Newmont Announces Proposed Convertible Debt Offering

Jul 10, 2007, 01:00 ET from Newmont Mining Corporation

    DENVER, July 10 /PRNewswire-FirstCall/ -- Newmont Mining Corporation
 (NYSE:   NEM) today announced its intention to offer, in the aggregate, $1.0
 billion of Convertible Senior Notes. The Company intends to use the net
 proceeds from the offering to repay all amounts outstanding under its
 corporate revolving credit facility, to enter into the convertible note
 hedge and warrant transactions described below, and for general corporate
 purposes. Together with other pending initiatives, including the
 anticipated realization of value from certain non-core Merchant Banking
 assets, the Company expects this will provide capital funds to complete
 Boddington in Australia and the gold mill at Yanacocha in Peru, as well as
 provide for the potential development of future projects such as Conga in
 Peru, Akyem in Ghana, and other corporate opportunities.
     The Company intends to issue Convertible Senior Notes due 2014 and
 2017, each in the principal amount of $500 million, through an offering to
 qualified institutional buyers under Rule 144A of the Securities Act. Upon
 conversion, holders will be entitled to receive cash for that portion of
 the value of the common stock into which the notes are convertible up to
 the principal amount of the notes, and excess conversion value, if any,
 will be satisfied at the Company's election in cash, common stock or a
 combination of cash and common stock. Newmont also expects to grant the
 initial purchasers an option to purchase up to an additional $75 million of
 each of the 2014 and 2017 Senior Convertible Notes to cover
     In connection with the offering of the notes, the Company expects to
 enter into convertible note hedge transactions with affiliates of one or
 more of the initial purchasers (the "hedge counterparties") and intends to
 use a portion of the net proceeds of the offering to pay for the cost of
 the convertible note hedge transactions. The convertible note hedge
 transactions are expected to reduce potential dilution to Newmont common
 stock upon conversion of the notes. The Company also expects to enter into
 separate warrant transactions with the hedge counterparties, which would
 result in additional proceeds to the Company and partially offset the cost
 of the convertible note hedge transactions. The warrant transactions could
 result in dilution to Newmont common stock in the event that, at exercise,
 the market value per share of Newmont common stock, as measured under the
 terms of the warrant transactions, exceeds the applicable strike price of
 the warrant transactions. If the initial purchasers of the notes exercise
 their over-allotment options, the Company expects to enter into additional
 convertible note hedge and warrant transactions.
     In connection with the convertible note hedge transactions and the
 separate warrant transactions, the hedge counterparties have advised the
 Company that they, or their affiliates, expect to enter into various
 derivative transactions with respect to Newmont common stock concurrently
 with, or shortly after, the pricing of the notes and may enter into, or may
 unwind, various derivatives and/or purchase or sell Newmont common stock in
 secondary market transactions following the pricing of the notes. These
 activities could have the effect of increasing, or preventing a decline in,
 the price of Newmont common stock concurrently with or following the
 pricing of the notes. If the hedge counterparties or their affiliates were
 to unwind various derivatives and/or purchase or sell Newmont common stock
 in secondary market transactions prior to the maturity of the notes, such
 activity could adversely affect the price of Newmont common stock or the
 settlement amount payable upon conversion of the notes.
     This notice does not constitute an offer to sell or the solicitation of
 an offer to buy securities. Any offers of the securities will be made only
 by means of a private offering memorandum. The notes and the shares of
 Newmont common stock issuable upon conversion have not been, and will not
 be, registered under the Securities Act or the securities laws of any other
 jurisdiction and may not be offered or sold in the United States absent
 registration or an applicable exemption from registration requirements.
     Cautionary Statement
     This news release contains "forward-looking statements" within the
 meaning of Section 27A of the Securities Act of 1933, as amended, and
 Section 21E of the Securities Exchange Act of 1934, as amended, that are
 intended to be covered by the safe harbor created by such sections. Such
 forward-looking statements include, without limitation, statements
 regarding future asset sales or other transactions and use of proceeds of
 such sales. Where the company expresses or implies an expectation or belief
 as to future events or results, such expectation or belief is expressed in
 good faith and believed to have a reasonable basis. However,
 forward-looking statements are subject to risks, uncertainties and other
 factors, which could cause actual results to differ materially from future
 results expressed, projected or implied by such forward-looking statements.
 For a detailed discussion of risks, see the company's 2006 Annual Report on
 Form 10-K, which is on file with the Securities and Exchange Commission, as
 well as the company's other SEC filings, including the company's Quarterly
 Reports on Form 10-Q and Current Reports on Form 8-K updating the
 discussions of risks. The company does not undertake any obligation to
 release publicly revisions to any "forward-looking statement," to reflect
 events or circumstances after the date of this news release, or to reflect
 the occurrence of future events, except as may be required under applicable

SOURCE Newmont Mining Corporation