Filed by Newmont Mining Corporation
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
of the Securities Exchange Act of 1934
Subject Company: Normandy Mining Limited
Commission File No. 132-00965
NEWMONT
[graphics of world globe]
NEWMONT + NORMANDY + FRANCO-NEVADA =
THE NEW GOLD STANDARD FOR THE 21ST CENTURY
[NEWMONT MINING CORPORATION LOGO] THE BEST PRICE
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO] THE BEST VALUE
[NORMANDY MINING LIMITED LOGO]
FOR NORMANDY SHAREHOLDERS
INVESTOR PRESENTATION:
BRISBANE 17 DECEMEBER 2001
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
NEWMONT'S OFFER FOR NORMANDY:
THE BEST PRICE
--------------------------------------------------------------------------------
o Offer of A$1.86 per Normandy Share(1)
- 0.0385 shares of Newmont
- Cash payment of A$0.40 per share
o Conditioned on 50.1% acceptance
o Recommended by Normandy's Board
[Bar graph depicting:
Stock Cash Total
AngloGold A$1.55 A$0.20 A$1.75
Newmont A$1.46 A$0.40 A$1.86]
100% MORE CASH
(1) Market data as of 14 December 2001
2
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
CREATING SIGNIFICANT VALUE FOR SHAREHOLDERS
--------------------------------------------------------------------------------
o #1 in reserves \
o #1 in gold production \
o #1 in leverage to gold \
o #1 in trading liquidity \
o #1 in EBITDA \ THE NEW GOLD
o Balance sheet strength and \ STANDARD FOR
financial flexibility / THE 21ST
o Low cash costs / CENTURY
o Balanced political risk /
o Management strength /
o North American stock /
o "No hedging" philosophy /
3
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
COMPLEMENTARY STRENGTHS
--------------------------------------------------------------------------------
[Pie chart depicting:
[Newmont logo] Newmont Mining Corporation 0.33
o Global operations
o Development expertise
o Proven integration history
[Franco-Nevada logo] Franco-Nevada Mining Corporation 0.33
o Merchant banking expertise
o Corporate development skills
o Royalty interests
[Normandy logo] Normandy Mining Limited 0.33
o Strong Australian position
o Exploration and development properties]
LEVERAGING COMPLEMENTARY ASSETS AND SKILLS TO DELIVER SHAREHOLDER VALUE
4
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
THE INDUSTRY'S MOST ATTRACTIVE ASSET PORTFOLIO
--------------------------------------------------------------------------------
[World map marked to show the following combined gold interests:
Core Operations:
Midas, Nevada
Carlin, Nevada
Phoenix, Nevada
Lone Tree, Nevada
Twin Creek, Nevada
Yanacocha
Tanami
Yandal
Kalgoorlie
Batu Hijau
Strategic Operations:
Yamfo-Sefwi
Akim
Zarafshan
Martabe
Martha
Pajingo/Vera-Nancy
Others:
New Britannia
Musslewhite
Holloway
Golden Giant
Mesquite
La Herradura
Kori Kollo
La Coipa
Crixas
Paracatu
Ovacik
Minahasa
Boddington
Australian Magnesium Corporation]
MAJOR DISTRICT RESERVE BASE:
NEVADA 34MM OZ.
YANACOCHA 19MM OZ.
WESTERN AUSTRALIA 14MM OZ.
-------
TOTAL 67MM OZ.
69% OF RESERVES
LARGEST GLOBAL LAND POSITION = 244,000 SQ. KM
5
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
A BALANCED POLITICAL RISK PORTFOLIO
--------------------------------------------------------------------------------
NEWMONT(1) PF PRODUCTION (8 MILLION OZ.)
[Pie Chart depicting:
U.S./Canada [U.S. and Canadian flags] 46%
Australia [Australian flag] 25%
South America 16%
Other 13%]
Over 70% of newmont's production will bein coutries rated AAA(2) by S&P
NEWMONT PF RESERVES (1) (97 MILLION OZ.)
[Pie Chart depicting:
U.S./Canada [U.S. and Canadian flags] 43%
Australia [Australian flag] 18%
South America 23%
Other 16%]
Over 60% of Newmont's reserves will be in countries rated AAA(2) by S&P
Source: Public filings
(1) Includes production and reserves attributable to Franco-Nevada and Echo Bay
(2) S&P local currency credit rating
6
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
NEWMONT WILL HAVE SIGNIFICANT FINANCIAL FLEXIBILITY
--------------------------------------------------------------------------------
o COMBINED COMPANY WILL HAVE OVER $850 MILLION IN CASH AND SHORT TERM
INVESTMENTS
o STRONG CASH FLOW GENERATION ALLOWS FOR CONTINUED DEBT REUCTION AT CURRENT
GOLD PRICES
o OPPORTUNITY TO RATIONALISE ASSET PORTFOLIO OVER TIME
BOOK CAPITALIZATION(1),(2)
[Circle graph depicting:
Equity 77%
Net Debt 23%]
Note: balance sheet as of 30 September 2001; pro forma net of transaction
adjustments
(1) Net book capitalization defined as net debt plus minority interest plus book
equity plus preferred stock
(2) Newmont PF book capitalization reflects Newmont acquisition of Normandy and
Franco-Nevada, Normandy capitalization pro forma for the anticipated
deconsolidation of Australian Magnesium Corporation and the acquisition of
Otter Mines by Normandy NFM
7
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
NORMANDY SHAREHOLDERS BECOME PART OF:
THE NEW INDUSTRY LEADER
--------------------------------------------------------------------------------
[Graph]
2001E production (MM oz.) v.
Enterprise value (US$ millions) (3)
(Size of circles proportionate to reported gold reserves)
2001E Production Enterprise Value
Gold Fields [Medium Circle] 3.7 MM oz. 2,075.7 million
Placer Dome [Small Circle] 2.9 MM oz. 4,120 million
AngloGold (2) [Medium Circle] 5.8 MM oz. 4,500.6 million
Barrick/Homestake [Medium Circle] 6.1 MM oz. 8,469.7 million
Newmont PF (1) [Large Circle] 8.2 MM oz. 9,800 million
Others [random dots] [<2 MM oz.] [<2,000 million]
o LEADING NON-HEDGING PRODUCER
o ONLY SUBSTANTIAL USA GOLD COMPANY
Source: Public filings
(1) Reflects the sum of Newmont, Normandy and Franco-Nevada enterprise values
as of 9 November 2001; includes production attributable to Franco-Nevada's
share of Echo Bay
(2) AngloGold's reserves assume sale of Free State assets
(3) Enterprise value represents market capitalization plus net debt, minority
interests and preferred stock
8
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
NORMANDY SHAREHOLDERS RECEIVE:
STOCK WITH SUPERIOR PERFORMANCE
--------------------------------------------------------------------------------
Shareholder returns = total share price appreciation + dividends (assumes
reinvestment of dividends)
One year shareholder returns(1)
[Bar graph depicting:
Newmont 11.7%
AngloGold -6.3%]
Annualised shareholder returns over the last three years(1)
[Bar graph depicting:
Newmont 13.8%
AngloGold 4.1%]
(1) Source: Factset; data for the period ending 31 August 2001 (prior to
AngloGold's original offer for Normandy)
9
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
ANGLOGOLD:
TIED TO THE RAND
--------------------------------------------------------------------------------
The Rand has depreciated over 30% year to date 2001 and over 43% since 1 January
2000
South African Rand (1/1/00 - 12/7/01)
[Line graph depicting US$/Rand versus time showing a declining trend]
Average cash cost per oz, first 9 months(1),(2)
in US$
[Bar graph depicting:
2000 As Reported $199
2001 As Reported $174
2001 Constant currency basis $210
showing a 6% increase from 2000 As Reported to 2001 Constant currency basis]
Source: Public filings; Bloomberg; market data as of 7 December 2001
(1) Pro forma for the sale of Free State assets
(2) Currency rate for 9 months ended 30 September 2000 is 6.94 Rand/US$ and for
9 months ended 30 September 2001 is 8.37 Rand/US$ (implied currency exchage
rates based on AngloGold's interim filing for 30 September 2001)
10
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
NEWMONT BELIEVES IN GOLD
--------------------------------------------------------------------------------
o MINE SUPPLY IS DECREASING
o PRODUCER HEDGING IS DECREASING
- Contango is falling
- Producers are unwinding
hedge books
o UNCERTAIN GLOBAL FINANCIAL
MARKETS ONCE AGAIN TURNING
ATTENTION TO GOLD
- Investment demand is rising
- Portfolio diversification
strategies
[Bar Graph depicting Gold Production, 1969 to 2006E(1); using time versus Year
on Year Percent Change
UBS Goldman
1969 0.80% 0
1970 1.50% 0
1971 -3.50% 0
1972 -4.00% 0
1973 -5.50% 0
1974 -11.00% 0
1975 -5.00% 0
1976 2.00% 0
1977 -0.50% 0
1978 1.00% 0
1979 -1.00% 0
1980 -0.50% 0
1981 3.00% 0
1982 4.00% 0
1983 8.00% 0
1984 4.00% 0
1985 6.00% 0
1986 5.00% 0
1987 0.00% 0
1988 10.00% 0
1989 8.00% 0
1990 3.50% 0
1991 1.50% 0
1992 3.50% 0
1993 2.50% 0
1994 -0.50% 0
1995 -0.50% 0
1996 3.50% 0
1997 4.50% 0
1998 2.50% 0
1999 1.50% 0
2000 0.50% 0
2001E 1.00% 0
2002E -1.00% 0
2003E -3.00% 0
2004E -4.00% 0
2005E -4.00% 0
2006E -4.00% 0]
[LINE GRAPH SHOWING S&P 500 INDEX/GOLD PRICE FOR THE YEARS FROM 1871 TO
2001 (2)(IN FIVE YEAR INCREMENTS) STARTING WITH APPROXIMATELY 1.5 US$/OZ.
AND ENDING WITH APPROXIMATELY 18.5 US$/OZ, INCLUDING A 1998 PEAK AT
APPROXIMATELY 25 US$/OZ.]
(1) Source: GFMS and UBS Warburg
(2) Source: M. Murenbeeld Associates Inc.
11
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
NORMANDY SHAREHOLDERS BENEFIT FROM:
NEWMONT'S SUPERIOR GOLD PRICE UPSIDE
--------------------------------------------------------------------------------
ESTIMATED INCREASE IN ANNUAL PRE-TAX CASH FLOW FROM US$25 PER OZ INCREASE IN
GOLD PRICE(1),(2)
[Bar graph depicting:
Estimated increase in annual pre-tax cash flow from US$25 per oz increase in
gold price in US$ millions
NDY 27.9
AU PF(3) 35.6
Further upside as
"New Newmont" unwinds
its hedge book
NEM PF(4) 161.9 --------------------------> $196
Source: Public filings
(1) US$25 per ounce multiplied by unhedged 2001E production
(2) Assumes a gold price increase from US$275 per ounce to US$300 per ounce
(3) Includes AngloGold and Normandy and pro forma for the sale of Free State
assets; assumes no adjustment to hedge book
(4) Includes Newmont, Normandy and Franco-Nevada
12
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
CREATING THE NEW GOLD STANDARD
--------------------------------------------------------------------------------
LEVERAGE
TO RISING
GOLD PRICE
^ LARGEST NON-HEDGED GOLD PRODUCER
| PROVIDES SHAREHOLDERS MOST UPSIDE TO GOLD
|
|
| DEVELOPMENT PROJECTS TO ADD UPSIDE
| LEVERAGE
| o Phoenix, Martabe, Akim, Yamfo,
| Boddington, Martha
| Total: 26.8 million ozs
|
|
| MERCHANT BANKING WEALTH CREATION
| o Property synergies o Royalty creation
| o Asset disposal o Exploration
| 244,000 sq. km.
|
| WORLD CLASS CORE PROPERTIES WITH LOW CASH
| COSTS
| o Nevada, Yanacocha, Batu Hijau, Western
| Australia
|
| ROYALTY CASH FLOW / STRONG BALANCE
| AS NATURAL HEDGE / SHEET
| AGAINST LOW GOLD /
| PRICE /
V
STABILITY AT
LOWER GOLD PRICES
[graphic of gold bars]
13
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
WHY YOU SHOULD ACCEPT NEWMONT'S OFFER
--------------------------------------------------------------------------------
o THE BEST PRICE
o THE BEST VALUE
o RECOMMENDED BY FRANCO-NEVADA'S BOARD
o YOUR DIRECTORS RECOMMEND THAT YOU
REJECT ANGLOGOLD'S OFFER
14
NEWMONT
[graphics of world globe]
[NEWMONT MINING CORPORATION LOGO]
[FRANCO-NEVADA MINING CORPORATION LIMITED LOGO]
[NORMANDY MINING LIMITED LOGO]
SAFE HARBOR STATEMENT
--------------------------------------------------------------------------------
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 presentation
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 their 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 of 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 foreign 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.