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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): February 23, 2023 

 

 

Newmont Corporation

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

 

001-31240

(Commission File Number)

 

 

84-1611629

(I.R.S. Employer Identification No.)

 

 

6900 E. Layton Avenue, Denver, CO 80237

(Address of principal executive offices) (zip code)

 

 

(303) 863-7414

(Registrant’s telephone number, including area code)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
x Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol   Name of Each Exchange on Which Registered
Common stock, par value $1.60 per share   NEM   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

ITEM 8.01. Other Events.

 

On February 23, 2023, Newmont Corporation, a Delaware Corporation (the “Corporation”), posted on its website, www.newmont.com, an earnings presentation that includes, among other matters, information related to the potential transaction to acquire all of the issued share capital of Newcrest Mining Limited (“Newcrest”). Newmont held a related live webcast presentation on February 23, 2023 at 10:00 a.m. Eastern Time.

 

An excerpt from the earnings presentation is attached hereto as Exhibit 99.1 and an excerpt from the transcript of the related live webcast presentation is attached hereto as Exhibit 99.2, each of which is incorporated herein by reference.

 

No Offer or Solicitation

 

None of this current report on Form 8-K, nor the exhibits hereto, is an offer to purchase or exchange nor a solicitation of an offer to sell securities of Newmont or Newcrest. In furtherance of this potential transaction and subject to future developments, Newmont may file one or more proxy statements or other documents with the SEC. None of this current report on Form 8-K nor the exhibits hereto is a substitute for any proxy statement, prospectus or other document Newmont or Newcrest may file with the SEC and Australian regulators in connection with the potential transaction. INVESTORS AND SECURITY HOLDERS OF NEWMONT AND NEWCREST ARE URGED TO READ THE PROXY STATEMENT(S), PROSPECTUS AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE POTENTIAL BUSINESS COMBINATION TRANSACTION. Investors and securityholders may obtain a free copy of the disclosure documents (when they are available) and other documents filed by Newmont with the SEC at the SEC's website at www.sec.gov. The disclosure documents and other documents that are filed with the SEC by Newmont may also be obtained on Newmont’s website at www.newmont.com or obtained for free from the sources listed below. Newmont and certain of its directors and executive officers may be deemed to be participants in any solicitation of proxies from Newcrest stockholders in respect of the potential transaction between Newmont and Newcrest. Information regarding Newmont’s directors and executive officers is available in its proxy statement for its 2022 annual meeting of stockholders, which was filed with the SEC on March 7, 2022. This document can be obtained free of charge from the sources indicated below. Additional information regarding the interests of these participants in such proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in any proxy statement and other relevant materials to be filed with the SEC in connection with the potential transaction if and when they become available.

 

Cautionary Regarding Forward-Looking Statements

 

This current report on Form 8-K, and the exhibits hereto, contain “forward-looking statements” within the meaning of Section 27A of the Securities Act 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. 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 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 may include, without limitation, statements relating to the potential transaction to acquire the share capital of Newcrest, expectations regarding the potential value proposition and expectations regarding potential engagement or plans to engage in due diligence or similar statements. There is no certainty that any transaction will occur on the proposed terms, within any particular timeframe, or at all. Risks include fluctuations in company stock price and results of operations; uncertainties regarding the outcome of discussions between Newmont and Newcrest with respect to the potential transaction, including the possibility that the parties may not agree to pursue a business combination; uncertainties about the outcomes of the due diligence process and the ability to consummate the potential combination or achieve the expected benefits; uncertainties with respect to shareholder approvals; potential regulatory or closing delays; and changes in the overall economic conditions. The forward-looking statements are also subject to other risks and uncertainties, including those more fully described in Newmont’s Annual Report on Form 10-K for the year ended December 31, 2022 filed with the U.S. Securities and Exchange Commission (the “SEC”), under the heading “Risk Factors”, available on the SEC website or www.newmont.com. Newmont does not undertake any obligation to communicate publicly revisions to any “forward-looking statement” to reflect events or circumstances after the date of this current report on Form 8-K 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.

 

 

 

ITEM 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1   Excerpt from Newmont’s earning presentation, dated February 23, 2023.
99.2   Excerpt from the transcript of Newmont’s live webcast presentation, dated February 23, 2023.
104   Cover page interactive data file (embedded with the inline XBRL document).

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Newmont Corporation
     
  By: /s/ Logan Hennessey
  Name: Logan Hennessey
  Title: Vice President, Associate General Counsel and Corporate Secretary

 

Dated: February 23, 2023

 

 

 

Exhibit 99.1

GRAPHIC

FOURTH QUARTER 2022 RESULTS AND 2023 GUIDANCE NEWMONT CORPORATION 1 CREATING VALUE & IMPROVING LIVES THROUGH SUSTAINABLE, RESPONSIBLE MINING Q4 2022 Results & 2023 Guidance FEBRUARY 23, 2023

GRAPHIC

FOURTH QUARTER 2022 RESULTS AND 2023 GUIDANCE NEWMONT CORPORATION 2 CAUTIONARY STATEMENT REGARDING FORWARD LOOKING STATEMENTS: This presentation 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. 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,” or “potential.” Forward-looking statements in this presentation may include, without limitation, (i) estimates of future production and sales, including production outlook, average future production and upside potential; (ii) estimates of future costs applicable to sales and all-in sustaining costs; (iii) estimates of future capital expenditures, including development and sustaining capital; (iv) expectations regarding the Tanami Expansion 2, Ahafo North, Yanacocha Sulfides, Pamour and Cerro Negro District Expansion 1 projects, including, without limitation, expectations for production, milling, costs applicable to sales and all-in sustaining costs, capital costs, mine life extension, construction completion, commercial production and other timelines; (v) expectations regarding future investments or divestitures; (vi) expectations regarding free cash flow, and returns to stockholders, including with respect to future dividends, the dividend framework and expected payout levels; (vii) expectations regarding future mineralization, including, without limitation, expectations regarding reserves and recoveries; and (viii) expectations regarding the potential or proposed transactions. 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 operations and projects being consistent with current expectations and mine plans; (iii) political developments in any jurisdiction in which the Company operates being consistent with its current expectations; (iv) certain exchange rate assumptions; (v) certain price assumptions for gold, copper, silver, zinc, lead and oil; (vi) prices for key supplies; (vii) the accuracy of current mineral reserve and mineralized material estimates; and (viii) other planning assumptions. Uncertainties relating to the impacts of Covid, include, without limitation, general macroeconomic uncertainty and changing market conditions, changing restrictions on the mining industry in the jurisdictions in which we operate, the ability to operate following changing governmental restrictions on travel and operations (including, without limitation, the duration of restrictions, including access to sites, ability to transport and ship doré, access to processing and refinery facilities, impacts to international trade, impacts to supply chain, including price, availability of goods, ability to receive supplies and fuel, impacts to productivity and operations in connection with decisions intended to protect the health and safety of the workforce, their families and neighboring communities), the impact of additional waves or variations of Covid, and the availability and impact of Covid vaccinations in the areas and countries in which we operate. Such uncertainties could result in operating sites being placed into care and maintenance and impact estimates, costs and timing of projects. Although the Company does not currently have operations in Ukraine, Russia or other parts of Europe, Russia’s invasion of Ukraine has resulted in uncertainties in the market which could impact certain planning assumptions, including, but not limited to commodity and currency prices, costs and supply chain availabilities. Investors are reminded that the dividend framework is non-binding and the 2023 dividend payout range does not represent a legal commitment. Future dividends beyond the dividend payable on March 23, 2023 to holders of record at the close of business on March 9, 2023 have not yet been approved or declared by the Board of Directors, and an annualized dividend payout or dividend yield has not been declared by the Board. Management’s expectations with respect to future dividends are “forward-looking statements” and the Company’s dividend framework is 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. Statements relating to the potential transaction to acquire the share capital of Newcrest, expectations regarding the potential value proposition and expectations regarding potential engagement or plans to engage in due diligence or similar statements also constitute “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. There is no certainty that any transaction will occur or that further negotiations or due diligence will take place. Risks include fluctuations in company stock price and results of operations; uncertainties regarding the outcome of discussions between Newmont and Newcrest with respect to the potential transaction, including the possibility that the parties may not agree to pursue a business combination; uncertainties about the outcomes of the due diligence process and the ability to consummate the potential combination or achieve the expected benefits; uncertainties with respect to shareholder approvals; potential regulatory or closing delays; and changes in the overall economic conditions. For a discussion of risks and other factors that might impact future looking statements, see the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 filed with the U.S. Securities and Exchange Commission (the “SEC”), under the heading “Risk Factors", available on the SEC website or www.newmont.com. The Company does 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 presentation, 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. Investors are also reminded to refer to the endnotes to this presentation for additional information. NO OFFER OR SOLICITATION: This presentation is neither an offer to purchase or exchange nor a solicitation of an offer to sell securities of Newmont or Newcrest. In furtherance of this potential transaction and subject to future developments, Newmont may file one or more proxy statements or other documents with the SEC. This communication is not a substitute for any proxy statement, prospectus or other document Newmont or Newcrest may file with the SEC and Australian regulators in connection with the potential transaction. INVESTORS AND SECURITY HOLDERS OF NEWMONT AND NEWCREST ARE URGED TO READ THE PROXY STATEMENT(S), PROSPECTUS AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE POTENTIAL BUSINESS COMBINATION TRANSACTION. Investors and securityholders may obtain a free copy of the disclosure documents (when they are available) and other documents filed by Newmont with the SEC at the SEC's website at www.sec.gov. The disclosure documents and other documents that are filed with the SEC by Newmont may also be obtained on Newmont’s website at www.newmont.com or obtained for free from the sources listed below. Newmont and certain of its directors and executive officers may be deemed to be participants in any solicitation of proxies from Newcrest stockholders in respect of the potential transaction between Newmont and Newcrest. Information regarding Newmont’s directors and executive officers is available in its proxy statement for its 2022 annual meeting of stockholders, which was filed with the SEC on March 7, 2022. This document can be obtained free of charge from the sources indicated below. Additional information regarding the interests of these participants in such proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in any proxy statement and other relevant materials to be filed with the SEC in connection with the potential transaction if and when they become available.

GRAPHIC

FOURTH QUARTER 2022 RESULTS AND 2023 GUIDANCE NEWMONT CORPORATION 31 Proposal to Combine with Newcrest Tom Palmer, President & CEO CREATING VALUE & IMPROVING LIVES THROUGH SUSTAINABLE, RESPONSIBLE MINING

GRAPHIC

FOURTH QUARTER 2022 RESULTS AND 2023 GUIDANCE NEWMONT CORPORATION 32 NEWMONT & NEWCREST – A POWERFUL VALUE PROPOSITION The New ESG STANDARD Recognized Sustainability Leader World-Class PORTFOLIO Annual Production of 8Moz of Gold & 155ktonnes of Copper Delivering SYNERGIES Proven Track Record of Newmont Team & Operating Model Driving CAPITAL ALLOCATION Newmont Returned $6.7B to Shareholders Since 2019 COMMITTED TO VALUE DISCIPLINE Sharing industry-leading safety systems, processes and culture Values-based organization driven by a clear purpose Social engagement based on inclusion, transparency and integrity Commitment to leading environmental practices and achieving climate goals Multi-decade low-cost production profile with growth options in gold and copper Unique combination of low-risk regional production platforms in Australia and Canada Optionality for portfolio rationalization and project sequence optimization >$1.5B disposals following Goldcorp acquisition Value creation from scale, global supply chain, cost efficiencies, access to talent and technology Productivity gains from technology, complementary ore body experience and functional excellence >$1B annual synergies from $10B Goldcorp acquisition Disciplined capital allocation strategy – sustain, grow and deliver shareholder returns Maintaining the industry’s strongest balance sheet with flexibility throughout the commodity cycle World-class global capital markets footprint and investor relevance

Exhibit 99.2

 

Bloomberg Transcript FINAL

 

Q4 2022 Earnings Call

 

[…]

 

Presentation

 

[…]

 

Tom Palmer

 

[…]

 

So, I've just taken you through the gold industry's strongest business. Now from that solid foundation, let me walk you through the value proposition for our potential combination with Newcrest. Before I begin, please understand that other than these prepared remarks, I'm not able to provide any further details about the Newcrest proposal at this time as this is a live engagement. Our proposal would combine two of the sector's top senior gold producers and set the standard for sustainable and responsible gold mining. Newmont has a long history and shared heritage with Newcrest, establishing our Australian subsidiary way back-in 1966. A subsidiary that would become Newcrest, some 25 years later. As part of that shared history, our companies also have shared commitments to a strong safety culture and leading ESG practices, which is an addition to the complementary portfolios of world-class assets located in low-risk mining jurisdictions.

 

Our proposed combination would strengthen our established position in Australia creating efficiencies and value with a shared workforce and large-scale supply-chain optimization opportunities. And it would build upon the district potential in British Columbia's highly prospective Golden Triangle through a combination of operating mines and development projects that would deliver value through shared technology, local capabilities and ore body experience. With our scale and track-record of successfully managing some of the mining world's top tier-one assets, this combination would leverage Newmont's experience from the Goldcorp acquisition, which demonstrated that we can generate meaningful improvements to performance, stability and profitability, especially at large open-pit underground operations. We have delivered more than $1 billion in annual synergies from our Goldcorp acquisition in 2019 far surpassing our initial estimate of $365 million and improving the ongoing performance of the acquired assets through Newmont's operating model.

 

At Penasquito alone, we have generated over $700 million of annual synergies by optimizing the processing plant and mining fleet while sustainably addressing community relations issues that had disrupted that site for over a decade. And as a reminder, upon completion of the Goldcorp acquisition, we focused on optimizing the combined portfolio, completing asset sales of more than $1.5 billion from that combined portfolio within the first 12 months. And given the challenges that the mining industry is currently facing from a volatile macroeconomic environment, there has never been a better time that Newmont and Newcrest to come together. We are disappointed that the Newcrest Board rejected our proposal. And we are currently engaging with the Newcrest team in relation to the offer to provide us access to more information.

 

 

 

 

And if we can reach an agreement, this combination of industry-leading talent and decades of collected experience would create significant value across the global business with an ideal mix of gold and copper, strengthening Newmont's overall position as the world's leading gold company. As I indicated, I will not be able to make -- provide any further details on the Newcrest proposal at this time, as this is a live engagement. But I want be clear with everyone on today's call that we will continue to be disciplined as we assess all of the options to move forward and we will act in the best interest of our shareholders.

 

Thank you. And with that, I'll now turn it over to the operator to open the lines up with questions.

 

Questions And Answers

 

[…]

 

Q - Jackie Przybylowski

 

All right. Thank you. So we had dinner together in December, in New York and you talked about growth, a meaningful growth at that point in talking about how that would help your relevance or maybe introduce you to some new shareholders or new funds on the generalists side. And so this Newcrest proposal, seems like it's very consistent with that. If for whatever reason the combination of Newmonts and Newcrest doesn't end-up working out, do you look to another growth vehicle, another M&A transaction to achieve that growth? Or what would be your -- what would be your response to your plan going- forward if this transaction does not happen?

 

A - Tom Palmer

 

Thank you, Jackie. Let me attempt to answer this question while staying away from the comments I made. As we spent most of the call covering, we have the best gold business in the industry by a long-shot. We are very comfortable with the foundation that we have and we will continue to act with discipline both in assessing any opportunities and ensuring that we're running -- slightly running our business to deliver on our commitments. It's part of your first question, when we think about how we continue to strengthen a strong team.

 

We do think about our strategy. We have Peter Toth staying with us now for six to nine [ph] months, supporting me and the Board and my executive team, and thinking about our strategy. And as part of that work, we have a very clear-eyed understanding of our capabilities as an organization today in 2023.

 

I think, we're an ESG leader. And we believe that we run very large open pit and underground mines very well. We understand our capability. We then look at what are the mega-trends impacting the world, our industry and our company. And those mega-trends are coming from society investors. They coming from technology and they're coming from geopolitical events around the world as we're seeing playing out. So we understand and assess those mega-trends and determine what sort of capabilities and what sort of organization we need to be 10 years from now, 15 years from now, 20 years from now.

 

And we can do that because we transformed our business back-in 2019 with the acquisition of Goldcorp and the establishment of the Nevada Gold Mines joint-venture. For from that knowledge and understanding, we then look to what it means to continue to be the responsible gold leader. We then look to what it means in terms of the gold industry, the subject to those same mega-trends that has to consolidate. And then we look to what it means in terms of diversification, particularly as you think about copper, and we have, as I said in my remarks, 16 billion pounds of copper in our organic project pipeline. If we do nothing else, we are diversifying into copper as we shaper [ph] that project pipeline through.

 

 

 

 

So Jackie, that's the lens with which we look at our organization, that's the lens, with which we look to try and bring in talent to ensure we've got a team that can lead this organization for the next 10 years, 15 years, 20 years and that's how we assessed our business today and that's how we assess any external opportunities that may present.

 

[…]

 

Q - Carey MacRury

 

Got it and then without trying to ask about Newcrest, just wondering if you can just share more broadly, how you think about Papua New Guinea. I know you were in Indonesia, quite a few years back. Just any thoughts on Papua New Guinea as a mining jurisdiction?

 

A - Tom Palmer

 

Again, Carey, I'll avoid the direct question, but maybe answer a more board one. When we think about a balanced diverse portfolio, think about our capabilities. We have demonstrated. If I look at Penasquito in Mexico, look at what Newmont have done going into Penasquito in that first year in 2019 to be able to work with government communities to address a decade-long issues and then deliver sensational performance out of that operation beating guidance in three consecutive years, since we've had that operation. We have a core capability that's running very large open-pit and underground mines. We also have a core capability around social responsibility and being able to engage with communities. And in a balanced portfolio that has as a foundation, top-tier jurisdictions, we can afford to balance some other jurisdictions that are -- that wouldn't fit the top-tier category.

 

We today -- our portfolio today has this in Ghana. Has the same Cerro now. We got in Argentina, we're in Peru, we are exploring in French Guiana. So for us, it's about understanding core capabilities, understand the foundation of your business, making sure you've got a balanced diverse portfolio that allows you to take some managed risk.

 

[…]

 

Q - Anita Soni

 

I'm going to ask this question, it relates to the deal, but or the bid on the table or the indication, but how, I mean, how does the dividend change and evolve, given that Newcrest -- I happen to cover Newcrest, is in negative free-cash flow. More than -- very dramatically, the best way -- they're in a very heavy capital reinvestment cycle and how does that impact your -- how stable is dividend post this year if this -- given the offers that are on the table right now?

 

 

 

 

A - Tom Palmer

 

Nice try, Anita, I'm sorry. But let me maybe come back and answer -- I'll try to answer your question. We spent a lot of time talking about our, our capital allocation hierarchy. And the tension between balance sheet strength, reinvesting in our business at the right level of spend, and that's the cash you can afford to do, but also your ability for project execution. And ensure that you can have a successful project and we understand the importance of industry-leading returns to shareholders. So for us, in whatever scenario, we're in, it's that triangle of tension between balance sheet strength, reinvestment, leading shareholder returns. And that doesn't change. That's part of -- that's part of what Newmont is.

 

[…]

 

Q - Tanya Jakusconek

 

Great. Good afternoon, everyone. Thank you for -- operator for getting my name right. That's great. Just wanted to ask, in a different way. It is about the Newcrest offer. I just wanted to confirm, Tom, that you did say that you are in negotiations with Newcrest, right now. You've taken their proposal providing you with the nonpublic information or a non- exclusive -- on an exclusive -- nonexclusive basis and, obviously, they wanted a signature, a non-compete on that. I'm just -- wanted to confirm that that's what you said?

 

A - Tom Palmer

 

Thanks, Tanya. And we haven't been going that long. I think, it's still morning in Toronto or (Multiple Speakers) somewhere else.

 

Q - Tanya Jakusconek

 

I have been up very early.

 

A - Tom Palmer

 

It's lunchtime. But look, Tanya, the best thing I could do is just repeat what I've said, which is, we are disappointed that the Newcrest board rejected our proposal. And we are currently engaging with the Newcrest team in relation to their offer to provide access to more information and I better leave it at that in terms of repeating that statement.

 

Q - Tanya Jakusconek

 

Okay. From a bigger-picture, then you talked about Newmont taking pride in their ESG record and ESG focus and so, I guess, I have a question that does pertain to this deal, but just how do you think about submarine tailings disposal? Is that something that meets your filter for ESG on how you look at that?

 

 

 

 

A - Tom Palmer

 

Thank you, Tanya, and again, I'll attempt to answer this question without straying into those specifics. Newmont are actually experts in submarine tailings. We do -- we use that technology at Ahafo in Indonesia and about Akyem, very successfully. And I was -- if you remember, I was the Senior Vice-President for Indonesia and accountable for Akyem, when it was in Newmont and kept that accountability as I became Senior Vice-President for Asia-Pacific and then the Chief Operating Officer, so, within the Newmont organization, there is a lot of knowledge and capability around submarine tails.

 

So if I then answer your question more broadly, as I've said many times before, our ride has turned on and if we see opportunities to pick-up a Tier-one assets that we believe is a core capability, whether they be open pit or underground, we will look at that opportunity irrespective of where it is in the world, in the first instance. And if that asset had submarine tailings or some other aspect, what are the questions, we would ask because we've been stepped through those filters. Is it that asset better in the Newmont portfolio or someone else's? And can a sustainable performance be delivered on the Newmont operating model and the Newmont capability.

 

Now with disciplined many times, we might say, no, not prepared to do that. But we wouldn't not have a filter trip, because it had some aspect, such as submarine tails or some other aspect that may be an environmental or social aspects. Again, if I bring it back to Penasquito. We could look at Penasquito and say goodness me, I don't think anyone can resolve the community blockades. That's a big risk for Newmont. We backed ourselves and our capability to go on there and resolve that social issue sustainably. So we wouldn't stop us looking at a particular opportunity because of a particular social environmental issue, but we would, we would reflect upon our capabilities and whether that asset is better in Newmont's portfolio or not.

 

Q - Tanya Jakusconek

 

Okay. No, that's a fair answer. And then just maybe finally for -- because I do also cover Newcrest. Just maybe on the -- and any dealings with Australia, usually takes a lot in terms of closing a transaction. So hypothetically, if the deal was to occur, could you just review and walk-through us what is needed, obviously shareholder approvals. And then obviously what some line would be?

 

A - Tom Palmer

 

Sorry, Tany, I'm not able to get into that detail, because of the -- because of where we see it. I'd just say, Australia is a jurisdiction we have been -- we been basically in Australia about a few years in the 90s. For almost 60 years, we were a tax payer in Australia, we've got two big gold mines in Australia, we are exploring Australia. It's our backyard. So I can't talk about that particular question. But Australia is literally our backyard.

 

[…]

 

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