King & Wood Mallesons is delighted to be supporting Newmont in its acquisition of Newcrest Mining by scheme of arrangement.
The deal, which would see Newmont acquire 100% of Newcrest’s shares in exchange for 0.400 Newmont shares (or Newmont CDIs) for each Newcrest share, promises to strengthen Newmont’s position as the responsible gold mining leader globally through the combination of high-quality operations, projects and reserves concentrated in low-risk countries that will support safe, profitable and responsible gold and copper production.
Based on current prices, the implied equity value of Newcrest is A$26.2 billion, including a franked special dividend of up to USD$1.10 per Newcrest share. This is one of the largest public M&A deals in Australia on record and one of the largest metals and mining deals globally.
The transaction is conditional on shareholder and regulatory approvals, including FIRB in Australia. If approved, the resulting merged group would be 31% owned by Newcrest shareholders and 69% owned by Newmont shareholders.
The KWM team is led by Partners Scott Langford, Antonella Pacitti and Will Heath. Partners Simon Cooke (Competition), Adrian Perkins (Projects) and Greg Protektor (Tax) provided specialist input, with support from a wide group of KWM team members from Australian and offshore offices. The team has worked seamlessly over the past several months to complete the required due diligence and deal documentation. This also included liaising with, and coordinating input from, counsel in various other countries.
The full KWM team is as follows:
Mergers & Acquisitions: Will Heath (Partner), Antonella Pacitti (Partner), Jacob Carmody (Senior Associate), Ned Sutton (Senior Associate), Jessica Zuiderwijk (Solicitor), Daniel Goldblatt (Solicitor), Markus Tan (Solicitor)
Projects: Scott Langford (Partner), Adrian Perkins (Partner), Tim Edwards (Partner), Jennifer Bell (Consultant), Rob Mayo (Special Counsel), Matthew Clark (Senior Associate), Angus Morris (Senior Associate), Jovana Zelenbaba (Solicitor), Adam Caldwell (Solicitor), Isabelle Blacketer (Solicitor) Sebastian Steenkamp (Associate), Patrick Pzybylski (Solicitor) and Jake Miyairi (Graduate).
Competition: Simon Cooke (Partner), Joe McQuillen (Senior Associate), Marlon Kerstens (Solicitor), Conor O’Sullivan (Solicitor)
FIRB: Malcolm Brennan (Partner), Eveline Kuang (Senior Associate)
Tax: Greg Protektor (Partner)
Commenting on the transaction, Will Heath said:
“It is a pleasure to be supporting Newmont on this complex cross-border transaction. This is also very significant deal for the Australian market, being one of the largest public M&A transactions on record alongside Square’s acquisition of Afterpay and BHP’s acquisition of Oz Minerals. Our public M&A team is delighted to have worked on all three transactions.”
Antonella Pacitti said:
“This is indicative of an exciting metals market – it builds on momentum we’re seeing in commodities like lithium and other transition metals. KWM has concurrently been guiding Allkem’s recently announced proposed acquisition of Livnet, so we’re at the front of a very dynamic environment, where legal and industry depth is proving invaluable.”
Scott Langford said:
"We are delighted to assist Newmont Corporation once again with its strategic M&A transactions in Australia, the Asia-Pacific region and across the globe. Newmont is a highly-valued and longstanding client of the firm, and we’re really pleased to be assisting it in this transformational acquisition. We’re very proud to be supporting this inspiring global sector leader.”
