Newmont and Goldcorp Obtain Interim Order for plan of arrangement

February 23, 2019

Newmont Mining Corporation and Goldcorp Inc. announced that Goldcorp has obtained an interim order from the Ontario Superior Court of Justice in connection with the previously announced statutory arrangement for the acquisition by Newmont of all of the issued and outstanding common shares of Goldcorp in exchange for 0.3280 of a share of Newmont common stock and $0.02 in cash for each Goldcorp common share in a transaction valued at approximately $10 billion as of the date of announcement of the transaction. Receipt of the interim order allows Goldcorp to hold its shareholder meeting on April 4, 2019 and is a necessary step toward obtaining a final order from the Court that is a condition to closing the acquisition.

The combination of the two companies will create an unmatched portfolio of world-class operations, projects, Reserves, exploration opportunities, and talent. On day one after the transaction closes, which is expected in the second quarter, Newmont Goldcorp will:

• Be immediately value-accretive to Newmont’s Net Asset Value and cash flow per share;(1)
• Generate an estimated $75 per ounce in Full Potential cost and efficiency improvements, representing annual anticipated benefits of approximately $165 million per year(4);
• Create a combined $265 million in expected annual pre-tax synergies and Full Potential benefits representing value creation potential of over $2.5 billion(5);
• Target 6-7 million ounces of steady-state gold production over a decades-long time horizon;(1)
• Have the largest gold Reserves and Resources in the gold sector, including on a per share basis;
• Be located in favorable mining jurisdictions and prolific gold districts on four continents;
• Deliver the highest dividend among senior gold producers;(2)
• Offer financial flexibility and an investment-grade balance sheet to advance the most promising projects generating a targeted Internal Rate of Return of at least 15 percent; (1)(3)
• Feature a deep bench of accomplished business leaders and high-performing technical teams and other talent with extensive mining industry experience; and
• Maintain industry leadership in environmental, social and governance performance.



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