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(Kitco News) - Newcrest (TSX: NCM) announced on Friday that the company and Newmont (TSX: NGT) have now entered into an exclusivity deed, satisfying a condition of Newmont’s revised conditional and non-binding proposal to acquire 100% of the issued shares in Newcrest by way of a scheme of arrangement.
According to a company statement, under the deed, Newcrest has granted Newmont exclusivity until 11:59pm on 11 May 2023 to allow Newmont to conduct confirmatory due diligence on an exclusive basis.
The company said that in summary, during the relevant period 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 proposal or facilitate due diligence investigations in respect of Newcrest (including through the provision of non-public information) in connection with a competing proposal; and notify Newmont within 2 business days of any approach or proposal made by a third party in connection with a competing proposal (without an obligation to disclose the identity of the third party).
Under the revised proposal from Newmont, Newcrest shareholders would receive 0.400x Newmont shares per each Newcrest share held. In addition, Newcrest would have the right to fund and pay to its shareholders a special dividend of up to USD$1.10 per Newcrest share.
Newcrest said that there is no certainty that the revised proposal will result in a binding offer for consideration by shareholders, adding that the company will continue to keep the market informed of any material developments in accordance with its continuous disclosure obligations.
Newmont is the world’s largest gold producer in 2022, while Newcrest ranked eighth.
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