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):
August
15, 2016
Newmont
Mining Corporation
(Exact
name of registrant as specified in its charter)
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Delaware |
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(State or Other Jurisdiction of Incorporation) |
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001-31240 |
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(Commission File Number) |
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84-1611629 |
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(I.R.S. Employer Identification No.) |
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6363 South Fiddlers Green Circle |
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(Address of principal executive offices) (zip code) |
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(303) 863-7414 |
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(Registrant's telephone number, including area code) |
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Not Applicable
(Former Name or Former Address, if Changed
Since Last Report)
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)
⃞ 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))
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ITEM 1.02 |
TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT. |
On August 15, 2016, Newmont Mining Corporation, a Delaware corporation (the “Company”), paid down the remaining $275 million balance under the Company’s Term Loan Credit Agreement (the “Term Loan Agreement”), dated as of March 31, 2014, by and among the Company and the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent. The key terms of the Term Loan Agreement were disclosed on the Company’s Current Report on Form 8-K, dated March 31, 2014, as filed with the U.S. Securities and Exchange Commission on April 2, 2014. The repayment effectively terminates the Term Loan Agreement with no further outstanding balances remaining thereunder. The repayment did not result in any material early termination penalties incurred by the Company. The repayment results in a lower overall corporate debt position and reduced cash interest expense.
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ITEM 8.01. |
OTHER EVENTS. |
On August 18, 2016, the Company issued a related news release. A copy of the Company’s news release announcing that it has paid the remaining $275 million balance under the Company’s Term Loan Agreement due in 2019 is attached as Exhibit 99.1.
The information contained in the press release attached as Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
| ITEM 9.01. | Financial Statements and Exhibits. |
| Exhibit No. | Description of Exhibit | |
| 99.1 | News Release, dated August 18, 2016 | |
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.
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Newmont Mining Corporation |
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By: |
/s/ Laurie Brlas |
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| Name: |
Laurie Brlas |
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| Title: |
Executive Vice President and Chief Financial |
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Officer |
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Dated: |
August 18, 2016 |
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EXHIBIT INDEX
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Exhibit Number |
Description of Exhibit |
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99.1 |
News Release, dated August 18, 2016 |
4
Exhibit 99.1
Newmont Pays Remaining Balance on Term Loan Maturing in 2019
DENVER--(BUSINESS WIRE)--August 18, 2016--Newmont Mining Corporation (NYSE: NEM) (Newmont or the Company) today announced it paid the remaining $275 million balance under the Company’s Term Loan due in 2019 (the Term Loan). Early repayment of the Term Loan results in a lower overall corporate debt position and reduced cash interest expense. Year-to-date, Newmont has reduced its consolidated debt by $915 million.
“Repayment of the Term Loan marks another milestone in our strategy to improve the underlying business, strengthen the portfolio and create shareholder value,” said Laurie Brlas, Executive Vice President and Chief Financial Officer. “We continue enhancing our financial flexibility and strengthening our balance sheet while progressing two new mines and three expansion projects – all on time and at or below budget. Since 2013, we have generated $2.8 billion in fairly valued asset sales, including the cash proceeds expected from the agreement we announced in June to sell PTNNT. We also continue to improve our operating margins, giving us the means to pay down debt and invest in profitable growth.”
Newmont has strong liquidity with approximately $6 billion in cash, revolver capacity and marketable securities on its balance sheet and will continue to evaluate and optimize the best use of free cash flow, including investing in profitable projects, repaying debt and returning capital to shareholders.
About Newmont
Newmont is a leading gold and copper producer. The Company’s operations are primarily in the United States, Australia, Ghana, Peru, Indonesia 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. 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
This news release may contain “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, that are intended to be covered by the safe harbor created by such sections. Such forward-looking statements may include, without limitation, expectations with respect to future financial flexibility and shareholder value, future debt prepayments, maintenance of debt ratings, portfolio optimization, future cost improvements and savings, future balance sheet and financial strength, and completion of the pending sale of the Company’s interest in PTNNT, including, without limitation, receipt of expected proceeds. Investors are cautioned the sale remains contingent on the receipt of regulatory approvals, buyer shareholder approval, and satisfaction of other conditions precedent, including, without limitation, government approval of the PTNNT share transfer, maintenance of valid export license at closing, the concurrent closing of the PTMDB sale of its 24 percent stake to the buyer, resolution of certain tax matters, and no occurrence of material adverse events that would substantially impact the future value of Batu Hijau. Potential additional risks include other political, regulatory or legal challenges and community and labor issues. Where Newmont 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, forward-looking statements are subject to risks, uncertainties and other factors. As such, actual outcomes may differ materially from those anticipated by the forward-looking statements. For a discussion of risks, see the Risk Factors section in Newmont’s 2015 Annual Report on Form 10-K, which is on file with the U.S. Securities and Exchange Commission (“SEC”) at www.sec.gov, as well as Newmont’s other recent SEC filings. Newmont does not undertake any obligation to publicly issue revisions to any “forward-looking statement,” to reflect events or circumstances after the date hereof, or to reflect the occurrence of unanticipated events, except as may be required under applicable securities laws.
CONTACT:
Newmont Mining Corporation
Investor Contact
Meredith
Bandy, 303-837-5143
meredith.bandy@newmont.com
or
Media
Contact
Omar Jabara, 303-837-5114
omar.jabara@newmont.com