Newmont Special Meeting to Be Held on 13 Feb 2002; Acquisitions of Normandy and Franco-Nevada on Track
SYDNEY, Australia, Jan. 10 and DENVER, Jan. 9 /PRNewswire/ -- Newmont Mining Corporation (NYSE: NEM - news)
announced today that the special meeting of Newmont shareholders to consider matters relating to Newmont's bid for Normandy
Mining Limited (ASX: NDY) and acquisition of Franco-Nevada Mining Corporation Limited (Toronto: FN - news) has been
scheduled for 13 February 2002. The special meeting will be held at the Brown Palace Hotel in Denver, Colorado, at 8:00 am
(local time). Newmont shareholders of record at the close of business on 4 January 2002 will be entitled to vote at the special
meeting and will receive proxy materials when mailed.
Shareholders of Franco-Nevada will meet on 30 January 2002 to approve Newmont's acquisition of Franco-Nevada.
``We are on track to complete our bid for Normandy and acquisition of Franco-Nevada in mid-February. We have every
confidence that, within that timeframe, we can satisfy the remaining conditions to those transactions and meet our commitments to
Normandy shareholders under our bid. We also are confident of the value to be realized by shareholders of all three companies
through our creation of the world's leading gold company,'' said Newmont Chairman, President and Chief Executive Officer
Wayne W. Murdy.
IMPORTANT INFORMATION
Although the Normandy Board, subject to its fiduciary duties, has recommended Newmont's offer to Normandy shareholders,
Normandy has not provided unqualified assistance to Newmont in making its offer. Among other things, Normandy has refused to
provide Newmont with certain financial information, and it has not permitted its auditors to issue a consent in respect of financial
information relating to Normandy.
IMPORTANT NOTICE FOR HOLDERS IN THE UNITED STATES AND CANADA
Although Newmont Mining Corporation has lodged its Bidder's Statement in Australia and mailed it to shareholders of Normandy
Mining Limited who reside outside of the United States and Canada, the offer by Newmont is not currently being made to
shareholders in the United States and Canada. In addition, the Newmont offer cannot be accepted by shareholders in the United
States and Canada until Newmont's Registration Statement on Form S-4 has been declared effective by the U.S. Securities and
Exchange Commission.
CAUTIONARY STATEMENT
This letter 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. 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 ``expects,''
``anticipates,'' ``believes,'' ``intends,'' ``estimates'' and similar expressions. The forward-looking information and statements in this press release 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 the proposed transactions, Newmont Mining Corporation has filed with the U.S. Securities and Exchange Commission a Registration Statement
on Form S-4 (which includes a preliminary prospectus) on December 20, 2001 and a preliminary proxy statement on December 26, 2001. Investors and security
holders are advised to read the preliminary prospectus and preliminary proxy statement, which are available now, and the definitive prospectus and definitive proxy
statement, when they become available, because they contain and will contain important information. Investors and security holders may obtain free copies of the
preliminary prospectus and preliminary proxy statement (which are available now) and the definitive prospectus and definitive proxy statement (when available) and
other documents filed by Newmont with the Commission at the Commission's web site at sec.gov. Free copies of the preliminary prospectus and
preliminary proxy statement, now available, and the definitive prospectus and definitive proxy statement, 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
filings may be obtained at sedar.com . |
