Newmont (NEM) 10-K risk factor changes: FY2022 vs FY2021
The 2022-12-31 10-K against the 2021-12-31 one, compared heading by heading and sentence by sentence.
Item 1A105 rewritten80 added28 removed552 unchanged
All filing items1,971 rewritten1,303 added1,120 removed3,998 unchanged
Summary
counted, not written
- Item 1A lists 43 risk factor headings: 0 new, 4 reworded and 39 unchanged since FY2021. 0 headings from FY2021 no longer appear.
- Sentence by sentence, 1,303 added, 1,120 removed, 1,971 rewritten and 3,998 unchanged across 19 items that differ.
New Item 1A headings (0)
No risk factor heading in this filing is absent from FY2021.
Removed Item 1A headings (0)
Every FY2021 risk factor heading is still here, word for word or reworded.
Reworded Item 1A headings (4)
- Our operations and business have been affected by the COVID-19 pandemic, and may be materially and adversely impacted in the
[removed: future.][added: future by pandemics, epidemics and other health emergencies.] - Future funding requirements may affect our business, our ability to [added: pursue new business opportunities, invest in existing and new projects,] pay cash dividends or
[removed: our ability to]engage in share repurchase transactions. - We may be unable to obtain or retain necessary
[removed: permits,][added: permits and leases,] which could adversely affect our operations. - New [added: or changing] legislation and tax risks in certain operating jurisdictions could negatively affect us.
A heading is new when no FY2021 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
21 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2022; struck-through words were in FY2021. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS (dollars in millions, except per share, per ounce and per pound amounts)
105 rewritten, 80 added, 28 removed, 552 unchanged
Our operations and business have been affected by the COVID-19 pandemic, and may be materially and adversely impacted in the [removed: future.][added: future by pandemics, epidemics and other health emergencies.]
Despite [removed: the strong] protocols we have [removed: in place, COVID-19, the delta] [added: developed] and [removed: omicron variants] [added: deployed, COVID-19] and [removed: other new] [added: its] variants [removed: which may emerge] present ongoing risks and challenges, and [removed: is expected to] [added: could] continue to impact our people, operations and surrounding Communities.
Additionally, the majority of our sites experienced pandemic-related absenteeism in [removed: 2021.][added: 2021 and early 2022.]
[removed: Reductions in our operational activities due to COVID-19 could result in additional sites being placed] into care and maintenance for extended periods of time and/or have a material adverse impact on our business, or financial condition, results of operations and cash flows.
The Company incurred, and [removed: will] [added: could] continue to incur costs as a result of actions taken to protect against the impacts of the COVID-19 pandemic and to comply with local mandates, including but not limited [removed: to contributions to the Newmont Global Community Support Fund,] additional health screenings, incremental travel, security and employee-related costs.
Other impacts of changing government restrictions and the evolving health environment [added: in connection with pandemics, epidemics or health outbreaks and emergencies] could include prolonged travel restraints, more stringent shipment restraints, delays in product refining and smelting due to restrictions or temporary closures, other supply chain disruptions and workforce interruptions, including loss of life, and reputational damage in connection with challenges or reactions to action or perceived inaction by the [removed: Company related to the COVID-19 pandemic,] [added: Company,] which could have a material adverse effect on the Company’s cash flows, earnings, results of operations and financial position.
Average gold prices for [removed: 2021] [added: 2022] were [removed: $1,799] [added: $1,800] per ounce [removed: (2020: $1,770; 2019: $1,393),] [added: (2021: $1,799; 2020: $1,770),] average copper prices for [removed: 2021] [added: 2022] were [removed: $4.23] [added: $3.99] per pound [removed: (2020: $2.80; 2019: $2.72),] [added: (2021: $4.23; 2020: $2.80),] average silver prices for [removed: 2021] [added: 2022] were [removed: $25.12] [added: $21.73] per ounce [removed: (2020: $20.55; 2019: $16.21),] [added: (2021: $25.12; 2020: $20.55),] average lead prices for [removed: 2021] [added: 2022] were [removed: $1.00] [added: $0.98] per pound [removed: (2020: $0.83; 2019: $0.91)] [added: (2021: $1.00; 2020: $0.83)] and average zinc prices for [removed: 2021] [added: 2022] were [removed: $1.36] [added: $1.58] per pound [removed: (2020: $1.03; 2019: $1.16).][added: (2021: $1.36; 2020: $1.03).]
We have recorded [removed: asset] impairments in the [removed: past] [added: current year] and may experience additional impairments [added: in future years] as a result of lower gold, silver, copper, zinc or lead [removed: prices in the future.][added: prices.]
- Reduce revenues further through production declines due to cessation of the mining of deposits, or portions of deposits, that [removed: have] become uneconomic at sustained lower metal prices;
The reserves stated in this report represent the amount of gold, copper, silver, lead and zinc that we estimated, at December 31, [removed: 2021,] [added: 2022,] could be economically and legally extracted or produced at the time of the reserve determination.
Additionally, [removed: resource does] [added: resources do] not indicate proven and probable reserves as defined by the SEC or the Company’s standards.
- Availability, supply and cost [removed: of water] [added: including: water, reagents,] and power;
- Potential delays and restrictions in connection with health and safety issues, including pandemics (such as [removed: COVID-19)] [added: COVID-19] and [added: related variants) and] other infectious diseases;
[removed: We may also have to identify adequate sources of water and power for new projects, ensure that appropriate community] infrastructure (for example, reliable rail, ports, roads, and bridges) is developed to support the project and secure appropriate financing to fund a new project.
[added: If indicators of impairment are determined to exist at our mine operations, and an impairment charge is incurred, such charges are not] reversible at a later date even when favorable modifications to our proven and probable reserves and measured, indicated and inferred resources, favorable revisions to environmental obligations, favorable changes in legislation and/or our political or economic environment, and other favorable events occur.
Further, changes in laws and regulations can affect commodity prices, [removed: uses] [added: uses,] and transport.
Certain of our operations are located in countries that have in the past experienced high rates of inflation, such as in [removed: Argentina] [added: Argentina, Suriname,] and [removed: Suriname.][added: Ghana.]
Under the [added: U.S.] Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (“CERCLA”) and its state law equivalents, current or former owners of properties may be held jointly and severally liable for the costs of site cleanup or required to undertake remedial actions in response to unpermitted releases of hazardous substances at such property, in addition to, among other potential consequences, liability to governmental entities for the cost of damages to natural resources, which may be significant.
It is possible that certain of our other current or former [removed: operations] [added: operations, projects or exploration locations] in the U.S. could be designated as a superfund site in the future, exposing us to potential liability under CERCLA.
For a more detailed description of potential environmental liabilities, see the discussion in Environmental Matters in Note [removed: 26] [added: 25] to the Consolidated Financial Statements.
These ongoing studies, which will extend beyond the current year, were progressed in the fourth quarter of [removed: 2021] [added: 2022] as the study team continued to evaluate and revise assumptions and estimated costs of changes to the reclamation plan.
While certain estimated costs remain subject to revision, in conjunction with the Company’s annual [removed: 2021] [added: 2022] update process for all asset retirement obligations, the Company recorded an increase of [removed: $1,597] [added: $511] to the Yanacocha reclamation liability based on the progress of the closure studies with a corresponding non-cash charge of [removed: $1,554] [added: $529] recorded to reclamation expense related to portions of site operations no longer in production with no expected substantive future economic value and [removed: $43] [added: $18] recorded as [removed: an increase] [added: a decrease] to the asset retirement cost for producing areas of the operation.
The annual [removed: 2021] [added: 2022] update included an initial consideration of known risks (including the associated risk that water treatment estimates could change in the future as more work is completed).
The ongoing Yanacocha closure studies are expected to be progressed in [removed: 2022] [added: 2023] and continue in the future.
Refer to Notes [removed: 6] [added: 5] and [removed: 26] [added: 25] of our Consolidated Financial Statements for information regarding reclamation and remediation, and Note 1 of our Consolidated Financial Statements regarding the Company’s interest in Yanacocha.
Damage to our reputation can be the result of the actual or perceived occurrence of a variety of events and circumstances, and could result in negative publicity (for example, with respect to handling of environmental, [added: employee,] safety and security matters, dealings with local community organizations or individuals, community commitments, handling of cultural sites or resources, and various other matters).
[added: These threats include continually evolving cybersecurity risks from] a variety of sources, including, without limitation, malware, computer viruses, cyber threats, extortion, employee error, malfeasance, security breaches, cyber-attacks, natural disasters and defects in design.
Given the unpredictability of the timing, nature and scope of information technology disruptions, we could potentially be subject to production downtimes, operational delays, the compromising of confidential or otherwise protected information, destruction or [removed: corruption of data, security breaches, other manipulation or improper use of our systems and networks or financial losses from remedial actions.]
- exercise of majority rights by our partners so as to take actions for which we may not believe to be in the joint venture’s best interests, including but not limited to decisions related to [added: day to day operations,] labor relations, litigation, government relations, political contributions, community relations, project approval and project funding mechanisms;
Because we beneficially own less than a majority of the ownership and governance interests in NGM, we have limited control of NGM’s [removed: operations] [added: operations,] and we depend on Barrick to operate NGM.
[added: In the event that Barrick has] interests, objectives and incentives with respect to NGM that differ from our own, there can be no assurance that we will be able to resolve such disagreement in our favor.
[removed: See] [added: Refer to] Note [removed: 16] [added: 15] to the Consolidated Financial Statements for more information including with respect to loan agreements with Pueblo Viejo.
For information concerning the sensitivity of our *Costs applicable to sales* to changes in foreign currency exchange rates and more information our exposure to foreign exchange rate fluctuations, see Foreign Currency Exchange Rates section in [added: Part II,] Item 7, Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations.
Future funding requirements may affect our business, our ability to [added: pursue new business opportunities, invest in existing and new projects,] pay cash dividends or [removed: our ability to] engage in share repurchase transactions.
However, U.S. and global markets have, from time to time, experienced significant dislocations and liquidity disruptions, [removed: and] [added: For example,] the COVID-19 pandemic [removed: has] [added: and events related to the conflict and related sanctions in Ukraine, Russia and/or Belarus] increased, and may continue to increase, volatility and pricing in the capital markets.
In the event of lower gold, silver, copper, zinc or lead prices, unanticipated operating or financial challenges, or new funding limitations, our ability to pursue new business opportunities, invest in existing and new projects, fund our ongoing business activities, retire or service all outstanding debt, [added: fund share] repurchase [removed: shares] [added: programs] and [added: transactions and] pay dividends could be significantly constrained.
[removed: *common] [added: See also the risk factor under the heading “*Holders of our common] stock may not receive dividends*.” In addition, our joint venture partners may not have sufficient funds or borrowing ability in order to make their capital commitments.
[removed: Management makes multiple assumptions in estimating future cash] flows, which include production levels based on life of mine plans, future costs of production, estimates of future production levels based on value beyond proven and probable reserves at our operations, prices of metals, the historical experience of our operations and other factors.
There are numerous uncertainties inherent in estimating production levels of gold, silver, copper, zinc and lead and the costs to mine recoverable reserves, including many factors beyond our [removed: control,] [added: control] that could cause actual results to differ materially from expected financial and operating results or result in future impairment charges.
For additional information regarding goodwill, [removed: see] [added: refer to] Note [removed: 20] [added: 19] to our Consolidated Financial Statements.
Reserves and resources disclosed in this Form 10-K have been prepared in accordance with the Regulation S-K 1300.
In 2021, the Company transitioned its approach to reporting and internal methodologies to take into account the required change from the SEC’s Industry Guide 7 to Regulation S-K 1300.
To the extent that regulators adopt new requirements and issue or modify related guidance and interpretations in the future, it could results in changes to mineral reserve and mineral resource information.
- Increases in development capital and investment costs;
- Costs related to environmental management and sales including waste management, monitoring and transport and storage of product sales;
- Government instability, including but not limited to decreased support for development of mining projects;
We may also have to identify adequate sources of water and power for new projects, ensure that appropriate community
In May 2022, Yanacocha submitted a proposal modification to this plan requesting an extension of time for coming into full compliance with the new regulations in 2027.
Reductions in our operational activities due to COVID-19, or another pandemic, epidemic or health outbreak, could result in additional sites being placed
corruption of data, security breaches, other manipulation or improper use of our systems and networks or financial losses from remedial actions.
See also risk factors under the headings “*Our operations in Argentina are susceptible to risk as a result of economic and political instability in Argentina and labor unrest*”, “*Our operations at Ahafo and Akyem in Ghana are subject to political, economic and other risks*” and “*Our Merian operation in Suriname is subject to political and economic risks*” below.
Management makes multiple assumptions in estimating future cash
Additions to asset retirement costs could result in impairment charges.
The Company continues to evaluate strategic priorities and deployment of capital to projects in the pipeline.
A decision to reprioritize, sell or abandon a development project could result in a future impairment charge.
For example, in response to the current challenging market conditions, which include inflationary pressures and supply chain disruptions, in the third quarter of 2022 the Company announced the delay of the full-funds investment decision for the Yanacocha Sulfides project in Peru.
The Company is currently in the process of assessing project plan options for the Yanacocha Sulfides project.
The Company also periodically updates the economic model for its Conga project to understand changes to the estimated capital costs, cash flows, and economic returns from the project.
Certain decisions or changes in circumstances could result in determinations that carrying value is not recoverable and could result in impairment.
See Part II, Item 7 under the heading “*Critical Accounting Estimates – Carrying value of long-lived assets and Carrying value of Conga*” for additional information.
- Delays in permitting due to reduced resources and capacity for review and formulation of permits at regulatory agencies;
Permit review and approval could be delayed, adversely impacting project implementation due to delays in review and development of permits from limited resources at the regulatory agencies.
Certain of our mining and processing operations, including tailings storage, and project expansion and development activities require the lease of land, rights and properties.
Obtaining and/or maintain and renewing lease arrangements can be costly, and no assurance can be provided that all necessary lease arrangements and renewals will be achieved or maintained at all times.
For example, additional tailings capacity is needed to support future growth and sustainability of Boddington operations beyond 2025.
Boddington’s existing tailings facility is expected to reach the permitted capacity in 2026.
As the Company continues to work through incorporating the requirements of the GISTM, the life of mine tailings study has been re-initiated to explore options for tailings deposition.
This study is due to be completed in 2023 and requires extensive environmental assessment.
As such, the cost and viability of other options remains uncertain at this time.
Further, the Boddington operation is primarily located on mining leases with renewal dates commencing in 2028 and no assurances can be provided that such renewals and additional lease scope for further tailings capacity will be secured at similar cost or at all.
Failure to obtain necessary leases can have serious consequences, including cessation of operations and processing or the development of a project and/or increased costs, litigation or regulatory action, any of which could materially adversely affect our business, results of operations or financial condition.
See also the risk factors under the headings “*Our Company and the mining industry are facing continued geotechnical challenges, which could adversely impact our production and profitability*,” and “*Title to some of our properties may be insufficient, defective, or challenged*”.
away from the facilities.
While
There is also the potential for disruption to transport routes associated with the distribution of our products.
Extended dry seasons or unseasonal dry conditions could exacerbate dust generation from operating activities that may require additional controls for continued operation or result in compliance breaches.
Changing climatic conditions may also affect the likelihood of meeting closure success criteria and require adjustments to mine site rehabilitation and closure plans.
The higher potential for extreme heat conditions may affect equipment efficiency.
For additional information, see risk factors under the headings “*Our operations are dependent on the availability of sufficient water supplies and subject to water-related risks*” and “*Our Company and the mining industry are facing continued geotechnical challenges, which could adversely impact our production and profitability.”*
In jurisdictions that rely on purchased hydroelectric power, such as in Ghana and Peru, extreme drought and extended dry seasons may impact the electric utility’s
With the surge of the omicron variant in January 2022, the Company is continuing to experience reduced staffing and absenteeism at several sites.
If indicators of impairment are determined to exist at our mine operations, and an impairment charge is incurred, such charges are not
Consequently, part of the Company response to MINEM will include a request for an extension of time for coming into full compliance with the new regulations.
These threats include continually evolving cybersecurity risks from
In the event that Barrick has
If we are unable to obtain financing or service existing or future debt we could be required to reduce, suspend or eliminate our dividend payments to stockholders or any planned share repurchase transactions.
The Company’s repurchase program may be discontinued at any time, and the program does not obligate the Company to acquire any specific number of shares of its common stock or to repurchase the full authorized amount during the authorization period.
Consequently, the Board of Directors may revise or terminate such share repurchase authorization in the future.
See also the risk factor under the heading “*Holders of our*
some cases resulted in injuries including in Ghana, Peru, Mexico and Suriname.
cases catastrophic, property and environmental damage and loss of life.
Newmont is committed to the implementation of the GISTM and all TSFs are expected to be in conformance with the GISTM by 2025.
CC&V in Colorado must purchase water supply from surrounding communities.
agriculture.
- Risk of increased taxation related to impacts to government revenue as a result of COVID-19;
However, following the most recent presidential election in 2021, whether the Central government will continue to take similar positions in the future remains uncertain.
Castillo’s election platform had been considered to be less supportive of mining in the past, and raised concerns with respect to foreign investment and mining.
However, the Central Government’s legislative priorities and agenda remain to be established.
the assets and operations of Yanacocha or Conga, which could have a material adverse effect on our results of operations and financial position.
For example, the temporary solidarity levy increases the corporate tax rate in Suriname by 10% and VAT rate by 2% in 2021 and did not apply due to the terms of the mineral agreement.
There has been an increase in anti-mining sentiment in Ghana on the back of claims of the industry is not contributing its fair share to national development.
These events may result in government claims that extra revenue is owed them by the Company and other mining companies operating in Ghana, resulting in increased revenue and tax initiatives.
represented by unions at our Cerro Negro, Merian and Akyem mines, which have disrupted operations.
The terms and conditions contained in our Ghanaian collective agreements are agreed through December 2022.
In Mexico, the collective bargaining agreement for Peñasquito was renewed in 2020 for two years, and expires in mid-2022.
Although we currently have a stable relationship with the workers and the union, a strike in 2013 temporarily stopped the operation of the mine, the possibility of future disruptions in the evolving geopolitical and legal context remains a future risk.
Similarly, union activities at the Company’s joint ventures such as NGM in Nevada, could impact financial performance.
to challenge based on the presence and activities of artisanal miners.
An excerpt. Shown here: 40 of 105 rewritten, 40 of 80 added and all 28 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS (dollars in millions, except per share, per ounce and per pound amounts) in the FY2022 filing and the FY2021 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK (dollars in millions, except per ounce and per pound amounts).
22 rewritten, 25 added, 6 removed, 27 unchanged
Gold prices can fluctuate widely due to numerous factors, such as demand; forward selling by producers; central bank sales, purchases and lending; investor sentiment; the strength of the [removed: U.S. dollar;] [added: USD;] inflation, deflation, or other general price instability; and global mine production levels.
Decreases in the market price of metals can significantly affect the value of our product inventory, stockpiles and leach [removed: pad inventory,] [added: pads,] and it may be necessary to record a write-down to the net realizable [removed: value.][added: value, as well as significantly impact the carrying value of our long-lived assets and goodwill.]
The significant assumptions in determining the stockpile, leach pad and product inventory adjustments for each mine site reporting unit at December 31, [removed: 2021] [added: 2022] included production cost and capitalized expenditure assumptions unique to each operation, and the following short-term and long-term assumptions:
| | | | [removed: Short-term Assumption] [added: Short-term] | | | | | | [removed: Long-term Assumption] [added: Long-term] | | |
| Gold price (per ounce) | | | $ | [removed: 1,795] [added: 1,726] | | | | | $ | [removed: 1,500] [added: 1,600] | |
| Copper price (per pound) | | | $ | [removed: 4.40] [added: 3.63] | | | | | $ | [removed: 3.00] [added: 3.50] | |
| Silver price (per ounce) | | | $ | [removed: 23.33] [added: 21.17] | | | | | $ | 20.00 | |
| Lead price (per pound) | | | $ | [removed: 1.06] [added: 0.95] | | | | | $ | 1.05 | |
| Zinc price (per pound) | | | $ | [removed: 1.53] [added: 1.36] | | | | | $ | 1.30 | |
For information concerning the sensitivity of our stockpiles and ore on leach pads to changes in metal price, [removed: see the] [added: refer to] Critical Accounting Estimates [removed: section in] [added: within] Item 7, [removed: Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operation.][added: MD&A.]
For information concerning the sensitivity of our impairment analysis over long-lived assets and goodwill to changes in metal price, [removed: see the] [added: refer to] Critical Accounting Estimates [removed: section in] [added: within] Item 7, [removed: Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operation,] [added: MD&A,] and [removed: Note 2] [added: Notes 2, 6] and [removed: Note 20] [added: 19] to the Consolidated Financial Statements.
[removed: See] [added: Refer to] Note [removed: 15] [added: 13] to our Consolidated Financial Statements for further information pertaining to the fair value of our fixed rate debt.
In addition to our operations in the [removed: United States,] [added: U.S.,] we have significant operations and/or assets in Canada, Mexico, Dominican Republic, Peru, Suriname, Argentina, Chile, Australia and Ghana.
All of our operations sell their gold, copper, silver, lead and zinc production based on [removed: U.S. dollar] [added: USD] metal prices.
Fluctuations in the local currency exchange rates in relation to the U.S. dollar can increase or decrease profit margins, cash flow and *Costs applicable to sales* per [removed: ounce/ pound] [added: ounce/pound] to the extent costs are paid in local currency at foreign operations.
Our provisional [removed: metal] [added: concentrate] sales contain an embedded derivative that is required to be separated from the host contract for accounting purposes.
Refer below for our analysis as of December 31, [removed: 2021.][added: 2022.]
| Copper [removed: (pounds/millions)] [added: (pounds, in millions)] | | | [removed: 25] [added: 37] | | | | | | $ | [removed: 4.39] [added: 3.80] | | | | | $ | [removed: 8] [added: 10] | | | | | $ | [removed: 4.40] [added: 3.80] | |
| Silver [removed: (ounces/millions)] [added: (ounces, in millions)] | | | [removed: 5] [added: 4] | | | | | | $ | [removed: 23.09] [added: 23.86] | | | | | $ | [removed: 7] [added: 6] | | | | | $ | [removed: 23.09] [added: 23.95] | |
| Lead [removed: (pounds/millions)] [added: (pounds, in millions)] | | | [removed: 22] [added: 26] | | | | | | $ | [removed: 1.06] [added: 1.05] | | | | | $ | [removed: 1] [added: 2] | | | | | $ | 1.06 | |
| Zinc [removed: (pounds/millions)] [added: (pounds, in millions)] | | | [removed: 58] [added: 74] | | | | | | $ | [removed: 1.62] [added: 1.35] | | | | | $ | [removed: 6] [added: 7] | | | | | $ | [removed: 1.65] [added: 1.37] | |
(1)The closing settlement price as of December 31, [removed: 2021] [added: 2022] is determined utilizing the London Metal Exchange for copper, lead and zinc and the [removed: LBMA] [added: London Bullion Market Association] for gold and silver.
| AUD to USD exchange rate | | | $ | 0.66 | | | | | $ | 0.75 | |
| CAD to USD exchange rate | | | $ | 0.74 | | | | | $ | 0.80 | |
| MXN to USD exchange rate | | | $ | 0.05 | | | | | $ | 0.04 | |
| | | | | | | | | | | | |
We performed a sensitivity analysis to estimate the impact to *Costs applicable to sales* per ounce arising from a hypothetical 10% adverse movement to local currency exchange rates at December 31, 2022 in relation to the U.S. dollar at our foreign mining operations.
The sensitivity analyses indicated that a hypothetical 10% adverse movement would result in an approximate $33 increase to *Costs applicable to sales* per ounce at December 31, 2022.
Hedging
In October 2022, the Company entered into A$574 of AUD-denominated fixed forward contracts to mitigate variability in the USD functional cash flows related to the AUD-denominated capital expenditures expected to be incurred in 2023 and 2024 during the construction and development phase of the Tanami Expansion 2 project included in the Company's Australia segment.
The Company has designated the forward contracts as foreign currency cash flow hedges against the forecasted AUD-denominated Tanami Expansion 2 capital expenditures.
By using hedges, we are affected by market risk, credit risk, and market liquidity risk.
Market risk is the risk that the fair value of a derivative might be adversely affected by a change in currency exchange rates, and that this in turn affects our financial condition.
We manage market risk by establishing and monitoring parameters that limit the types and degree of market risk that may be undertaken.
We mitigate this potential risk to our financial condition by establishing trading agreements with counterparties under which we are not required to post any collateral or be subject to any margin calls on our derivatives.
Our counterparties cannot require settlement solely because of an adverse change in the fair value of a derivative.
We have performed a sensitivity analysis as of December 31, 2022, using a modeling technique that measures the change in the fair values arising from a hypothetical 10% adverse movement in the AUD foreign currency exchange rates relative to the U.S. dollar, with all other variables held constant.
The analysis covered all of our AUD-denominated fixed forward contracts.
The foreign currency exchange rates we used in performing the sensitivity analysis were based on AUD market rates in effect at December 31, 2022.
The sensitivity analyses indicated that a hypothetical 10% adverse movement in foreign currency exchange rates would result in an approximate decrease in the fair value of the hedging derivative instruments of $40 at December 31, 2022.
Credit risk is the risk that a third party might fail to fulfill its performance obligations under the terms of a financial instrument.
We mitigate credit risk by entering into derivatives with high credit quality counterparties, limiting the amount of exposure to each counterparty and monitoring the financial condition of the counterparties.
Market liquidity risk is the risk that a derivative cannot be eliminated quickly, by either liquidating it or by establishing an offsetting position.
Under the terms of our trading agreements, counterparties cannot require us to immediately settle outstanding derivatives, except upon the occurrence of customary events of default such as covenant breaches, including financial covenants, insolvency or bankruptcy.
We further mitigate market liquidity risk by spreading out the maturity of our derivatives over time.
Refer to Note 14 to the Consolidated Financial Statements for further information on our derivative instruments.
| Gold (ounces, in thousands) | | | 159 | | | | | | $ | 1,817 | | | | | $ | 19 | | | | | $ | 1,814 | |
| U.S. to Australian dollar exchange rate | | | $ | 0.73 | | | | | $ | 0.77 | |
| U.S. to Canadian dollar exchange rate | | | $ | 0.79 | | | | | $ | 0.80 | |
| U.S. dollar to Mexican Peso exchange rate | | | $ | 0.05 | | | | | $ | 0.05 | |
| U.S. dollar to Argentinian Peso exchange rate | | | $ | 0.01 | | | | | $ | 0.01 | |
Decreases in the market price of metals can also significantly impact our impairment analysis for long-lived assets and goodwill.
| Gold (ounces/thousands) | | | 171 | | | | | | $ | 1,807 | | | | | $ | 20 | | | | | $ | 1,806 | |
Item 1. BUSINESS (dollars in millions, except per share, per ounce and per pound amounts)
79 rewritten, 56 added, 48 removed, 235 unchanged
Newmont Corporation [added: was incorporated in 1921 and] is primarily a gold producer with significant operations and/or assets in the United States, Canada, Mexico, Dominican Republic, Peru, Suriname, Argentina, Chile, Australia and Ghana.
At December 31, [removed: 2021,] [added: 2022,] Newmont had attributable proven and probable gold reserves of [removed: 92.8] [added: 96.1] million ounces, [added: attributable] measured and indicated gold resources of [removed: 68.3] [added: 75.3] million [removed: ounces] [added: ounces, attributable inferred gold resources of 36.1 million ounces,] and an aggregate land position of approximately [removed: 24,300] [added: 23,700] square miles [removed: (62,800] [added: (61,500] square kilometers).
[added: Newmont’s corporate headquarters are in Denver, Colorado, U.S.] In this report, “Newmont,” the “Company,” “our” and “we” refer to Newmont Corporation together with our affiliates and subsidiaries, unless the context otherwise requires.
Our North America segment consists primarily of Cripple Creek & Victor (“CC&V”) in the [removed: United States of America (“U.S.” or “USA”),] [added: U.S.,] Musselwhite, Porcupine and Éléonore in Canada and Peñasquito in Mexico.
[removed: See] [added: Refer to Item 1A, Risk Factors, below, and] Note [removed: 10] [added: 3] to the Consolidated Financial Statements for further information [removed: on] [added: relating to] our [removed: asset sales.][added: reportable segments.]
Refer to Note [removed: 5] [added: 4] to the Consolidated Financial Statements for information relating to domestic and export sales and lack of dependence on a limited number of customers.
*General.* We had consolidated gold production from continuing operations of [removed: 5.9] [added: 5.8] million ounces [removed: (5.6] [added: (6.0] million attributable gold ounces) in [removed: 2021, 5.8] [added: 2022, 5.9] million ounces [removed: (5.5] [added: (6.0] million attributable gold ounces) in [removed: 2020] [added: 2021] and [removed: 6.4] [added: 5.8] million ounces [removed: (6.0] [added: (5.9] million attributable gold ounces) in [removed: 2019.][added: 2020.]
[removed: Additionally,] [added: Attributable gold ounces produced includes 0.3, 0.3, and 0.4 million attributable gold ounces for] the [added: 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 [removed: investment, produced 0.3, 0.4, and 0.3 million attributable gold ounces for the years ended December 31, 2021, 2020 and 2019, respectively.][added: investment.]
Of our [removed: 2021] [added: 2022] consolidated gold production, approximately [removed: 27%] [added: 25%] came from North America, 16% from South America, [removed: 20%] [added: 22%] from Australia, [removed: 15%] [added: 17%] from Africa and [removed: 22%] [added: 20%] from Nevada.
For [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019, 86%, 90%] [added: 2020, 87%, 86%] and [removed: 93%,] [added: 90%,] respectively, of our *Sales* were attributable to gold.
Doré is sent to refiners to produce bullion that meets the required market [added: standard of 99.95% gold.]
A portion of gold sold from Peñasquito in North [removed: America,] [added: America and] Boddington in Australia [removed: and NGM and Phoenix (until the formation of NGM) in Nevada] is sold in a concentrate containing other metals such as copper, silver, lead and/or zinc.
[removed: Based on public information] available, for the years [removed: 2019] [added: 2020] through [removed: 2021,] [added: 2022,] mine production has averaged approximately 75% of the annual gold supply with the remainder primarily sourced from recycled gold.
*Gold Price.* The following table presents the annual high, low and average daily afternoon [removed: London Bullion Market Association (“LBMA”)] [added: LBMA] Gold Price over the past ten years on the London Bullion Market ($/ounce):
On February [removed: 17, 2022,] [added: 16, 2023,] the afternoon LBMA gold price was [removed: $1,893] [added: $1,837] per ounce.
[removed: See] [added: Refer to] Note 2 to the Consolidated Financial Statements for information on how we recognize revenue for gold sales from doré production.
[removed: In 2021 and 2020, copper] [added: Copper] production at Boddington and silver, lead and zinc production at Peñasquito are considered co-products.
The following table details consolidated co-product production and the percentage of *Sales* that was attributable to copper, silver, lead and zinc for the years ended [added: December 31, 2022,] 2021, [removed: 2020,] and [removed: 2019:][added: 2020:]
| | | | [removed: 2021] [added: 2022] | | | | | | | | | [removed: 2020] [added: 2021] | | | | | | | | | [removed: 2019] [added: 2020] | | | | | |
| Copper [removed: (pounds / millions)] [added: (pounds/millions)] (1) | | | [removed: 71] [added: 84] | | | [removed: 2] [added: 3] | | % | | | | [removed: 56] [added: 71] | | | [removed: 1] [added: 2] | | % | | | | [removed: 79] [added: 56] | | | [removed: 2] [added: 1] | | % |
| Silver [removed: (ounces / millions)] [added: (ounces/millions)] (2) | | | [removed: 31.4] [added: 29.7] | | | 5 | | % | | | | [removed: 27.8] [added: 31.4] | | | 5 | | % | | | | [removed: 15.9] [added: 27.8] | | | [removed: 3] [added: 5] | | % |
| Lead [removed: (pounds / millions)] [added: (pounds/millions)] (2) | | | [removed: 177] [added: 149] | | | [removed: 2] [added: 1] | | % | | | | [removed: 179] [added: 177] | | | [removed: 1] [added: 2] | | % | | | | [removed: 108] [added: 179] | | | 1 | | % |
| Zinc [removed: (pounds / millions)] [added: (pounds/millions)] (2) | | | [removed: 435] [added: 377] | | | [removed: 5] [added: 4] | | % | | | | [removed: 381] [added: 435] | | | [removed: 3] [added: 5] | | % | | | | [removed: 187] [added: 381] | | | [removed: 1] [added: 3] | | % |
(2)All of our [removed: 2021, 2020 and 2019] silver, lead and zinc co-product production came from North America.
Revenues from by-product [removed: sales, which are immaterial,] [added: sales] are credited to *Costs applicable to sales* in the Consolidated Financial Statements.
Aside from the co-product sales at Boddington and Peñasquito, copper and silver [removed: are] produced [removed: as a by-product] at [removed: all] other Newmont [removed: sites.][added: sites are by-product metals.]
At [removed: Boddington and Phoenix (until the formation of NGM),] [added: Boddington,] ore containing copper and gold is crushed to a coarse size at the mine and then transported via conveyor to a process plant, where it is further crushed and then finely ground as a slurry.
The ore is initially treated by successive stages of flotation resulting in a [removed: copper/gold] [added: gold/copper] concentrate containing approximately 15% to 20% copper.
[removed: See] [added: Refer to] Item 1A, Risk Factors, below for further information.
[removed: See “Results] [added: Refer to Results] of Consolidated [removed: Operations"] [added: Operations] and [removed: "Liquidity] [added: Liquidity] and Capital [removed: Resources"] [added: Resources] within Part II, Item 7, [removed: Management’s Discussion and Analysis,] [added: MD&A,] for further information.
Environmental, Social and [removed: Governance ("ESG")][added: Governance]
*ESG Overview.* Focusing on leading environmental, social and governance [added: ("ESG")] practices [removed: has been] [added: are] a core part of Newmont’s [removed: business for more than 30 years.][added: business.]
Our sustainability report provides an annual review of non-financial performance updates on governance, strategy and management approach, risk management, and performance [added: and targets] in key areas that include health, safety and security, workforce, the environment, supply chain, social acceptance, business integrity and compliance, value sharing, [added: and] equity, inclusion and diversity domains.
Our sustainability report is compiled in accordance with the Global Reporting [removed: Initiative's] [added: Initiative] ("GRI") [added: 2021 Universal] Standards Core option, the GRI Mining and Metals Sector Supplement, and the [removed: Value Reporting Foundation's] SASB Metals & Mining standards, is externally assured, and reflects Newmont’s commitment to transparency and reporting obligations as a founding member of the International Council on Mining and Metals [added: ("ICMM")] and as an early adopter of the United Nations ("UN") Guiding Principles Reporting Framework.
Newmont’s sustainability reporting suite also includes our climate report, sustainability-linked bond framework, ESG data tables, conflict-free gold report, policy influence disclosures, political spending disclosures, economic impact reports, [added: taxes and royalties contributions report,] CDP (formerly, “Carbon Disclosure Project”) responses, and other reports and responses, which can be found on our website at www.newmont.com/sustainability.
For a discussion of climate-related risks, [removed: see Part I,] [added: refer to] Item 1A, Risk Factors.
In an effort to play our part in addressing climate change, in 2020 we announced science-based, [removed: greenhouse gas] [added: GHG emissions] reduction targets of [removed: more than 30%] [added: 32%] for Scope 1 and Scope 2 and 30% for Scope 3 by [removed: 2030,] [added: 2030 ("2030 climate targets"),] with an ultimate goal of [removed: achieving net zero] [added: being] carbon [removed: emissions] [added: neutral] by 2050.
Our 2030 targets have been approved and validated by the Science-Based Targets [removed: Initiative (SBTi),] [added: initiative,] which ensures that our targets support the Paris Agreement’s goal of limiting global warming to well below 2 degrees Celsius compared to pre-industrial levels.
Since announcing our [added: 2030] climate [removed: change targets in 2020,] [added: targets,] we have taken steps to [removed: reduce] [added: invest in climate change initiatives in support of] our [removed: greenhouse gas emissions.][added: goal.]
As part of these initiatives, in November 2021, Newmont announced a strategic alliance with Caterpillar Inc. (“CAT”) with the aim to develop and implement a comprehensive all-electric autonomous mining system to achieve [removed: zero emissions mining.][added: safer and more productive operations while also supporting Newmont in achieving our climate targets.]
Our Nevada segment consists of our 38.5% interest in Nevada Gold Mines ("NGM") in the U.S., which is accounted for using the proportionate consolidation method.
In January 2023, Newmont launched certain initiatives to reassess accountabilities of the senior leadership team and the Company's operating strategies for its operations.
Depending on the timing and outcome of this assessment, the Company may change its reportable segments in 2023.
For information on acquisitions and asset sales impacting the comparability of our results, refer to Notes 1 and 8 to the Consolidated Financial Statements, respectively.
Based on public information
| 2023 (through February 16, 2023) | | | $ | 1,955 | | | | | $ | 1,835 | | | | | $ | 1,891 | |
| 2022 | | | $ | 2,039 | | | | | $ | 1,629 | | | | | $ | 1,800 | |
(1)All of our copper co-product production came from Australia.
Refer to Item 2, Properties, below for further information on licenses and concessions by property.
In 2022, we refreshed our Sustainability and External Relations Strategy with the review and oversight of our Board and Safety & Sustainability Committee to better reflect how ESG practices and expectations have evolved with a vision to generate shared value and serve as a catalyst for sustainable development.
In support of our vision, our updated strategy is made up of four strategic pillars:
- Leadership – Demonstrate consistent and courageous leadership through our words and actions
- Integration – Integrate leading sustainability practices into our overall business processes and decision-making
- Engagement – Build trust and credibility through respectful and meaningful engagement, communication and transparent reporting
- Performance – Deliver leading environmental and social performance to manage risk and achieve beneficial outcomes
Driving our sustainability practices and supporting our ability to meet the ambitions of each strategic pillar are the following critical enablers:
- Environmental stewardship – Leading practices through the enhancement of shared resources and reduction of long-term liabilities incorporating nature, water and climate
- Social responsibility – Leading practices that mitigate impacts, generate value for local communities and governments, and promote transparent and meaningful engagement to build credibility and support our reputation
- Governance – Leading practices through an effective standardized framework that includes global policies and standards integrated risk management systems; metrics and targets to measure our performance; and processes to enable transparent reporting and improved collaboration and ensure optimal decision-making and resource allocation
Additionally, our sustainability report aligns with the ICMM's Mining Principles' Performance Expectations, GISTM and the World Gold Council's Responsible Gold Mining Principles.
Our most significant opportunities to reduce emissions exist in building or deploying cleaner energy solutions at the mine sites, as well as the greening of the electrical grid that supplies energy to our operations.
Newmont pledged an investment of $100 to CAT, of which $39 has been paid as of December 31, 2022.
These dollars fund collaborative work to develop and deploy electric equipment for surface and underground mining at Newmont’s Cripple Creek & Victor mine in Colorado, U.S. and Tanami mine in Northern Territory, Australia.
*Our People.* At Newmont, one of the strategic pillars is people.
That is why we strive to build a workplace culture that fosters leaders where everyone belongs, thrives, and is valued.
In 2022, the full Board reviewed and approved our refreshed global people strategy.
Our people strategy represents a multi-year journey, and its three pillars and respective aspirations include: (i) leadership – grow and attract exceptional leaders for our Company, the industry and beyond; (ii) inclusion, diversity and equity - through bold actions cultivate an inclusive, diverse and engaged workforce; and (iii) people experiences - foster a meaningful work experience that enables our culture and strategy to flourish.
The Board of Directors’ Leadership Development and Compensation Committee holds reviews with management every quarter and on an ad hoc basis as needed to ensure appropriate management of human capital and progress against our stated goals.
In 2022, we did significant work to identify those practices that would most significantly improve diverse representation and advancement in our business.
Enterprise-wide female representation at the end of 2022 increased from 14 percent in 2021 to 15 percent despite challenges associated with the pandemic and shifts in the labor market.
Site-based action plans were established and overall representation of females in operations increased from 8% to 9% in 2022.
Female representation in senior leadership roles also increased from 26% to 30% in 2022.
Female representation at the Board level in 2022 was 45% of independent directors with 70% of independent directors being either gender or ethnically diverse.
In 2022, we launched a refreshed three-year Health, Safety and Security Strategy that advances our journey toward a fatality, injury and illness-free workplace.
The updated strategy recognizes the progress we have made while also acknowledging the need to further improve our performance.
The strategy links our health, safety and security work together across three themes:
- Act on risk — Control future outcomes by acting to reduce risks and minimize potential impacts.
- Actively care — Consistently take action to engage and support our employees and business partners.
- Apply knowledge — Foster a knowledge-sharing mindset, apply what we learn and inspire innovation.
Supporting and extending the impact of our strategy are the following three amplifiers:
Newmont Corporation was incorporated in 1921 and completed its 100th year in 2021.
Newmont’s corporate headquarters are in Denver, Colorado, USA.
On April 18, 2019, we completed the acquisition of Goldcorp, Inc. (“Goldcorp”) (“the Newmont Goldcorp transaction”).
Results of Goldcorp for the period April 18 to December 31, 2019 and the years ended December 31, 2020 and December 31, 2021 are included in this report.
For further information, see Note 3 to the Consolidated Financial Statements.
On July 1, 2019, we completed the formation of Nevada Gold Mines (“NGM”), in which we hold a 38.5% interest.
As part of the formation of NGM, we contributed Carlin, Phoenix, Twin Creeks and Long Canyon (“existing Nevada mining operations”) in exchange for our 38.5% interest.
Historically, our Phoenix operations in the United States produced copper as a co-product up until the formation of NGM, effective July 1, 2019 (the “effective date”), at which point copper became a by-product.
Results of our existing Nevada mining operations for the six months ended June 30, 2019 are included in this report.
NGM is included for the period July 1 to December 31, 2019 and the years ended December 31, 2020 and December 31, 2021, which are presented at our 38.5% proportionate share, unless otherwise indicated.
For further information, see Note 1 to the Consolidated Financial Statements.
Our Nevada segment consists of our 38.5% interest in NGM.
For the year ended December 31, 2019, our Nevada segment included Carlin, Phoenix, Twin Creeks and Long Canyon in the USA, which were contributed to NGM on July 1, 2019.
See Note 1 to the Consolidated Financial Statements for further information.
At December 31, 2019, our Red Lake mine in our North America segment and Kalgoorlie mine in our Australia segment were held for sale and subsequently were sold in the first quarter of 2020.
See Item 1A, Risk Factors, below, and Note 4 to the Consolidated Financial Statements for further information relating to our reportable segments.
standard of 99.95% gold.
| 2022 (through February 17, 2022) | | | $ | 1,893 | | | | | $ | 1,788 | | | | | $ | 1,822 | |
| 2012 | | | $ | 1,792 | | | | | $ | 1,540 | | | | | $ | 1,669 | |
In 2019, copper production at Boddington and Phoenix (until the formation of NGM) were considered co-products.
(1)All of our 2021 and 2020 copper co-product production came from Australia; In 2019, all of our copper co-product production came from Australia and Phoenix (until the formation of NGM).
In 2020, Newmont announced plans to significantly invest in climate change initiatives in support of our goal.
Newmont plans to provide a preliminary investment of $100 to CAT in connection with initial automation and electrification goals for surface and underground mining infrastructures and haulage fleets at Newmont’s Cripple Creek and Victor mine in Colorado and Tanami mine in Northern Territory, Australia.
*Newmont’s People.* At Newmont, one of the strategic pillars is people, which forms the basis of our business planning and establishes objectives by which we measure our performance.
Our goal is to build a workplace culture that fosters leaders and allows every person to thrive, contribute, and grow.
and equal remuneration, gender diversity, union representation, labor relations, employee turnover, hiring representation, and training and development.
As discussed above, Newmont issued a sustainability-linked bond, which includes a key performance indicator ("KPI") focused on the percentage of women in senior leadership roles.
Women currently hold 25% of the senior leadership roles.1
The safety of our people and the communities in which we operate is a core value; with the right to life and right to safe working conditions among our most salient human rights and key priorities.
We strongly believe it is possible to effectively manage these risks, ensuring that everyone returns home safely at the end of the day.
To drive a fatality, injury and illness free culture, Newmont has centered its health, safety and security activities on four key focus areas: leadership; fatality prevention; occupational health and wellness; and security threat management.
In 2021, we continued to transform our fatality risk management program resulting in over 500,000 in-field critical control verifications being undertaken, and a large proportion via our new mobile application.
These verifications were undertaken by various levels of leadership who increased their visible field presence.
We continued to focus on Vehicles and Driving fatality risk exposure with the implementation of minimum specifications for vehicles including buses and introduced vehicle monitoring systems (in-vehicle safety system – IVSS).
Similarly, the focus on eliminating "live work" has resulted in innovative redesigning of tasks to eliminate our team's exposure to this critical risk, as well as partnering with industry peers to rapidly replicate and pilot new technology.
Over 100 solutions to eliminate live work were implemented globally in 2021.
1 Calculated as women in senior leadership roles as a percentage of total senior leadership.
Senior leadership represented as Senior Director level or above (or equivalent if grading or title system changes).
approving and providing oversight of the sustainability strategy, which includes commitments to adoption of best practices in promotion of a healthy and safe work environment, and environmentally sound and socially responsible mining and resource development.
- Increasing frequency of deep cleaning and sanitization of surfaces;
An excerpt. Shown here: 40 of 79 rewritten, 40 of 56 added and 40 of 48 removed. The counts are complete. For every sentence, read Item 1. BUSINESS (dollars in millions, except per share, per ounce and per pound amounts) in the FY2022 filing and the FY2021 filing.
Item 3. LEGAL PROCEEDINGS
1 rewritten, 0 added, 1 removed, 1 unchanged
Information regarding legal proceedings is contained in Note [removed: 26] [added: 25] to the Consolidated Financial Statements contained in this Report and is incorporated herein by reference.
PART II
Cover and table of contents
114 rewritten, 82 added, 31 removed, 81 unchanged
For the Fiscal Year Ended December 31, [removed: 2021][added: 2022]
[removed: ][added: ]
| [removed: Delaware] [added: Delaware] | | | | | | 84-1611629 | | |
At June 30, [removed: 2021,] [added: 2022,] the aggregate market value of the registrant’s voting and non-voting common equity held by non-affiliates of the registrant was [removed: $50,629,300,966] [added: $47,327,306,028] based on the closing sale price as reported on the New York Stock Exchange.
There were [removed: 792,502,327] [added: 793,794,062] shares of common stock outstanding on February [removed: 17, 2022.][added: 16, 2023.]
Portions of Registrant’s definitive Proxy Statement for the Registrant’s [removed: 2022] [added: 2023] Annual Stockholders Meeting will be filed no later than 120 days after the close of the Registrant's fiscal year ended December 31, [removed: 2021,] [added: 2022,] are incorporated by reference into Part III of this report.
[removed: | [2021] [added: 2022] RESULTS AND [removed: HIGHLIGHTS](#i2139435f6f0c496f8e3773cd6ed28247_10) | | | | | | [1](#i2139435f6f0c496f8e3773cd6ed28247_10) | | |][added: HIGHLIGHTS]
| [ITEM [removed: 1.](#i2139435f6f0c496f8e3773cd6ed28247_16)] [added: 1.](#i2d17b310f5b549aca71eb52c29055740_16)] | | | [removed: [BUSINESS](#i2139435f6f0c496f8e3773cd6ed28247_16)] [added: [BUSINESS](#i2d17b310f5b549aca71eb52c29055740_16)] | | | [removed: [5](#i2139435f6f0c496f8e3773cd6ed28247_16)] [added: [5](#i2d17b310f5b549aca71eb52c29055740_16)] | | |
| | | | [Segment [removed: Information](#i2139435f6f0c496f8e3773cd6ed28247_22)] [added: Information](#i2d17b310f5b549aca71eb52c29055740_22)] | | | [removed: [5](#i2139435f6f0c496f8e3773cd6ed28247_22)] [added: [5](#i2d17b310f5b549aca71eb52c29055740_22)] | | |
| | | | [Licenses and [removed: Concessions](#i2139435f6f0c496f8e3773cd6ed28247_31)] [added: Concessions](#i2d17b310f5b549aca71eb52c29055740_31)] | | | [removed: [7](#i2139435f6f0c496f8e3773cd6ed28247_31)] [added: [7](#i2d17b310f5b549aca71eb52c29055740_31)] | | |
| | | | [Condition of Physical Assets and [removed: Insurance](#i2139435f6f0c496f8e3773cd6ed28247_34)] [added: Insurance](#i2d17b310f5b549aca71eb52c29055740_34)] | | | [removed: [7](#i2139435f6f0c496f8e3773cd6ed28247_34)] [added: [7](#i2d17b310f5b549aca71eb52c29055740_34)] | | |
| | | | [Environmental, Social and [removed: Governance](#i2139435f6f0c496f8e3773cd6ed28247_37)] [added: Governance](#i2d17b310f5b549aca71eb52c29055740_37)] | | | [removed: [8](#i2139435f6f0c496f8e3773cd6ed28247_37)] [added: [7](#i2d17b310f5b549aca71eb52c29055740_37)] | | |
| | | | [Risk Factor [removed: Summary](#i2139435f6f0c496f8e3773cd6ed28247_49)] [added: Summary](#i2d17b310f5b549aca71eb52c29055740_49)] | | | [removed: [11](#i2139435f6f0c496f8e3773cd6ed28247_49)] [added: [12](#i2d17b310f5b549aca71eb52c29055740_49)] | | |
| | | | [Forward-Looking [removed: Statements](#i2139435f6f0c496f8e3773cd6ed28247_52)] [added: Statements](#i2d17b310f5b549aca71eb52c29055740_52)] | | | [removed: [13](#i2139435f6f0c496f8e3773cd6ed28247_52)] [added: [13](#i2d17b310f5b549aca71eb52c29055740_52)] | | |
| | | | [Available [removed: Information](#i2139435f6f0c496f8e3773cd6ed28247_55)] [added: Information](#i2d17b310f5b549aca71eb52c29055740_55)] | | | [removed: [14](#i2139435f6f0c496f8e3773cd6ed28247_55)] [added: [15](#i2d17b310f5b549aca71eb52c29055740_55)] | | |
| [ITEM [removed: 1A.](#i2139435f6f0c496f8e3773cd6ed28247_58)] [added: 1A.](#i2d17b310f5b549aca71eb52c29055740_58)] | | | [RISK [removed: FACTORS](#i2139435f6f0c496f8e3773cd6ed28247_58)] [added: FACTORS](#i2d17b310f5b549aca71eb52c29055740_58)] | | | [removed: [14](#i2139435f6f0c496f8e3773cd6ed28247_58)] [added: [15](#i2d17b310f5b549aca71eb52c29055740_58)] | | |
| [ITEM [removed: 1B.](#i2139435f6f0c496f8e3773cd6ed28247_2461)] [added: 1B.](#i2d17b310f5b549aca71eb52c29055740_64)] | | | [UNRESOLVED STAFF [removed: COMMENTS](#i2139435f6f0c496f8e3773cd6ed28247_2461)] [added: COMMENTS](#i2d17b310f5b549aca71eb52c29055740_64)] | | | [removed: [35](#i2139435f6f0c496f8e3773cd6ed28247_2461)] [added: [37](#i2d17b310f5b549aca71eb52c29055740_64)] | | |
| [ITEM [removed: 2.](#i2139435f6f0c496f8e3773cd6ed28247_64)] [added: 2.](#i2d17b310f5b549aca71eb52c29055740_67)] | | | [removed: [PROPERTIES](#i2139435f6f0c496f8e3773cd6ed28247_64)] [added: [PROPERTIES](#i2d17b310f5b549aca71eb52c29055740_67)] | | | [removed: [36](#i2139435f6f0c496f8e3773cd6ed28247_64)] [added: [38](#i2d17b310f5b549aca71eb52c29055740_67)] | | |
| | | | [Production and Development [removed: Properties](#i2139435f6f0c496f8e3773cd6ed28247_67)] [added: Properties](#i2d17b310f5b549aca71eb52c29055740_70)] | | | [removed: [36](#i2139435f6f0c496f8e3773cd6ed28247_67)] [added: [38](#i2d17b310f5b549aca71eb52c29055740_70)] | | |
| | | | [Operating [removed: Statistics](#i2139435f6f0c496f8e3773cd6ed28247_70)] [added: Statistics](#i2d17b310f5b549aca71eb52c29055740_73)] | | | [removed: [43](#i2139435f6f0c496f8e3773cd6ed28247_70)] [added: [45](#i2d17b310f5b549aca71eb52c29055740_73)] | | |
| | | | [Proven and Probable [removed: Reserves](#i2139435f6f0c496f8e3773cd6ed28247_73)] [added: Reserves](#i2d17b310f5b549aca71eb52c29055740_76)] | | | [removed: [47](#i2139435f6f0c496f8e3773cd6ed28247_73)] [added: [50](#i2d17b310f5b549aca71eb52c29055740_76)] | | |
| | | | [Measured, Indicated, and Inferred [removed: Resources](#i2139435f6f0c496f8e3773cd6ed28247_2172)] [added: Resources](#i2d17b310f5b549aca71eb52c29055740_79)] | | | [removed: [57](#i2139435f6f0c496f8e3773cd6ed28247_2172)] [added: [59](#i2d17b310f5b549aca71eb52c29055740_79)] | | |
| [ITEM [removed: 3.](#i2139435f6f0c496f8e3773cd6ed28247_79)] [added: 3.](#i2d17b310f5b549aca71eb52c29055740_85)] | | | [LEGAL [removed: PROCEEDINGS](#i2139435f6f0c496f8e3773cd6ed28247_79)] [added: PROCEEDINGS](#i2d17b310f5b549aca71eb52c29055740_85)] | | | [removed: [68](#i2139435f6f0c496f8e3773cd6ed28247_79)] [added: [71](#i2d17b310f5b549aca71eb52c29055740_85)] | | |
| [ITEM [removed: 4.](#i2139435f6f0c496f8e3773cd6ed28247_82)] [added: 4.](#i2d17b310f5b549aca71eb52c29055740_88)] | | | [MINE SAFETY [removed: DISCLOSURES](#i2139435f6f0c496f8e3773cd6ed28247_82)] [added: DISCLOSURES](#i2d17b310f5b549aca71eb52c29055740_88)] | | | [removed: [68](#i2139435f6f0c496f8e3773cd6ed28247_82)] [added: [71](#i2d17b310f5b549aca71eb52c29055740_88)] | | |
| [ITEM [removed: 5.](#i2139435f6f0c496f8e3773cd6ed28247_88)] [added: 5.](#i2d17b310f5b549aca71eb52c29055740_94)] | | | [MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASE OF EQUITY [removed: SECURITIES](#i2139435f6f0c496f8e3773cd6ed28247_88)] [added: SECURITIES](#i2d17b310f5b549aca71eb52c29055740_94)] | | | [removed: [69](#i2139435f6f0c496f8e3773cd6ed28247_88)] [added: [72](#i2d17b310f5b549aca71eb52c29055740_94)] | | |
| [ITEM [removed: 6.](#i2139435f6f0c496f8e3773cd6ed28247_2467)] [added: 6.](#i2d17b310f5b549aca71eb52c29055740_97)] | | | [removed: [RESERVED](#i2139435f6f0c496f8e3773cd6ed28247_2467)] [added: [RESERVED](#i2d17b310f5b549aca71eb52c29055740_97)] | | | [removed: [69](#i2139435f6f0c496f8e3773cd6ed28247_2467)] [added: [72](#i2d17b310f5b549aca71eb52c29055740_97)] | | |
| [removed: [ITEM 7.](#i2139435f6f0c496f8e3773cd6ed28247_91)] [added: MD&A] | | | [removed: [MANAGEMENT’S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS](#i2139435f6f0c496f8e3773cd6ed28247_91)] | | | [removed: [70](#i2139435f6f0c496f8e3773cd6ed28247_91)] [added: Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations] | | |
| | | | [Consolidated Financial [removed: Results](#i2139435f6f0c496f8e3773cd6ed28247_97)] [added: Results](#i2d17b310f5b549aca71eb52c29055740_106)] | | | [removed: [71](#i2139435f6f0c496f8e3773cd6ed28247_97)] [added: [74](#i2d17b310f5b549aca71eb52c29055740_106)] | | |
| | | | [Results of Consolidated [removed: Operations](#i2139435f6f0c496f8e3773cd6ed28247_100)] [added: Operations](#i2d17b310f5b549aca71eb52c29055740_109)] | | | [removed: [77](#i2139435f6f0c496f8e3773cd6ed28247_100)] [added: [79](#i2d17b310f5b549aca71eb52c29055740_109)] | | |
| | | | [Foreign Currency Exchange [removed: Rates](#i2139435f6f0c496f8e3773cd6ed28247_118)] [added: Rates](#i2d17b310f5b549aca71eb52c29055740_127)] | | | [removed: [83](#i2139435f6f0c496f8e3773cd6ed28247_118)] [added: [83](#i2d17b310f5b549aca71eb52c29055740_127)] | | |
| | | | [Liquidity and Capital [removed: Resources](#i2139435f6f0c496f8e3773cd6ed28247_121)] [added: Resources](#i2d17b310f5b549aca71eb52c29055740_130)] | | | [removed: [83](#i2139435f6f0c496f8e3773cd6ed28247_121)] [added: [84](#i2d17b310f5b549aca71eb52c29055740_130)] | | |
| | | | [Forward Looking [removed: Statements](#i2139435f6f0c496f8e3773cd6ed28247_127)] [added: Statements](#i2d17b310f5b549aca71eb52c29055740_154)] | | | [removed: [89](#i2139435f6f0c496f8e3773cd6ed28247_127)] [added: [90](#i2d17b310f5b549aca71eb52c29055740_154)] | | |
| | | | [Non-GAAP Financial [removed: Measures](#i2139435f6f0c496f8e3773cd6ed28247_130)] [added: Measures](#i2d17b310f5b549aca71eb52c29055740_157)] | | | [removed: [89](#i2139435f6f0c496f8e3773cd6ed28247_130)] [added: [90](#i2d17b310f5b549aca71eb52c29055740_157)] | | |
| [ITEM [removed: 7A.](#i2139435f6f0c496f8e3773cd6ed28247_151)] [added: 7A.](#i2d17b310f5b549aca71eb52c29055740_178)] | | | [QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK](#i2139435f6f0c496f8e3773cd6ed28247_151)] [added: RISK](#i2d17b310f5b549aca71eb52c29055740_178)] | | | [removed: [108](#i2139435f6f0c496f8e3773cd6ed28247_151)] [added: [109](#i2d17b310f5b549aca71eb52c29055740_178)] | | |
| [ITEM [removed: 8.](#i2139435f6f0c496f8e3773cd6ed28247_163)] [added: 8.](#i2d17b310f5b549aca71eb52c29055740_193)] | | | [FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA](#i2139435f6f0c496f8e3773cd6ed28247_163)] [added: DATA](#i2d17b310f5b549aca71eb52c29055740_193)] | | | [removed: [111](#i2139435f6f0c496f8e3773cd6ed28247_163)] [added: [112](#i2d17b310f5b549aca71eb52c29055740_193)] | | |
| [ITEM [removed: 9.](#i2139435f6f0c496f8e3773cd6ed28247_289)] [added: 9.](#i2d17b310f5b549aca71eb52c29055740_301)] | | | [CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE](#i2139435f6f0c496f8e3773cd6ed28247_289)] [added: DISCLOSURE](#i2d17b310f5b549aca71eb52c29055740_301)] | | | [removed: [175](#i2139435f6f0c496f8e3773cd6ed28247_289)] [added: [174](#i2d17b310f5b549aca71eb52c29055740_301)] | | |
| [ITEM [removed: 9A.](#i2139435f6f0c496f8e3773cd6ed28247_292)] [added: 9A.](#i2d17b310f5b549aca71eb52c29055740_304)] | | | [CONTROLS AND [removed: PROCEDURES](#i2139435f6f0c496f8e3773cd6ed28247_292)] [added: PROCEDURES](#i2d17b310f5b549aca71eb52c29055740_304)] | | | [removed: [175](#i2139435f6f0c496f8e3773cd6ed28247_292)] [added: [174](#i2d17b310f5b549aca71eb52c29055740_304)] | | |
| [ITEM [removed: 9B.](#i2139435f6f0c496f8e3773cd6ed28247_298)] [added: 9B.](#i2d17b310f5b549aca71eb52c29055740_310)] | | | [OTHER [removed: INFORMATION](#i2139435f6f0c496f8e3773cd6ed28247_298)] [added: INFORMATION](#i2d17b310f5b549aca71eb52c29055740_310)] | | | [removed: [177](#i2139435f6f0c496f8e3773cd6ed28247_298)] [added: [176](#i2d17b310f5b549aca71eb52c29055740_310)] | | |
| [ITEM [removed: 10.](#i2139435f6f0c496f8e3773cd6ed28247_304)] [added: 10.](#i2d17b310f5b549aca71eb52c29055740_316)] | | | [DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE [removed: GOVERNANCE](#i2139435f6f0c496f8e3773cd6ed28247_304)] [added: GOVERNANCE](#i2d17b310f5b549aca71eb52c29055740_316)] | | | [removed: [178](#i2139435f6f0c496f8e3773cd6ed28247_304)] [added: [177](#i2d17b310f5b549aca71eb52c29055740_316)] | | |
| [ITEM [removed: 11.](#i2139435f6f0c496f8e3773cd6ed28247_307)] [added: 11.](#i2d17b310f5b549aca71eb52c29055740_319)] | | | [EXECUTIVE [removed: COMPENSATION](#i2139435f6f0c496f8e3773cd6ed28247_307)] [added: COMPENSATION](#i2d17b310f5b549aca71eb52c29055740_319)] | | | [removed: [179](#i2139435f6f0c496f8e3773cd6ed28247_307)] [added: [178](#i2d17b310f5b549aca71eb52c29055740_319)] | | |
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).
| | | | [PART I](#i2d17b310f5b549aca71eb52c29055740_13) | | | Page | | |
| [GLOSSARY: UNITS OF MEASURE AND ABBREVIATIONS](#i2d17b310f5b549aca71eb52c29055740_2161) | | | | | | 1 | | |
| [2022 RESULTS AND HIGHLIGHTS](#i2d17b310f5b549aca71eb52c29055740_10) | | | | | | [2](#i2d17b310f5b549aca71eb52c29055740_10) | | |
| | | | [Introduction](#i2d17b310f5b549aca71eb52c29055740_19) | | | [5](#i2d17b310f5b549aca71eb52c29055740_19) | | |
| | | | [Products](#i2d17b310f5b549aca71eb52c29055740_25) | | | [5](#i2d17b310f5b549aca71eb52c29055740_25) | | |
| | | | [Competition](#i2d17b310f5b549aca71eb52c29055740_28) | | | [7](#i2d17b310f5b549aca71eb52c29055740_28) | | |
| | | | [PART II](#i2d17b310f5b549aca71eb52c29055740_91) | | | | | |
| [ITEM 7.](#i2d17b310f5b549aca71eb52c29055740_100) | | | [MANAGEMENT’S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS](#i2d17b310f5b549aca71eb52c29055740_100) | | | [73](#i2d17b310f5b549aca71eb52c29055740_100) | | |
| | | | [Overview](#i2d17b310f5b549aca71eb52c29055740_103) | | | [73](#i2d17b310f5b549aca71eb52c29055740_103) | | |
| | | | [Environmental](#i2d17b310f5b549aca71eb52c29055740_151) | | | [89](#i2d17b310f5b549aca71eb52c29055740_151) | | |
| | | | [Accounting Developments](#i2d17b310f5b549aca71eb52c29055740_172) | | | [104](#i2d17b310f5b549aca71eb52c29055740_172) | | |
| | | | [Critical Accounting Estimates](#i2d17b310f5b549aca71eb52c29055740_175) | | | [104](#i2d17b310f5b549aca71eb52c29055740_175) | | |
| | | | [Metal Prices](#i2d17b310f5b549aca71eb52c29055740_181) | | | [109](#i2d17b310f5b549aca71eb52c29055740_181) | | |
| | | | [Foreign Currency](#i2d17b310f5b549aca71eb52c29055740_187) | | | [110](#i2d17b310f5b549aca71eb52c29055740_187) | | |
| | | | [Commodity Price Exposure](#i2d17b310f5b549aca71eb52c29055740_190) | | | [111](#i2d17b310f5b549aca71eb52c29055740_190) | | |
| | | | [PART III](#i2d17b310f5b549aca71eb52c29055740_313) | | | | | |
| | | | [PART IV](#i2d17b310f5b549aca71eb52c29055740_331) | | | | | |
| [ITEM 16.](#i2d17b310f5b549aca71eb52c29055740_337) | | | [FORM 10-K SUMMARY](#i2d17b310f5b549aca71eb52c29055740_337) | | | [180](#i2d17b310f5b549aca71eb52c29055740_334) | | |
| [SIGNATURES](#i2d17b310f5b549aca71eb52c29055740_340) | | | | | | SCH-[1](#i2d17b310f5b549aca71eb52c29055740_340) | | |
GLOSSARY: UNITS OF MEASURE AND ABBREVIATIONS
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Unit | | | | | | Unit of Measure | | |
| $ | | | | | | United States Dollar | | |
| % | | | | | | Percent | | |
| A$ | | | | | | Australian Dollar | | |
| C$ | | | | | | Canadian Dollar | | |
| gram | | | | | | Metric Gram | | |
| ounce | | | | | | Troy Ounce | | |
| pound | | | | | | United States Pound | | |
| tonne | | | | | | Metric Ton | | |
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Abbreviation | | | | | | Description | | |
| AISC (1) | | | | | | All-In Sustaining Costs | | |
| ARC | | | | | | Asset Retirement Cost | | |
| ARS | | | | | | Argentine Peso | | |
| ASC | | | | | | FASB Accounting Standard Codification | | |
| | | | | | | Page | | |
| | | | [PART I](#i2139435f6f0c496f8e3773cd6ed28247_13) | | | | | |
| | | | [Introduction](#i2139435f6f0c496f8e3773cd6ed28247_19) | | | [5](#i2139435f6f0c496f8e3773cd6ed28247_19) | | |
| | | | [Products](#i2139435f6f0c496f8e3773cd6ed28247_25) | | | [5](#i2139435f6f0c496f8e3773cd6ed28247_25) | | |
| | | | [Competition](#i2139435f6f0c496f8e3773cd6ed28247_28) | | | [7](#i2139435f6f0c496f8e3773cd6ed28247_28) | | |
| | | | [PART II](#i2139435f6f0c496f8e3773cd6ed28247_85) | | | | | |
| | | | [Overview](#i2139435f6f0c496f8e3773cd6ed28247_94) | | | [70](#i2139435f6f0c496f8e3773cd6ed28247_94) | | |
| | | | [Environmental](#i2139435f6f0c496f8e3773cd6ed28247_124) | | | [88](#i2139435f6f0c496f8e3773cd6ed28247_124) | | |
| | | | [Accounting Developments](#i2139435f6f0c496f8e3773cd6ed28247_145) | | | [103](#i2139435f6f0c496f8e3773cd6ed28247_145) | | |
| | | | [Critical Accounting Estimates](#i2139435f6f0c496f8e3773cd6ed28247_148) | | | [103](#i2139435f6f0c496f8e3773cd6ed28247_148) | | |
| | | | [Metal Prices](#i2139435f6f0c496f8e3773cd6ed28247_154) | | | [108](#i2139435f6f0c496f8e3773cd6ed28247_154) | | |
| | | | [Foreign Currency](#i2139435f6f0c496f8e3773cd6ed28247_157) | | | [109](#i2139435f6f0c496f8e3773cd6ed28247_157) | | |
| | | | [Commodity Price Exposure](#i2139435f6f0c496f8e3773cd6ed28247_160) | | | [109](#i2139435f6f0c496f8e3773cd6ed28247_160) | | |
| | | | [PART III](#i2139435f6f0c496f8e3773cd6ed28247_301) | | | | | |
| | | | [PART IV](#i2139435f6f0c496f8e3773cd6ed28247_319) | | | | | |
| [ITEM 16.](#i2139435f6f0c496f8e3773cd6ed28247_2498) | | | [FORM 10-K SUMMARY](#i2139435f6f0c496f8e3773cd6ed28247_2498) | | | [181](#i2139435f6f0c496f8e3773cd6ed28247_322) | | |
| [SIGNATURES](#i2139435f6f0c496f8e3773cd6ed28247_325) | | | | | | SCH-[1](#i2139435f6f0c496f8e3773cd6ed28247_325) | | |
| Special dividend declared per common share related to the 2019 Newmont Goldcorp transaction | | | $ | — | | | | | $ | — | | | | | $ | 0.88 | |
| Sold | | | | | | | | | | | | | | | 1,258 | | | | | | 1,062 | | | | | | 621 | | |
- 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%.
*Ahafo North, Africa.* The Board of Directors approved full funding for the Ahafo North project in July 2021.
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.
An excerpt. Shown here: 40 of 114 rewritten, 40 of 82 added and all 31 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2022 filing and the FY2021 filing.
Item 2. PROPERTIES (dollars in millions, except per share, per ounce and per pound amounts)
294 rewritten, 307 added, 226 removed, 663 unchanged
[removed: ][added: ]
[removed: See] [added: Refer to] Item 1A, Risk Factors, for risks related to our properties.
*Cripple Creek & Victor, [removed: Colorado, USA.*] [added: U.S.*] (100% owned) [removed: Cripple Creek & Victor (“CC&V”),] [added: CC&V,] located next to the town of [removed: Victor,] [added: Victor and the city of Cripple Creek,] Colorado, is an open pit operation.
The CC&V operation comprises [removed: seven mining concessions,] two state mining leases, three surface parcels, 154 mineral parcels, 1,753 patented mining claims and 13 unpatented lode claims encompassing a total area of 12,985 acres (5,255 hectares).
CC&V is an epithermal alkalic deposit with heap leaching [added: facilities] and [removed: milling processing facilities,] [added: a mill,] which consists of a crushing and grinding circuit, located on site.
The available mining fleet consists of two hydraulic shovels, two loaders, and [removed: 19] [added: 21] haul trucks, each with a 250-tonne payload.
CC&V’s gross property, plant and mine development at December 31, [removed: 2021] [added: 2022] was [removed: $967.][added: $574.]
CC&V produced [removed: 220,000] [added: 182,000] ounces of gold in [removed: 2021] [added: 2022] and reported [removed: 2.0] [added: 1.6] million ounces of gold reserves at December 31, [removed: 2021.][added: 2022.]
The Musselwhite operation comprises 929 mining claims and 338 mining [removed: leases] [added: leases, issued under the Ontario Mining Act,] encompassing an area of 13,366 acres (5,409 [removed: hectares) leased from the Government of Ontario.][added: hectares).]
The [added: mining] leases expire between 2025 and 2033.
The available mining fleet consists of [removed: 12] [added: 11] underground loaders and 14 haul trucks, each with a 45-tonne payload.
Musselwhite’s gross property, plant and mine development at December 31, [removed: 2021] [added: 2022] was [removed: $1,153.][added: $1,194.]
Musselwhite produced [removed: 152,000] [added: 173,000] ounces of gold in [removed: 2021] [added: 2022] and reported [removed: 1.8] [added: 1.9] million ounces of gold reserves at December 31, [removed: 2021.][added: 2022.]
The Porcupine operation is comprised of 1,129 mining [removed: cell] claims, 983 mining patents, and 113 mining [removed: leases] [added: leases, issued under the Ontario Mining Act,] encompassing an area of [removed: 340,421] [added: 340,420] acres (137,763 hectares).
The available mining fleet consists of two hydraulic shovels, three loaders, 19 underground loaders and 24 haul trucks, with payloads ranging from [removed: 30] [added: 24] to [removed: 138] [added: 137] tonnes.
Porcupine’s gross property, plant and mine [removed: development at]
Porcupine produced [removed: 287,000] [added: 280,000] ounces of gold in [removed: 2021] [added: 2022] and reported [removed: 2.6] [added: 2.3] million ounces of gold reserves at December 31, [removed: 2021.][added: 2022.]
(100% owned) Éléonore, located approximately 510 miles (825 kilometers) north of Montreal in Eeyou Istchee/James Bay in Northern Quebec, is an underground [removed: operation encompassing 47,595 acres (19,261 hectares).][added: operation.]
The available fleet consists of [removed: 12] [added: 14] underground loaders and [removed: 11] [added: 10] haul trucks, each with 45 to 60-tonne payloads.
Éléonore’s gross property, plant and mine development at December 31, [removed: 2021] [added: 2022] was [removed: $1,052.][added: $1,104.]
Éléonore produced [removed: 253,000] [added: 215,000] ounces of gold in [removed: 2021] [added: 2022] and reported [removed: 1.8] [added: 1.6] million ounces of gold reserves at December 31, [removed: 2021.][added: 2022.]
| *Peñasquito, Mexico*. (100% owned) Peñasquito is an open pit operation located in the northeast corner of Zacatecas State, Mexico, approximately 125 miles (200 kilometers) northeast of the city of Zacatecas and is accessible by paved roads with a private airport close to the site. The property began production in 2009, with commercial production being achieved in 2010. Goldcorp acquired its ownership in the mine in 2006 when it acquired [removed: Glamis and] [added: Glamis. In 2019,] Newmont acquired [removed: Peñasquito in 2019] [added: Goldcorp, obtaining full ownership interest] in [removed: the Newmont Goldcorp transaction.] [added: Peñasquito.] Peñasquito consists of the Peñasco and Chile Colorado open pit mines. [removed: In addition,] Peñasquito [added: is comprised of 20 mining concessions for operations comprising 113,231 acres (45,823 hectares) and 60 mining concessions for exploration of 107,456 acres (43,486 hectares). Surface rights in the vicinity of the Peñasco and Chile Colorado open pits are held by three ejidos: Ejido Cedros, Ejido Mazapil and Ejido Cerro Gordo. Peñasquito] has [removed: one processing plant.] [added: signed land use agreements with each ejidos, valid through 2035 and 2036, and the relevant private owners.] | | | | | | [removed: ] [added: ] | | |
[removed: Peñasquito] [added: Yanacocha’s] is comprised of [removed: 24] [added: 171] mining concessions encompassing [removed: 119,891] [added: 244,372] acres [removed: (48,518] [added: (98,894] hectares).
Refer to Note [removed: 5] [added: 4] to the Consolidated Financial Statements for further information.
There is also a 0.5% environmental erosion fee payable on precious metal production, based on [removed: gross] revenues.
Process facilities include a sulfide processing plant, comprising four stages of [removed: flotation;] [added: flotation:] carbon, lead, zinc and pyrite.
In January 2011, Peñasquito entered into a [removed: 20 year] [added: 20-year] power delivery agreement with a subsidiary of InterGen Servicios Mexico (now Saavi Energia) where Peñasquito agreed to purchase electrical power from a gas-fired electricity generating facility located near San Luis de la Paz, Guanajuato, Mexico.
Peñasquito’s gross property, plant and mine development at December 31, [removed: 2021] [added: 2022] was [removed: $5,868.][added: $6,003.]
Peñasquito produced [removed: 686,000] [added: 566,000] ounces of gold and [removed: 1,089,000] [added: 1,048,000] gold equivalent ounces of other metals in [removed: 2021.][added: 2022.]
As of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] Peñasquito reported [removed: 6.3] [added: 5.4] million and [removed: 7.1] [added: 6.3] million ounces of gold reserves, respectively, [removed: 394] [added: 346] million ounces and [removed: 426] [added: 394] million of silver reserves, respectively, [removed: 2,580] [added: 2,300] million and [removed: 2,940] [added: 2,580] million pounds of lead, respectively, and [removed: 6,250] [added: 5,540] million and [removed: 6,810] [added: 6,250] million pounds of zinc, respectively.
The overall reduction in [added: gold] reserves is primarily due to depletion.
As of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] Peñasquito reported [removed: 2.9] [added: 3.7] million and [removed: 4.3] [added: 2.9] million ounces of gold resources, respectively, [removed: 256] [added: 314] million ounces and [removed: 366] [added: 256] million of silver [removed: reserves,] [added: resources,] respectively, [removed: 1,710] [added: 2,070] million and [removed: 2,600] [added: 1,710] million pounds of [removed: lead,] [added: lead resources,] respectively, and [removed: 3,760] [added: 4,740] million and [removed: 5,400] [added: 3,760] million pounds of [removed: zinc,] [added: zinc resources,] respectively.
[removed: The remaining interest in Yanacocha is held by Compañia Minera Condesa S.A, which is 100% owned by] [added: *Yanacocha, Peru.* (100% owned) In 2022, the Company completed the acquisition of] Compañia de Minas Buenaventura [removed: S.A.A.] [added: S.A.A.'s] (“Buenaventura”) [removed: (43.65%)] [added: 43.65% noncontrolling interest] and Summit Global Management II [removed: VB (5%),] [added: VB's,] a subsidiary of [removed: Sumitomo.][added: Sumitomo ("Sumitomo"), 5% noncontrolling interest in Yanacocha.]
The Yanacocha Complex [removed: mines] [added: mined] material from the Yanacocha Layback and Yanacocha Pinos, which has had limited mining operations in recent [removed: years and will finish] [added: years, finished] mining operations in 2022.
The Carachugo leach pad processes oxide material from [removed: the] Quecher [removed: Main project.][added: Main.]
Yanacocha’s gross property, plant and mine development at December 31, [removed: 2021] [added: 2022] was [removed: $5,139.][added: $5,892.]
Yanacocha produced [removed: 264,000] [added: 244,000] ounces of gold [removed: (135,000] [added: (230,000] attributable ounces of gold) in [removed: 2021] [added: 2022] and reported [removed: 3.2] [added: 5.8] million [removed: attributable] ounces of gold reserves and [removed: 780] [added: 1,530] million [removed: attributable] pounds of copper reserves at December 31, [removed: 2021.][added: 2022.]
[removed: In February] [added: (13)In] 2022, the Company increased its ownership interest [added: in Yanacocha] to [removed: 95%] [added: 100%] by acquiring Buenaventura’s 43.65% noncontrolling interest [removed: in Yanacocha.][added: and Sumitomo's 5% noncontrolling interest.]
[removed: See] [added: Refer to] Note 1 of the Consolidated Financial Statements for further information.
*Merian, Suriname.* (75% owned) [removed: The] Merian [removed: gold mine (“Merian”)] is owned 75% by Newmont Suriname, LLC (“Newmont Suriname”) (formerly known as Suriname Gold Company LLC and 100% indirectly owned by Newmont Corporation) and 25% by Staatsolie Maatschappij Suriname N.V. (“Staatsolie,” a company wholly owned by the Republic of Suriname).
The mill is currently idled as of December 31, 2022.
development at December 31, 2022 was $1,672.
The Éléonore operation is comprised of 368 mining claims and one mining lease, issued under the Quebec Mining Act, encompassing 48,210 acres (19,511 hectares).
At December 31, 2022, the Company holds 100% ownership interest in Yanacocha.
Contemporaneous with the Company's acquisition of the 43.65% noncontrolling interest, Chaupiloma, an indirect subsidiary of Buenaventura, assigned the mining rights to the remaining acres and concessions to Yanacocha in 2022.
The Merian operation is comprised of one Right of Exploitation and four Rights of Exploration encompassing an area of 41,484 acres (16,788 hectares).
The Kupari open pit is currently in development.
| *Pueblo Viejo, Dominican Republic.* (40% owned) Pueblo Viejo is a joint venture with Barrick, where Barrick is the operator. Commercial production was achieved in January 2013 and the Pueblo Viejo Mine completed its ramp-up to full design capacity in 2014. In March 2006, Barrick acquired the Pueblo Viejo mine as a result of their acquisition of Placer Dome Inc and subsequently sold 40% to Goldcorp. Newmont obtained the 40% ownership of Pueblo Viejo when Newmont acquired Goldcorp in 2019. We report our interest in Pueblo Viejo on an equity method basis. The Pueblo Viejo mine is an open pit conventional truck and shovel mining operation located approximately 60 miles (100 kilometers) northwest of Santo Domingo, Dominican Republic. The Pueblo Viejo mine is situated on the Montenegro Fiscal Reserve, an area specially designated by Presidential Decree for the leasing of minerals and mine development, which covers an area of approximately 19,756 acres (7,995 hectares) in aggregate. The property is accessible year-round by paved road from Santo Domingo. | | | | | |  | | |
A special lease agreement (“SLA”) between the Dominican State and Pueblo Viejo governs the development and operation of the Pueblo Viejo mine.
The SLA provides the right to operate the Pueblo Viejo mine for a 25-year period commencing on February 26, 2008, with one extension by right for 25 years and a second 25-year extension by mutual agreement of the parties, allowing a possible total term of 75 years.
Pueblo Viejo pays the Dominican Republic government a net smelter return royalty of 3.2% based on gross revenues for gold and silver, a net profits interest of 28.75% based on an adjusted taxable cash flow, a corporate income tax of 25% based on adjusted net income, a withholding tax on interest paid on loans and on payments abroad, and other general tax obligations which include a graduated minimum tax.
The Pueblo Viejo deposits are located in two major areas, the Monte Negro pit and the Moore pit, and consists of high sulfidation or acid sulfate epithermal gold, silver, copper and zinc mineralization.
Pueblo Viejo is continuing to advance a plant expansion and tailings storage facility designed to extend its life to 2040 and beyond.
In 2013, Pueblo Viejo commissioned a combined cycle reciprocating engine power plant, together with a transmission line connecting the plant to the mine site.
The power plant is located near the port city of San Pedro de Macoris and will provide the long-term power supply for the Pueblo Viejo mine.
In 2019, Pueblo Viejo signed a 10-year natural gas supply contract with AES Andres DR, S.A. (“AES”) in the Dominican Republic who also completed a new gas pipeline to the facility.
The available mining fleet consists of three shovels, five front loaders, 46 haul trucks, and seven drills.
The Company's attributable portion of Pueblo Viejo’s gross property, plant and mine development is $1,687 at December 31, 2022.
We report our 40% interest in Pueblo Viejo on an equity method basis under U.S. GAAP and as a result our attributable portion of Pueblo Viejo's gross property, plant and mine development is included in the carrying value of our equity method investment at December 31, 2022.
Pueblo Viejo produced 285,000 attributable ounces of gold in 2022.
The increase in reserves is primarily due the completion of the pre-feasibility study for the Tailings Storage Facility which resulted in the conversion of resources to reserves.
As of December 31, 2022 and 2021, Pueblo Viejo reported 2.1 million and 7.3 million attributable ounces of gold resources, respectively.
The decrease to resources is primarily due to the conversion of resources to reserves.
The subleases from the Worsley JV expire immediately prior to the expiry of the relevant mining leases.
Newmont holds rights to renew the subleases.
The mining leases are renewable upon application to the State of Western Australia by the Worsley JV.
As these mining leases are in their third term, renewal of these mining leases is at the discretion of the State.
The subleases do not confer an express right to require the Worsley JV to seek application to renew the mining leases.
Newmont is entitled to all gold and other non-bauxite mineralization conferred by the mining leases.
The Worsley JV retains the rights to bauxite mineralization.
The relationship between the Worsley JV bauxite operations and the Boddington gold operations are regulated through a cross-operation agreement.
This agreement confers priority on the bauxite operations such that the bauxite/alumina mining operations of the Worsley JV will take priority over the gold mining operations and Newmont is required to take reasonable measures to conserve bauxite including by mining and stockpiling bauxite on behalf of the Worsley JV.
The power supply contract with Bluewaters commenced in 2006 with a term of 17 years and includes an option to extend.
The overall reduction in gold reserves is primarily due to depletion.
The gold resources remained consistent.
The overall reduction in gold reserves is primarily due to depletion.
| | | | | | | | | |
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Power is either purchased in the open market or supplied by the power plants owned and operated by NGM.
The decrease in reserves is primarily due to mining depletion, which offset net positive revisions.
The conveyor system and the material handling project at Musselwhite reached commercial production in December 2020.
December 31, 2021 was $1,410.
Concessions were granted for durations of 50 years, and will expire between 2045 and 2060, and a second 50-year term can be granted if the applicant has abided by all appropriate regulations and makes the application within five years prior to the expiration date.
In order to maintain these concessions, Peñasquito must pay periodic mining rights and file annual mining reports.
Surface rights in the vicinity of the Peñasco and Chile Colorado open pits are held by three ejidos: Ejido Cedros, Ejido Mazapil and Ejido Cerro Gordo.
Peñasquito has signed land use agreements with each ejidos, valid through 2035 and 2036, and the relevant private owners.
The overall reduction in resources is primarily due to design updates and removal of uneconomic material.
*Yanacocha, Peru.* (51.35% owned) Yanacocha is owned by Minera Yanacocha S.R.L. (“Yanacocha” or “MYSRL”), which is 51.35% owned by Newmont.
Yanacocha’s mining activities encompass 243,973 acres (98,732 hectares) that are covered by 160 mining concessions.
MYSRL holds the mining rights related to 53,956 acres (21,835 hectares), covered by 50 concessions.
Chaupiloma holds the mining rights to the remaining acres and concessions and has assigned these mining concessions to Yanacocha.
Each concession has an initial term of 17 to 30 years, which are renewable at Yanacocha’s request for an additional 17 to 20 year term.
Newmont’s interest in the Merian mine was acquired through a Right of Exploitation as defined in a Mineral Agreement.
The Right of Exploitation was registered in November 2014, spans a period of 25 years and covers an
area of 41,484 acres (16,788 hectares).
The Merian 1 pit was added in April 2021.
*Pueblo Viejo, Dominican Republic.* (40% owned) Pueblo Viejo is a joint venture with Barrick, where Barrick is the operator.
We report our interest in Pueblo Viejo on an equity method basis.
Pueblo Viejo, located approximately 60 miles (100 kilometers) northwest of Santo Domingo, encompasses an area of approximately 12,059 acres (4,880 hectares) consisting of two open pit operations, Moore and Monte Negro.
Pueblo Viejo is a high sulfidation, quartz-alunite epithermal gold and silver deposit.
respectively.
Newmont’s landholdings at Tanami consist of mineral leases and exploration licenses.
Newmont acquired its ownership in the mine in 2002, as a result of the merger with Normandy Mining Limited (“Normandy”).
The total project area is comprised of multiple leases and licenses that expire between 2022 and 2036.
The operation has been granted authorization via the Northern Territory Mining Management Act to undertake mining activities on these mineral leases.
Reserves remained constant primarily as a result of depletion partially offset by conversion of resources to reserves.
Additionally, there is a toll milling agreement with NGM for processing sulfide concentrate produced at CC&V.
Under the terms of the agreement, CC&V is required to deliver a minimum of 4,000 tons and a maximum of 8,333 tons of concentrate per month for milling to NGM.
CC&V continues to hold title to the concentrate sent to NGM for processing and receives bullion credits for gold recovered and NGM utilizes the concentrate as a fuel source for the NGM roaster.
The agreement expires on December 31, 2022.
The increase in reserves is primarily due to the inclusion of Goldrush in 2021.
The information that is presented in metric for the periods ended December 31, 2020 and 2019 has been converted from the 2020 10-K, filed with the SEC on February 18, 2021, as this information was previously presented in imperial.
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Open pit | | | 123,216 | | | | | | 93,227 | | | | | | 102,540 | | | | | | 68,420 | | | | | | 139,810 | | | | | | 527,213 | | |
| Underground | | | 2,796 | | | | | | 911 | | | | | | 3,170 | | | | | | 1,217 | | | | | | 2,662 | | | | | | 10,756 | | |
| Mill | | | 19,880 | | | | | | 20,328 | | | | | | 48,642 | | | | | | 14,477 | | | | | | 17,891 | | | | | | 121,218 | | |
| Leach | | | 19,502 | | | | | | 31,421 | | | | | | — | | | | | | — | | | | | | 14,017 | | | | | | 64,940 | | |
| Mill | | | 1.533 | | | | | | 1.835 | | | | | | 1.038 | | | | | | 2.425 | | | | | | 2.728 | | | | | | 1.668 | | |
| Leach | | | 0.438 | | | | | | 0.382 | | | | | | — | | | | | | — | | | | | | 0.632 | | | | | | 0.453 | | |
| Average mill recovery rate | | | 81.6 | | % | | | | 90.0 | | % | | | | 88.8 | | % | | | | 92.7 | | % | | | | 78.3 | | % | | | | 86.1 | | % |
An excerpt. Shown here: 40 of 294 rewritten, 40 of 307 added and 40 of 226 removed. The counts are complete. For every sentence, read Item 2. PROPERTIES (dollars in millions, except per share, per ounce and per pound amounts) in the FY2022 filing and the FY2021 filing.
Item 4. MINE SAFETY DISCLOSURES
1 rewritten, 1 added, 0 removed, 13 unchanged
For steps taken by the Company, [removed: see] [added: refer to] "COVID-19 Pandemic" in [removed: Part I,] Item 1, Business.
PART II
Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASE OF EQUITY SECURITIES
4 rewritten, 4 added, 6 removed, 14 unchanged
Our common stock is listed and principally traded on the New York Stock Exchange under the symbol “NEM.” On February [removed: 17, 2022,] [added: 16, 2023,] there were [removed: 792,502,327] [added: 793,794,062] shares of Newmont’s common stock outstanding, which were held by approximately [removed: 7,400] [added: 7,100] stockholders of record.
During the period from October 1, [removed: 2021] [added: 2022] to December 31, [removed: 2021, 5,034,731] [added: 2022, 20,607] shares of Newmont's equity securities registered pursuant to Section 12 of the Exchange Act of 1934, as amended, were purchased by the Company, or an affiliated purchaser.
| Period | | | Total Number of [removed: Shares Purchased(1)] [added: Shares Purchased (1)] | | | | | | Average Price Paid Per [removed: Share(1)] [added: Share (1)] | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or [removed: Programs(2)] [added: Programs (2)] | | | | | | Maximum Dollar Value of Shares that may yet be Purchased under the Plans or [removed: Programs(2)] [added: Programs (2)] | | |
(1)The total number of shares purchased (and the average price paid per share) [removed: reflects: (i) shares purchased pursuant to the repurchase program described in (2) below; and (ii) represents] [added: reflects] shares delivered to the Company from stock awards held by employees upon vesting for the purpose of covering the recipients’ tax withholding [removed: obligations, totaling 22,335 shares, 6,278 shares and — shares for the fiscal months of October, November and December 2021, respectively.][added: obligations.]
| October 1, 2022 through October 31, 2022 | | | 10,269 | | | | | | $ | 68.76 | | | | | — | | | | | | $ | 475,022,834 | |
| November 1, 2022 through November 30, 2022 | | | 8,457 | | | | | | $ | 41.82 | | | | | — | | | | | | $ | 475,022,834 | |
| December 1, 2022 through December 31, 2022 | | | 1,881 | | | | | | $ | 49.24 | | | | | — | | | | | | $ | — | |
The program expired on December 31, 2022.
| October 1, 2021 through October 31, 2021 | | | 22,335 | | | | | | $ | 62.42 | | | | | — | | | | | | $ | 751,694,456 | |
| November 1, 2021 through November 30, 2021 | | | 3,232,503 | | | | | | $ | 54.76 | | | | | 3,226,225 | | | | | | $ | 575,022,802 | |
| December 1, 2021 through December 31, 2021 | | | 1,779,893 | | | | | | $ | 56.18 | | | | | 1,779,893 | | | | | | $ | 475,022,834 | |
In February 2022, the Board of Directors authorized the extension of this program to December 31, 2022.
The extent to which the Company repurchases its shares, and the timing of such repurchases, will depend upon a variety of factors, including trading volume, market conditions, legal requirements, business conditions and other factors.
The repurchase program may be discontinued at any time, and the program does not obligate the Company to acquire any specific number of shares of its common stock.
Item 6. RESERVED
451 rewritten, 257 added, 273 removed, 745 unchanged
The following Management’s Discussion and Analysis [added: of Consolidated Financial Condition and Results of Operations] (“MD&A”) provides information that management believes is relevant to an assessment and understanding of the consolidated financial condition and results of operations of Newmont Corporation, a Delaware corporation, and its subsidiaries (collectively, “Newmont,” the “Company,” “our” and “we”).
For a detailed description of each of the non-GAAP measures used in this MD&A, please [removed: see] [added: refer to] the discussion under [removed: “Non-GAAP] [added: Non-GAAP] Financial [removed: Measures” within Part II, Item 7, Management's Discussion and Analysis.][added: Measures.]
The following MD&A generally discusses our consolidated financial condition and results of operations for [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] and year-to-year comparisons between [removed: 2021] [added: 2022] and [removed: 2020.][added: 2021.]
Discussions of our consolidated financial condition and results of operations for [removed: 2019] [added: 2020] and year-to-year comparisons between [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] are included in Item 7, Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations, in the Company’s [Annual Report on Form [removed: 10-K](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001164727/000116472721000027/nem-20201231.htm)] [added: 10-K](https://www.sec.gov/ix?doc=/Archives/edgar/data/1164727/000116472722000007/nem-20211231.htm)] for the fiscal year ended December 31, [removed: 2020,] [added: 2021,] filed with the Securities and Exchange Commission on February [removed: 18, 2021.][added: 24, 2022.]
Since 2015, Newmont has been ranked as the mining and metal sector’s top gold miner by the [removed: SAM] S&P [added: Global] Corporate Sustainability Assessment.
Newmont has been ranked the top miner in 3BL Media’s 100 Best Corporate Citizens list which ranks the 1,000 largest publicly traded U.S. companies on [removed: environmental, social and governance ("ESG")] [added: ESG] transparency and performance since 2020.
We have significant operations and/or assets in the [removed: United States (“U.S.”),] [added: U.S.,] Canada, Mexico, Dominican Republic, Peru, Suriname, Argentina, Chile, Australia and Ghana.
[removed: Refer] [added: For further information regarding these and our other operations, refer] to Note [removed: 2] [added: 3] of the Consolidated Financial Statements [removed: for discussion on potential future impacts to our results of operations] and [removed: financial position resulting from the COVID-19 pandemic.][added: Results of Consolidated Operations, above.]
For [removed: a discussion of COVID-19 related] risks [added: related] to [removed: the business, see] [added: climate-related capital expenditures, refer to] Part I, Item [removed: 1A,] [added: 1A] Risk Factors.
In [removed: February] [added: the first quarter of] 2022, the Company completed the acquisition of [removed: Buenaventura’s] [added: Buenaventura's] 43.65% noncontrolling interest in [added: Minera] Yanacocha [added: S.R.L. ("Yanacocha")] (the [removed: “Yanacocha Transaction”)] [added: "Yanacocha Transaction")] and sold its 46.94% ownership interest in Minera La Zanja S.R.L. [removed: (“La Zanja”).][added: ("La Zanja").]
[removed: See] [added: Refer to] Note [removed: 1] [added: 2] of the Consolidated Financial Statements for further information.
For further information, [removed: see] [added: refer to] Note 3 [removed: to] [added: of] the Consolidated Financial Statements.
For further [removed: information, see Note 1] [added: information on our debt, refer] to [added: Note 20 of] the Consolidated Financial Statements.
For information on asset sales impacting comparability of below results, [removed: see] [added: refer to] Note [removed: 10] [added: 8] to the Consolidated Financial Statements.
| Net income (loss) [removed: from continuing operations] attributable to Newmont stockholders [added: from continuing operations (3)] | | | [removed: $] | [removed: 2,666] | | | | | [removed: $] | [removed: 2,877] | | | | | [removed: $] | [removed: (211)] | | | | | [added: (459)] | | | [added: | | | (0.58) | | | | | | (0.58) | | |]
| Net income (loss) from continuing operations attributable to Newmont stockholders per common share, diluted | | | $ | [removed: 3.31] [added: (0.58)] | | | | | $ | [removed: 3.91] [added: 1.39] | | | | | $ | [removed: (0.60)] [added: (1.97)] | | | | | | | |
The decrease in *Net income (loss) from continuing operations attributable to Newmont stockholders* during the year ended December 31, [removed: 2021,] [added: 2022,] compared to the same period in [removed: 2020,] [added: 2021,] is primarily due to higher [removed: *Reclamation] [added: *Impairment charges* resulting from impairment of goodwill at Cerro Negro] and [removed: remediation* expense] [added: Porcupine and impairment of long-lived assets at CC&V, higher *Costs applicable to sales* predominately] resulting from [removed: adjustments mainly] [added: cost inflation impacts and $70] related to [removed: portions of Yanacocha site operations no longer in production with no expected substantive future economic value,] the [removed: *Loss on assets held for sale* in connection with] [added: profit-sharing agreement entered into by] the [removed: Conga mill assets, lower *Gain on asset and investment sales*,] [added: Company in 2022 at Peñasquito (the "Peñasquito Profit-Sharing Agreement") related to 2021 site performance,] and [removed: higher income tax expense,] [added: lower sales volumes for all metals except copper,] partially offset by [removed: higher average realized metal prices and higher sales volumes as well as] lower [removed: *Care] [added: *Reclamation] and [removed: maintenance* due to certain operations being placed into care] [added: remediation,* lower income tax expense,] and [removed: maintenance or experiencing reduced operations] [added: the *Loss on assets held for sale*] in [removed: response] [added: 2021 related] to the [removed: COVID-19 pandemic during 2020.][added: Conga mill assets.]
Refer to [removed: Notes 6, 8, 10, 12 and 7, respectively,] [added: Note 3] of the Consolidated Financial Statements for additional information.
The details [added: and analyses] of our *Sales* [added: for all periods presented] are set forth below.
Refer to Note [removed: 5] [added: 3] of the Consolidated Financial Statements for additional information.
| Lead | | | [removed: 134] [added: 94] | | | | | | [removed: 85] [added: 76] | | | | | | [removed: 49] [added: 18] | | | | | | [removed: 58] [added: 24] | | |
| Consolidated ounces [removed: (thousands)/ pounds] [added: (thousands)/pounds] (millions) sold | | | 5,897 | | | | | | 69 | | | | | | 32,237 | | | | | | 173 | | | | | | 433 | | |
| | | | Year Ended December 31, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | |]
| Gross before provisional pricing and streaming impact | | | $ | 10,365 | | | | | $ | 160 | | | | | $ | 468 | | | | | $ | 155 | | | | | $ | 419 | | [added: | | | | | | | | | | | | | | | | | |]
| Provisional pricing mark-to-market | | | [removed: 54] [added: (2)] | | | | | | [removed: 1] [added: (11)] | | | | | | [removed: 21] [added: (11)] | | | | | | [removed: (2)] [added: (1)] | | | | | | [removed: 6] [added: (9)] | | |
| Silver streaming amortization | | | — | | | | | | — | | | | | | [removed: 67] [added: 73] | | | | | | — | | | | | | — | | |
| Gross after provisional pricing and streaming impact | | | 10,419 | | | | | | 161 | | | | | | 556 | | | | | | 153 | | | | | | 425 | | | [added: | | | | | | | | | | | | | | | | | |]
| Treatment and refining charges | | | [removed: (69)] [added: (43)] | | | | | | [removed: (6)] [added: (10)] | | | | | | (46) | | | | | | [removed: (19)] [added: (11)] | | | | | | [removed: (77)] [added: (73)] | | |
| Net | | | $ | 10,350 | | | | | $ | 155 | | | | | $ | 510 | | | | | $ | 134 | | | | | $ | 348 | | [added: | | | | | | | | | | | | | | | | | |]
| Consolidated ounces [removed: (thousands)/ pounds] [added: (thousands)/pounds] (millions) sold | | | 5,831 | | | | | | 56 | | | | | | 28,596 | | | | | | 185 | | | | | | 407 | | | [added: | | | | | | | | | | | | | | | | | |]
| Gross before provisional pricing and streaming impact | | | $ | 1,778 | | | | | $ | 2.88 | | | | | $ | 16.37 | | | | | $ | 0.84 | | | | | $ | 1.03 | | [added: | | | | | | | | | | | | | | | | | |]
| Provisional pricing mark-to-market | | | 9 | | | | | | 0.01 | | | | | | 0.74 | | | | | | (0.01) | | | | | | 0.01 | | | [added: | | | | | | | | | | | | | | | | | |]
| Silver streaming amortization | | | — | | | | | | — | | | | | | 2.34 | | | | | | — | | | | | | — | | | [added: | | | | | | | | | | | | | | | | | |]
| Gross after provisional pricing and streaming impact | | | 1,787 | | | | | | 2.89 | | | | | | 19.45 | | | | | | 0.83 | | | | | | 1.04 | | | [added: | | | | | | | | | | | | | | | | | |]
| Treatment and refining charges | | | (12) | | | | | | (0.11) | | | | | | (1.59) | | | | | | (0.11) | | | | | | (0.18) | | | [added: | | | | | | | | | | | | | | | | | |]
| Net | | | $ | 1,775 | | | | | $ | 2.78 | | | | | $ | 17.86 | | | | | $ | 0.72 | | | | | $ | 0.86 | | [added: | | | | | | | | | | | | | | | | | |]
| | | | Year Ended December [removed: 31, 2019 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] [added: 31,] | | | | | | | | | | | | | | |
| Gross before provisional pricing and streaming impact | | | $ | [removed: 9,063] [added: 10,461] | | | | | $ | [removed: 220] [added: 337] | | | | | $ | [removed: 218] [added: 533] | | | | | $ | [removed: 97] [added: 145] | | | | | $ | [removed: 187 | | | | | | | | | | | | | | | | | |] [added: 583] | |
| Provisional pricing mark-to-market | | | [removed: 15] [added: 54] | | | | | | [removed: (1)] [added: 1] | | | | | | [removed: 7] [added: 21] | | | | | | [removed: 1] [added: (2)] | | | | | | [removed: —] [added: 6] | | | | | | | | | | | | | | | | | | | | |
| Silver streaming amortization | | | — | | | | | | — | | | | | | [removed: 37] [added: 67] | | | | | | — | | | | | | — | | | | | | | | | | | | | | | | | | | | |
Refer to the Consolidated Financial Results, Results of Consolidated Operations, Liquidity and Capital Resources and Non-GAAP Financial Measures for information about the continued impacts from the COVID-19 pandemic, the Russian invasion of Ukraine, and the resulting significant inflation experienced globally, as well as the effects of certain counter measures taken by central banks, on the Company.
Also refer to discussion of Risk and Uncertainties within Note 2 of the Consolidated Financial Statements, relating to inflationary pressures and supply chain disruptions, with particular consideration on the outlook for increased costs specific to labor, materials, consumables and fuel and energy on operations, as well as impacts on the timing and cost of capital expenditures and the risk of potential impairment to certain assets.
In the third quarter of 2022, as a result of these challenging market conditions, record inflation rates, the rising prices for commodities and raw materials, prolonged supply chain disruptions, competitive labor markets and consideration of capital allocation, the Company announced the delay of the full-funds investment decision for the Yanacocha Sulfides project in Peru.
With the delay of the Yanacocha Sulfides project, management will focus its efforts on optimizing its allocation of funds to current operations and other capital commitments, while also assessing execution options and project plans options, up to and including transitioning Yanacocha operations into full closure.
Refer to Note 2 of the Consolidated Financial Statements for further discussion
The Company acquired the remaining 5% interest previously held by Sumitomo in the second quarter of 2022.
At December 31, 2022, the Company holds 100% ownership interest in Yanacocha.
Refer to Note 1 of the Consolidated Financial Statements for further details regarding these transactions.
| | | | 2022 | | | | | | 2021 | | | | | | | | | | | | | | |
For additional information, refer to the Notes of the Consolidated Financial Statements.
| | | | 2022 | | | | | | 2021 | | | | | | | | | | | | | | |
| Gold | | | $ | 10,416 | | | | | $ | 10,543 | | | | | $ | (127) | | | | | (1) | | % |
| Copper | | | 316 | | | | | | 295 | | | | | | 21 | | | | | | 7 | | |
| Silver | | | 549 | | | | | | 651 | | | | | | (102) | | | | | | (16) | | |
| Lead | | | 133 | | | | | | 172 | | | | | | (39) | | | | | | (23) | | |
| Zinc | | | 501 | | | | | | 561 | | | | | | (60) | | | | | | (11) | | |
| | | | $ | 11,915 | | | | | $ | 12,222 | | | | | $ | (307) | | | | | (3) | | % |
| Net | | | $ | 10,416 | | | | | $ | 316 | | | | | $ | 549 | | | | | $ | 133 | | | | | $ | 501 | |
| Net | | | $ | 1,792 | | | | | $ | 3.69 | | | | | $ | 18.45 | | | | | $ | 0.91 | | | | | $ | 1.34 | |
| | | | 2022 vs. 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | $ | (127) | | | | | $ | 21 | | | | | $ | (102) | | | | | $ | (39) | | | | | $ | (60) | |
| | | | 2022 | | | | | | 2021 | | | | | | | | | | | | | | |
| Gold | | | $ | 5,423 | | | | | $ | 4,628 | | | | | $ | 795 | | | | | 17 | | % |
| Copper | | | 181 | | | | | | 143 | | | | | | 38 | | | | | | 27 | | |
| Silver | | | 454 | | | | | | 332 | | | | | | 122 | | | | | | 37 | | |
| Zinc | | | 316 | | | | | | 256 | | | | | | 60 | | | | | | 23 | | |
| | | | $ | 6,468 | | | | | $ | 5,435 | | | | | $ | 1,033 | | | | | 19 | | % |
The increase in *Costs applicable to sales* during the year ended December 31, 2022, compared to the same period in 2021, is primarily due to (i) impacts from cost inflation due to higher input commodity prices, notably fuel and energy costs, and increased labor costs (ii) higher inventory adjustments primarily at NGM, Yanacocha, CC&V, and Akyem (iii) the Peñasquito Profit-Sharing Agreement and (iv) lower by-product credits, partially offset by lower sales volumes.
For discussion regarding other significant drivers impacting *Costs applicable to sales* by site, refer to Results of Consolidated Operations below.
| | | | 2022 | | | | | | 2021 | | | | | | | | | | | | | | |
| Gold | | | $ | 1,838 | | | | | $ | 1,935 | | | | | $ | (97) | | | | | (5) | | % |
| Silver | | | 151 | | | | | | 169 | | | | | | (18) | | | | | | (11) | | |
| Zinc | | | 96 | | | | | | 112 | | | | | | (16) | | | | | | (14) | | |
| | | | $ | 2,185 | | | | | $ | 2,323 | | | | | $ | (138) | | | | | (6) | | % |
For discussion regarding other significant drivers impacting *Depreciation and amortization* by site, refer to Results of Consolidated Operations below.
*Exploration* expense increased in 2022, compared to 2021, primarily due to an increase in drilling projects in the current year, particularly at South America, NGM and Africa, as a result of projects being delayed from prior years due to COVID-19 and higher drilling costs due to cost inflation.
*Advanced projects, research and development* expense increased in 2022 compared to 2021, primarily due to payments made as part of the strategic alliance with Caterpillar Inc. ("CAT") relating to the Company's climate change initiatives and project spend relating to certain development projects at Cerro Negro in South America and Galore Creek in Corporate and Other.
*General and administrative* expense increased in 2022, compared to 2021, primarily due to increased labor costs.
| CC&V | | | (541) | | | | | | 21 | | | | | | (114) | | | | | | — | | | | | | — | | | | | | 61 | | | | | | 5 | | | | | | 3 | | | | | | — | | | | | | — | | |
| Corporate & Other | | | (455) | | | | | | 31 | | | | | | (141) | | | | | | 17 | | | (5) | | | — | | | | | | (625) | | | | | | 14 | | | | | | (87) | | | | | | 8 | | | | | | — | | |
We have been closely monitoring the COVID-19 pandemic and its impacts and potential impacts on our business.
However, because of the changing developments with respect to the spread of COVID-19 and the unprecedented nature of the pandemic, we are unable to predict the extent and duration of any potential adverse financial impact of COVID-19 on our business, financial condition and results of operations.
Refer to “2021 Results and Highlights,” and "Environmental, Social and Governance Practices ("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.
On April 18, 2019 (the “acquisition date”), Newmont completed the business acquisition of Goldcorp, Inc. (“Goldcorp”), an Ontario corporation.
The Company acquired all outstanding common shares of Goldcorp in a primarily stock transaction (the “Newmont Goldcorp transaction”) for total cash and non-cash consideration of $9,456.
The financial information included in the following discussion and analysis of financial condition and results of operations includes the results of operations acquired in the Newmont Goldcorp transaction since April 18, 2019.
On March 10, 2019, the Company entered into an implementation agreement with Barrick Gold Corporation (“Barrick”) to establish a joint venture (“Nevada JV Agreement”).
On July 1, 2019 (the “effective date”), Newmont and Barrick consummated the Nevada JV Agreement and established Nevada Gold Mines LLC (“NGM”).
As of the effective date, the Company contributed its Carlin, Phoenix, Twin Creeks and Long Canyon mines ("existing Nevada mining operations") and Barrick contributed certain of its Nevada mining operations and assets.
Newmont and Barrick hold economic interests in the joint venture equal to 38.5% and 61.5%, respectively.
Barrick acts as the operator of NGM with overall management responsibility and is subject to the supervision and direction of NGM’s Board of Managers.
The Company accounts for its interest in NGM using the proportionate consolidation method, thereby recognizing its pro-rata share of the assets, liabilities and operations of NGM.
| | | | 2020 | | | | | | 2019 | | | | | | | | | | | | | | |
| Gold | | | $ | 10,350 | | | | | $ | 9,049 | | | | | $ | 1,301 | | | | | 14 | | % |
| Copper | | | 155 | | | | | | 210 | | | | | | (55) | | | | | | (26) | | |
| Silver | | | 510 | | | | | | 253 | | | | | | 257 | | | | | | 102 | | |
| Zinc | | | 348 | | | | | | 143 | | | | | | 205 | | | | | | 143 | | |
| | | | $ | 11,497 | | | | | $ | 9,740 | | | | | $ | 1,757 | | | | | 18 | | % |
The following analysis summarizes consolidated sales for the year ended December 31, 2021:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
The following analysis summarizes consolidated sales for the year ended December 31, 2020:
The following analysis summarizes consolidated sales for the year ended December 31, 2019:
| Net | | | $ | 9,049 | | | | | $ | 210 | | | | | $ | 253 | | | | | $ | 85 | | | | | $ | 143 | | | | | | | | | | | | | | | | | | | |
| Net | | | $ | 1,399 | | | | | $ | 2.63 | | | | | $ | 15.79 | | | | | $ | 0.79 | | | | | $ | 0.80 | | | | | | | | | | | | | | | | | | | |
| | | | 2020 vs. 2019 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | $ | 1,301 | | | | | $ | (55) | | | | | $ | 257 | | | | | $ | 49 | | | | | $ | 205 | |
The increase in gold sales during the year ended December 31, 2021, compared to the same period in 2020, is primarily due to higher ounces sold in the current year due to certain operations being placed into care and maintenance or experiencing reduced operations in response to the COVID-19 pandemic during 2020 and overall higher average realized gold prices, partially offset by (i) lower mill throughput at Yanacocha as a result of the ramp down of the mill, (ii) lower production at NGM due to a mechanical failure which resulted in a partial shutdown of the Goldstrike mill from May 2021 through September 2021, which was fully repaired by September 2021, and (iii) lower mill recovery and lower ore grade milled at CC&V.
The increase in copper sales during the year ended December 31, 2021, compared to the same period in 2020, is primarily due to higher average realized copper prices and higher ore grade milled and higher recovery at Boddington, partially offset by lower mill throughput.
The increase in silver sales during the year ended December 31, 2021, compared to the same period in 2020, is primarily due to higher average realized silver prices and higher ounces sold in the current period due to Peñasquito being placed into care and maintenance during a portion of 2020 due to the COVID-19 pandemic.
The increase in lead sales during the year ended December 31, 2021, compared to the same period in 2020, is primarily due to higher average realized lead prices, partially offset by lower pounds sold at Peñasquito.
The increase in zinc sales during the year ended December 31, 2021, compared to the same period in 2020, are primarily due to higher average realized zinc prices and higher pounds sold in the current period due to Peñasquito being placed into care and maintenance during a portion of 2020 due to the COVID-19 pandemic.
| Gold | | | $ | 4,408 | | | | | $ | 4,663 | | | | | $ | (255) | | | | | (5) | | % |
| Copper | | | 107 | | | | | | 145 | | | | | | (38) | | | | | | (26) | | |
| Silver | | | 201 | | | | | | 181 | | | | | | 20 | | | | | | 11 | | |
| Zinc | | | 221 | | | | | | 129 | | | | | | 92 | | | | | | 71 | | |
| | | | $ | 5,014 | | | | | $ | 5,195 | | | | | $ | (181) | | | | | (3) | | % |
The increase in *Costs applicable to sales* for gold during the year ended December 31, 2021, compared to the same period in 2020, is primarily due to higher ounces sold in the current year due to certain operations being placed into care and maintenance or experiencing reduced operations in response to the COVID-19 pandemic during 2020 and higher contract labor to compensate for labor shortages, partially offset by higher by-product credits and lower sales volumes at Yanacocha, lower sales volumes at NGM, and the sale of Red Lake during the first quarter of 2020.
The increase in *Costs applicable to sales* for copper during the year ended December 31, 2021, compared to the same period in 2020, is primarily due to unfavorable Australian dollar foreign currency exchange rate, higher operating costs, higher co-product allocation of costs to copper, higher royalties, and higher pounds sold at Boddington.
The increases in *Costs applicable to sales* for silver and zinc during the year ended December 31, 2021, compared to the same period in 2020, is primarily due to higher ounces and pounds, respectively, sold in the current year due to Peñasquito being placed into care and maintenance during a portion of 2020 due to the COVID-19 pandemic.
An excerpt. Shown here: 40 of 451 rewritten, 40 of 257 added and 40 of 273 removed. The counts are complete. For every sentence, read Item 6. RESERVED in the FY2022 filing and the FY2021 filing.
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
791 rewritten, 452 added, 467 removed, 1,397 unchanged
| [Report of Independent Registered Public Accounting [removed: Firm](#i2139435f6f0c496f8e3773cd6ed28247_166)] [added: Firm](#i2d17b310f5b549aca71eb52c29055740_199)] (Ernst & Young LLP; PCAOB ID: 42) | | | | | | [removed: [111](#i2139435f6f0c496f8e3773cd6ed28247_166)] [added: [113](#i2d17b310f5b549aca71eb52c29055740_199)] | | |
| [Report of Independent Registered Public Accounting [removed: Firm](#i2139435f6f0c496f8e3773cd6ed28247_169)] [added: Firm](#i2d17b310f5b549aca71eb52c29055740_202)] (PricewaterhouseCoopers LLP; PCAOB ID: 271) | | | | | | [removed: [115](#i2139435f6f0c496f8e3773cd6ed28247_169)] [added: [115](#i2d17b310f5b549aca71eb52c29055740_202)] | | |
| [Consolidated Statements of [removed: Operations](#i2139435f6f0c496f8e3773cd6ed28247_172)] [added: Operations](#i2d17b310f5b549aca71eb52c29055740_205)] | | | | | | [removed: [117](#i2139435f6f0c496f8e3773cd6ed28247_172)] [added: [117](#i2d17b310f5b549aca71eb52c29055740_205)] | | |
| [Consolidated Statements of Comprehensive Income [removed: (Loss)](#i2139435f6f0c496f8e3773cd6ed28247_175)] [added: (Loss)](#i2d17b310f5b549aca71eb52c29055740_208)] | | | | | | [removed: [118](#i2139435f6f0c496f8e3773cd6ed28247_175)] [added: [118](#i2d17b310f5b549aca71eb52c29055740_208)] | | |
| [Consolidated Statements of Cash [removed: Flows](#i2139435f6f0c496f8e3773cd6ed28247_178)] [added: Flows](#i2d17b310f5b549aca71eb52c29055740_211)] | | | | | | [removed: [119](#i2139435f6f0c496f8e3773cd6ed28247_178)] [added: [120](#i2d17b310f5b549aca71eb52c29055740_211)] | | |
| [Consolidated Statement of Changes in [removed: Equity](#i2139435f6f0c496f8e3773cd6ed28247_184)] [added: Equity](#i2d17b310f5b549aca71eb52c29055740_217)] | | | | | | [removed: [122](#i2139435f6f0c496f8e3773cd6ed28247_184)] [added: [122](#i2d17b310f5b549aca71eb52c29055740_217)] | | |
| [Notes to Consolidated Financial [removed: Statements](#i2139435f6f0c496f8e3773cd6ed28247_187)] [added: Statements](#i2d17b310f5b549aca71eb52c29055740_220)] | | | | | | [removed: [123](#i2139435f6f0c496f8e3773cd6ed28247_187)] [added: [123](#i2d17b310f5b549aca71eb52c29055740_220)] | | |
| | | | [Note [removed: 1, "The Company"](#i2139435f6f0c496f8e3773cd6ed28247_190)] [added: 1,](#i2d17b310f5b549aca71eb52c29055740_223) [The Company](#i2d17b310f5b549aca71eb52c29055740_223)] | | | [removed: [123](#i2139435f6f0c496f8e3773cd6ed28247_190)] [added: [123](#i2d17b310f5b549aca71eb52c29055740_223)] | | |
| | | | [Note [removed: 2, "Summary] [added: 2,](#i2d17b310f5b549aca71eb52c29055740_226) [Summary] of Significant Accounting [removed: Policies"](#i2139435f6f0c496f8e3773cd6ed28247_193)] [added: Policies](#i2d17b310f5b549aca71eb52c29055740_226)] | | | [removed: [124](#i2139435f6f0c496f8e3773cd6ed28247_193)] [added: [124](#i2d17b310f5b549aca71eb52c29055740_226)] | | |
[removed: | | | | [Note 4, "Segment Information"](#i2139435f6f0c496f8e3773cd6ed28247_202) | | | [136](#i2139435f6f0c496f8e3773cd6ed28247_202) | | |][added: NOTE 3 SEGMENT INFORMATION]
[removed: | | | | [Note 5, "Sales"](#i2139435f6f0c496f8e3773cd6ed28247_205) | | | [141](#i2139435f6f0c496f8e3773cd6ed28247_205) | | |][added: NOTE 4 SALES]
[removed: | | | | [Note 6, "Reclamation and Remediation"](#i2139435f6f0c496f8e3773cd6ed28247_208) | | | [145](#i2139435f6f0c496f8e3773cd6ed28247_208) | | |][added: NOTE 5 RECLAMATION AND REMEDIATION]
| [added: Loss on assets held for sale (Note 1)] | | | [removed: [Note 8, "Loss on Assets Held for Sale"](#i2139435f6f0c496f8e3773cd6ed28247_2202)] | | | [removed: [147](#i2139435f6f0c496f8e3773cd6ed28247_2202)] | | | [added: | | | | | | — | | | | | | 571 | | | | | | — | | |]
[removed: | | | | [Note 9, "Other Expense, Net"](#i2139435f6f0c496f8e3773cd6ed28247_217) | | | [147](#i2139435f6f0c496f8e3773cd6ed28247_217) | | |][added: NOTE 7 OTHER EXPENSE, NET]
[removed: | | | | [Note 10, "Gain on Asset and Investment Sales, Net"](#i2139435f6f0c496f8e3773cd6ed28247_220) | | | [148](#i2139435f6f0c496f8e3773cd6ed28247_220) | | |][added: NOTE 8 GAIN ON ASSET AND INVESTMENT SALES, NET]
| [added: Other income (loss), net (Note 9)] | | | [removed: [Note 11, "Other Income, Net"](#i2139435f6f0c496f8e3773cd6ed28247_223)] | | | [removed: [149](#i2139435f6f0c496f8e3773cd6ed28247_223)] | | | [added: | | | | | | (62) | | | | | | (87) | | | | | | (32) | | |]
[removed: | | | | [Note 12, "Income and Mining Taxes"](#i2139435f6f0c496f8e3773cd6ed28247_226) | | | [149](#i2139435f6f0c496f8e3773cd6ed28247_226) | | |][added: NOTE 10 INCOME AND MINING TAXES]
[removed: | | | | [Note 13, "Employee-Related Benefits"](#i2139435f6f0c496f8e3773cd6ed28247_241) | | | [153](#i2139435f6f0c496f8e3773cd6ed28247_241) | | |][added: NOTE 11 EMPLOYEE-RELATED BENEFITS]
| [added: Stock-based compensation (Note 12)] | | | [removed: [Note 14, "Stock-Based Compensation"](#i2139435f6f0c496f8e3773cd6ed28247_244)] [added: 73] | | | [removed: [156](#i2139435f6f0c496f8e3773cd6ed28247_244)] | | | [added: 72 | | | | | | 72 | | |]
[removed: | | | | [Note 15, "Fair Value Accounting"](#i2139435f6f0c496f8e3773cd6ed28247_247) | | | [158](#i2139435f6f0c496f8e3773cd6ed28247_247) | | |][added: NOTE 13 FAIR VALUE ACCOUNTING]
| | | | [Note [removed: 16, "Investments"](#i2139435f6f0c496f8e3773cd6ed28247_250)] [added: 15, Investments](#i2d17b310f5b549aca71eb52c29055740_268)] | | | [removed: [161](#i2139435f6f0c496f8e3773cd6ed28247_250)] [added: [161](#i2d17b310f5b549aca71eb52c29055740_268)] | | |
| | | | [Note [removed: 17, "Inventories"](#i2139435f6f0c496f8e3773cd6ed28247_253)] [added: 16, Inventories](#i2d17b310f5b549aca71eb52c29055740_271)] | | | [removed: [163](#i2139435f6f0c496f8e3773cd6ed28247_253)] [added: [163](#i2d17b310f5b549aca71eb52c29055740_271)] | | |
[removed: | | | | [Note 18, "Stockpiles and Ore on Leach Pads"](#i2139435f6f0c496f8e3773cd6ed28247_256) | | | [163](#i2139435f6f0c496f8e3773cd6ed28247_256) | | |][added: NOTE 17 STOCKPILES AND ORE ON LEACH PADS]
[removed: | | | | [Note 19, "Property, Plant and Mine Development"](#i2139435f6f0c496f8e3773cd6ed28247_259) | | | [164](#i2139435f6f0c496f8e3773cd6ed28247_259) | | |][added: NOTE 18 PROPERTY, PLANT AND MINE DEVELOPMENT]
| | | | [Note [removed: 20, "Goodwill"](#i2139435f6f0c496f8e3773cd6ed28247_262)] [added: 19, Goodwill](#i2d17b310f5b549aca71eb52c29055740_280)] | | | [removed: [164](#i2139435f6f0c496f8e3773cd6ed28247_262)] [added: [164](#i2d17b310f5b549aca71eb52c29055740_280)] | | |
| | | | [Note [removed: 21, "Debt"](#i2139435f6f0c496f8e3773cd6ed28247_265)] [added: 20, Debt](#i2d17b310f5b549aca71eb52c29055740_283)] | | | [removed: [165](#i2139435f6f0c496f8e3773cd6ed28247_265)] [added: [165](#i2d17b310f5b549aca71eb52c29055740_283)] | | |
[removed: | | | | [Note 22, "Lease and Other Financing Obligations"](#i2139435f6f0c496f8e3773cd6ed28247_268) | | | [167](#i2139435f6f0c496f8e3773cd6ed28247_268) | | |][added: NOTE 21 LEASE AND OTHER FINANCING OBLIGATIONS]
| | | | [Note [removed: 23, "Other Liabilities"](#i2139435f6f0c496f8e3773cd6ed28247_271)] [added: 22, Other Liabilities](#i2d17b310f5b549aca71eb52c29055740_289)] | | | [removed: [168](#i2139435f6f0c496f8e3773cd6ed28247_271)] [added: [168](#i2d17b310f5b549aca71eb52c29055740_289)] | | |
[removed: | | | | [Note 24, "Reclassifications out of Accumulated Other Comprehensive Income (Loss)"](#i2139435f6f0c496f8e3773cd6ed28247_274) | | | [169](#i2139435f6f0c496f8e3773cd6ed28247_274) | | |][added: NOTE 23 RECLASSIFICATIONS OUT OF ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)]
[removed: | | | | [Note 25, "Net Change in Operating Assets and Liabilities"](#i2139435f6f0c496f8e3773cd6ed28247_277) | | | [170](#i2139435f6f0c496f8e3773cd6ed28247_277) | | |][added: NOTE 24 NET CHANGE IN OPERATING ASSETS AND LIABILITIES]
| [added: Commitments and contingencies (Note 25)] | | | [removed: [Note 26, "Commitments and Contingencies"](#i2139435f6f0c496f8e3773cd6ed28247_283)] | | | [removed: [170](#i2139435f6f0c496f8e3773cd6ed28247_283)] | | | [added: | | |]
We have audited the accompanying consolidated balance sheets of Newmont Corporation (the Company) as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] the related consolidated statements of operations, comprehensive income (loss), changes in equity and cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] the related notes and the financial statement schedule in Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).
In our opinion, based on our audits and the report of other auditors, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] in conformity with U.S. generally accepted accounting principles.
We did not audit the financial statements of Nevada Gold Mines LLC, a 38.5% owned investment which is proportionately consolidated, which reflects total assets constituting 19% and 19% at December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively, and sales constituting [added: 18%,] 19%, [removed: 21%,] and [removed: 10% and net income constituting 327%, 24%, and 7%] [added: 21%] in [added: 2022,] 2021, [removed: 2020,] and [removed: 2019,] [added: 2020,] respectively, of the related consolidated totals.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission 2013 framework, and our report dated February [removed: 24, 2022] [added: 23, 2023] expressed an unqualified opinion thereon, based on our audit and the report of the other auditors.
| *Description of the Matter* | | | As discussed in Notes 2, [removed: 6] [added: 5] and [removed: 26] [added: 25] of the consolidated financial statements, the Company’s mining and exploration activities are subject to various domestic and international laws and regulations governing the protection of the environment. Reclamation obligations are recognized when incurred and recorded as liabilities at fair value. Reclamation liabilities are periodically adjusted to reflect changes in the estimated present value resulting from revisions to the estimates of either the timing or amount of the reclamation costs. Auditing management’s accounting for reclamation liabilities was [added: especially] challenging, as significant judgment is required by the Company to estimate required cash flows to meet obligations established by mining permit, local statutes and promissory estoppel at the end of mine life as well as estimation [removed: of] uncertainty inherent in the cash flows. The significant judgment was primarily related to the inherent estimation uncertainty relating to the extent of future reclamation activities and related costs. | | |
| | | | [removed: Annual goodwill impairment assessment] [added: Impairment of goodwill] | | |
| *Description of the Matter* | | | As discussed in Notes [removed: 2] [added: 2, 6,] and [removed: 20] [added: 13] to the consolidated financial statements, management conducts a goodwill impairment assessment annually at December 31, and when events or changes in circumstances indicate that the carrying value of a reporting unit exceeds its fair value. [removed: If the Company determines it is more likely than not that the fair value is less than the carrying value, a quantitative impairment test is performed to determine the fair value of the reporting unit.] The fair value of a reporting unit [removed: in a quantitative assessment] is determined through the use of the income approach using estimates of future cash flows attributable to the respective reporting units. [added: As a result of the annual impairment assessment, the Company recognized $800 million of goodwill impairment charges related to the Cerro Negro and Porcupine reporting units.] Auditing management’s [removed: quantitative] fair value assessment was especially challenging, as significant judgment is required by the company to estimate future cash flows [removed: and the cost of capital rates] attributable to the respective reporting units, and changes in management’s assumptions could have a significant impact on either the fair value, the amount of impairment charge, or both. The estimated future cash flows used to determine the fair values of reporting units are derived from current business plans, which are developed using short-term price forecasts reflective of the current price environment and management’s projections for long-term metal prices, [added: and] proven and probable mineral reserves estimates, including the timing and cost to develop and produce the [removed: reserves, and value beyond proven and probable.] [added: reserves.] A high degree of auditor judgment and an increased extent of effort was required when performing audit procedures to evaluate the reasonableness of management’s estimates and [removed: assumptions under the quantitative assessment.] [added: assumptions.] | | |
| *How We Addressed the Matter in Our Audit* | | | We obtained an understanding, evaluated the design, and tested the operating effectiveness of the controls over the assessment of goodwill impairment, including those over the determination of fair value, such [added: as] controls related to management’s development of future cash flows and the cost of capital. To test the estimated fair value of each reporting [removed: unit assessed quantitatively,] [added: unit,] we performed audit procedures that included, among others, the evaluation of significant assumptions and the underlying data used by the Company in its estimate. To assess the reasonableness of estimated future cash flows, we [removed: evaluated management’s projections against historical operating results, evaluated management’s ability to accurately forecast future cash flows by comparing actual results to historical forecasts,] compared the Company’s short-term and long-term metal price projections to third-party [removed: sources,] [added: sources] and verified the consistency between management’s projections and the Company’s qualified person’s estimate of proven and probable reserves and resources. [removed: To test estimates of the fair value of mineralization for value beyond proven and probable for reporting units assessed quantitatively, we] [added: We also] evaluated [removed: significant changes from prior estimates] [added: management’s projections, including timing] and [removed: interviewed members of] [added: costs to develop and produce] the [removed: Company’s engineering staff regarding each deposit’s characteristics.] [added: reserves, against historical operating results, and evaluated management’s ability to accurately forecast future cash flows by comparing actual results to historical forecasts.] We involved our valuation specialist to [removed: evaluate the reasonableness of the cost of capital rates assigned to each reporting unit assessed quantitatively, considering the specific risk profile of each location in which the respective reporting unit resides and to] assist in reviewing the valuation methods selected by management. | | |
[removed: /s/] [added: /s/] Ernst & Young [removed: LLP][added: LLP]
| [Consolidated Balance Sheets](#i2d17b310f5b549aca71eb52c29055740_214) | | | | | | [119](#i2d17b310f5b549aca71eb52c29055740_214) | | |
| | | | [Note](#i2d17b310f5b549aca71eb52c29055740_2199023257783) [6](#i2d17b310f5b549aca71eb52c29055740_2199023257783)[,](#i2d17b310f5b549aca71eb52c29055740_2199023257783) [](#i2d17b310f5b549aca71eb52c29055740_2199023257783)Impairment | | | [144](#i2d17b310f5b549aca71eb52c29055740_2199023257783) | | |
| | | | [Note 14, Derivatives](#i2d17b310f5b549aca71eb52c29055740_2199023257758) | | | [160](#i2d17b310f5b549aca71eb52c29055740_2199023257758) | | |
February 23, 2023
February 23, 2023
| Impairment charges (Note 6) | | | | | | | | | | | | | | | 1,320 | | | | | | 25 | | | | | | 49 | | |
| Discontinued operations | | | | | | | | | | | | | | | 0.04 | | | | | | 0.07 | | | | | | 0.20 | | |
(2)For the year ended December 31, 2022, potentially dilutive shares were excluded in the computation of diluted loss per common share attributable to Newmont stockholders as they were antidilutive.
| Time deposits and other investments (Note 15) | | | 880 | | | | | | 82 | | |
| Impairment charges (Note 6) | | | 1,320 | | | | | | 25 | | | | | | 49 | | |
| Charges from pension settlement (Note 11) | | | 137 | | | | | | 4 | | | | | | 92 | | |
| Maturities of investments | | | 93 | | | | | | — | | | | | | — | | |
| Acquisition of noncontrolling interests (Note 1) | | | (348) | | | | | | — | | | | | | — | | |
| Dividends declared (1) | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (1,753) | | | | | | — | | | | | | (1,753) | | | | | | — | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Acquisition of non-controlling interests (Note 1) | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (699) | | | | | | — | | | | | | — | | | | | | 399 | | | | | | (300) | | | | | | — | | |
| Reclassification of contingently redeemable non-controlling interests | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (48) | | |
| Stock options exercised | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 14 | | | | | | — | | | | | | — | | | | | | — | | | | | | 14 | | | | | | — | | |
| Balance at December 31, 2022 | | | 799 | | | | | | $ | 1,279 | | | | | (6) | | | | | | $ | (239) | | | | | $ | 17,369 | | | | | $ | 29 | | | | | $ | 916 | | | | | $ | 179 | | | | | $ | 19,533 | | | | | $ | — | |
The Company purchased Sumitomo's 5% interest during 2022.
Immediately prior to the acquisition, the Company held a 14.9% equity interest in GT Gold which was accounted for as a marketable equity security.
During 2022, the Company acquired Buenaventura's and Sumitomo's ownership which resulted in the Company holding 100% ownership interest in Yanacocha at December 31, 2022.
Refer to "Yanacocha transaction" and "Contingently redeemable noncontrolling interest" below for further information.
At December 31, 2021, Buenaventura held 43.65% ownership interest in Yanacocha.
The Yanacocha Transaction was accounted for as an equity transaction, resulting in a decrease to additional paid-in-capital and no gain or loss recognition.
The Company acquired the remaining 5% ownership interest from Sumitomo in the second quarter of 2022.
Refer to "Contingently redeemable noncontrolling interest" below for further information.
Upon close of the sale during the first quarter of 2022, the Company recognized a $45 loss on sale of its equity interest, included in *Gain on asset and investment sales, net*.
In 2018, Sumitomo acquired a 5% interest in Yanacocha for $48 in cash.
Under the terms of the acquisition, Sumitomo had the option to require Yanacocha to repurchase the interest for the $48, which was placed in escrow.
In March 2022, Sumitomo exercised this option, and in June 2022, the Company acquired the remaining 5% ownership interest held by Sumitomo in exchange for cash consideration of $48, resulting in the Company holding 100% ownership interest in Yanacocha.
The continued impacts from the COVID-19 pandemic, the Russian invasion of Ukraine, and the resulting significant inflation experienced globally, as well as the effects of certain countermeasures taken by central banks, have been and are expected to continue to adversely affect the Company.
Although the Company does not currently have operations in Ukraine, Russia or other parts of Europe, impacts arising from Russia’s invasion of Ukraine include the Company’s ability to complete the sale of assets currently classified as held for sale within one year as originally planned.
In addition, these factors could have further potential short- and, possibly, long-term material adverse impacts on the Company including, but not limited to, volatility in commodity prices and the prices for gold and other metals, changes in the equity and debt markets or country specific factors adversely impacting discount rates, significant cost inflation impacts on production, capital and asset retirement costs, logistical challenges, workforce interruptions and financial market disruptions, as well as potential impacts to estimated costs and timing of projects.
In light of these challenging conditions, the Company recorded material long-lived asset and goodwill impairment charges at December 31, 2022.
Additionally, as further response to the current market conditions, record inflation rates, the rising prices for commodities and raw materials, prolonged supply chain disruptions, competitive labor markets, and consideration of capital allocation, in the third quarter of 2022 the Company announced the delay of the full-funds investment decision for the Yanacocha Sulfides project in Peru.
While the Company has extended the timeline of the full-funds decision, assessment of the project remains a priority in Peru as the Company continues to advance engineering and long-term procurement activities.
The delay of the Yanacocha Sulfides project is intended to focus funds on current operations and other capital commitments while management assesses execution and project options, up to and including transitioning Yanacocha operations into full closure.
To the extent that assessment determines that the project is no longer sufficiently profitable or economically feasible under the Company’s internal requirements, it would result in negative modifications to our proven and probable reserves.
Additionally, should the Company ultimately decide to forgo the development of Yanacocha Sulfides, the current carrying value of the assets under construction and other long-lived assets of the Yanacocha operations could become impaired and the timing of certain closure activities would be accelerated.
| [Consolidated Balance Sheets](#i2139435f6f0c496f8e3773cd6ed28247_181) | | | | | | [121](#i2139435f6f0c496f8e3773cd6ed28247_181) | | |
| | | | [Note 3, "Business Acquisition"](#i2139435f6f0c496f8e3773cd6ed28247_199) | | | [134](#i2139435f6f0c496f8e3773cd6ed28247_199) | | |
| | | | [Note 7, "Care and Maintenance"](#i2139435f6f0c496f8e3773cd6ed28247_211) | | | [147](#i2139435f6f0c496f8e3773cd6ed28247_211) | | |
| | | | | | |
| --- | --- | --- | --- | --- | --- |
February 24, 2022
| Gain on formation of Nevada Gold Mines (Note 1) | | | | | | | | | | | | | | | — | | | | | | — | | | | | | 2,390 | | |
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Gain on formation of Nevada Gold Mines (Note 1) | | | — | | | | | | — | | | | | | (2,390) | | |
For the year ended December 31, 2019, *Acquisitions, net* is comprised of $117 cash and cash equivalents acquired, $21 restricted cash acquired, net of $17 cash paid in the Newmont Goldcorp transaction and $6 of restricted cash acquired in the formation of Nevada Gold Mines.
| Balance at December 31, 2018 | | | 535 | | | | | | $ | 855 | | | | | (2) | | | | | | $ | (70) | | | | | $ | 9,618 | | | | | $ | (284) | | | | | $ | 383 | | | | | $ | 963 | | | | | $ | 11,465 | | | | | $ | 47 | |
| Cumulative-effect adjustment of adopting ASU No. 2016-02 | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (9) | | | | | | — | | | | | | (9) | | | | | | — | | |
| Shares issued and other non-cash consideration for Goldcorp acquisition (2) | | | 285 | | | | | | 457 | | | | | | — | | | | | | — | | | | | | 8,972 | | | | | | — | | | | | | — | | | | | | — | | | | | | 9,429 | | | | | | — | | |
| Dividends declared (1) | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (205) | | | | | | — | | | | | | (690) | | | | | | — | | | | | | (895) | | | | | | — | | |
| Cancellation of shares due to the expiration of certain exchange rights | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 4 | | | | | | — | | | | | | (3) | | | | | | — | | | | | | 1 | | | | | | — | | |
| Repurchase and retirement of common stock (5) | | | (9) | | | | | | (15) | | | | | | — | | | | | | — | | | | | | (207) | | | | | | — | | | | | | (306) | | | | | | — | | | | | | (528) | | | | | | — | | |
Special dividends declared per common share was $—, $—, and $0.88 for 2021, 2020 and 2019, respectively.
(2)The shares issued and other non-cash consideration for the Goldcorp acquisition includes the fair value of equity classified stock-based compensation awards allocated to purchase consideration of $6.
(3)Distributions declared to noncontrolling interests of $200, $198, and $187 for 2021, 2020 and 2019, respectively, represent cash calls declared by Newmont to Staatsolie for the Merian mine.
Newmont paid $200, $197, and $186 for distributions during 2021, 2020 and 2019, respectively.
Any differences are due to timing of payments.
(4)Cash calls requested from noncontrolling interests of $101, $110, and $95 for 2021, 2020 and 2019, respectively, represent cash calls requested from Staatsolie for the Merian mine.
Staatsolie paid $100, $112, and $93 for cash calls during 2021, 2020 and 2019, respectively.
Any differences are due to timing of receipts.
(5)Repurchase and retirement of common stock of $528 for 2021 includes $3 of non-cash common stock forfeitures.
Sumitomo is entitled to participate in earnings of Yanacocha and, as a result of the option, is not required to fund losses that reduce Sumitomo's investment below $48.
References to “C$” refer to Canadian currency.
Goldcorp
On April 18, 2019, Newmont completed the business acquisition of Goldcorp, Inc. (“Goldcorp”), an Ontario corporation.
The Company acquired all outstanding common shares of Goldcorp in a primarily stock transaction (the “Newmont Goldcorp transaction”) for total cash and non-cash consideration of $9,456.
Nevada Gold Mines
On July 1, 2019, ("the effective date") Newmont and Barrick consummated the Nevada JV Agreement and established Nevada Gold Mines LLC ("NGM"), which combined the Company’s Nevada mining operations with Barrick’s Nevada mining operations.
As of the effective date, the Company contributed its existing Nevada mining operations, which included Carlin, Phoenix, Twin Creeks and Long Canyon, to NGM in exchange for a 38.5% interest in NGM.
The interest received in NGM was accounted for at fair value, and accordingly, the Company recognized a gain of $2,390 during 2019 as *Gain on formation of Nevada Gold Mines*.
The gain represents the difference between the fair value of the Company’s interest in NGM and the carrying value of the Nevada mining operations contributed to NGM.
At December 31, 2020, marketable and other equity securities included the 14.9% of equity interest held in GT Gold Corporation (“GT Gold”).
Under the terms of Sumitomo's acquisition of its 5% interest in 2018 for $48 in cash, Sumitomo has the option to require Yanacocha to repurchase the interest for $48 if the Yanacocha Sulfides project does not adequately progress by June 2022 or if the project is approved with an internal rate of return below a contractually agreed upon rate.
Sumitomo’s interest has been classified outside of permanent equity as *Contingently redeemable noncontrolling interest* on the Consolidated Balance Sheets.
Under the terms of the sales agreement, the cash paid by Sumitomo at closing has been placed in escrow for repayment in the event the option is exercised.
An excerpt. Shown here: 40 of 791 rewritten, 40 of 452 added and 40 of 467 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2022 filing and the FY2021 filing.
Item 9A. CONTROLS AND PROCEDURES
16 rewritten, 1 added, 1 removed, 25 unchanged
The Company’s management, with the participation of the Chief Executive Officer and Chief Financial Officer of the Company, carried out an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of December 31, [removed: 2021,] [added: 2022,] the end of the period covered by this report.
Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of December 31, [removed: 2021,] [added: 2022,] the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the required time periods and are designed to ensure that information required to be disclosed in its reports is accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
Internal control over financial reporting is a process designed by, or under the supervision of, the Company’s principal executive and principal financial officers and effected by the Company’s Board of Directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with [removed: U.S.] GAAP.
The Company’s management assessed the effectiveness of the Company’s internal control over financial reporting at December 31, [removed: 2021.][added: 2022.]
Based upon its assessment, management concluded that, at December 31, [removed: 2021,] [added: 2022,] the Company’s internal control over financial reporting was effective.
As permitted by the SEC Staff interpretive guidance for proportionately consolidated entities, the Company’s management excluded NGM from its assessment of internal control over financial reporting at December 31, [removed: 2021,] [added: 2022,] as management does not have the ability to dictate, modify or assess the controls at NGM.
Refer to [removed: Part II,] Item 8 "Financial Statements and Supplementary Data" for NGM's "Report of Independent Registered Public Accounting Firm" for Opinion on the Financial Statements and Internal Controls over Financial Reporting.
NGM represented 19% of the Company’s consolidated *Total assets* at December 31, [removed: 2021,] [added: 2022,] while its *Sales* comprised [removed: 19%] [added: 18%] of the Company’s consolidated sales [removed: and its *Net income attributable to Newmont stockholders* comprised 327% of the Company’s net income] for the year ended December 31, [removed: 2021.][added: 2022.]
Ernst & Young LLP, an independent registered public accounting firm, who audited the Company’s Consolidated Financial Statements at December 31, [removed: 2021] [added: 2022] and the year then ended included in this Form 10-K, has issued an attestation report on the Company’s internal control over financial reporting, at December 31, [removed: 2021,] [added: 2022,] which is included herein.
There were no changes in the Company’s internal control over financial reporting that occurred during the quarter ended December 31, [removed: 2021,] [added: 2022,] that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.
We have audited Newmont Corporation’s internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission 2013 framework (the COSO criteria).
In our opinion, Newmont Corporation (the Company), based on our audit and the report of other auditors, maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on the COSO criteria.
We did not examine the effectiveness of internal control over financial reporting of Nevada Gold Mines LLC, a 38.5% owned investment which is proportionately consolidated, whose financial statements reflect total [removed: assets, sales] [added: assets] and [removed: net income] [added: sales] constituting [removed: 19%, 19%,] [added: 19%] and [removed: 327%,] [added: 18%,] respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, [removed: 2021.][added: 2022.]
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of the Company as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] the related consolidated statements of operations, comprehensive income (loss), changes in equity and cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] the related notes and financial statement schedule in Item 15(a)(2) and our report dated February [removed: 24, 2022] [added: 23, 2023] expressed an unqualified opinion thereon, based on our audit and the report of the other auditors.
We believe that our audit and the report of other auditors provides a reasonable basis for our [removed: opinion][added: opinion.]
[removed: /s/] [added: /s/] Ernst & Young [removed: LLP][added: LLP]
February 23, 2023
February 24, 2022
Item 9B. OTHER INFORMATION
0 rewritten, 1 added, 3 removed, 1 unchanged
None.
Compensatory Arrangements of Certain Officers:
On February 22, 2022, following review of market compensation and individual performance, the Company’s Board of Directors approved for Mr. Tom Palmer, President and Chief Executive Officer, an annual base salary of $1,435,000, effective March 1, 2022, and target long term incentives of $8,900,000, payable in future years according to the terms of the Company’s long term incentive programs.
On February 22, 2022, following review of market compensation and individual performance, the Company’s Leadership Development and Compensation Committee of the Board of Directors approved annual base salaries, effective March 1, 2022, as follows: Mr. Rob Atkinson, Executive Vice President and Chief Operating Officer - $832,000; Ms. Nancy Buese, Executive Vice President and Chief Financial Officer - $765,000; and Mr. Stephen Gottesfeld, Executive Vice President and Chief Sustainability Officer - $575,000.
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
11 rewritten, 23 added, 18 removed, 30 unchanged
Information concerning Newmont’s directors, Audit Committee, compliance with Section 16(a) of the Exchange Act and Code of Ethics is contained in Newmont’s definitive Proxy Statement, filed pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934 for the [removed: 2022] [added: 2023] Annual Meeting of Stockholders and is incorporated herein by reference.
Information concerning Newmont’s executive officers, as of December 31, [removed: 2021,] [added: 2022,] is set forth below:
| Thomas [removed: R.] Palmer | | | | | | [removed: 54] [added: 55] | | | | | | President and Chief Executive Officer | | |
| Rob Atkinson | | | | | | [removed: 51] [added: 52] | | | | | | Executive Vice President and Chief Operating Officer | | |
| [removed: Nancy K. Buese] [added: Peter Toth] | | | | | | [removed: 51] [added: 53] | | | | | | Executive Vice President and Chief [removed: Financial] [added: Strategy and Sustainability] Officer | | |
| Jennifer Cmil | | | | | | [removed: 51] [added: 52] | | | | | | Executive Vice President, Human Resources | | |
| Dean Gehring | | | | | | [removed: 53] [added: 54] | | | | | | Executive Vice President and Chief [removed: Technology] [added: Development] Officer [added: – Peru] | | |
| Nancy Lipson | | | | | | [removed: 51] [added: 52] | | | | | | Executive Vice President and General Counsel | | |
| [removed: Brian C. Tabolt] [added: Joshua Cage] | | | | | | [removed: 40] [added: 48] | | | | | | [removed: Vice President,] [added: Interim] Controller and Chief Accounting Officer | | |
Mr. Gehring [removed: was first elected] [added: previously served] as Executive Vice President and Chief Technology Officer [removed: in] [added: since] June 2019 after serving as Regional Senior Vice President, South America since June 2017.
Mr. Tabolt was [removed: first] elected [added: Interim Chief Financial Officer in November 2022 after having served as] Vice President, Controller and Chief Accounting Officer [removed: in] [added: since] May 2021.
| Brian Tabolt | | | | | | 41 | | | | | | Interim Chief Financial Officer | | |
| Mark Casper | | | | | | 52 | | | | | | Interim Chief Technology Officer | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Mr. Casper was elected Acting Chief Technology Officer in July 2022 and served in such role until January 2023.1 Mr. Casper previously served as Senior Vice President, Resource Evaluation and Mine Planning since December 2021 and as Vice President, Resource Evaluation and Mine Planning from April 2019.
He joined Newmont in January 2019 as Group Executive, Strategic Resource Development.
Prior to joining Newmont, Mr. Casper spent 25 years with Rio Tinto and more recently served as the General Manager for Strategic Production Planning.
Mr. Casper holds a Bachelor of Science degree in Mine Engineering from the University of Utah.
1 Aaron Puna, age 45, joined Newmont in January 2023 as Executive Vice President and Chief Technology Officer.
Mr. Puna most recently served as CEO of Anglo American’s copper business in Chile since June 2019 and has over 25 years of experience in the mining industry.
He has worked across a diverse group of commodities and locations that include Australia, Venezuela, the United Kingdom, and Chile.
Mr. Puna holds a Bachelor of Engineering degree (Mining) from the Ballarat School of Mines in Australia.
Mr. Toth joined Newmont in July 2022 as Executive Vice President, Strategic Development.
His role was expanded to include Sustainability in September of 2022 to become Executive Vice President and Chief Strategy and Sustainability Officer.
Prior to joining Newmont, Mr. Toth worked at Rio Tinto from April 2014, with his last role being Group Executive, Strategy and Development, with accountability for business development/M&A, strategic partnerships, climate and sustainability strategy, closure, and exploration.
Mr. Toth has more than 25 years of leadership experience working in the resources industry across various commodities.
Mr. Toth has held senior strategic, commercial, and operational roles across Europe, Singapore, Australia and the United Kingdom with Rio Tinto, BHP, and OM Holdings.
Mr. Gehring was appointed Executive Vice President and Chief Development Officer – Peru to lead the Company’s Yanacocha operations and the Sulfides project in July 2022.
Mr. Cage was elected Interim Controller and Chief Accounting Officer in November 2022.
Mr. Cage has over 18 years of service with Newmont in roles of progressive responsibility and has held the position of Assistant Controller since 2014.
Prior to that, he served as Senior Director, Business Planning, Site Controller – Indonesia and Director, Technical Accounting and SEC Reporting.
Prior to joining Newmont, Mr. Cage held audit manager and senior auditor roles at Ernst & Young and KPMG, respectively.
Mr. Cage holds a Bachelor of Science degree in Accounting from Messiah University and is a Certified Public Accountant-Inactive in the State of Colorado.
| Stephen P. Gottesfeld | | | | | | 54 | | | | | | Executive Vice President and Chief Sustainability & External Affairs Officer | | |
| Blake Rhodes | | | | | | 54 | | | | | | Senior Vice President, Strategic Development | | |
Ms. Buese was first elected Executive Vice President and Chief Financial Officer in October 2016.
Ms. Buese most recently served as Executive Vice President and Chief Financial Officer for MPLX, a publicly traded energy company formed by Marathon Petroleum Corporation.
Prior to MPLX’s acquisition of MarkWest Energy Partners in 2015, Ms. Buese served for 11 years as Executive Vice President and Chief Financial Officer of MarkWest.
Ms. Buese also is a former Partner with Ernst & Young and worked in public accounting for 12 years.
Mr. Gottesfeld was first elected as Executive Vice President and Chief Sustainability & External Affairs Officer in June 2019 after having served as Executive Vice President and General Counsel since March 2015.
Prior to that he served as Executive Vice President, General Counsel and Corporate Secretary since February 2013.
He previously served as Senior Vice President, General Counsel and Corporate Secretary since February 2012 and Vice President and General Counsel since January 2010.
Mr. Gottesfeld was Vice President, Communications and Public Affairs from 2006 to 2010.
Mr. Gottesfeld was Newmont's Associate General Counsel from 2004 to 2006, responsible for Newmont's Latin American, African and Central Asian legal affairs.
From 2002 to 2004, Mr. Gottesfeld
was Newmont's Associate General Counsel and General Manager of Newmont Peru S.R.L., working in Lima, Peru.
From 1997 to 2001, Mr. Gottesfeld served in various roles, including as Assistant General Counsel and Senior Counsel.
Mr. Rhodes was first elected to Senior Vice President, Strategic Development in June 2019.
He joined Newmont in September 1996 and has spent the past 10 years in corporate development and Indonesia-focused roles, following 13 years in legal positions with the Company.
Mr. Rhodes worked extensively in Indonesia, serving as both Indonesia Country Manager and Regional Senior Vice President.
He has been at the corporate office since May 2014, serving in various corporate and strategic development roles of increasing responsibility.
Item 11. EXECUTIVE COMPENSATION
1 rewritten, 0 added, 0 removed, 0 unchanged
Information concerning this item is contained in Newmont’s definitive Proxy Statement, filed pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934 for the [removed: 2022] [added: 2023] Annual Meeting of Stockholders and is incorporated herein by reference.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
5 rewritten, 1 added, 2 removed, 14 unchanged
Information concerning this item is contained in Newmont’s definitive Proxy Statement, filed pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934 for the [removed: 2022] [added: 2023] Annual Meeting of Stockholders and incorporated herein by reference.
The following table sets forth at December 31, [removed: 2021] [added: 2022] information regarding Newmont’s Common Stock that may be issued under Newmont’s equity compensation plans:
[removed: It] [added: (1)The weighted average exercise price] does not take into account the shares issuable upon vesting of restricted stock units, performance leveraged stock units or strategic stock units.
There are currently [removed: 22,796,541] [added: 22,721,107] shares registered and available to grant under the 2020 Stock Incentive Plan.
(3)This balance includes outstanding [removed: Goldcorp] RSUs exchanged for Newmont awards (“Substitute Awards”) upon [removed: acquisition.][added: acquisition of Goldcorp, Inc. (“Goldcorp”) in 2019.]
| Equity compensation plans approved by security holders (2) | | | | | | 2,948,539 | | | (3) | | | 46.3304 | | | | | | 22,721,107 | | | (4) | | |
| Equity compensation plans approved by security holders (2) | | | | | | 3,616,947 | | | (3) | | | 56.6123 | | | | | | 22,796,541 | | | (4) | | |
(1)The weighted average exercise price includes Goldcorp Options.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
1 rewritten, 0 added, 0 removed, 0 unchanged
Information concerning this item is contained in Newmont’s definitive Proxy Statement, filed pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934 for the [removed: 2022] [added: 2023] Annual Meeting of Stockholders and incorporated herein by reference.
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
1 rewritten, 0 added, 0 removed, 1 unchanged
Information concerning this item is contained in Newmont’s definitive Proxy Statement, filed pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934 for the [removed: 2022] [added: 2023] Annual Meeting of Stockholders and incorporated herein by reference.
Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
62 rewritten, 9 added, 5 removed, 146 unchanged
(1)The Consolidated Financial Statements, together with the reports of the independent auditors thereon dated February [removed: 24, 2022,] [added: 23, 2023,] are included as part of Item 8, Financial Statements and Supplementary Data.
| [Reports of Independent Registered Public Accounting [removed: Firms](#i2139435f6f0c496f8e3773cd6ed28247_166)] [added: Firms](#i2d17b310f5b549aca71eb52c29055740_199)] | | | [removed: [111](#i2139435f6f0c496f8e3773cd6ed28247_166)] [added: [113](#i2d17b310f5b549aca71eb52c29055740_199)] | | |
| [Consolidated Statements of [removed: Operations](#i2139435f6f0c496f8e3773cd6ed28247_172)] [added: Operations](#i2d17b310f5b549aca71eb52c29055740_205)] | | | [removed: [117](#i2139435f6f0c496f8e3773cd6ed28247_172)] [added: [117](#i2d17b310f5b549aca71eb52c29055740_205)] | | |
| [Consolidated Statements of Comprehensive Income [removed: (Loss)](#i2139435f6f0c496f8e3773cd6ed28247_175)] [added: (Loss)](#i2d17b310f5b549aca71eb52c29055740_208)] | | | [removed: [118](#i2139435f6f0c496f8e3773cd6ed28247_175)] [added: [118](#i2d17b310f5b549aca71eb52c29055740_208)] | | |
| [Consolidated Statements of Cash [removed: Flows](#i2139435f6f0c496f8e3773cd6ed28247_178)] [added: Flows](#i2d17b310f5b549aca71eb52c29055740_211)] | | | [removed: [119](#i2139435f6f0c496f8e3773cd6ed28247_178)] [added: [120](#i2d17b310f5b549aca71eb52c29055740_211)] | | |
| [Consolidated Statements of Changes in [removed: Equity](#i2139435f6f0c496f8e3773cd6ed28247_184)] [added: Equity](#i2d17b310f5b549aca71eb52c29055740_217)] | | | [removed: [122](#i2139435f6f0c496f8e3773cd6ed28247_184)] [added: [122](#i2d17b310f5b549aca71eb52c29055740_217)] | | |
| [Notes to Consolidated Financial [removed: Statements](#i2139435f6f0c496f8e3773cd6ed28247_187)] [added: Statements](#i2d17b310f5b549aca71eb52c29055740_220)] | | | [removed: [123](#i2139435f6f0c496f8e3773cd6ed28247_187)] [added: [123](#i2d17b310f5b549aca71eb52c29055740_220)] | | |
| 1.1 | | | | | | [Underwriting Agreement, dated December 6, 2021, among the Company, the Guarantor and BMO Capital Markets Corp., Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as representatives of the several Underwriters named therein. Incorporated by reference to Exhibit 1.1 to Registrant’s Form 8-K filed with the Securities and Exchange Commission on [removed: December](https://www.sec.gov/Archives/edgar/data/1164727/000110465921146923/tm2133737d4_ex1-1.htm) [7](https://www.sec.gov/Archives/edgar/data/1164727/000110465921146923/tm2133737d4_ex1-1.htm)[,] [added: December 7,] 2021](https://www.sec.gov/Archives/edgar/data/1164727/000110465921146923/tm2133737d4_ex1-1.htm). | | | | | |
| [removed: 2.1] [added: 10.48] | | | \- | | | [removed: [KCGM Share Sale Deed, dated as of December 17, 2019,] [added: [2015 Investment Agreement] between [removed: Newmont Goldcorp Australia Pty Ltd] [added: the Republic of Ghana] and [removed: Northern Star Resources] [added: Newmont Ghana Gold] Limited. Incorporated by reference to Exhibit 10.1 to Registrant’s Form 8-K filed with the Securities and Exchange Commission on December [removed: 18, 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000110465919073524/tm1926441d1_ex10-1.htm)] [added: 22, 2015.](http://www.sec.gov/Archives/edgar/data/1164727/000119312515410959/d44075dex101.htm)] | | | | | |
| [removed: 2.2] [added: 10.46*] | | | \- | | | [removed: [Arrangement Agreement, dated as of January 14, 2019, by and among Registrant and Goldcorp] [added: [Goldcorp] Inc. [added: Amended and Restated 2005 Stock Option Plan.] Incorporated by reference to [removed: Exhibi](http://www.sec.gov/Archives/edgar/data/1164727/000110465919001860/a19-2818_1ex2d1.htm)[t](http://www.sec.gov/Archives/edgar/data/1164727/000110465919001860/a19-2818_1ex2d1.htm) [](http://www.sec.gov/Archives/edgar/data/1164727/000110465919001860/a19-2818_1ex2d1.htm)[2.1] [added: Exhibit 99.1] to Registrant’s Form [removed: 8-K] [added: S-8] filed with the Securities and Exchange Commission on [removed: January] [added: June] 14, [removed: 2019](http://www.sec.gov/Archives/edgar/data/1164727/000110465919001860/a19-2818_1ex2d1.htm).] [added: 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000110465919035692/a19-11515_1ex99d1.htm)] | | | | | |
| [removed: 2.3] [added: 10.45*] | | | \- | | | [removed: [First Amendment] [added: [Amendment Three] to [removed: Arrangement Agreement, dated as] [added: the Executive Severance Plan] of [removed: February 19, 2019, by and among Registrant and Goldcorp Inc.] [added: Newmont.] Incorporated by reference to Exhibit [removed: 2.5 of] [added: 10.36 to] Registrant’s [added: Annual Report on] Form 10-K for the year ended December 31, [removed: 2018,] [added: 2016,] filed with the Securities and Exchange Commission on February 21, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000155837019000806/nem-20181231ex25f9b5b05.htm)] [added: 2017.](http://www.sec.gov/Archives/edgar/data/1164727/000155837017000729/nem-20161231ex1036b01f7.htm)] | | | | | |
| [removed: 2.4] [added: 10.52] | | | \- | | | [removed: [Implementation Agreement, dated as] [added: [Amended and Restated Limited Liability Company Agreement] of [removed: March 10,] [added: Nevada Gold Mines LLC, dated July 1,] 2019, [removed: between] [added: among] Barrick Gold [removed: Corporation] [added: Corporation, Barrick Nevada Holding LLC, Registrant, Newmont USA Limited] and [removed: Registrant.] [added: Nevada Gold Mines LLC.] Incorporated by reference to Exhibit [removed: 2.1] [added: 10.1] to Registrant’s Form 8-K filed with the Securities and Exchange Commission on [removed: March 12, 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000110465919014293/a19-4981_12ex2d1.htm)] [added: July 5, 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000110465919039446/a19-12518_1ex10d1.htm)] | | | | | |
| [removed: 2.5] [added: 10.23*] | | | \- | | | [removed: [First Amendment to Implementation Agreement, dated as] [added: [Senior Executive Compensation Program] of [removed: June 30, 2019, between Barrick Gold Corporation and Registrant.] [added: Registrant, effective January 1, 2019.] Incorporated by reference to Exhibit [removed: 2.2] [added: 10.2] to Registrant’s Form [removed: 8-K] [added: 10-Q for the period ended June 30, 2019,] filed with the Securities and Exchange Commission on July [removed: 5, 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000110465919039446/a19-12518_1ex2d2.htm)] [added: 25, 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000155837019006289/nem-20190630ex102309f26.htm)] | | | | | |
| 3.3 | | | \- | | | [By-Laws of the Registrant amended and restated as of January [removed: 6, 2020.] [added: 17, 2023.] Incorporated by reference to Exhibit 3.2 to Registrant’s Form 8-K filed with the Securities and Exchange Commission on January [removed: 6, 2020.](http://www.sec.gov/Archives/edgar/data/1164727/000110465920001511/tm201258d1_ex3-2.htm)] [added: 17, 2023.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001164727/000110465923004649/tm233709d1_8k.htm)] | | | | | |
| 4.15 | | | \- | | | [Description of Securities of Registrant registered under Section 12 of the Securities Exchange Act of 1934, as amended, filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472722000007/q42021exhibit412.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472723000011/q42022exhibit412.htm)] | | | | | |
| [removed: 10.11*] [added: 10.12*] | | | \- | | | [2019 Form of Award Agreement used globally to grant restricted stock units, pursuant to Registrant’s 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.2 of Registrant’s Form 10-Q for the period ending March 31, 2019, filed with the Securities and Exchange Commission on April 25, 2019](http://www.sec.gov/Archives/edgar/data/1164727/000155837019003261/nem-20190331ex102a90131.htm). | | | | | |
| [removed: 10.12*] [added: 10.13*] | | | \- | | | [2019 Form of Award Agreement used for Executive Officers to grant performance leveraged stock units, pursuant to Registrant’s 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.1 of Registrant’s Form 10-Q for the period ending March 31, 2019, filed with the Securities and Exchange Commission on April 25, 2019](http://www.sec.gov/Archives/edgar/data/1164727/000155837019003261/nem-20190331ex101959d06.htm). | | | | | |
| [removed: 10.13*] [added: 10.14*] | | | \- | | | [2020 Form of Award Agreement used for Executive Officers to grant performance leveraged stock units, pursuant to Registrant’s 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.1 to Registrant's Form 10-Q for the period ending March 31, 2020, filed with the Securities and Exchange Commission on May 5, 2020](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000132/q12020exhibit101.htm). | | | | | |
| [removed: 10.14*] [added: 10.15*] | | | \- | | | [2020 Form of Award Agreement used globally to grant restricted stock units, pursuant to Registrant's 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.2 Registrant's Form 10-Q 2020 Form of Award Agreement used globally to grant restricted stock units, pursuant to Registrant's 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.2 Registrant's Form 10-Q for the period ending March 31, 2020, filed with the Securities and Exchange Commission on May 5, 2020. the period ending March 31, 2020, filed with the Securities and Exchange Commission on May 5, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000132/q12020exhibit102.htm) | | | | | |
| [removed: 10.15*] [added: 10.16*] | | | \- | | | [2020 Form of Award Agreement used for Executive Officers to grant performance leveraged stock units, pursuant to Registrant’s 2020 Stock Incentive Plan. Incorporated by reference to Exhibit 10.1 of Registrant's Form 10-Q for the period ending June 30, 2020, filed with the Securities and Exchange Commission on July 20, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000178/q22020exhibit101.htm) | | | | | |
| [removed: 10.16*] [added: 10.17*] | | | \- | | | [2020 Form of Award Agreement used globally to grant restricted stock units, pursuant to Registrant’s 2020 Stock Incentive Plan. Incorporated by reference to Exhibit 10.2 of Registrant's Form 10-Q for the period ending June 30, 2020, filed with the Securities and Exchange Commission on July 20, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000178/q22020exhibit102.htm) | | | | | |
| [removed: 10.17*] [added: 10.18*] | | | \- | | | [2021 Form of Award Agreement used for Executive Officers to grant performance stock units, pursuant to Registrant's 2020 Stock Incentive Plan. Incorporated by reference to Exhibit 10.4 to Registrant’s Form 10-Q for the period ended March 31, 2021, filed with the Securities and Exchange Commission on April 29, 2021.](https://www.sec.gov/Archives/edgar/data/1164727/000116472721000114/q12021exhibit104.htm) | | | | | |
| [removed: 10.18*] [added: 10.20*] | | | \- | | | [2021 Form of Award Agreement used globally to grant restricted stock units, pursuant to Registrant's 2020 Stock Incentive Plan. Incorporated by reference to Exhibit 10.5 to Registrant’s Form 10-Q for the period ended March 31, 2021, filed with the Securities and Exchange Commission on April 29, 2021](https://www.sec.gov/Archives/edgar/data/1164727/000116472721000114/q12021exhibit105.htm). | | | | | |
| [removed: 10.19*] [added: 10.22*] | | | \- | | | [2021 Restricted Stock Unit Agreement for supplemental restricted stock unit award to Blake Rhodes, dated November 1, 2021. Incorporated by reference to Exhibit 10.1 to Registrant’s Form 10-Q for the period ended September 30, 2021, filed with the Securities and Exchange Commission on October 28, 2021.](https://www.sec.gov/Archives/edgar/data/1164727/000116472721000235/q32021exhibit101.htm) | | | | | |
| [removed: 10.20*] [added: 10.31*] | | | \- | | | [removed: [Senior Executive Compensation] [added: [Equity Bonus] Program [removed: of Registrant,] [added: for Grades E-5 to E-6,] effective January 1, 2019. Incorporated by reference to Exhibit [removed: 10.2] [added: 10.3] to [added: the] Registrant’s Form 10-Q for the period ended June 30, 2019, filed with the Securities and Exchange Commission on July 25, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000155837019006289/nem-20190630ex102309f26.htm)] [added: 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000155837019006289/nem-20190630ex10381ea8f.htm)] | | | | | |
| [removed: 10.21*] [added: 10.24*] | | | \- | | | [Section 16 Officer and Senior Executive Annual Incentive Compensation Program of Registrant, effective January 1, 2019. Incorporated by reference to Exhibit 10.1 to the Registrant’s Form 10-Q for the period ended September 30, 2019, filed with the Securities and Exchange Commission on November 5, 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000155837019009890/ex-10d1.htm) | | | | | |
| [removed: 10.22*] [added: 10.25*] | | | \- | | | [Senior Executive Compensation Program of Registrant, effective January 1, 2020. Incorporated by reference to Exhibit 10.4 to Registrant's Form 10-Q for the period ended September 30, 2020, filed with the Securities and Exchange Commission on October 29, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000228/q32020exhibit104.htm) | | | | | |
| [removed: 10.23*] [added: 10.26*] | | | \- | | | [Section 16 Officer and Senior Executive Short-Term Incentive Program, effective January 1, 2020. Incorporated by reference to Exhibit 10.5 to the Registrant's Form 10-Q for the period ended September 30, 2020, filed with the Securities and Exchange Commission on October 29, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000228/q32020exhibit105.htm) | | | | | |
| [removed: 10.24*] [added: 10.27*] | | | \- | | | [Senior Executive Compensation Program of Registrant, effective January 1, 2021. Incorporated by reference to Exhibit 10.2 to Registrant’s Form 10-Q for the period ended March 31, 2021, filed with the Securities and Exchange Commission on April 29, 2021](https://www.sec.gov/Archives/edgar/data/1164727/000116472721000114/q12021exhibit102.htm). | | | | | |
| [removed: 10.25*] [added: 10.28*] | | | \- | | | [Section 16 Officer and Senior Executive Short-Term Incentive Program, effective January 1, 2021. Incorporated by reference to Exhibit 10.6 to Registrant’s Form 10-Q for the period ended March 31, 2021, filed with the Securities and Exchange Commission on April 29, 2021.](https://www.sec.gov/Archives/edgar/data/1164727/000116472721000114/q12021exhibit106.htm) | | | | | |
| [removed: 10.26*] [added: 10.33*] | | | \- | | | [removed: [Equity] [added: [Newmont Equity] Bonus Program for Grades E-5 to E-6, effective January 1, [removed: 2019.] [added: 2021.] Incorporated by reference to Exhibit 10.3 to [removed: the] Registrant’s Form 10-Q for the period ended [removed: June 30, 2019,] [added: March 31, 2021,] filed with the Securities and Exchange Commission on [removed: July 25, 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000155837019006289/nem-20190630ex10381ea8f.htm)] [added: April 29, 2021.](https://www.sec.gov/Archives/edgar/data/1164727/000116472721000114/q12021exhibit103.htm)] | | | | | |
| [removed: 10.27*] [added: 10.32*] | | | \- | | | [E](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000132/q12020exhibit105.htm)[quity Bonus Program for Grades E-5 to E-6, effective January 1, 2020. Incorporated by reference to Exhibit 10.3 to the Registrant's Form 10-Q for the period ended September 30, 2020, filed with the Securities and Exchange Commission on October 29, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000228/q32020exhibit103.htm) | | | | | |
| [removed: 10.28*] [added: 10.34*] | | | \- | | | [removed: [Newmont Equity] [added: [Equity] Bonus Program for Grades E-5 to E-6, effective January 1, [removed: 2021.] [added: 2022, filed herewith.] Incorporated by reference to Exhibit 10.3 [removed: to] [added: of] Registrant’s Form 10-Q for the period [removed: ended March 31, 2021,] [added: ending June 30, 2022,] filed with the Securities and Exchange Commission on [removed: April 29, 2021.](https://www.sec.gov/Archives/edgar/data/1164727/000116472721000114/q12021exhibit103.htm)] [added: July 25, 2022.](https://www.sec.gov/Archives/edgar/data/0001164727/000116472722000024/q22022exhibit103.htm)] | | | | | |
| [removed: 10.29*] [added: 10.35*] | | | \- | | | [Executive Change of Control Plan, amended and restated effective December 31, 2008, of Newmont USA Limited, a wholly owned subsidiary of Registrant. Incorporated by reference to Exhibit 10.20 to Registrant’s Annual Report on Form 10-K for the year ended December 31, 2008, filed with the Securities and Exchange Commission on February 19, 2009.](http://www.sec.gov/Archives/edgar/data/1164727/000095013409003236/d65086exv10w20.htm) | | | | | |
| [removed: 10.30*] [added: 10.36*] | | | \- | | | [Amendment One to the December 31, 2008 Executive Change of Control Plan of Newmont, amended and restated by Newmont USA Limited, a wholly owned subsidiary of Registrant, effective January 1, 2012, and Amendment Two to the December 31, 2008 Executive Change of Control Plan of Newmont, amended and restated by Newmont USA Limited, a wholly owned subsidiary of Registrant, effective January 1, 2012. Incorporated by reference to Exhibit 10.58 to Registrant’s Annual Report on Form 10-K for the year ended December 31, 2011, filed with the Securities and Exchange Commission on February 24, 2012.](http://www.sec.gov/Archives/edgar/data/1164727/000119312512075918/d263670dex1058.htm) | | | | | |
| [removed: 10.31*] [added: 10.37*] | | | \- | | | [Amendment Three to the December 31, 2008 Executive Change of Control Plan of Newmont, amended and restated by Newmont USA Limited, a wholly owned subsidiary of Registrant, effective January 1, 2012. Incorporated by reference to Exhibit 10.35 to Registrant’s Annual Report on Form 10-K for the year ended December 31, 2017, filed with the Securities and Exchange Commission on February 22, 2018.](http://www.sec.gov/Archives/edgar/data/1164727/000155837018000894/nem-20171231ex10356db3d.htm) | | | | | |
| [removed: 10.32*] [added: 10.38*] | | | \- | | | [Form of Waiver and Release Agreement to the December 31, 2008 Executive Change of Control Plan of Newmont USA Limited, a wholly owned subsidiary of Registrant, effective December 31, 2017. Incorporated by reference to Exhibit 10.36 to Registrant’s Annual Report on Form 10-K for the year ended December 31, 2017, filed with the Securities and Exchange Commission on February 22, 2018.](http://www.sec.gov/Archives/edgar/data/1164727/000155837018000894/nem-20171231ex103628d34.htm) | | | | | |
| [removed: 10.33*] [added: 10.39*] | | | \- | | | [Amendment Four to the December 31, 2008 Executive Change of Control Plan of Newmont, amended and restated by Newmont USA Limited, a wholly owned subsidiary of Registrant, effective January 1, 2020. Incorporated by reference to Exhibit 10.1 to Registrant's Form 10-Q for the period ended September 30, 2020, filed with the Securities and Exchange Commission on October 29, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000228/q32020exhibit101.htm) | | | | | |
| [removed: 10.34*] [added: 10.40*] | | | \- | | | [2012 Executive Change of Control Plan, effective January 1, 2012, of Newmont USA Limited, a wholly owned subsidiary of Registrant. Incorporated by reference to Exhibit 10.57 to Registrant’s Annual Report on Form 10-K for the year ended December 31, 2011, filed with the Securities and Exchange Commission on February 24, 2012.](http://www.sec.gov/Archives/edgar/data/1164727/000119312512075918/d263670dex1057.htm) | | | | | |
| [removed: 10.35*] [added: 10.41*] | | | \- | | | [Amendment One to the 2012 Executive Change of Control Plan of Newmont, amended and restated by Newmont USA Limited, a wholly owned subsidiary of Registrant, effective January 1, 2020. Incorporated by reference to Exhibit 10.2 to Registrant's Form 10-Q for the period ended September 30, 2020, filed with the Securities and Exchange Commission on October 29, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000228/q32020exhibit102.htm) | | | | | |
| [Consolidated Balance Sheets](#i2d17b310f5b549aca71eb52c29055740_214) | | | [119](#i2d17b310f5b549aca71eb52c29055740_214) | | |
| 10.11* | | | \- | | | [Form of Global 2022 Director Stock Unit Award Agreement to grant director stock units, pursuant to Registrant's 2020 Stock Incentive Plan, filed herewith. Incorporated by reference to Exhibit 10.3 of Registrant’s Form 10-Q for the period ending March 31, 2022, filed with the Securities and Exchange Commission on April 22, 2022.](https://www.sec.gov/Archives/edgar/data/0001164727/000116472722000017/q12022exhibit103.htm) | | | | | |
| 10.19* | | | \- | | | [2022 Form of Award Agreement used for Executive Officers to grant performance stock units, pursuant to Registrant's 2020 Stock Incentive Plan. Incorporated by reference to Exhibit 10.1 of Registrant’s Form 10-Q for the period ending March 31, 2022, filed with the Securities and Exchange Commission on April 22, 2022.](https://www.sec.gov/Archives/edgar/data/1164727/000116472722000017/q12022exhibit101.htm) | | | | | |
| 10.21* | | | \- | | | [2022 Form of Award Agreement used globally to grant restricted stock units, pursuant to Registrant's 2020 Stock Incentive Plan, filed herewith. Incorporated by reference to Exhibit 10.2 of Registrant’s Form 10-Q for the period ending March 31, 2022, filed with the Securities and Exchange Commission on April 22, 2022.](https://www.sec.gov/Archives/edgar/data/0001164727/000116472722000017/q12022exhibit102.htm) | | | | | |
| 10.29* | | | \- | | | [Senior Executive Compensation Program of Registrant, effective January 1, 2022, filed herewith. Incorporated by reference to Exhibit 10.1 of Registrant’s Form 10-Q for the period ending June 30, 2022, filed with the Securities and Exchange Commission on July 25, 2022.](https://www.sec.gov/Archives/edgar/data/0001164727/000116472722000024/q22022exhibit101.htm) | | | | | |
| 10.30* | | | \- | | | [Section 16 Officer and Senior Executive Short-Term Incentive Program, effective January 1, 2022, filed herewith. Incorporated by reference to Exhibit 10.2 of Registrant’s Form 10-Q for the period ending June 30, 2022, filed with the Securities and Exchange Commission on July 25, 2022.](https://www.sec.gov/Archives/edgar/data/0001164727/000116472722000024/q22022exhibit102.htm) | | | | | |
| 96.5 | | | | | | [Pueblo Viejo, Technical Report Summary, effective as of December 31, 2022, filed herewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472723000011/exhibit965-puebloviejooper.htm) | | | | | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| [Consolidated Balance Sheets](#i2139435f6f0c496f8e3773cd6ed28247_181) | | | [121](#i2139435f6f0c496f8e3773cd6ed28247_181) | | |
| 10.39* | | | \- | | | [Amendment Three to the Executive Severance Plan of Newmont. Incorporated by reference to Exhibit 10.36 to Registrant’s Annual Report on Form 10-K for the year ended December 31, 2016, filed with the Securities and Exchange Commission on February 21, 2017.](http://www.sec.gov/Archives/edgar/data/1164727/000155837017000729/nem-20161231ex1036b01f7.htm) | | | | | |
| 10.40* | | | \- | | | [Goldcorp Inc. Amended and Restated 2005 Stock Option Plan. Incorporated by reference to Exhibit 99.1 to Registrant’s Form S-8 filed with the Securities and Exchange Commission on June 14, 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000110465919035692/a19-11515_1ex99d1.htm) | | | | | |
| 10.43 | | | \- | | | [2015 Investment Agreement between the Republic of Ghana and Newmont Golden Ridge Limited. Incorporated by reference to Exhibit 10.2 to Registrant’s Form 8-K filed with the Securities and Exchange Commission on December 22, 2015.](http://www.sec.gov/Archives/edgar/data/1164727/000119312515410959/d44075dex102.htm) | | | | | |
| 10.46 | | | \- | | | [Amended and Restated Limited Liability Company Agreement of Nevada Gold Mines LLC, dated July 1, 2019, among Barrick Gold Corporation, Barrick Nevada Holding LLC, Registrant, Newmont USA Limited and Nevada Gold Mines LLC. Incorporated by reference to Exhibit 10.1 to Registrant’s Form 8-K filed with the Securities and Exchange Commission on July 5, 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000110465919039446/a19-12518_1ex10d1.htm) | | | | | |
An excerpt. Shown here: 40 of 62 rewritten, all 9 added and all 5 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES in the FY2022 filing and the FY2021 filing.
Item 16. FORM 10-K SUMMARY
12 rewritten, 4 added, 5 removed, 51 unchanged
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February [removed: 24, 2022.][added: 23, 2023.]
| [removed: Nancy K. Buese] [added: Brian C. Tabolt] | | | | | | (Principal Financial Officer) | | |
| [removed: Brian C. Tabolt] [added: Joshua L. Cage] | | | | | | (Principal Accounting Officer) | | |
| | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |
| Balance at beginning of year | | | $ | [removed: 3,418] [added: 3,791] | | | | | $ | [removed: 3,112] [added: 3,418] | | | | | $ | [removed: 2,994] [added: 3,112] | |
| Additions due to acquisition of Goldcorp | | | — | | | | | | [removed: 86] [added: —] | | | | | | [removed: 521] [added: 86] | | |
| Additions to deferred income tax expense | | | [removed: 769] [added: 370] | | | | | | [removed: 372] [added: 769] | | | | | | [removed: 97] [added: 372] | | |
| Reduction of deferred income tax expense | | | [removed: (350)] [added: (109)] | | | | | | [removed: (186)] [added: (350)] | | | | | | [removed: (392)] [added: (186)] | | |
| Re-classification to Assets Held for Sale | | | — | | | | | | — | | | | | | [removed: (371)] [added: —] | | |
| Additions and reductions reflected in other components of the financial statements | | | [removed: (46)] [added: (58)] | | | | | | [removed: 34] [added: (46)] | | | | | | [removed: 263] [added: 34] | | |
| Balance at end of year | | | $ | [removed: 3,791] [added: 3,994] | | | | | $ | [removed: 3,418] [added: 3,791] | | | | | $ | [removed: 3,112] [added: 3,418] | |
Refer to Note [removed: 12] [added: 10] of the Consolidated Financial Statements for additional information.
| | | | | | | February 23, 2023 | | |
| * | | | | | | Interim Chief Financial Officer | | |
| * | | | | | | Interim Chief Accounting Officer | | |
SCH- 1
| | | | | | | | | |
February 24, 2022
| * | | | | | | Executive Vice President and Chief Financial Officer | | |
| * | | | | | | Vice President, Controller and Chief Accounting Officer | | |
| Matthew Coon Come* | | | | | | Director | | |