Newmont (NYSE: NEM) commits $1.95B as Nevada Gold Mines JV is expanded
Rhea-AI Filing Summary
Newmont Corporation entered into a Second Amended and Restated Limited Liability Company Agreement for Nevada Gold Mines LLC with Barrick and their respective affiliates. Under this agreement, Barrick’s Fourmile project and Newmont’s Fiberline and Mike projects will be contributed to the Nevada Gold Mines joint venture as soon as reasonably practicable. Within 30 days after the Fourmile contribution, Newmont USA Limited will pay Barrick Nevada Holding LLC $1.95 billion in cash. Effective on contribution, Newmont’s member interest will be deemed to include a $1.95 billion capital contribution and Barrick’s a deemed contribution of approximately $3.11 billion, with the joint venture assuming all liabilities associated with the contributed projects. The amended agreement also updates valuation and dilution procedures for future property contributions and adjusts certain senior leadership governance rights. Concurrently, Newmont, Barrick and affiliates entered a confidential settlement resolving all outstanding disputes related to Nevada Gold Mines, and Newmont provided consent to Barrick’s proposed IPO of its North American gold assets.
Positive
- NGM joint venture expanded and disputes resolved: Contribution of key projects, a $1.95 billion consideration from Newmont to Barrick, updated governance, and a settlement resolving all outstanding Nevada Gold Mines disputes clarify the partnership and position the JV for future value creation.
Negative
- None.
8-K Event Classification
Key Figures
Key Terms
Second Amended and Restated Limited Liability Company Agreement regulatory
Nevada Gold Mines joint venture financial
Regulation FD Disclosure regulatory
forward-looking statements regulatory
dilution of the non-contributing Member’s proportionate interest financial
FAQ
What major agreement did Newmont (NEM) enter into on August 10, 2026?
How much will Newmont pay Barrick under the new Nevada Gold Mines JV terms?
What capital contributions are recognized in the revised Nevada Gold Mines structure for NEM?
Did Newmont (NEM) and Barrick resolve their Nevada Gold Mines disputes?
What is Newmont’s position on Barrick’s proposed North American IPO?
How does the amended Nevada Gold Mines agreement affect future contributions?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Item 1.01. Entry into a Material Definitive Agreement.
On August 10, 2026, Newmont Corporation, a Delaware corporation (“Newmont”), Newmont USA Limited, a Delaware corporation and wholly owned subsidiary of Newmont (“Newmont Member”), Barrick Mining Corporation, a British Columbia corporation (“Barrick”), Barrick Nevada Holding LLC, a Delaware limited liability company (“Barrick Member” and, each of Newmont Member and Barrick Member, a “Member”) and Nevada Gold Mines LLC, a Delaware limited liability company (“Nevada JV”) entered into a Second Amended and Restated Limited Liability Company Agreement of Nevada Gold Mines LLC (the “Second LLC Agreement”), amending and restating the Amended and Restated Limited Liability Company Agreement of Nevada JV, which was filed as Exhibit 10.1 to Newmont’s Current Report on Form 8-K filed on July 5, 2019.
Pursuant to the Second LLC Agreement, Barrick’s Fourmile project and Newmont’s Fiberline and Mike projects (collectively, the “Projects”) will be contributed to Nevada JV simultaneously as soon as reasonably practicable. Within 30 days following the contribution of the Fourmile project, Newmont Member will pay Barrick Member $1.95 billion in cash. In addition, effective as of the date of the contribution of the Projects, (i) Newmont Member will be deemed to have made a capital contribution in the amount of $1.95 billion to Nevada JV, and (ii) Barrick Member will be deemed to have made a capital contribution in the amount of approximately $3.11 billion to Nevada JV. Upon completion of the contribution of the Projects, Nevada JV will assume all liabilities associated with the Projects.
The Second LLC Agreement also modifies the procedures for valuing future contributions of development and exploration properties and calculating dilution of the non-contributing Member’s proportionate interest if the non-contributing Member does not elect to pay its proportionate share of the applicable contribution value. In addition, the Second LLC Agreement amends certain governance approval rights relating to Nevada JV’s senior leadership.
The foregoing description of the Second LLC Agreement and the transactions contemplated thereby does not purport to be a complete description of all the parties’ rights and obligations under the Second LLC Agreement and is qualified in its entirety by reference to the Second LLC Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
Concurrently with entering into the Second LLC Agreement, Newmont, Barrick and certain of their affiliates entered into a confidential settlement agreement (the “Settlement Agreement”) resolving all outstanding disputes related to Nevada JV between the parties to the Settlement Agreement. On August 10, 2026, Newmont and Barrick issued a joint press release announcing the matters described in this Current Report on Form 8-K. A copy of the press release is furnished as Exhibit 99.1 and is incorporated into this Item 7.01 by reference.
The information contained in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this Current Report on Form 8-K shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act, except as otherwise stated in such filings. Similarly, the information on Newmont’s website shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
Cautionary Statement Regarding Forward-Looking Statements
Certain information contained in this Current Report on Form 8-K constitutes “forward-looking statements” and “forward-looking information” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbor created by such sections and other applicable laws. Where a forward-looking statement expresses or implies an expectation or belief as to future events, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, such statements are subject to risks, uncertainties and other factors, which could cause actual events to differ materially from future events expressed, projected or implied by the forward-looking statements. Forward-looking statements often address our expected future business and often contain words such as “anticipate,” “intend,” “plan,” “will,” “would,” “estimate,” “expect,” “believe,” “target,” “indicative,” “preliminary,” or “potential.” Forward-looking statements include, without limitation, statements regarding the expected contribution of Barrick’s Fourmile and Newmont’s Fiberline and Mike developments into the Nevada Gold Mines joint venture; the consideration to be provided by Newmont to Barrick; the amended joint venture agreement and related governance provisions; and the resolution of outstanding disputes. Forward-looking statements are based on estimates and assumptions that are inherently subject to business, economic, legal, regulatory and other risks and uncertainties. These include risks relating to the completion and timing of the contemplated property contributions; required approvals, consents and conditions; the realization of anticipated benefits from the amended joint venture agreement, enhanced governance, dispute resolution and property contributions; changes in the value, development prospects or performance of the contributed properties; risks associated with jointly controlled assets and joint venture partners; mining operations, permitting, environmental, health and safety matters, community and stakeholder relations; the proposed IPO, including timing, structure, market conditions, approvals and listing requirements; transaction costs; commodity prices, exchange rates, inflation, interest rates, capital markets and broader macroeconomic, geopolitical, legal, tax and regulatory conditions. Actual results may differ materially from those expressed or implied in forward-looking statements. Readers should not place undue reliance on such statements, which are not guarantees of future performance and are qualified by these cautionary statements. Reference is made to Newmont’s most recent annual and other reports filed with the SEC for a more detailed discussion of relevant risks. For a more detailed discussion of risks and other factors that might impact forward-looking statements, see Newmont’s 2025 Annual Report on Form 10-K, filed with the SEC, as well as Newmont’s other SEC filings, available on the SEC website or www.newmont.com. Newmont does not undertake any obligation to release publicly revisions to any “forward-looking statement,” including, without limitation, outlook, to reflect events or circumstances after the date of this Current Report on Form 8-K, or to reflect the occurrence of unanticipated events, except as may be required under applicable securities laws. Investors should not assume that any lack of update to a previously issued “forward-looking statement” constitutes a reaffirmation of that statement. Continued reliance on “forward-looking statements” is at investors’ own risk.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1 | Second Amended and Restated Limited Liability Company Agreement of Nevada Gold Mines LLC, dated August 10, 2026, among Barrick Mining Corporation, Barrick Nevada Holding LLC, Newmont Corporation, Newmont USA Limited and Nevada Gold Mines LLC. | |
| 99.1 | Press release, dated August 10, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Newmont Corporation | ||
| Date: August 13, 2026 | By: | /s/ Logan Hennessey |
| Logan Hennessey | ||
| Senior Vice President, Deputy General Counsel & Corporate Secretary | ||
Exhibit 99.1
Newmont and Barrick Reach Agreement Regarding Nevada Gold
Mines Joint Venture
Amended JV Agreement Includes Contribution of Excluded Properties and Concludes All Outstanding Disputes Between Parties
Newmont Has Provided Its Consent to Barrick’s Proposed North American IPO
Agreement Positions Both Companies to Maximize Value of the Joint Venture
DENVER and TORONTO – August 10, 2026 – Newmont Corporation (NYSE: NEM, ASX: NEM, PNGX: NEM) (“Newmont”) and Barrick Mining Corporation (TSX: ABX, NYSE: B) (“Barrick”) have reached an agreement under which excluded properties, including Barrick’s Fourmile and Newmont’s Fiberline and Mike developments, will be contributed into the Nevada Gold Mines (NGM) joint venture. The agreement concludes all outstanding disputes between the parties related to the NGM joint venture.
With the resolution of all outstanding disputes and contribution of excluded properties, Newmont has provided its consent to Barrick’s proposed IPO of its North American gold assets.
The agreement includes enhanced governance provisions under a modernized joint venture agreement and provides for consideration of $1.95 billion from Newmont to Barrick to reflect the contribution of excluded properties into the joint venture.
This agreement positions both parties to maximize the value of the joint venture. Newmont and Barrick will continue working together to improve NGM's safety and performance, unlock the full value these assets are capable of delivering, and ensure the long-term success of the joint venture for the benefit of all stakeholders.
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About Newmont
Newmont is the world’s leading gold company and a producer of copper, zinc, lead, silver and molybdenum, providing the metals the world needs for today and tomorrow. Founded in 1921 and publicly traded since 1925, Newmont is the only gold producer listed in the S&P 500 Index and is widely recognized for its principled environmental, social, and governance practices. At Newmont, our purpose is to unearth value sustainably to advance lives. To learn more, visit www.newmont.com.
About Barrick Mining Corporation
Barrick is a leading global mining, exploration, and development company. With one of the largest portfolios of world-class and long-life gold and copper assets in the industry, Barrick’s operations and projects span 17 countries and five continents. Barrick is also the largest gold producer in the United States. We create real, long-term value for all stakeholders through responsible mining, strong partnerships, and a disciplined approach to growth. Barrick shares trade on the New York Stock Exchange under the symbol ‘B’ and on the Toronto Stock Exchange under the symbol ‘ABX’.
Newmont Contacts
Investor Contact – Global
Neil Backhouse
investor.relations@newmont.com
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Media Contact – Global
Shannon Brushe
globalcommunications@newmont.com
Barrick Contacts
Investor Relations Contact
Emily Chieng
investor@barrick.com
Media Contact
Dan Wilner
media@barrick.com
Cautionary Statement Regarding Forward-Looking Statements:
Certain information contained in this press release constitutes “forward-looking statements” and “forward-looking information” within the meaning of applicable U.S. and Canadian securities laws. Forward-looking statements include, without limitation, statements regarding the expected contribution of Barrick’s Fourmile and Newmont’s Fiberline and Mike developments into the Nevada Gold Mines joint venture; the consideration to be provided by Newmont to Barrick; the amended joint venture agreement and related governance provisions; the resolution of outstanding disputes; Newmont’s consent to Barrick’s proposed IPO of its North American gold assets; and the parties’ ability to maximize value, improve safety and performance, and support the long-term success of the joint venture.
Forward-looking statements are based on estimates and assumptions that are inherently subject to business, economic, legal, regulatory and other risks and uncertainties. These include risks relating to the completion and timing of the contemplated property contributions; required approvals, consents and conditions; the realization of anticipated benefits from the amended joint venture agreement, enhanced governance, dispute resolution and property contributions; changes in the value, development prospects or performance of the contributed properties; risks associated with jointly controlled assets and joint venture partners; mining operations, permitting, environmental, health and safety matters, community and stakeholder relations; the proposed IPO, including timing, structure, market conditions, approvals and listing requirements; transaction costs; commodity prices, exchange rates, inflation, interest rates, capital markets and broader macroeconomic, geopolitical, legal, tax and regulatory conditions.
Actual results may differ materially from those expressed or implied in forward-looking statements. Readers should not place undue reliance on such statements, which are not guarantees of future performance and are qualified by these cautionary statements. Reference is made to Barrick’s and Newmont’s most recent annual and other reports filed with the SEC and applicable Canadian or other securities regulatory authorities for a more detailed discussion of relevant risks.
Barrick and Newmont disclaim any obligation to update or revise forward-looking statements, except as required by applicable law.
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