in the mining industry and was inducted into the
American Mining Hall of Fame in 2017. He is the current Vice Chair of
the World Gold Council and Treasurer of the International Council on
Mining and Metals, and served as Chair of the National Mining
Association in the United States from 2008 to 2010.
Tom Palmer, President and Chief Operating Officer
In October of 2018, Tom Palmer was
promoted to serve as Newmont’s President and Chief Operating
Officer. Since May of 2016, when he was appointed Executive Vice
President and Chief Operating Officer – with more than 85 percent of
Newmont’s workforce reporting through to him – Newmont has generated
more than $2 billion in free cash flow and commissioned two new mines
and five expansions on four continents, on or ahead of schedule and
within or below budget. Project optimization work under Mr. Palmer’s
leadership has also positioned Newmont’s robust project pipeline as
among the best in the gold sector through capital discipline and a focus
on returns. Prior to assuming leadership of Newmont’s operations and
projects in 2016, Mr. Palmer led the Company’s business in the Asia
Pacific region, which generated nearly 40 percent of Newmont’s revenues
at the time. Before being recruited to join Newmont in 2014, Mr. Palmer
served as Chief Operating Officer for Pilbara Mines at Rio Tinto Iron
Ore. Mr. Palmer’s 25-year career in mining includes leadership roles in
Rio Tinto’s bauxite and aluminum, coal, copper, iron ore, and technology
businesses where he gained extensive experience building and leading
high-performing global teams to enhance safety, profitability,
sustainability, and diversity and inclusion.
Rob
Atkinson
, Executive Vice President and Chief Operating Officer
With 25 years of mining industry experience, Rob Atkinson has held a
variety of roles leading operations and business improvement efforts in
Australia, the United Kingdom and the United States. Most recently, he
served as Head of Productivity and Technical Support for Rio Tinto and
was responsible for the company’s $5 billion productivity improvement
strategy. Mr. Atkinson also served as Chief Operating Officer for Rio
Tinto’s portfolio of copper interests in Mongolia, the US, Chile and
Indonesia. Previously he led ASX-listed Energy Resources of Australia as
Chief Executive and Director, and served as General Manager of Weipa
Bauxite, one of the world’s largest bauxite operations. During his
tenure with Rio Tinto, Mr. Atkinson oversaw the establishment of three
technical centers of excellence, including Surface Mining, Underground
Mining and Processing. Mr. Atkinson also has extensive operational
experience in iron ore and surface and underground coal mining. He holds
a 1st Class Honors Bachelor’s degree in Mining and Petroleum
Engineering from Strathclyde University in Scotland.
Nancy Buese, Executive Vice President and Chief Financial Officer
Nancy Buese was appointed Executive Vice President and Chief Financial
Officer effective October 31, 2016. Nancy brings 25 years of experience
in finance leadership roles and joined Newmont having most recently
served as Executive Vice President and CFO for MPLX, a publicly traded
energy company formed by Marathon Petroleum Corporation. Prior to MPLX’s
acquisition of MarkWest Energy Partners in 2015, Ms. Buese served for 11
years as Executive Vice President and Chief Financial Officer of
MarkWest. Having worked in public accounting for 12 years, Ms. Buese
also is a former Partner with Ernst & Young. She earned her degree in
Accounting and Business Administration from the University of Kansas and
is a Certified Public Accountant.
Jennifer Cmil, Vice President, Talent Management
Jen Cmil was appointed Vice President, Talent Management in February
2018 after having served as Group Executive, Human Resources since April
2014 and Senior Director, Human Resources since 2010 when she joined
Newmont. Prior to Newmont, Ms. Cmil held leadership positions in human
resources across multiple industries, including Vice President of Human
Resources at Level 3 Telecommunications, Senior Human Resources Director
at KB Home and Human Resources Business Partner at Sun Microsystems,
where she began her career in 1994. Ms. Cmil has a proven track record
of partnering with senior leaders to increase performance and engagement
through partnership with HR and she is passionate about developing
individuals and teams. Ms. Cmil received her Bachelor of Science degree
from Syracuse University and her Masters of Industrial and Labor
Relations from Cornell University. Ms. Cmil will become Executive Vice
President, Human Resources, on June 1, 2019.
Randy Engel, Executive Vice President, Strategic Development
Randy Engel was elected Executive Vice President, Strategic Development
in September 2008, after having served as Senior Vice President,
Strategy and Corporate Development since 2007. Mr. Engel has been with
the Company since 1994, and has served in various capacities in the
areas of business planning, corporate treasury and human resources. Mr.
Engel holds a Master of Science degree in Finance from the University of
Denver, and a Bachelor degree in Business Administration from the
University of Colorado.
Dean Gehring, Senior Vice President, South America
Dean Gehring joined Newmont as Regional Senior Vice President, South
America in June 2017. He brings over 25 years of global operational
experience, having lived in Canada, Indonesia, Peru and the US. Prior to
joining Newmont, he spent 14 years with global miner Rio Tinto, in a
variety of executive roles including President and Chief Executive
Officer of Rio Tinto Minerals, Global Head of Safety and Security and
General Manager of Resource Development for the Oyu Tolgoi mine in
Mongolia. Mr. Gehring previously worked as Manager of Technical Services
at Freeport’s Grasberg mine and held various operational and technical
roles with BHP Billiton prior to working for Freeport. He earned his
Bachelors of Science degree in Mining Engineering from the University of
Idaho, and his Masters of Science in Project Management from the
University of Aberdeen in Scotland. Mr. Gehring holds a Nevada
Professional Engineering registration and Project Management
Professional certification. In addition to having published papers for
mining and project management journals, he has served on university
advisory boards and is currently the co-chair of the SME Foundation
Corporate Giving Committee. Mr. Gehring will become Executive Vice
President and Chief Technology Officer on June 1, 2019.
Stephen Gottesfeld, Executive Vice President and General Counsel
Steve Gottesfeld joined Newmont in 1997 and serves as Executive Vice
President and General Counsel. In his current role, he leads a global
team of more than 50 professionals focused on leading governance
practices and providing sound legal and business advice. A focus of the
team's work is ensuring, through the Ethics and Compliance program, that
Newmont and its employees have the support necessary to work in
accordance with the company’s Code of Conduct, Global Policies and
Standards. Prior to leading Newmont’s Legal, Land and Ethics and
Compliance functions, Mr. Gottesfeld served as Vice President of
Communications and Public Affairs from 2006 to 2010. From 2004 to 2006,
he was Newmont’s Associate General Counsel responsible for our Latin
America, Africa and Central Asia legal offices. From 2002 to 2004, Mr.
Gottesfeld was Newmont’s Associate General Counsel and General Manager
of Newmont Peru S.R.L. in Lima, Peru. Prior to joining Newmont in 1997
as Senior Counsel, Mr. Gottesfeld was an Associate at Holland & Hart
LLP. He earned a law degree and a Master’s degree in International
Affairs from the University of Denver in 1993 and received a Bachelor of
Arts degree in Economics from The Colorado College in 1989. Mr.
Gottesfeld will become Executive Vice President and Chief Sustainability
and External Affairs Officer on June 1, 2019.
Nancy Lipson, Vice President and Deputy General Counsel
Nancy Lipson was elected Vice President and Deputy General Counsel in
February 2013, after having served as Associate General Counsel and
Assistant Secretary since January 2010 in the substantive areas of
commercial litigation, employment advice/litigation and executive
compensation legal advice. Ms. Lipson’s role expanded to also include
responsibility for global ethics and compliance, and subsequently
shifted to include responsibility for global operational legal
functions. From July 2005 to January 2010, Ms. Lipson was Assistant
General Counsel. Prior to joining Newmont in July 2005, she was Senior
Counsel for Sports Authority and for Qwest Communications, and an
Associate with the law firm of Otten, Johnson, Robinson, Neff &
Ragonetti, P.C. She earned a law degree from the University of
California, Hastings College of the Law in 1995 and received a Bachelor
of Arts degree in Political Science from Colorado College in 1991. Ms.
Lipson will become Executive Vice President and General Counsel on June
1, 2019.
Marcelo Godoy, Senior Vice President, Exploration
Marcelo Godoy joined Newmont in 2012 as Group Executive, Technical
Services and was promoted to Vice President, Resource Evaluation and
Mine Planning in 2017, and most recently to Senior Vice President,
Exploration in December 2018. Bringing over 20 years of experience to
his tenure at Newmont, he has led the development of numerous innovation
programs, including a world-class orebody risk management system, and
Smart Mine, one of the company’s Operational Technology and Innovation
initiatives. Mr. Godoy’s extensive international experience includes
expertise in gold, copper and iron ore through resource development and
technology projects in Africa, Australia, Europe, North America, and
South America. Prior to joining Newmont, he was the leader of Ore
Evaluation Services for Golder Associates in South America, and served
on their global Board. Mr. Godoy is a world renowned Geoscientist and
holds a M.Sc. degree in Geostatistics and a Ph.D. Strategic Mine
Planning from the WH Bryan Mining Geology Research Centre at the
University of Queensland in Australia.
About Newmont
Newmont is a leading gold and copper producer. The Company’s operations
are primarily in the United States, Australia, Ghana, Peru and Suriname.
Newmont is the only gold producer listed in the S&P 500 Index and was
named the mining industry leader by the Dow Jones Sustainability World
Index in 2015, 2016, 2017 and 2018. The Company is an industry leader in
value creation, supported by its leading technical, environmental,
social and safety performance. Newmont was founded in 1921 and has been
publicly traded since 1925.
Cautionary Statement Regarding Forward-Looking Statements:
This press release contains “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 and “forward-looking information” within the
meaning of applicable Canadian securities laws. Where a forward-looking
statement expresses or implies an expectation or belief as to future
events or results, such expectation or belief is expressed in good faith
and believed to have a reasonable basis. However, such statements are
subject to risks, uncertainties and other factors, which could cause
actual results to differ materially from future results expressed,
projected or implied by the forward-looking statements. Forward-looking
statements often address our expected future business and financial
performance and financial condition, and often contain words such as
“anticipate,” “intend,” “plan,” “will,” “would,” “estimate,” “expect,”
“believe,” “target,” “indicative,” “preliminary,” or “potential.”
Forward-looking statements in this press release may include, without
limitation: (i) statements relating to Newmont’s planned acquisition of
Goldcorp (the “proposed transaction”) and the expected terms, timing and
closing of the proposed transaction, including receipt of required
approvals and satisfaction of other customary closing conditions and
expected changes among and appointments to the executive leadership
team; (ii) estimates of future production and sales, including expected
annual production range; (iii) estimates of future costs applicable to
sales and all-in sustaining costs; (iv) expectations regarding
accretion; (v) estimates of future capital expenditures; (vi) estimates
of future cost reductions, efficiencies and synergies, including,
without limitation, G&A savings, supply chain efficiencies, full
potential improvement, integration opportunities and other improvements
and savings; (vii) expectations regarding future exploration and the
development, growth and potential of Newmont’s and Goldcorp’s
operations, project pipeline and investments, including, without
limitation, project returns, expected average IRR, schedule, decision
dates, mine life, commercial start, first production, capital average
production, average costs and upside potential; (viii) expectations
regarding future investments or divestitures; (ix) expectations of
future dividends and returns to stockholders; (x) expectations of future
free cash flow generation, liquidity, balance sheet strength and credit
ratings; (xi) expectations of future equity and enterprise value; (xii)
expectations of future plans and benefits; (xiii) expectations regarding
future mineralization, including, without limitation, expectations
regarding reserves and resources, grade and recoveries; and (xiv)
estimates of future closure costs and liabilities. Estimates or
expectations of future events or results are based upon certain
assumptions, which may prove to be incorrect. Such assumptions, include,
but are not limited to: (i) there being no significant change to current
geotechnical, metallurgical, hydrological and other physical conditions;
(ii) permitting, development, operations and expansion of Newmont’s and
Goldcorp’s operations and projects being consistent with current
expectations and mine plans, including, without limitation, receipt of
export approvals; (iii) political developments in any jurisdiction in
which Newmont and Goldcorp operate being consistent with its current
expectations; (iv) certain exchange rate assumptions for the Australian
dollar or the Canadian dollar to the U.S. dollar, as well as other
exchange rates being approximately consistent with current levels; (v)
certain price assumptions for gold, copper, silver, zinc, lead and oil;
(vi) prices for key supplies being approximately consistent with current
levels; (vii) the accuracy of current mineral reserve, mineral resource
and mineralized material estimates; and (viii) other planning
assumptions. Risks relating to forward-looking statements in regard to
the Newmont’s and Goldcorp’s business and future performance may
include, but are not limited to, gold and other metals price volatility,
currency fluctuations, operational risks, increased production costs and
variances in ore grade or recovery rates from those assumed in mining
plans, political risk, community relations, conflict resolution
governmental regulation and judicial outcomes and other risks. In
addition, material risks that could cause actual results to differ from
forward-looking statements include: the inherent uncertainty associated
with financial or other projections; the prompt and effective
integration of Newmont’s and Goldcorp’s businesses and the ability to
achieve the anticipated synergies and value-creation contemplated by the
proposed transaction; the risk associated with Newmont’s and Goldcorp’s
ability to obtain the approval of the proposed transaction by their
stockholders required to consummate the proposed transaction and the
timing of the closing of the proposed transaction, including the risk
that the conditions to the transaction are not satisfied on a timely
basis or at all and the failure of the transaction to close for any
other reason; the risk that a consent or authorization that may be
required for the proposed transaction is not obtained or is obtained
subject to conditions that are not anticipated; the outcome of any legal
proceedings that may be instituted against the parties and others
related to the arrangement agreement; unanticipated difficulties or
expenditures relating to the transaction, the response of business
partners and retention as a result of the announcement and pendency of
the transaction; potential volatility in the price of Newmont Common
Stock due to the proposed transaction; the anticipated size of the
markets and continued demand for Newmont’s and Goldcorp’s resources and
the impact of competitive responses to the announcement of the
transaction; and the diversion of management time on transaction-related
issues. For a more detailed discussion of such risks and other factors,
see Newmont’s 2018 Annual Report on Form 10-K, filed with the Securities
and Exchange Commission (SEC) as well as the Company’s other SEC
filings, available on the SEC website or www.newmont.com,
Goldcorp’s most recent annual information form as well as Goldcorp’s
other filings made with Canadian securities regulatory authorities and
available on SEDAR, on the SEC website or www.goldcorp.com.
Newmont is not affirming or adopting any statements or reports
attributed to Goldcorp (including prior mineral reserve and resource
declaration) in this press release or made by Goldcorp outside of this
press release. Goldcorp is not affirming or adopting any statements or
reports attributed to Newmont (including prior mineral reserve and
resource declaration) in this press release or made by Newmont outside
of this press release. Newmont and Goldcorp do not undertake any
obligation to release publicly revisions to any “forward-looking
statement,” including, without limitation, outlook, to reflect events or
circumstances after the date of this press release, or to reflect the
occurrence of unanticipated events, except as may be required under
applicable securities laws. Investors should not assume that any lack of
update to a previously issued “forward-looking statement” constitutes a
reaffirmation of that statement. Continued reliance on “forward-looking
statements” is at investors’ own risk.
Additional information about the proposed transaction and where to
find it
This communication is not intended to and does not constitute an offer
to sell or the solicitation of an offer to subscribe for or buy or an
invitation to purchase or subscribe for any securities or the
solicitation of any vote or approval in any jurisdiction, nor shall
there be any sale, issuance or transfer of securities in any
jurisdiction in contravention of applicable law. This communication is
being made in respect of the proposed transaction involving the Company
and Goldcorp pursuant to the terms of an Arrangement Agreement by and
among the Company and Goldcorp and may be deemed to be soliciting
material relating to the proposed transaction. In connection with the
proposed transaction, the Company filed a proxy statement relating to a
special meeting of its stockholders with the SEC on March 11, 2019
Additionally, the Company filed and will file other relevant materials
in connection with the proposed transaction with the SEC. Security
holders of the Company are urged to read the proxy statement regarding
the proposed transaction and any other relevant materials carefully in
their entirety when they become available before making any voting or
investment decision with respect to the proposed transaction because
they contained and will contain important information about the proposed
transaction and the parties to the transaction. The definitive proxy
statement was mailed to the Company’s stockholders on March 14, 2019.
Stockholders of the Company are able to obtain a copy of the proxy
statement, the filings with the SEC that have been and will be
incorporated by reference into the proxy statement as well as other
filings containing information about the proposed transaction and the
parties to the transaction made by the Company with the SEC free of
charge at the SEC’s website at www.sec.gov,
on the Company’s website at www.newmont.com/investor-relations/default.aspx
or by contacting the Company’s Investor Relations department at jessica.largent@newmont.com
or by calling 303-837-5484. Copies of the documents filed with the SEC
by Goldcorp are available free of charge at the SEC’s website at www.sec.gov.
Participants in the proposed transaction solicitation
The Company and its directors, its executive officers, members of its
management, its employees and other persons, under SEC rules, may be
deemed to be participants in the solicitation of proxies of the
Company’s stockholders in connection with the proposed transaction.
Investors and security holders may obtain more detailed information
regarding the names, affiliations and interests of certain of the
Company’s executive officers and directors in the solicitation by
reading the Company’s 2018 Annual Report on Form 10-K filed with the SEC
on February 21, 2019, its proxy statement relating to its 2018 Annual
Meeting of Stockholders filed with the SEC on March 9, 2018 and other
relevant materials filed with the SEC when they become available.
Additional information regarding the interests of such potential
participants in the solicitation of proxies in connection with the
proposed transaction are set forth in the proxy statement related to the
proposed transaction filed with the SEC on March 11, 2019, and mailed to
stockholders on March 14, 2019. Additional information concerning
Goldcorp’ executive officers and directors is set forth in its 2017
Annual Report on Form 40-F filed with the SEC on March 23, 2018, its
management information circular relating to its 2018 Annual Meeting of
Stockholders filed with the SEC on March 16, 2018 and other relevant
materials filed with the SEC when they become available.
i Caution Regarding Projections: Projections used in this
release are considered “forward looking statements.” See cautionary
statement above regarding forward-looking statements. Forward-looking
information representing post-closing expectations is inherently
uncertain. Estimates such as expected accretion, NAV, Net Present Value
creation, synergies, expected future production, IRR, financial
flexibility and balance sheet strength are preliminary in nature. There
can be no assurance that the proposed transaction will close or that the
forward-looking information will prove to be accurate.
ii
Net Present Value (NPV) creation as used in this release is a management
estimate provided for illustrative purposes, and should not be
considered a GAAP or non-GAAP financial measure. NPV 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 NPV 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.
iii 2019 dividends beyond Q1 2019 have
not yet been approved or declared by the Board of Directors.
Management’s expectations with respect to future dividends or annualized
dividends are “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. 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.
iv IRR targets on projects are calculated
using an assumed $1,200 gold price.
View source version on businesswire.com:
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Media Contact
Omar Jabara, 303.837.5114
omar.jabara@newmont.com
Investor
Contact
Jessica Largent, 303.837.5484
jessica.largent@newmont.com
Source: Newmont Mining Corporation