Filed by Newmont Mining Corporation
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
of the Securities Exchange Act of 1934
Subject Company: Normandy Mining Limited
Commission File No. 132-00965
[THE NEWMONT GOLD STANDARD GRAPHIC]
NEW NEWMONT
THE NEW GOLD STANDARD
JANUARY 2002
[THE NEWMONT GOLD STANDARD GRAPHIC]
THE NEW NEWMONT
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VISION o Newmont will be the world's premier gold company, creating
shareholder value through operating excellence, targeted
exploration, technological innovation, a sound financial structure
and management expertise
o Newmont will leverage the complementary strengths of Newmont,
Franco-Nevada and Normandy to provide investors with superior
leverage to a rising gold price and a balanced portfolio of quality
assets
STRATEGY o Operating excellence with focus on large mining districts
- Continued emphasis on cost reduction, district rationalization
and synergy realization
o Rationalization and optimization of vast asset portfolio
o Exploration and development efforts to take advantage of large land
position
o Maintain current "no hedging" philosophy
o Expand premier royalty income stream
o Continued excellence in environment management, community
development and employee safety
FUTURE o Generate superior returns for shareholders
o Further improve a low net debt/capitalization level
1
[THE NEWMONT GOLD STANDARD GRAPHIC]
LEVERAGING COMPLEMENTARY STRENGTHS...
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| VISION |
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| Strategy |
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| Future |
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[Pie chart depicting:
[Newmont logo] Newmont Mining Corporation
o Global operations
o Exploration and development expertise
o Proven integration history
[Franco-Nevada logo] Franco-Nevada Mining Corporation
o Merchant banking expertise
o Corporate development skills
o Premier royalty income stream
[Normandy logo] Normandy Mining Limited
o Leading Australian position
o Strong exploration and development portfolio]
2
[THE NEWMONT GOLD STANDARD GRAPHIC]
...TO CREATE THE NEW GOLD STANDARD
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| VISION |
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| Strategy |
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| Future |
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LEVERAGE
TO RISING
GOLD PRICE
^ LARGEST NON-HEDGED GOLD PRODUCER
| PROVIDES SHAREHOLDERS MOST LEVERAGE TO GOLD
|
|
| DEVELOPMENT PROJECTS ADD UPSIDE
| POTENTIAL
| o Phoenix, Martabe, Akim, Yamfo,
| Boddington, Martha
| Total: 26.8 million ozs
|
|
| MERCHANT BANKING WEALTH CREATION
| o Property synergies o Royalty creation
| o Asset management o Exploration
| 94,000 sq.mi.
|
| WORLD CLASS CORE PROPERTIES WITH LOW CASH
| COSTS AND HIGH CASH FLOWS
| o Nevada, Yanacocha, Batu Hijau, Western
| Australia
|
| ROYALTY CASH FLOW / STRONG BALANCE
| AS NATURAL HEDGE / SHEET
| AGAINST LOW GOLD /
| PRICE /
V
STABILITY AT
LOWER GOLD PRICES
[graphic of gold bars]
3
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OPERATING EXCELLENCE WITH FOCUS ON LARGE DISTRICTS
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| Vision |
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| STRATEGY |
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| Future |
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o Established track record of operational excellence in world-class,
large-scale mines
- Nevada, USA
- Yanacocha, Peru
- Western Australia
- Batu Hijau, Indonesia
- Tanami, Australia
o Focus on district-scale operations
- Selectively develop larger, higher return projects iwth superior growth
potential
- Benefit from economies of scale and existing infrastructure
o Continued focus on cash flow management and technological excellence
- Cost management through Gold Medal Performance and global procurement
programs
o Goal to further reduce cash costs to <$160 per oz.
- Disciplined capital expenditure management
- Continued development of proprietary processing and exploration
technologies
4
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REALIZATION OF SYNERGY BENEFITS
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| Vision |
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| STRATEGY |
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| Future |
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o Proven track record of meeting or exceeding synergy targets
- Acquisition of Santa Fe Pacific Gold (1997)
- Acquisition of Battle Mountain Gold (2001)
o Already identified US$70-80 million of synergy benefits in the first full
year and US$80-90 million in the second full year from acquisitions of
Normandy and Franco-Nevada
- General and administrative costs
- Operating synergies at Midas and potentially with Echo Bay
- Procurement savings on a global basis
- Implementation of Gold Medal Performance worldwide
- Tax savings
- Interest savings
o Cross-functional teams to identify and implement further synergies
o Divestment of non-core assets to raise cash
5
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EXPLORATION AND DEVELOPMENT EXPERTISE
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| Vision |
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| STRATEGY |
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| Future |
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o Established track record of exploration and development successes
- Yanacocha, Peru
- Carlin Trend, Nevada, U.S.
- Batu Hijau, Indonesia
- Winnemuca District, Nevada, U.S.
- Midas, Nevada, U.S.
- Tanami, Australia
o New Newmont's exploration and development expertise and large land positions
in North America, Australia and Peru offer significant new project
opportunities
- Newmont's total land position will be ~94,000 sq. miles or ~244,000 sq.
km (which is approximately the size of the United Kingdom)
- Newmont will seek to achieve disciplined sequencing of projects to match
capital investment with demand
6
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THE INDUSTRY'S MOST ATTRACTIVE ASSET PORTFOLIO
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| Vision |
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| STRATEGY |
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| Future |
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[World map marked to show the following combined gold interests:
Core Operations:
Midas, Nevada
Carlin, Nevada
Phoenix, Nevada
Lone Tree, Nevada
Twin Creek, Nevada
Yanacocha
Tanami
Yandal
Kalgoorlie
Boddington
Batu Hijau
Strategic Operations:
Yamfo-Sefwi
Akim
Zarafshan
Martabe
Martha
Pajingo/Vera-Nancy
Others:
New Britannia
Musslewhite
Holloway
Golden Giant
Mesquite
La Herradura
Kori Kollo
La Coipa
Crixas
Paracatu
Ovacik
Minahasa
Australian Magnesium Corporation]
MAJOR DISTRICT RESERVE BASE:
NEVADA 34MM OZ.
YANACOCHA 19MM OZ.
WESTERN AUSTRALIA 14MM OZ.
TANAMI 2.5MM OZ.
BATU HIJAU 6.6MM OZ.
-------
TOTAL 76MM OZ.
= 78% OF RESERVES
LARGEST GLOBAL LAND POSITION = 94,000 SQ. MILES / 244,000 SQ. KM
7
[THE NEWMONT GOLD STANDARD GRAPHIC]
OPPORTUNITIES FOR PROPERTY RATIONALIZATION AND ASSET MANAGEMENT
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| Vision |
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| STRATEGY |
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| Future |
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PROPERTY RATIONALIZATION OPPORTUNITIES:
ASSET COUNTERPARTIES
------------------------------------ ------------------------------------------
NEVADA, USA
Carlin Trend Barrick, AngloGold, Meridian
Winnemuca District Placer Dome, Barrick, Glamis
Phoenix Region Echo Bay
CANADA
Hemlo Camp Barrick, Teck
Holloway/Holt McDermott Barrick
AUSTRALIA
Kalgoorlie Consolidated Gold Mines Barrick
Boddington AngloGold, Newcrest
ASSET MANAGEMENT OPPORTUNITIES:
Investment portfolio
Non-core operated properties
Non-operated mining interests
8
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NEW MERCHANT BANKING DIVISION
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| Vision |
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| STRATEGY |
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| Future |
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o Will be responsible for managing Newmont's current assets and investment
portfolio to focus on:
- Increasing streams of stable cash flows from premier royalty investments
- Value creation through selective equity investments
o Will also manage selected non-core assets and tap Newmont's vast land
position to generate new royalty and equity positions
o Will build on a proven historical track record of value-enhancing
transactions:
- MIDAS-NORMANDY: Value of 19.8% stake in Normandy has increased to A$851
mm(1) from A$393 mm(2) (~117% return in nine months)
- ABER DIAMONDS: Cumulative 134%(3) return, including 5% stake in Aber
Diamonds currently valued at C$58 mm(3)
- ECHO BAY: US$72 mm debt assumption worth US$136 mm upon conversion into
common stock(4)
- ARGENTINA GOLD: US$3 mm investment generated US$10 mm in proceeds in one
year
- VOISEY'S BAY: Cumulative 44% return, including Inco warrants currently
valued at approximately C$18mm
Source: Bloomberg, market data as of January 7, 2002
(1) Based on the implied value of Newmont's offer for Normandy of A$1.91 as of
January 7, 2002
(2) Based on Normandy's stock price of A$0.88 as of April 2, 2001 (day prior to
the transaction's announcement)
(3) Based on Franco-Nevada's sale of 9.2% of Aber for C$105mm on January 11,
2002 plus Aber Diamond's market value as of January 11, 2002
(4) Source: Echo Bay 8-K dated September 5, 2001; market data as of January 7,
2002
9
[THE NEWMONT GOLD STANDARD GRAPHIC]
FINANCIAL MANAGEMENT
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| Vision |
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| STRATEGY |
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| Future |
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o Focus on enhancing shareholder returns while maintaining strong upside
leverage to gold price
o Maintain the financial strength and flexibility to develop new projects to
fuel growth
- Active program to further reduce net debt to capitalization levels to <20%
in one year and <10% over the medium to long-term
- Improve credit rating to reduce interest costs over time
- Opportunistically monetize non-core assets
o Allocate capital to high-return projects
- Large asset base and land position gives Newmont the ability to develop
projects that offer the highest returns and make strategic sense in all
gold price environments
o Opportunistically dispose of Normandy's existing hedge book
- Increase leverage to rising gold prices
o Increase merchant banking royalties and fees
- Generate stable cash flows in a low gold price environment
- Less capital intensive -- improves return on capital
10
[THE NEWMONT GOLD STANDARD GRAPHIC]
EXCELLENCE IN ENVIRONMENT MANAGEMENT, COMMUNITY DEVELOPMENT AND EMPLOYEE SAFETY
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| Vision |
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| STRATEGY |
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| Future |
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ENVIRONMENTAL MANAGEMENT
------------------------
o Committed to going beyond compliance and setting standards of excellence
o Environmental excellence incorporated into all phases of mining activities
COMMUNITY DEVELOPMENT
---------------------
o Committed to being a socially responsible partner, working to foster
sustainable economic and social growth within the communities where we
operate
EMPLOYEE SAFETY
---------------
o Committed to being the world leader in health, safety and loss prevention
11
[THE NEWMONT GOLD STANDARD GRAPHIC]
NEW NEWMONT WILL DEMONSTRATE INDUSTRY LEADERSHIP ON ALL FRONTS
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| Vision |
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| Strategy |
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| FUTURE |
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o Generate superior shareholder returns
o Manage production profile based on gold price
o Develop those new projects that make sense in all gold price environments
o Maintain a strong balance sheet
o Monetize non-core assets over time
o Strive to further reduce cash costs
o Maintain "no hedging" philosophy -- opportunistically unwind existing
hedgebook
o Reinforce commitment to community development, environmental responsibility
and employee safety
12
[THE NEWMONT GOLD STANDARD GRAPHIC]
...AND CREATE SIGNIFICANT VALUE FOR SHAREHOLDERS
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| Vision |
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| Strategy |
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| FUTURE |
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[Pie chart depicting:
Financial:
o #1 in trading liquidity
o #1 in leverage to gold
o #1 in EBITDA
o Balance sheet strength
Operational:
o World-class scale
o Exploration and development
o Synergies
Management:
Strong track record of success in:
o Large scale operations
o Exploration and development
o Merchant banking
o Merger integration]
13
[THE NEWMONT GOLD STANDARD GRAPHIC]
RESEARCH ANALYST COMMENTS ON NEW NEWMONT
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| Vision |
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| Strategy |
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| FUTURE |
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"We are bullish on gold for 2002 and believe this move will benefit the
industry... Newmont remains our TOP PRECIOUS METALS PICK as the new company
will provide by far the GREATEST LEVERAGE TO RISING GOLD PRICES. We REAFFIRM OUR
BUY RATING WITH A 12-MONTH TARGET OF $28-30 PER SHARE..."
Michael S. Dudas, Bear Stearns (1/4/02)
"...we continue to believe that the NDY and FN transactions should be ACCRETIVE
TO NEWMONT ON MOST MEASURES and could significantly increase its profile in a
rapidly consolidating industry. WE MAINTAIN OUR BUY RECOMMENDATION ($24 PRICE
TARGET)... we believe that NEM will benefit from higher production, lower costs,
a higher reserve base and a stronger balance sheet while maintaining a high
degree of leverage to the gold price."
Brian MacArthur, UBS Warburg (1/3/02)
"...we think the stock will begin to trade at a PREMIUM VALUATION MULTIPLE
reflecting a significantly strengthened balance sheet, higher trading liquidity
and an ENHANCED COMPETITIVE POSITION within the gold industry... we have
established a 12-MONTH TARGET PRICE OF US$25 PER SHARE."
Michael Durose, Morgan Stanley
(comment: 11/15/01; price target re-affirmed: 1/4/02)
"Our NAV for Newmont... represents a premium of only 27%, compared to the senior
and intermediate average of 39%, and 65% and 43% for its closest peers, Barrick
and Placer, respectively...WE ARE UPGRADING NEWMONT TO OUTPERFORM ($24.50 PRICE
TARGET)."
Geoff Stanley, BMO Nesbitt Burns (1/14/02)
Note: All analyst comments used without permission
14
[THE NEWMONT GOLD STANDARD GRAPHIC]
NEWMONT STOCK PROVIDES IMMEDIATE UPSIDE POTENTIAL ONCE TRANSACTIONS CLOSE(1)
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o Newmont's current stock price penalized by "winner's curse" -- short selling
o Short interest in Newmont stock increased over 80% to 15.5 mm shares(2) as
of December 14th from 8.5 mm shares(2) as of November 15th and is likely to
be even higher at present
o In general, the acquirer's stock in a stock-for-stock transaction increases
after the closing
- Newmont stock rebounded significantly following the close of the Battle
Mountain and Santa Fe Pacific Gold acquisitions
- The likely unwinding of substantial short positions should result in a
similar Newmont price appreciation following the close of Franco-Nevada
and Normandy transactions
o Newmont is also expected to benefit from new buying activity
- Since the S&P is market cap weighted, index funds may have to almost
double their holdings of Newmont stock
o Such new buying could represent 12 to 20 mm shares of Newmont common
stock
REBOUND FROM LOW DURING ARBITRAGE ACTIVITY TO ONE WEEK AFTER CLOSE(3)
[BAR GRAPH DEPICTING:
Newmont/Santa Fe: 14%
Newmont/Battle Mountain: 27%]
(1) Past performance is not assurance of future performance
(2) Source: Bloomberg; Bloomberg calculates the number of short positions on a
monthly basis, from the 15th of one month to the 15th of the next, if the
15th is not a business day, the settlement date goes to the prior business
day; data is released four days after settlement
(3) Source: Bloomberg
15
[THE NEWMONT GOLD STANDARD GRAPHIC]
TRANSACTION CERTAINTY AND TIMING
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o Newmont's superior bid has been unanimously recommended by Normandy Board of
Directors
o Strong commitment by Franco-Nevada
- Fully supported by Board of Directors
- 19.8% Normandy stake committed to Newmont
- The co-founders have committed their approximate 10% stake
o Transactions on track to be completed by mid-February
- Registration statements containing U.S. Offer Document and definitive
Proxy Statement/Prospectus declared effective by U.S. SEC on January 10,
2002
- Bidder's Statement distributed to non-U.S. and non-Canadian shareholders
of Normandy; U.S. Offer Document distributed to U.S. and Canadian
shareholders
- Cleared Hart-Scott-Rodino waiting period in the U.S.
- Received advance ruling certificates from the Canadian Competition Bureau
- Franco-Nevada shareholders' meeting on January 30
- Newmont shareholders' meeting on February 13
o Minimal timing difference with AngloGold's extended offer
16
[THE NEWMONT GOLD STANDARD GRAPHIC]
NEWMONT BELIEVES IN GOLD
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o Mine supply is decreasing
o Producer hedging is decreasing
- Contango is falling
- Producers are unwinding hedge
books
o Uncertain global financial
markets once again turning
attention to gold
- Investment demand is rising
- Gold offers strategic
portfolio diversification
[BAR GRAPH DEPICTING:
GOLD PRODUCTION, 1969 TO 2006E, MEASURED IN YEAR ON YEAR % CHANGE
UBS
1969 0.80%
1970 1.50%
1971 -3.50%
1972 -4.00%
1973 -5.50%
1974 -11.00%
1975 -5.00%
1976 2.00%
1977 -0.50%
1978 1.00%
1979 -1.00%
1980 -0.50%
1981 3.00%
1982 4.00%
1983 8.00%
1984 4.00%
1985 6.00%
1986 5.00%
1987 0.00%
1988 10.00%
1989 8.00%
1990 3.50%
1991 1.50%
1992 3.50%
1993 2.50%
1994 -0.50%
1995 -0.50%
1996 3.50%
1997 4.50%
1998 2.50%
1999 1.50%
2000 0.50%
2001E 1.00%
2002E -1.00%
2003E -3.00%
2004E -4.00%
2005E -4.00%
2006E -4.00%]
[BAR GRAPH DEPICTING:
NET PRODUCER HEDGING
Tonnes of gold Net Producer Hedging
1992 135
1993 142
1994 105
1995 475
1996 142
1997 504
1998 97
1999 506
2000 -10
2001E -30]
17
[THE NEWMONT GOLD STANDARD GRAPHIC]
CAUTIONARY STATEMENT
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IMPORTANT NOTICE
Although the Normandy Board, subject to its fiduciary duties, has recommended
Newmont's offer to Normandy shareholders, Normandy has not provided unqualified
assistance to Newmont in making its offer. Among other things, Normandy has
refused to provide Newmont with certain financial information, and it has not
permitted its auditors to issue a consent in respect of financial information
relating to Normandy.
CAUTIONARY STATEMENT
This presentation contains forward-looking information and statements about
Newmont Mining Corporation, Franco-Nevada Mining Corporation Limited, Normandy
Mining Limited and the combined company after completion of the transactions.
Forward-looking statements are statements that are not historical facts. These
statements include financial projections and estimates and their underlying
assumptions; statements regarding plans, objectives and expectations with
respect to future operations, products and services; and statements regarding
future performance. Forward-looking statements are generally identified by the
words "expects," "anticipates," "believes," "intends," "estimates" and similar
expressions. The forward-looking information and statements in this press
release are subject to various risks and uncertainties, many of which are
difficult to predict and generally beyond the control of Newmont, Franco-Nevada
and Normandy Mining, that could cause actual results to differ materially from
those expressed in, or implied or projected by, the forward-looking information
and statements. These risks and uncertainties include those discussed or
identified in the public filings with the U.S. Securities and Exchange
Commission made by Newmont and Normandy, and Franco-Nevada's filings with the
Ontario Securities Commission; risks and uncertainties with respect to the
parties' expectations regarding the timing, completion and accounting and tax
treatment of the transactions, the value of the transaction consideration,
production and development opportunities, conducting worldwide operations,
earnings accretion, cost savings, revenue enhancements, synergies and other
benefits anticipated from the transactions; and the effect of gold price and
foreign exchange rate fluctuations, and general economic conditions such as
changes in interest rates and the performance of the financial markets, changes
in domestic and foreign laws, regulations and taxes, changes in competition and
pricing environments, the occurrence of significant natural disasters, civil
unrest and general market and industry conditions.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
In connection with the proposed transactions, Newmont Mining Corporation has
filed with the U.S. Securities and Exchange Commission a Registration Statement
on Form S-4 (which includes an Offer Document) and a Proxy Statement/Prospectus
on Schedule 14A. Investors and security holders are advised to read the Offer
Document and the Proxy Statement/Prospectus, which were mailed beginning on
January 11, 2002, because they contain important information. Investors and
security holders may obtain free copies of the Offer Document and the Proxy
Statement/Prospectus and other documents filed by Newmont with the Commission at
the Commission's web site at http://www.sec.gov. Free copies of the Offer
Document and the Proxy Statement/Prospectus and other filings made by Newmont or
Normandy with the Commission, may also be obtained from Newmont. Free copies of
Newmont's and Normandy's filings may be obtained by directing a request to
Newmont Mining Corporation, Attn: Investor Relations, 1700 Lincoln Street,
Denver, Colorado 80203, Telephone: (303) 863-7414. Copies of Franco-Nevada's
filings may be obtained at http://www.sedar.com.
18
[THE NEWMONT GOLD STANDARD GRAPHIC]
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APPENDIX
19
[THE NEWMONT GOLD STANDARD GRAPHIC]
OVERVIEW OF NEW NEWMONT
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o Newmont will be the world's premier gold producer
- Approximately US$7.5 billion in market value of equity(1)
- $972 million LTM EBITDA(2)
- Headquartered in North America with strong regional presence in Australia
and Peru
o Large and liquid
- 97 million oz of gold reserves
- 2001 estimated production of 8.2 million oz
- High trading liquidity, $62 million average daily dollar trading volume(3)
- Balance sheet strength, estimated 24% net debt / net book capitalization
o Most leverage to gold price
- "No hedging" philosophy
- Will opportunistically unwind Normandy's hedge book
o Low-cost producer
- Cash costs of approximately $175/oz
o Proven track record of:
- Optimizing world-class, core assets
- Exploration successes
- Merchant banking expertise
- Integrating acquisitions
Source: Company filings and company websites
(1) Market data as of January 7, 2002
(2) Latest twelve months ended September 30, 2001; EBITDA defined as revenue
less: cost of sales (excluding DD&A), SG&A, exploration and research and
other operating expenses; Franco-Nevada revenue includes interest income
(3) Average daily trading volume for the six-month period ending
November 9, 2001
20
[THE NEWMONT GOLD STANDARD GRAPHIC]
THE NEW INDUSTRY LEADER
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[Graph]
2001E production (MM oz.) v.
Enterprise value (US$ millions)(3)
(Size of circles proportionate to reported gold reserves)
2001E Production Enterprise Value
Gold Fields [Medium Circle] 3.7 MM oz. 2,075.7 million
Placer Dome [Small Circle] 2.9 MM oz. 4,120 million
Anglo Gold(2) [Medium Circle] 5.8 MM oz. 4,500.6 million
Barrick/Homestake [Medium Circle] 6.1 MM oz. 8,469.7 million
Newmont PF(1) [Large Circle] 8.2 MM oz. 9,800 million
Others [random dots] [<2 MM oz.] [<2,000 milllion]
o Leading non-hedging producer
o Only substantial USA gold company
Source: Public filings
(1) Reflects the sum of Newmont, Normandy and Franco-Nevada enterprise values
as of November 9, 2001; includes production attributable to Franco-Nevada's
share of Echo Bay
(2) AngloGold's reserves assume sale of Free State assets
(3) Enterprise value represents market capitalization plus net debt, minority
interests and preferred stock
21
[THE NEWMONT GOLD STANDARD GRAPHIC]
# 1 IN RESERVES
--------------------------------------------------------------------------------
[Bar Graph depicting Reserves in Million oz.
[United States Flag] Newmont PF(1) 97
[South African Flag] Gold Fields 79
[Canadian Flag] Barrick/Homestake(2) 76
[South African Flag] AngloGold(3) 68
[Canadian Flag] Placer Dome 47]
Source: Most recent public filings
(1) Includes reserves of 66.3 mm oz. for Newmont, 26.4 mm oz. for Normandy, 2.2
mm oz. of equivalent reserves for Franco-Nevada and 2.2 mm oz. of reserves
to reflect Franco-Nevada's 49% ownership of Echo Bay
(2) SEC Filing of November 9, 2001
(3) AngloGold reserves assume sale of Free State assets
22
[THE NEWMONT GOLD STANDARD GRAPHIC]
# 1 IN PRODUCTION(1)
--------------------------------------------------------------------------------
[Bar Graph depicting:
2001E PRODUCTION in MILLION OZ.
[United States Flag] Newmont PF(2) 8.2
[Canadian Flag] Barrick/Homestake 6.1
[South African Flag] AngloGold (3) 5.6
[South African Flag] Gold Fields 3.7
[Canadian Flag] Placer Dome 2.9]
Source: most recent public filings
(1) Pro forma for the acquisitions, Newmont will account for approximately 9% of
global gold production (Gold Fields Mineral Services)
(2) Newmont includes production attributable to Normandy, Franco-Nevada and
Franco-Nevada's share of Echo Bay
(3) AngloGold reserves assume sale of Free State assets
23
[THE NEWMONT GOLD STANDARD GRAPHIC]
LEVERAGE TO GOLD
--------------------------------------------------------------------------------
[Bar Graph depicting:
ESTIMATED INCREASE IN ANNUAL PRE-TAX CASH FLOW FROM US$25 INCREASE IN
GOLD PRICE(1),(2) in US$ MILLIONS
Further upside as
"New Newmont" unwinds
its hedge book
[United States Flag] Newmont PF 162 ----------------------> 196
[South African Flag] Gold Fields 90
[Canadian Flag] Placer Dome 36
[Canadian Flag] Barrick/Homestake 25
[South African Flag] AngloGold(3) 8]
Based on analysis of public filings
(1) US$25 per ounce multiplied by unhedged 2001E production
(2) Newmont includes pre-tax cash flow from Normandy and Franco-Nevada. Assumes
a gold price increase from US$275 per ounce to US$300 per ounce
(3) Pro forma for the sale of Free State assets; assumes no adjustment to hedge
book
24
[THE NEWMONT GOLD STANDARD GRAPHIC]
TRADING LIQUIDITY
--------------------------------------------------------------------------------
[Bar Graph depicting:
AVERAGE DAILY DOLLAR TRADING VOLUME(1) in US$ MILLIONS
[United States Flag] Newmont PF(2) 62
[Canadian Flag] Barrick/Homestake(3) 58
[Canadian Flag] Placer Dome 33
[South African Flag] AngloGold 15
[South African Flag] Gold Fields 7]
Source: Bloomberg
(1) Average daily trading volume for the six-month period ending
November 9, 2001, prior to Newmont's initial announcement of its proposed
acquisitions of Franco-Nevada and Normandy
(2) Newmont PF calculated by adding the volumes of Newmont, Normandy and
Franco-Nevada
(3) ABX/HM combined average daily volume presented is for the six months prior
to their merger announcement given substantial post-announcement arbitrage
activity
25
[THE NEWMONT GOLD STANDARD GRAPHIC]
#1 IN EBITDA
--------------------------------------------------------------------------------
NOT VULNERABLE TO DROP IN HEDGING CASH FLOW OR POTENTIAL HEDGING LOSSES
[Bar Graph depicting:
LAST TWELVE MONTHS EBITDA in US$ MILLIONS
Hedging
Gain(2) Total
[United States Flag] Newmont PF 938 34 972
[Canadian Flag] Barrick/Homestake 461 321 782
[South African Flag] AngloGold (1) 440 193 633
[Canadian Flag] Placer Dome 291 165 456
[South African Flag] Gold Fields 236 (3) 233]
Source: Public filings; EBITDA defined as revenue less: cost of sale (excluding
DD&A), SG&A, exploration and research and other operating expenses;
Franco-Nevada revenue includes interest income
(1) AngloGold EBITDA includes Free State (approximately $55MM), EBITDA excluding
Free State is approximately $578MM
(2) Hedge gain = Last twelve months production multiplied by the result of last
twelve months realized gold price less last twelve months average spot gold
price.
26
[THE NEWMONT GOLD STANDARD GRAPHIC]
NORMANDY SHAREHOLDERS RECEIVE:
A MORE BALANCED RISK PROFILE IN TERMS OF RESERVES...
--------------------------------------------------------------------------------
[PIE CHARTS]
NEWMONT PF RESERVES(1) ANGLOGOLD PF RESERVES(2)
(97 million oz.) (94 million oz.)
-------------------------------- -----------------------------------
[AMERICAN FLAG/CANADIAN FLAG] 43% [AMERICAN FLAG/CANADIAN FLAG] 10%
South America 23% [AUSTRALIAN FLAG] 25%
[AUSTRALIAN FLAG] 18% Africa 58%
Other 16% Other 7%
OVER 60% OF NEWMONT'S RESERVES WILL APPROXIMATELY 35% OF ANGLOGOLD'S
BE IN COUNTRIES RATED AAA(3) RESERVES WILL BE IN COUNTRIES RATED
BY S&P AAA(3) BY S&P AND APPROXIMATELY 58%
WILL BE IN AFRICA
Source: Public filings
(1) Includes reserves attributable to Franco-Nevada and Franco-Nevada's stake
in Echo Bay (assuming conversion of capital securities)
(2) Pro forma for sale of Free State assets
(3) S&P local currency credit rating
27
[THE NEWMONT GOLD STANDARD GRAPHIC]
...AND IN TERMS OF PRODUCTION
--------------------------------------------------------------------------------
[PIE CHARTS]
NEWMONT(1) PF PRODUCTION ANGLOGOLD(2) PF PRODUCTION
(8 million oz.) (8 million oz.)
-------------------------------- -----------------------------------
[AMERICAN FLAG/CANADIAN FLAG] 46% [AMERICAN FLAG/CANADIAN FLAG] 8%
South America 16% [AUSTRALIAN FLAG] 32%
[AUSTRALIAN FLAG] 25% Africa 53%
Other 13% Other 7%
OVER 70% OF NEWMONT'S PRODUCTION WILL APPROXIMATELY 40% OF ANGLOGOLD'S
BE IN COUNTRIES RATED AAA(3) PRODUCTION WILL BE IN COUNTRIES RATED
BY S&P AAA(3) by S&P and approximately 53%
will be in Africa
Source: Public filings
(1) Includes production attributable to Franco-Nevada and Franco-Nevada's stake
in Echo Bay (assuming conversion of capital securities)
(2) Pro forma for sale of Free State assets
(3) S&P local currency credit rating
28
[THE NEWMONT GOLD STANDARD GRAPHIC]
NORMANDY SHAREHOLDERS RECEIVE:
THE BEST PRICE
--------------------------------------------------------------------------------
------------------------- -------------------------
AngloGold Newmont
------------------------- -------------------------
A$1.81 A$1.93
------------->
A$0.30 Cash 67% more cash A$0.50 Cash
(17%) (26%)
A$1.51 Stock A$1.43 Stock
(83%) (74%)
------------------------- -------------------------
o Revised offer of 0.0385 shares of Newmont plus cash payment of A$0.50
per share
Note: Based on closing share prices as of 2 January 2002
29
[THE NEWMONT GOLD STANDARD GRAPHIC]
NORMANDY SHAREHOLDERS RECEIVE:
VALUE CERTAINTY
--------------------------------------------------------------------------------
------------------------------- ------------------------------
NEWMONT ANGLOGOLD
------------------------------- ------------------------------
o Focused on maximizing the o Engaged in unclear "discussions" to
value of core assets potentially relinquish control of
o Strong history of cooperation Normandy's core assets to fund
with other industry participants their bid
to create value - Potential value loss in
o Merchant banking expertise will Super Pit and Boddington
further maximize value of asset - Given bid timing, weak
portfolio negotiating position with
o Rationalization opportunities counterparties
o Inhibited by South African foreign
exchange controls
o Weak financial condition
- Unable to match Newmont's
previous offer
o Share price recently benefited
from the depreciating Rand
--------------------------------------------------------------------------------
THE VALUE OF THE ANGLOGOLD OFFER AND COMPOSITION OF THE NEW COMPANY IS UNKNOWN
--------------------------------------------------------------------------------
30
[THE NEWMONT GOLD STANDARD GRAPHIC]
NORMANDY SHAREHOLDERS RECEIVE:
THE STRONGER FINANCIAL COMPANY
--------------------------------------------------------------------------------
------------------------------- -----------------------------------
NEWMONT ANGLOGOLD
------------------------------- -----------------------------------
o Can fully finance the cash o Forced to double its bridge
portion of its offer through facility to A$300 million
its US$600 million undrawn to cover the cash component of
revolving credit facility its bid
o Debt is currently rated investment o Unable to receive investment
grade, permitting a value-maximizing grade debt rating due to BBB- S&P
refinancing post-transaction foreign currency credit rating
o Estimated pro forma net debt to assigned to South Africa
net book capitalization of 24%(1) o Must refinance approximately
with opportunity to further US$615 million of its long term
strengthen financial profile debt maturing in 2002
o Financial strength and flexibility o Pro forma net debt to net book
to develop promising new projects capitalization of 35%
and fuel organic growth - Likely to increase due to
inability to support
dividend payouts through
cash flows from operations
(1) Based on Newmont, Franco-Nevada and Normandy transaction
31
[THE NEWMONT GOLD STANDARD GRAPHIC]
NEWMONT IS THE CLEAR CHOICE FOR NORMANDY
SHAREHOLDERS
--------------------------------------------------------------------------------
------------------------------- -----------------------------------
NEWMONT ANGLOGOLD
------------------------------- -----------------------------------
o #1 in reserves and production o Risky, underground mining
o Well-capitalized o Economic turmoil
o Gold price upside o Over 35% Rand depreciation in 2001
o Growth potential and resulting cost improvements
o Balanced political risk are unsustainable
o Health and safety concerns
o Limited financial flexibility
------------------------------- -----------------------------------
NORMANDY SHAREHOLDERS BECOME NORMANDY SHAREHOLDERS GET
PART OF THE PREMIER GOLD SUBSTANTIAL EXPOSURE TO
COMPANY IN THE WORLD SOUTH AFRICAN RISK
------------------------------- -----------------------------------
32
[THE NEWMONT GOLD STANDARD GRAPHIC]
ANGLOGOLD'S STOCK PRICE HAS RECENTLY BENEFITED FROM THE
DEPRECIATION OF THE RAND
--------------------------------------------------------------------------------
THE RAND IS THE SECOND WORST PERFORMING CURRENCY IN THE WORLD, HAVING
DEPRECIATED OVER 35% IN 2001 AND OVER 50% SINCE 1 JANUARY 2000
South African Rand (1/1/00 - 1/7/02)
US$/Rand
[Line graph depicting the US$/Rand ratio from 1/3/00 to 12/25/01 and beyond]
Average cash cost per oz, first 9 months(1)(2)
US$
[bar graphic depicting the following information (in US$):
6% increase
------------------------->
$199 $174 $210
---------------------------------------------
2000 As 2001 As 2001 Constant
Reported Reported currency basis]
Source: Public filings; Bloomberg; market data as of 7 January 2002
(1) Pro Forma for the sale of Free State assets
(2) Currency rate for 9 months ended 30 September 2000 is 6.94 Rand/US$ and for
9 months ended 30 September 2001 is 8.37 Rand/US$ (implied currency
exchange rates based on AngloGold's interim filing for 30 September 2001)
33
[THE NEWMONT GOLD STANDARD GRAPHIC]
ANGLOGOLD STOCK IS LIKELY TO EXPERIENCE SIGNIFICANT
DOWNSIDE PRESSURE DUE TO FLOW BACK
--------------------------------------------------------------------------------
AVERAGE DAILY SHARES TRADED(1)
[BAR GRAPH DEPICTING THE FOLLOWING DATA:
NEWMONT = 1.88 MILLION
ANGLOGOLD = 0.51 MILLION]
IMPLIED NUMBER OF TRADING DAYS REQUIRED TO ABSORB FLOW BACK(2)
[BAR GRAPH DEPICTING THE FOLLOWING DATA:
NEWMONT = 74 DAYS
ANGLOGOLD = 374 DAYS]
Source: Bloomberg
(1) Average 1-year daily shares traded ending 3 September 2001; AngloGold
converted into ADS equivalents
(2) Calculated as the new shares issued to acquire Normandy (0.0385x exchange
ratio for Newmont and a 0.0215x exchange ratio for AngloGold) divided by
the 1-year average shares traded ending 3 September 2001 for each
respective acquirer; assumes that 50% of total volume is flow back.
Calendar time implied by trading days is approximately 3.5 months for
Newmont and 17.5 months for AngloGold
34