NEWMONT MINING CORPORATION (NYSE:NEM) Files An 8-K Entry into a Material Definitive Agreement
ITEM1.01.
| ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. |
Amendment to $3 Billion Senior Unsecured Revolving Credit
Facility
On May25, 2017, Newmont Mining Corporation, a Delaware
corporation (the Company) entered into an Amendment and
Restatement Agreement (the Amendment and Restatement Agreement)
to its existing Credit Agreement (the Credit Agreement), dated as
of May20, 2011 (as amended by the First Amendment dated as of
May15, 2012, the Second Amendment dated as of March31, 2014 and
the Third Amendment dated as of March3, 2015), among the Company
as borrower, the lenders party thereto and JPMorgan Chase Bank.
N.A., as administrative agent.
The Amendment and Restatement Agreement restates the Credit
Agreement to, among other changes, extend the maturity date of
the Credit Agreement from May3, 2020 to May25, 2022. In
connection with the Amendment and Restatement Agreement, lenders
that agreed to extend their commitments and replacement lenders
received customary fees corresponding to their respective
commitments under the Credit Agreement, as amended.
The representations and warranties, covenants, including a
financial covenant requiring that the ratio of Total Indebtedness
to Total Capitalization (as such terms are defined in the Credit
Agreement) not exceed 0.625 to 1.000, and events of default under
the Credit Agreement, as amended, are substantially consistent
with those in the existing Credit Agreement.
The foregoing description of the Amendment and Restatement
Agreement and amended Credit Agreement is qualified in its
entirety by reference to the complete text of the Amendment and
Restatement Agreement and the amended Credit Agreement, which are
filed herewith as Exhibit 10.1 and incorporated by reference
herein.
In addition, and consistent with the existing Credit Agreement,
under the Credit Agreement, as amended, the Companys obligations
under the Credit Agreement are unconditionally guaranteed by the
Companys subsidiary, Newmont USA Limited, a Delaware corporation
(Newmont USA), as provided in the Credit Agreement, as amended.
Newmont USA may be released from such obligations as a guarantor
under the Credit Agreement, as amended, in the future upon
satisfaction of certain conditions set forth in the Credit
Agreement, as amended, and the related guarantee by Newmont USA,
including if Newmont USA ceases to guarantee the Companys
material indebtedness.
In connection with the Amendment and Restatement Agreement, the
Companys subsidiary, Newmont USA, reaffirmed its guarantee under
the Credit Agreement, as amended. The Reaffirmation Agreement,
dated May25, 2017, is filed herewith as Exhibit 10.2 and
incorporated by reference herein.
Many of the lenders under the Credit Agreement, as amended, have
in the past performed, and may in the future from time to time
perform, investment banking, financial advisory, lending and/or
commercial banking services or other services for the Company or
its affiliates, and affiliates or certain of these lenders have
served in the past as underwriters in public offerings of
securities by the Company, for which they have received, and may
in the future receive, customary compensation and expense
reimbursement.
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ITEM2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN
OBLIGATION UNDER AN OFF BALANCE SHEET ARRANGEMENT OF A
REGISTRANT.
The information set forth in Item1.01 of this Current Report on
Form 8-K is incorporated herein by reference.
| ITEM9.01. | EXHIBITS. |
|
Exhibit No. |
Description |
|
| 10.1 |
Amendment and Restatement Agreement, dated as of May25, 2017, restating the Credit Agreement, dated as of May20, 2011 (as amended by the First Amendment dated as of May15, 2012, the Second Amendment dated as of March31, 2014 and the Third Amendment dated as of March3, 2015), by and among Newmont Mining Corporation, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent. |
|
| 10.2 |
Reaffirmation Agreement, dated May25, 2017, by Newmont USA Limited and JPMorgan Chase Bank, N.A., as Administrative Agent. |
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About NEWMONT MINING CORPORATION (NYSE:NEM)
Newmont Mining Corporation is a global mining company, which is focused on the production of and exploration for gold and copper. The Company is primarily a gold producer with operations and/or assets in the United States, Australia, Peru, Indonesia, Ghana and Suriname. Its segments are North America, South America, Asia Pacific and Africa. It has gold reserves of over 73.7 million ounces and an aggregate land position of over 20,000 square miles. It is also engaged in the production of copper, through Batu Hijau in Indonesia, Boddington in Australia and Phoenix in the United States. The North America segment consists of Carlin, Phoenix and Twin Creeks in the state of Nevada, and Cripple Creek &Victor in the state of Colorado, in the United States. The South America segment consists of Yanacocha in Peru. The Asia Pacific segment consists of Boddington, Tanami and Kalgoorlie in Australia and Batu Hijau in Indonesia. The Africa segment consists primarily of Ahafo and Akyem in Ghana. NEWMONT MINING CORPORATION (NYSE:NEM) Recent Trading Information
NEWMONT MINING CORPORATION (NYSE:NEM) closed its last trading session up +0.68 at 34.11 with 4,549,316 shares trading hands.