The ASX’s biggest gold miner, Newcrest Mining (ASX:NCM), has extended the exclusivity period for a potential $29.4 billion takeover by US gold giant Newmont Corporation (NYSE:NEM).
The extension gives Newcrest more time to complete confirmatory due diligence and submit a binding offer to acquire 100% of Newcrest’s shares.
Newcrest reports Newmont has ‘substantially’ completed its due diligence and notes the extension has been granted on the same terms of the original exclusivity offer.
Under the exclusivity deed announced on 14 April 2023, Newcrest granted Newmont exclusivity until 11 May 2023 to conduct confirmatory due diligence.
This deed stipulated that Newcrest must not directly or indirectly solicit a competing proposal, not participate in negotiations or discussions that would be reasonably expected to lead to a competing offer or facilitate due diligence investigations, and notify Newmont within 2 business days of any approach of a proposal made by a third party in connection with a competing proposal.
Newcrest says these restrictions were subject to a fiduciary exception, noting that if a better offer was received, the company’s board would be required to act on the competing proposal.
After first shooting down an initial takeover bid from Newmont in February, Newcrest on April 11 2023 reported it had received a revised conditional and non-binding proposal from Newmont to acquire 100% of the issued shares in Newcrest through a scheme of arrangement.
Under the proposal, Newcrest shareholders would be entitled to receive 0.400 Newmont shares for each Newcrest share held. Additionally, the proposal also permitted Newcrest to pay a franked special dividend of up to US$1.10 per share on or around the implementation of the scheme of arrangement.
Newcrest says the revised proposal represents an implied value of $32.87 per share to the company’s shareholders. This is an increase of 16% to Newmont’s initial offer and represents an implied equity value of $29.4 billion and an enterprise value of $32 billion for Newcrest.
This is an increase of 16% to Newmont’s initial offer and represents an implied equity value of $29.4 billion and an enterprise value of $32 billion for Newcrest
Newcrest reports there is no certainty that the revised proposal will result in a binding offer and notes it will keep the market informed of any developments.
Newcrest Mining is a Melbourne-based gold mining giant with operating mines in Australia, Canada, and Papua New Guinea. The company’s portfolio includes the Cadia, Havieron, and Telfer projects in Australia, as well as the Brucejack, and Red Chris projects in Canada, along with the Lihir, and Wafi-Golpu projects in Papua New Guinea.
Images: Newcrest Mining Ltd
