8-KFiled Aug 12, 8:00 PM ET

Newmont Corp Amends Nevada Gold Mines JV Agreement; $1.95B Cash Payment

$NEM · NEWMONT Corp /DE/

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Newmont Corp Amends Nevada Gold Mines JV Agreement; $1.95B Cash Payment

What Happened

  • On August 10, 2026, Newmont Corporation and Barrick Mining Corporation agreed to a Second Amended and Restated Limited Liability Company Agreement for Nevada Gold Mines LLC (Nevada JV). The amendment provides for the near-term contribution of Barrick’s Fourmile project and Newmont’s Fiberline and Mike projects into Nevada JV and adjusts how future contributions and certain governance rights are handled.
  • The filing states that within 30 days after the projects are contributed, Newmont USA Limited (Newmont Member) will pay Barrick Nevada Holding LLC (Barrick Member) $1.95 billion in cash. Effective on the contribution date, Newmont will be deemed to have made a $1.95 billion capital contribution and Barrick a roughly $3.11 billion capital contribution to Nevada JV. Nevada JV will assume the liabilities tied to the contributed projects.

Key Details

  • Agreement date: August 10, 2026 (Second Amended and Restated LLC Agreement).
  • Projects contributed: Barrick’s Fourmile; Newmont’s Fiberline and Mike.
  • Cash payment: Newmont Member to pay Barrick Member $1.95 billion within 30 days after contribution.
  • Capital contributions: Newmont deemed $1.95B; Barrick deemed approximately $3.11B; Nevada JV assumes associated project liabilities.
  • The agreement revises procedures for valuing future development/exploration contributions, dilution mechanics if a member doesn’t pay its share, and amends certain senior leadership governance approval rights.
  • Newmont and Barrick also entered a confidential settlement resolving outstanding disputes related to Nevada JV and issued a joint press release on August 10, 2026.

Why It Matters

  • These changes restructure ownership economics and obligations within Nevada JV: the cash payment and deemed capital contributions define immediate dollar transfers and how each partner’s stake is reflected in the JV’s capital accounts.
  • Nevada JV’s assumption of project liabilities shifts project-related risks into the joint venture rather than remaining with the parties individually.
  • Modified valuation, dilution and governance rules affect how future project contributions will be handled and how member interests may change if one party doesn’t fund its share—important for assessing potential dilution and decision-making power at Nevada JV.