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, 2022

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-20221231_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. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

At June 30, 2022, the aggregate market value of the registrant’s voting and non-voting common equity held by non-affiliates of the registrant was $47,327,306,028 based on the closing sale price as reported on the New York Stock Exchange. There were 793,794,062 shares of common stock outstanding on February 16, 2023.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of Registrant’s definitive Proxy Statement for the Registrant’s 2023 Annual Stockholders Meeting will be filed no later than 120 days after the close of the Registrant's fiscal year ended December 31, 2022, are incorporated by reference into Part III of this report.

TABLE OF CONTENTS

PART IPage
GLOSSARY: UNITS OF MEASURE AND ABBREVIATIONS1
2022 RESULTS AND HIGHLIGHTS2
ITEM 1.BUSINESS5
Introduction5
Segment Information5
Products5
Competition7
Licenses and Concessions7
Condition of Physical Assets and Insurance7
Environmental, Social and Governance7
Risk Factor Summary12
Forward-Looking Statements13
Available Information15
ITEM 1A.RISK FACTORS15
ITEM 1B.UNRESOLVED STAFF COMMENTS37
ITEM 2.PROPERTIES38
Production and Development Properties38
Operating Statistics45
Proven and Probable Reserves50
Measured, Indicated, and Inferred Resources59
ITEM 3.LEGAL PROCEEDINGS71
ITEM 4.MINE SAFETY DISCLOSURES71
PART II
ITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASE OF EQUITY SECURITIES72
ITEM 6.RESERVED72
ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS73
Overview73
Consolidated Financial Results74
Results of Consolidated Operations79
Foreign Currency Exchange Rates83
Liquidity and Capital Resources84
Environmental89
Forward Looking Statements90
Non-GAAP Financial Measures90
Accounting Developments104
Critical Accounting Estimates104
ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK109
Metal Prices109
Foreign Currency110
Commodity Price Exposure111
ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA112
ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE174
ITEM 9A.CONTROLS AND PROCEDURES174
ITEM 9B.OTHER INFORMATION176
PART III
ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE177
ITEM 11.EXECUTIVE COMPENSATION178
ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS178
ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE179
ITEM 14.PRINCIPAL ACCOUNTANT FEES AND SERVICES179
PART IV
ITEM 15.EXHIBITS, FINANCIAL STATEMENT SCHEDULES180
ITEM 16.FORM 10-K SUMMARY180
SIGNATURESSCH-1
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTSSCH-2

GLOSSARY: UNITS OF MEASURE AND ABBREVIATIONS

UnitUnit of Measure
$United States Dollar
%Percent
A$Australian Dollar
C$Canadian Dollar
gramMetric Gram
ounceTroy Ounce
poundUnited States Pound
tonneMetric Ton
AbbreviationDescription
AISC (1)All-In Sustaining Costs
ARCAsset Retirement Cost
ARSArgentine Peso
ASCFASB Accounting Standard Codification
ASUFASB Accounting Standard Update
AUDAustralian Dollar
CADCanadian Dollar
CASCosts Applicable to Sales
EBITDA (1)Earnings Before Interest, Taxes, Depreciation and Amortization
EIAEnvironmental Impact Assessment
EPAU.S. Environmental Protection Agency
ESGEnvironmental, Social and Governance
Exchange ActU.S. Securities Exchange Act of 1934
FASBFinancial Accounting Standards Board
GAAPU.S. Generally Accepted Accounting Principles
GEO (2)Gold Equivalent Ounces
GHGGreenhouse Gases, which are defined by the EPA as gases that trap heat in the atmosphere
GISTMGlobal Industry Standard on Tailings Management
IFRSInternational Financial Reporting Standards
LIBORLondon Interbank Offered Rate
LBMALondon Bullion Market Association
LMELondon Metal Exchange
MD&AManagement’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations
MINAMMinistry of the Environment of Peru
Mine ActU.S. Federal Mine Safety and Health Act of 1977
MINEMMinistry of Energy and Mines of Peru
MSHAFederal Mine Safety and Health Administration
MXNMexican Peso
NPDESNational Pollutant Discharge Elimination System
PSUPerformance Leverage Stock Unit
RSURestricted Stock Unit
SECU.S. Securities and Exchange Commission
Securities ActU.S. Securities Act of 1933
SOFRSecured Overnight Financing Rate
UNThe United Nations
UOPUnits of Production
U.S.The United States of America
USDUnited States Dollar
WTPWater Treatment Plant

____________________________

(1)Refer to Non-GAAP Financial Measures within Part II, Item 7, MD&A.

(2)Refer to Results of Consolidated Operations within Part II, Item 7, MD&A.

NEWMONT CORPORATION

2022 RESULTS AND HIGHLIGHTS

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

Year Ended December 31,
202220212020
Financial Results:
Sales$11,915$12,222$11,497
Gold$10,416$10,543$10,350
Copper$316$295$155
Silver$549$651$510
Lead$133$172$134
Zinc$501$561$348
Costs applicable to sales (1)$6,468$5,435$5,014
Gold$5,423$4,628$4,408
Copper$181$143$107
Silver$454$332$201
Lead$94$76$77
Zinc$316$256$221
Net income (loss) from continuing operations$(399)$176$2,628
Net income (loss)$(369)$233$2,791
Net income (loss) from continuing operations attributable to Newmont stockholders$(459)$1,109$2,666
Per common share, diluted:
Net income (loss) from continuing operations attributable to Newmont stockholders$(0.58)$1.39$3.31
Net income (loss) attributable to Newmont stockholders$(0.54)$1.46$3.51
Adjusted net income (loss) (2)$1,468$2,371$2,140
Adjusted net income (loss) per share, diluted (2)$1.85$2.96$2.66
Earnings before interest, taxes and depreciation and amortization (2)$2,361$3,705$5,751
Adjusted earnings before interest, taxes and depreciation and amortization (2)$4,550$5,963$5,537
Net cash provided by (used in) operating activities of continuing operations$3,198$4,266$4,890
Free cash flow (2)$1,067$2,613$3,588
Regular cash dividends paid per common share$2.20$2.20$1.04
Regular cash dividends declared per common share$2.05$2.20$1.45

____________________________

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

(2)Refer to Non-GAAP Financial Measures within Part II, Item 7, MD&A.

NEWMONT CORPORATION

2022 RESULTS AND HIGHLIGHTS

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

Year Ended December 31,
202220212020
Operating Results:
Consolidated gold ounces (thousands):
Produced5,7865,8845,824
Sold5,8125,8975,831
Attributable gold ounces (thousands):
Produced (1)5,9565,9715,905
Sold (2)5,6965,6605,550
Consolidated and attributable gold equivalent ounces - other metals (thousands): (3)
Produced1,2751,2521,021
Sold1,2751.2581,062
Consolidated and attributable - other metals:
Produced copper (million pounds)847156
Sold copper (million pounds)856956
Produced silver (thousand ounces)29,66731,37527,801
Sold silver (thousand ounces)29,74332,23728,596
Produced lead (million pounds)149177179
Sold lead (million pounds)147173185
Produced zinc (million pounds)377435381
Sold zinc (million pounds)373433407
Average realized price:
Gold (per ounce)$1,792$1,788$1,775
Copper (per pound)$3.69$4.29$2.78
Silver (per ounce)$18.45$20.19$17.86
Lead (per pound)$0.91$1.00$0.72
Zinc (per pound)$1.34$1.30$0.86
Consolidated costs applicable to sales: (4)(5)
Gold (per ounce)$933$785$756
Gold equivalent ounces - other metals (per ounce) (3)$819$640$571
All-in sustaining costs: (5)
Gold (per ounce)$1,211$1,062$1,045
Gold equivalent ounces - other metals (per ounce) (3)$1,114$900$858

____________________________

(1)Attributable gold ounces produced includes 285, 325 and 362 ounces for the years ended December 31, 2022, 2021 and 2020, 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 refer to Results of Consolidated Operations within Part II, Item 7, MD&A.

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

(5)Refer to Non-GAAP Financial Measures within Part II, Item 7, MD&A.

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 $(459) or $(0.58) per diluted share, a decrease of $1,568 from the prior year primarily due to higher Impairment charges resulting from impairment of goodwill at Cerro Negro and Porcupine and impairment of long-lived assets at CC&V, higher Costs applicable to sales predominately resulting from cost inflation impacts, and lower sales volumes for all metals except copper, partially offset by lower Reclamation and remediation, lower income tax expense, and the Loss on assets held for sale in 2021 related to the Conga mill assets.

  • Adjusted net income:** Reported Adjusted Net Income of $1,468 or $1.85 per diluted share, a decrease of $1.11 from the prior year (refer to Non-GAAP Financial Measures within Part II, Item 7, MD&A).

  • Adjusted EBITDA:** Reported $4,550 in Adjusted EBITDA, a decrease of 24% from the prior year (refer to Non-GAAP Financial Measures within Part II, Item 7, MD&A).

  • Cash Flow:** Reported Net cash provided by (used in) operating activities of continuing operations of $3,198 for the year ended December 31, 2022, a decrease of 25% from the prior year, and free cash flow of $1,067 (refer to Non-GAAP Financial Measures within Part II, Item 7, MD&A).

  • ESG:** Published annual sustainability report providing a transparent view of ESG performance; published 2nd annual climate report providing a view on how the Company understands and is addressing climate change; contributed $39 in 2022 as part of the Company's strategic alliance with Caterpillar Inc. to develop and deliver electric autonomous mining systems to make our mines safer and more productive while also supporting Newmont in reaching our greenhouse gas reduction 2030 and 2050 targets; published inaugural Taxes and Royalties Contribution Report, providing an overview of the Company's tax strategy and economic contributions as part of its commitment to shared value creation; ranked Top Miner in 2022 Dow Jones Sustainability World Index.

  • Attributable gold production:** Produced approximately 6 million ounces of gold, in line with prior year.

  • Financial strength:** Ended the year with $2.9 billion of consolidated cash, $829 million of time deposits with a maturity of more than three months but less than one year, and approximately $6.7 billion of liquidity; declared a total dividend of $2.05 per share for the year.

Our global project pipeline

Newmont’s 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. 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 five full years of production beginning in 2026. Capital costs for the project are estimated to be between $950 and $1,050 with an expected commercial production date in late 2025. Development capital costs (excluding capitalized interest) since approval were $212, of which $145 related to 2022.

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 2026 and is expected to reduce operating costs by approximately 10 percent. Capital costs for the project are estimated to be between $1,200 and $1,300 with an expected commercial production date in late 2025. Development capital costs (excluding capitalized interest) since approval were $499, of which $215 related to 2022.

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.

PART I

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