Proposed transaction subject to completion of acquisition agreement and other terms
DENVER, Dec. 17, 2012 /CNW/ - Newmont Mining Corporation of Canada Limited (NMCCL) ("Newmont" or "the Company") and TMAC Resources Inc. ("TMAC") today announced the signing of a binding Letter of Intent ("LOI") to acquire Newmont's Hope Bay Project in Nunavut, Canada. TMAC is a privately held mining exploration and development focused company comprised of the former senior executives of FNX Mining Company Inc. and headed by Terry MacGibbon, founder of FNX Mining Company Inc. and Chairman of Torex Gold Resources Inc. TMAC management has an exceptional track record for developing high grade, profitable underground mines. The proposed transaction is subject to a number of conditions, including execution and delivery of an acquisition agreement, completion of an initial equity financing, execution of an investor rights agreement, and receipt of all required regulatory and third party approvals.
"We are pleased to reach this milestone and believe that TMAC is the right partner to improve prospects for near-term development of the Hope Bay Project," said Randy Engel, Executive Vice President, Strategic Development of Newmont. "TMAC's management team has a proven track record of developing projects with similar characteristics, both profitably and responsibly, while maximizing value for shareholders and other stakeholders. We look forward to developing a strong, long-term partnership as a significant shareholder of TMAC."
Mr. Terry MacGibbon, Executive Chairman of TMAC, stated, "I am very excited to be working with Newmont and our Inuit partners to develop the full potential of the highly prospective Hope Bay Project. I am also very excited about putting back together and working with many of the former FNX executive team who helped make that venture such a success; particularly, Dr. Catharine Farrow, who will be TMAC's CEO. Catharine made a tremendous contribution to FNX, QuadraFNX and most recently at KGHM International as the Chief Operating Officer. With her exploration and operating expertise and experience, she is the ideal person to lead the future exploration and development of what we expect will be Canada's next gold mining camp. By applying best-in-class industry standards and processes and leveraging the TMAC team's proven entrepreneurial approach to profitable, low cost, staged mine development supported by geoscience driven exploration, we believe the Hope Bay Belt has great potential to be Canada's next major gold mining camp and a long-term, profitable and environmentally responsible gold producer for the benefit of all stakeholders."
The parties have agreed that the LOI will terminate on March 31, 2013 unless earlier superseded by the acquisition agreement. There can be no assurance that the proposed transaction will be completed.
Advisors and Counsel
Newmont's financial advisors are BMO Capital Markets and J.P. Morgan, and its legal counsel is Lawson Lundell LLP. TMAC's financial advisor is CIBC World Markets Inc., and its legal counsel is Cassels Brock & Blackwell LLP.
Founded in 1921 and publicly traded since 1925, Newmont (www.newmont.com) is one of the largest gold companies in the world. Headquartered in Colorado, the Company has more than 43,000 employees and contractors, with the majority working at core operations in the United States, Australia, Peru, Indonesia, New Zealand and Ghana. Newmont is the only gold company listed in the S&P 500 index and in 2007 became the first gold company selected to be part of the Dow Jones Sustainability World Index. Newmont's industry leading performance is reflected through high standards in environmental management, health and safety for its employees and creating value and opportunity for host communities and shareholders.
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This release contains "forward-looking statements" within the meaning of applicable securities laws that are intended to be covered by the safe harbors created by those laws, including statements that use forward-looking terminology such as "may", "will", "expect", "anticipate", "believe", "continue", "potential" or the negative thereof or other variations thereof or comparable terminology. Such forward-looking statements may include, without limitation, statements regarding the completion of the proposed transaction and other statements that are not historical facts. While such forward-looking statements are expressed by Newmont or by TMAC, as stated in this release, in good faith and believed by the applicable party to have a reasonable basis, they are subject to important risks and uncertainties including, without limitation, approval of applicable governmental or regulatory authorities, the receipt of all required third party approvals, the satisfaction or waiver of certain other conditions contemplated by the LOI, the inability to realize expected synergies or cost savings, errors in estimates of reserves or future production, parts, equipment, labor or power shortages or other increases in costs, mining accidents or other adverse events, changes in applicable laws or regulations, competition from other mining companies, and the other risks disclosed in Newmont's public filings, any or all of which could cause actual results to differ materially from future results expressed, projected or implied by the forward-looking statements. As a result of these risks and uncertainties, the proposed transaction could be modified, restructured or not be completed, and the results or events predicted in these forward-looking statements may differ materially from actual results or events. These forward-looking statements are not guarantees of future performance, given that they involve risks and uncertainties. Neither Newmont nor TMAC is affirming or adopting any statements attributed to the other in this release or made by the other party outside of this release. Neither Newmont nor TMAC undertakes any obligation to release publicly revisions to any forward-looking statement, except as may be required under applicable securities laws, or to comment on expectations of, or statements made by the other party or third parties in respect of the proposed transaction. 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.
SOURCE: Newmont Mining Corporation of Canada Limited
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