Issuer deemed to have ceased to be reportingissuer under the Act.
Applicable Ontario Statutory Provisions
Securities Act, R.S.O. 1990, c. S.5, as am.,ss. 1(1), 6(3) and 83.
IN THE MATTER OF
THE SECURITIES ACT, R.S.O. 1990, CHAPTER S.5,
AS AMENDED (THE "ACT")
IN THE MATTER OF
NORMANDY MINING LIMITED
(Section 83 of the Act)
WHEREAS the Ontario Securities Commission(the "Commission") has received an application fromNewmont Mining Corporation ("Newmont"), a corporationincorporated under the laws of the State of Delaware, for anorder pursuant to section 83 of the Act deeming Normandy MiningLimited (the "Issuer") to have ceased to be a reportingissuer under the Act;
AND UPON considering the applicationand the recommendation of the staff of the Commission;
AND UPON Newmont having represented tothe Commission as follows:
1. The Issuer is a corporation governed by thelaws of Australia with its registered office located at 100Hutt Street, Adelaide, South Australia, 5000. Its principaltrading market was the Australian Stock Exchange. The Issueris a reporting issuer in Ontario and is not on the list of reportingissuers that are in default.
2. The American Depositary Shares ("ADSs")of the Issuer were listed on The Toronto Stock Exchange (the"TSX") under the symbol NDY. On June 24, 2002, theADSs were delisted from the TSX. To the best of Newmont's knowledge,there were currently 2,254,595,364 Ordinary Shares and 5,738,629ADSs of the Issuer issued and outstanding immediately priorto the compulsory acquisition as described below. The OrdinaryShares were listed on the Australian Stock Exchange but wererecently de-listed from such exchange. No other securities,including debt securities, are listed on any other exchange.
3. On December 20, 2001, Newmont, by way ofan affiliate, mailed to shareholders not resident in Canadaand the United States, its offer to acquire all of the outstandingOrdinary Shares, including Ordinary Shares represented by ADSs,not previously owned by Newmont, for consideration of 0.0385shares of common stock in Newmont for each Ordinary Share, plusA$0.50 per Ordinary Share.
4. On January 10, 2002, after a registrationstatement in the United States was declared effective by theSecurities and Exchange Commission and exemptive relief wasgranted in Canada, Newmont, by way of an affiliate, mailed itsoffer to acquire all of the outstanding Ordinary Shares, includingOrdinary Shares represented by ADSs, not previously owned byNewmont, for consideration of 0.0385 shares of common stockin Newmont for each Ordinary Share, plus A$0.50 per OrdinaryShare.
5. At the conclusion of the Newmont Offer, Newmontheld, through its affiliates, more than 95% of the OrdinaryShares (including Ordinary Shares represented by ADSs).
6. On February 27, 2002, Newmont announced thatit would exercise its compulsory acquisition rights under Australianlaw to acquire the remaining 105,334,373 Ordinary Shares (representingapproximately 4.672% of the issued and outstanding OrdinaryShares on a fully diluted basis) and 4,337,845 ADSs (representingapproximately 1.93% of the issued and outstanding Ordinary Shareson a fully diluted basis) that had not been tendered under theNewmont offer.
7. To the best of Newmont's knowledge, Canadianresidents who were holders of Ordinary Shares and who did nottender under the Newmont offer accounted for approximately 0.01312%of the total Ordinary Shares not tendered. To the best of Newmont'sknowledge, Canadian residents who were holders of ADSs and whodid not tender under the Newmont offer accounted for approximately0.01071% of the total ADSs not tendered.
8. The compulsory acquisition of the remainingOrdinary Shares and ADSs was completed in early June 2002. Accordingly,Newmont is the sole holder of the Ordinary Shares and ADSs.To the best of Newmont's knowledge, the only public debt outstandingis a note issuance done through Merrill Lynch in the U.S. andthere is no public debt outstanding in Canada.
9. The Issuer does not intend to seek publicfinancing by way of an offering of its securities.
AND UPON the Commission being satisfiedthat to do so would not be prejudicial to the public interest;
IT IS ORDERED pursuant to section 83of the Act that Normandy Mining Limited is deemed to have ceasedto be a reporting issuer effective as of the date of this order.
September 19, 2002.