Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

Form 10-K

(Mark One)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended December 31, 2021

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from__________to__________

Commission File Number: 001-31240

nem-20211231_g1.jpg

NEWMONT CORPORATION

(Exact name of registrant as specified in its charter)

Delaware84-1611629
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)
6900 E Layton Ave
Denver, Colorado80237
(Address of Principal Executive Offices)(Zip Code)
Registrant’s telephone number, including area code (303) 863-7414

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Title of each classTrading SymbolName of each exchange on which registered
Common stock, par value $1.60 per shareNEMNew York Stock Exchange

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☒ Yes ☐ No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. ☐ Yes ☒ No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12-b2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12-b2 of the Exchange Act). ☐ Yes ☒ No

Indicate by check mark whether the Registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

At June 30, 2021, the aggregate market value of the registrant’s voting and non-voting common equity held by non-affiliates of the registrant was $50,629,300,966 based on the closing sale price as reported on the New York Stock Exchange. There were 792,502,327 shares of common stock outstanding on February 17, 2022.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of Registrant’s definitive Proxy Statement for the Registrant’s 2022 Annual Stockholders Meeting will be filed no later than 120 days after the close of the Registrant's fiscal year ended December 31, 2021, are incorporated by reference into Part III of this report.

TABLE OF CONTENTS

Page
PART I
2021 RESULTS AND HIGHLIGHTS1
ITEM 1.BUSINESS5
Introduction5
Segment Information5
Products5
Competition7
Licenses and Concessions7
Condition of Physical Assets and Insurance7
Environmental, Social and Governance8
Risk Factor Summary11
Forward-Looking Statements13
Available Information14
ITEM 1A.RISK FACTORS14
ITEM 1B.UNRESOLVED STAFF COMMENTS35
ITEM 2.PROPERTIES36
Production and Development Properties36
Operating Statistics43
Proven and Probable Reserves47
Measured, Indicated, and Inferred Resources57
ITEM 3.LEGAL PROCEEDINGS68
ITEM 4.MINE SAFETY DISCLOSURES68
PART II
ITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASE OF EQUITY SECURITIES69
ITEM 6.RESERVED69
ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS70
Overview70
Consolidated Financial Results71
Results of Consolidated Operations77
Foreign Currency Exchange Rates83
Liquidity and Capital Resources83
Environmental88
Forward Looking Statements89
Non-GAAP Financial Measures89
Accounting Developments103
Critical Accounting Estimates103
ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK108
Metal Prices108
Foreign Currency109
Commodity Price Exposure109
ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA111
ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE175
ITEM 9A.CONTROLS AND PROCEDURES175
ITEM 9B.OTHER INFORMATION177
PART III
ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE178
ITEM 11.EXECUTIVE COMPENSATION179
ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS179
ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE180
ITEM 14.PRINCIPAL ACCOUNTANT FEES AND SERVICES180
PART IV
ITEM 15.EXHIBITS, FINANCIAL STATEMENT SCHEDULES181
ITEM 16.FORM 10-K SUMMARY181
SIGNATURESSCH-1
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTSSCH-2

NEWMONT CORPORATION

2021 RESULTS AND HIGHLIGHTS

(unaudited, in millions, except per share, per ounce and per pound)

Year Ended December 31,
202120202019
Financial Results:
Sales$12,222$11,497$9,740
Gold$10,543$10,350$9,049
Copper$295$155$210
Silver$651$510$253
Lead$172$134$85
Zinc$561$348$143
Costs applicable to sales (1)$5,435$5,014$5,195
Gold$4,628$4,408$4,663
Copper$143$107$145
Silver$332$201$181
Lead$76$77$77
Zinc$256$221$129
Net income (loss) from continuing operations$176$2,628$2,956
Net income (loss)$233$2,791$2,884
Net income (loss) from continuing operations attributable to Newmont stockholders$1,109$2,666$2,877
Per common share, diluted:
Net income (loss) from continuing operations attributable to Newmont stockholders$1.39$3.31$3.91
Net income (loss) attributable to Newmont stockholders$1.46$3.51$3.81
Adjusted net income (loss) (2)$2,371$2,140$970
Adjusted net income (loss) per share, diluted (2)$2.96$2.66$1.32
Earnings before interest, taxes and depreciation and amortization (2)$3,705$5,751$5,954
Adjusted earnings before interest, taxes and depreciation and amortization (2)$5,963$5,537$3,734
Net cash provided by (used in) operating activities of continuing operations$4,266$4,890$2,876
Free Cash Flow (2)$2,613$3,588$1,413
Regular cash dividends paid per common share$2.20$1.04$0.56
Regular cash dividends declared per common share$2.20$1.45$0.56
Special dividend declared per common share related to the 2019 Newmont Goldcorp transaction$—$—$0.88

____________________________

(1)Excludes Depreciation and amortization and Reclamation and remediation.

(2)See “Non-GAAP Financial Measures” within Part II, Item 7, Management's Discussion and Analysis.

NEWMONT CORPORATION

2021 RESULTS AND HIGHLIGHTS

(unaudited, in millions, except per share, per ounce and per pound)

Year Ended December 31,
202120202019
Operating Results:
Consolidated gold ounces (thousands):
Produced5,8845,8246,392
Sold5,8975,8316,465
Attributable gold ounces (thousands):
Produced (1)5,9715,9056,291
Sold (2)5,6605,5506,076
Consolidated and attributable gold equivalent ounces - other metals (thousands): (3)
Produced1,2521,021624
Sold1,2581,062621
Consolidated and attributable - other metals:
Produced copper (million pounds)715679
Sold copper (million pounds)695680
Produced silver (thousand ounces)31,37527,80115,860
Sold silver (thousand ounces)32,23728,59615,987
Produced lead (million pounds)177179108
Sold lead (million pounds)173185108
Produced zinc (million pounds)435381187
Sold zinc (million pounds)433407179
Average realized price:
Gold (per ounce)$1,788$1,775$1,399
Copper (per pound)$4.29$2.78$2.63
Silver (per ounce)$20.19$17.86$15.79
Lead (per pound)$1.00$0.72$0.79
Zinc (per pound)$1.30$0.86$0.80
Consolidated costs applicable to sales: (4)(5)
Gold (per ounce)$785$756$721
Gold equivalent ounces - other metals (per ounce) (3)$640$571$858
All-in sustaining costs: (5)
Gold (per ounce)$1,062$1,045$966
Gold equivalent ounces - other metals (per ounce) (3)$900$858$1,222

____________________________

(1)Attributable gold ounces produced includes 325, 362 and 287 ounces for the years ended December 31, 2021, 2020 and 2019, respectively, related to the Pueblo Viejo mine, which is 40% owned by Newmont and accounted for as an equity method investment.

(2)Attributable gold ounces sold excludes ounces related to the Pueblo Viejo mine, which is 40% owned by Newmont and accounted for as an equity method investment.

(3)For the definition of gold equivalent ounces see “Results of Consolidated Operations" within Part II, Item 7, Management's Discussion and Analysis.

(4)Excludes Depreciation and amortization and Reclamation and remediation.

(5)See “Non-GAAP Financial Measures” within Part II, Item 7, Management's Discussion and Analysis.

Highlights (dollars in millions, except per share, per ounce and per pound amounts)

  • Net income:** Delivered Net income (loss) from continuing operations attributable to Newmont stockholders of $1,109 or $1.39 per diluted share, a decrease of $1,557 from the prior year primarily due to higher Reclamation and remediation expense mainly related to non-operating Yanacocha sites, the Loss on assets held for sale in connection with the Conga mill assets, lower Gain on asset and investment sales, and higher income tax expense, partially offset by higher average realized metal prices and higher sales volumes as well as lower Care and maintenance due to certain operations being placed into care and maintenance or experiencing reduced operations in response to the COVID-19 pandemic during 2020.

  • Adjusted net income:** Delivered Adjusted net income of $2,371 or $2.96 per diluted share, an increase of $0.30 from the prior year (see “Non-GAAP Financial Measures” within Part II, Item 7, Management's Discussion and Analysis).

  • Adjusted EBITDA:** Generated $5,963 in Adjusted EBITDA, an increase of 8% from the prior year (see “Non-GAAP Financial Measures” within Part II, Item 7, Management's Discussion and Analysis).

  • Cash Flow:** Reported Net cash provided by (used in) operating activities of continuing operations of $4,266 for the year ended December 31, 2021, a decrease of 13% from the prior year, and free cash flow of $2,613 (see “Non-GAAP Financial Measures” within Part II, Item 7, Management's Discussion and Analysis).

  • Environmental, Social and Governance ("ESG"):** Issued a sustainability-linked bond, representing a further step in aligning Newmont’s financing strategy with certain key ESG commitments; Validated and approved climate targets set by the Science-Based Targets Initiative ("SBTi"), published inaugural Climate Report and advanced target pathway; Announced strategic alliance with Caterpillar Inc. to develop and deliver electric autonomous mining systems to reduce emissions supporting Newmont’s climate change targets and ambition; Recognized as a co-leader of the Mining and Metals sector by S&P Global; Continued to support host communities, governments and employees combat the COVID-19 pandemic through robust health and safety protocols, vaccine support and mandates, along with in-kind support and financial aid from the Company’s Global Community Support Fund.

  • Portfolio improvements:** Acquired the remaining 85.1% ownership of GT Gold Corporation; approved full funding of the Ahafo North project in July 2021. In February 2022, the Company acquired the 43.65% noncontrolling interest in Yanacocha held by Compañia de Minas Buenaventura S.A.A., increasing the Company’s ownership interest to 95%.

  • Attributable gold production:** Produced 6.0 million ounces of gold, an increase of 1% over the prior year.

  • Financial strength:** Ended the year with $5.0 billion of consolidated cash and approximately $8.0 billion of liquidity; increased total dividend declared for the period to $2.20 per share; completed $525 from the $1 billion buyback program.

Our global project pipeline

Newmont’s capital-efficient project pipeline supports stable production with improving margins and mine life. Near-term development capital projects are presented below. Additional projects represent incremental improvements to production and cost guidance.

Ahafo North, Africa. The Board of Directors approved full funding for the Ahafo North project in July 2021. This project expands our existing footprint in Ghana with four open pit mines and a stand-alone mill located approximately 30 kilometers from the Company’s Ahafo South operations and will deliver value through the open pit mining and processing of over three million ounces of gold over a 13-year mine life. The project is expected to add between 275,000 and 325,000 ounces per year for the first full five years of production. Capital costs for the project are estimated to be between $750 and $850 with an expected construction completion date in the late 2023 and commercial production in 2024. Development capital costs (excluding capitalized interest) since approval were $67, of which all related to 2021.

Tanami Expansion 2, Australia. This project secures Tanami’s future as a long-life, low cost producer with potential to extend mine life to 2040 through the addition of a 1,460 meter hoisting shaft and supporting infrastructure to achieve higher production and provide a platform for future growth. The expansion is expected to increase average annual gold production by approximately 150,000 to 200,000 ounces per year for the first five years beginning in 2024, and is expected to reduce operating costs by approximately 10 percent. Capital costs for the project are estimated to be between $850 and $950 with an expected commercial production date in 2024. Development capital costs (excluding capitalized interest) since approval were $284, of which $158 related to 2021.

We manage our wider project portfolio to maintain flexibility to address the development risks associated with our projects including permitting, local community and government support, engineering and procurement availability, technical issues, escalating costs and other associated risks that could adversely impact the timing and costs of certain opportunities.

COVID-19 Update

The outbreak of coronavirus (“COVID-19”) was declared a pandemic by the World Health Organization in March 2020. COVID-19 poses public health risks and continues to impact the global economy, disrupt global supply chains and workforce participation. Our operations continue to be challenged by these impacts and a range of external factors related to the pandemic that

are not within our control. Newmont continues to maintain wide-ranging protective measures for its workforce and neighboring communities, including screening, physical distancing, deep cleaning and avoiding exposure for at-risk individuals.

Refer to "Environmental, Social and Governance ("ESG")" within Part I, Item 1, Business and “Results of Consolidated Operations,” “Liquidity and Capital Resources” and “Non-GAAP Financial Measures” within Part II, Item 7, Management’s Discussion and Analysis for additional information about the impact of COVID-19 on our business and operations. For a discussion of COVID-19 related risks to the business, see Part I, Item 1A, Risk Factors.

PART I

Next: Item 1. BUSINESS (dollars in millions, except per share, per ounce and per pound amounts)