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NEWMONT
Newmont Mining Corporation
1700 Lincoln Street
Denver, Colorado 80203 NEWS RELEASE
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Media Contact: Investor Contact:
Doug Hock Wendy Yang
303-837-5812 303-837-6141
NEWMONT PROVIDES BETTER ALTERNATIVE FOR NORMANDY SHAREHOLDERS; DETERMINED TO
GIVE NORMANDY SHAREHOLDERS A CHOICE
DENVER, November 26, 2001 -- Newmont Mining Corporation (NYSE: NEM) emphasized
today that Newmont provides a better alternative for the shareholders of
Normandy Mining Ltd. (ASX: NDY) than the offer made by AngloGold Limited, based
in South Africa.
"I am disappointed that rather than focusing on shareholder value, AngloGold is
apparently attempting to deny Normandy shareholders their ability to make a
choice. We are committed to getting our offer - which has been unanimously
endorsed by the Normandy Board - out to Normandy shareholders as soon as
possible," said Wayne Murdy, Newmont President and Chief Executive Officer.
Murdy continued, "Normandy shareholders are entitled to get a fair opportunity
to consider our offer. We believe that our agreements with Franco-Nevada and
Normandy were entered into in accordance with all applicable legal requirements
in Australia, Canada and the United States and we will vigorously defend any
challenges by AngloGold."
NEWMONT PROVIDES SIGNIFICANT BENEFITS TO NORMANDY SHAREHOLDERS
Commenting on the two offers, Murdy said "We're creating the best gold
investment vehicle in the world, providing shareholders ownership in a North
American company with a strong currency and the most liquid gold stock, with
upside and growth potential. The Newmont offer provides more certain long term
value creation than the South African alternative."
"Investors have a decision to make - the clear choice for value creations is
Newmont," said Murdy. The Normandy Board of Directors has unanimously rejected
the AngloGold offer.
In contrast to the South African offer, Newmont offers Normandy shareholders:
o Immediate ownership in a North American company, with the premium rating
accorded to those markets - not the promise of "re-rating."
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o Significant leverage to the gold price - not a philosophy of hedging
production, which removes upside from gold price appreciation. Newmont
believes in gold and believes its investors want exposure to the gold
price.
o The possible receipt of Newmont shares on a tax-deferred basis, assuming
holders of a sufficient number of Normandy shares accept the Newmont
offer, thereby providing additional value to Normandy shareholders who
wish to defer their realization of gains.
o Balanced political and operating risk -following the completion of these
transactions, Newmont will generate nearly 70% of production from
countries rated AAA by S&P, in addition to a significant contribution
from Yanacocha in Peru, which we believe is the best gold mine in the
world. We believe that the combined company will have one of the most
balanced and highest quality portfolios of operating properties in the
gold mining industry.
o A strong balance sheet and financial flexibility-- these transactions
significantly strengthen Newmont's balance sheet and provide the
flexibility to maintain strong credit ratios and develop Normandy's
attractive projects and exploration efforts.
Following successful completion of the Normandy and Franco-Nevada transactions,
Newmont will be:
o The largest gold company in the world in terms of reserves, production
and EBITDA;
o Well-capitalized, with an excellent balance sheet and the financial
strength to advance Normandy's many attractive development projects;
o Uniquely positioned with attractive exploration properties around the
world for development in the right gold price environment;
o One of the most actively traded gold stocks, listed in multiple
international trading markets;
o An international company with a diversified asset base and balanced
geographic production profile; and
o Australia's largest gold producer, with Australia serving as the platform
for the company's Pacific-based operations.
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SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
The following contains forward-looking information and statements about Newmont
Mining Corporation, Franco-Nevada Mining Corporation Limited, Normandy Mining
Limited and the combined company after completion of the transactions that are
intended to be covered by the safe harbor for "forward-looking statements"
provided by the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are statements that are not historical facts. These
statements include financial projections and estimates and their underlying
assumptions; statements regarding plans, objectives and expectations with
respect to future operations, products and services; and statements regarding
future performance. Forward-looking statements are generally identified by the
words "expect," "anticipates," "believes," "intends," "estimates" and similar
expressions. The forward-looking information and statements in this press
release are subject to various risks and uncertainties, many of which are
difficult to predict and generally beyond the control of Newmont, Franco-Nevada
and Normandy Mining, that could cause actual results to differ materially from
those expressed in, or implied or projected by, the forward-looking information
and statements. These risks and uncertainties include those discussed or
identified in the public filings with the U.S. Securities and Exchange
Commission made by Newmont and Normandy, and Franco-Nevada's filings with the
Ontario Securities Commission; risks and uncertainties with respect to the
parties' expectations regarding the timing, completion and accounting and tax
treatment of the transactions, the value of the transaction consideration,
production and development opportunities, conducting worldwide operations,
earnings accretion, cost savings, revenue enhancements, synergies and other
benefits anticipated from the transactions; and the effect of gold price and
foreign exchange rate fluctuations, and general economic conditions such as
changes in interest rates and the performance of the financial markets, changes
in domestic and foreign laws, regulations and taxes, changes in competition and
pricing environments, the occurrence of significant natural disasters, civil
unrest and general market and industry conditions.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
In connection with the proposed transactions, Newmont Mining Corporation will
file a proxy statement and a registration statement with a prospectus with the
U.S. Securities and Exchange Commission. INVESTORS AND SECURITY HOLDERS ARE
ADVISED TO READ THE PROXY STATEMENT AND THE PROSPECTUS WHEN THEY BECOME
AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and
security holders may obtain free copies the proxy statement and the prospectus
(when available) and other documents filed by Newmont with the Commission at the
Commission's web site at http://www.sec.gov. Free copies of the proxy statement
and the prospectus, once available, and other filings made by Newmont or
Normandy with the Commission, may also be obtained from Newmont. Free copies of
Newmont's and Normandy's filings may be obtained by directing a request to
Newmont Mining Corporation, Attn: Investor Relations, 1700 Lincoln Street,
Denver, Colorado 80203, Telephone: (303) 863-7414. Copies of Franco-Nevada's
filings may be obtained at http://www.sedar.com.
PARTICIPANTS IN SOLICITATION
Newmont Mining Corporation and its directors, executive officers and other
members of its management and employees may be soliciting proxies from its
stockholders in connection with the transactions. Information concerning
Newmont's participants in the solicitation is set forth in Newmont's Current
Report on Form 8-K filed with the Commission on November 14, 2001, as amended.
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