World-class portfolio of assets to support sustainable, profitable gold production

On January 14, Newmont Mining Corporation (NYSE: NEM) and Goldcorp Inc. (NYSE: GG, TSX: G) announced they have entered into a definitive agreement in which Newmont will acquire all of the outstanding common shares of Goldcorp in a stock-for-stock transaction valued at $10 billion. Under the terms of the agreement, Newmont will acquire each Goldcorp share for 0.3280 of a Newmont share, which represents a 17% premium based on the companies’ 20-day volume weighted average share prices.

The agreement will combine two gold industry leaders into Newmont Goldcorp, to create an unmatched portfolio of operations, projects, exploration opportunities, reserves and people in the gold mining sector. Newmont Goldcorp’s world-class portfolio will feature operating assets in favorable jurisdictions, an unparalleled project pipeline, and exploration potential in the most prospective gold districts around the globe. In addition to providing shareholders the largest gold reserves per share, Newmont Goldcorp will offer the highest annual dividend among senior gold producers.

“This combination will create the world’s leading gold business with the best assets, people, prospects and value-creation opportunities,” said Gary Goldberg, Newmont’s CEO. “We have a proven strategy and disciplined implementation plan to realize the full value of the combination, including an exceptional pool of talented mining professionals, stable and profitable gold production of six to seven million ounces over a decades-long time horizon, the sector’s largest gold reserve and resource base, and a leading project and exploration pipeline.

“Our cultures are well aligned, with strong commitments to zero harm, inclusion and diversity, and industry leading environmental, social and governance performance.” Goldberg added. “We expect to generate up to $100 million in annual pre-tax synergies, with additional cost and efficiency opportunities that will be pursued through our proven Full Potential continuous improvement program. The combination is expected to be immediately accretive to Newmont’s net asset value and cash flow per share. We constantly review opportunities to raise our performance, and this combination represents the most promising path to deliver superior and sustainable value for our shareholders, employees, host countries and communities.”

Newmont Goldcorp’s Reserves and Resources will represent the largest in the gold sector and will be located in favorable mining jurisdictions in the Americas, Australia and Ghana, representing approximately 75%, 15% and 10%, respectively. Newmont Goldcorp will also prioritize project development by returns and risk, while targeting $1.0 to $1.5 billion in divestitures over the next two years to optimize gold production at a sustainable, steady level of six to seven million ounces annually. Supported by stable, profitable long-term production and an investment-grade balance sheet, Newmont Goldcorp will generate robust free cash flow and have the financial flexibility to fund project development and exploration in the decades ahead.

“This combination creates the world’s premier gold company,” said Goldcorp’s President and CEO David Garofalo. “In addition to the depth and quality of Newmont Goldcorp’s operations, projects, exploration properties and Reserves, the combined company’s assets will be centered in the world’s most favorable and prospective mining jurisdictions and gold districts.

“The strategic rationale for combining Goldcorp with Newmont is powerfully compelling on many levels, and both teams are fully committed to delivering on the transaction’s value proposition for all of our stakeholders. Newmont Goldcorp will be one of Canada’s largest gold producers and will have its North America regional office in Vancouver, and expects to oversee more than three million ounces of the combined company’s total annual gold production.”

STRATEGIC RATIONALE

The combination of Newmont and Goldcorp will create the world’s leading gold company offering shareholders and other stakeholders:

• Experienced management and talented mining professionals with a proven track record of maximizing value by delivering long-life and low-cost profitable gold mining operations;

• Unparalleled leverage to the gold price given the combined company’s scale (2017 gold production actuals: Newmont = 5.3 million ounces; Goldcorp = 2.6 million ounces);

• A world-class portfolio of gold mining operations/projects in favorable jurisdictions;

• Steady, profitable gold production targeting 6 to 7 million ounces over a decades long time horizon;

• Recognized industry leadership in environmental, social and governance performance;

• A sustainable annual dividend anticipated to be the highest among senior gold producers;

• A solid, investment-grade balance sheet;

• An unparalleled project pipeline on four continents;

• Exploration opportunities in the world’s most prospective gold districts; and

• The sector’s largest

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