6-K
KINROSS GOLD CORP (KGC)
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March, 2025
Commission File Number: 001-13382
KINROSS GOLD CORPORATION
(Translation of registrant's name into English)
17^th^ Floor, 25 York Street,
Toronto, Ontario M5J 2V5
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40F:
Form 20-F ¨ Form 40-F x
Page 2
This report on Form 6-K is being furnished for the sole purpose of providing a copy of the press release dated March 19, 2025 in which Kinross Gold Corporation announced the renewal of its normal course issuer bid.
INDEX
Table of Contents
SIGNATURES
EXHIBIT INDEX
| 99.1 | Press Release dated March 19, 2025 |
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Page 3
SIGNATURES
Pursuant to the requirements of Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| KINROSS GOLD CORPORATION |
|---|
| Signed: //Lucas R. Crosby// |
| Senior Vice President, General Counsel |
March 19, 2025
Exhibit 99.1
| Kinross Gold Corporation |
|---|
| 25<br> York Street, 17th Floor |
| Toronto,<br> ON Canada M5J 2V5 |
Kinross announces renewal ofNCIB
(All dollar amounts are expressedin U.S. dollars, unless otherwise noted.)
Toronto, Ontario, March 19, 2025 – Kinross Gold Corporation (“Kinross” or the “Company”) (TSX: K, NYSE: KGC) is pleased to announce that the Toronto Stock Exchange (the “TSX”) has accepted the notice filed by the Company to renew its normal course issuer bid (“NCIB”) program.
Under the NCIB program, the Company is authorized to purchase up to 110,350,160 of its common shares (out of the 1,229,635,757 common shares outstanding as at February 28, 2025) representing up to 10% of the Company’s public float of 1,103,501,601 common shares, during the period starting on March 24, 2025 and ending on March 23, 2026.
The Company believes that the market price of the common shares may not, from time to time, fully reflect their value and accordingly the purchase of the common shares would be in the best interest of the Company and an attractive and appropriate use of available funds. Kinross is committed to enhancing shareholder returns through programs such as a share buyback and its quarterly dividend, which are underpinned by the Company’s investment grade balance sheet and strong free cash flow generation from its global portfolio.
Kinross may make purchases, from time to time, through the facilities of the TSX, the New York Stock Exchange (the “NYSE”) and/or alternative Canadian trading systems, if eligible, or by such other means as may be permitted by the TSX and/or NYSE or under applicable law. Daily repurchases on the TSX will be limited to a maximum of 853,989 common shares, representing 25% of the average daily trading volume for the six months ended February 28, 2025 (being 3,415,916 common shares), except where purchases are made in accordance with the “block purchase exception” of the TSX rules. Subject to certain exceptions for block purchases, the maximum number of common shares which can be purchased per day on the NYSE will be 25% of the average daily trading volume for the four calendar weeks preceding the date of purchase. All shares purchased by the Company under the NCIB program will be cancelled. Pursuant to the terms of the previous normal course issuer bid approved by the TSX on August 12, 2023, the Company was authorized to repurchase up to 108,440,227 of its common shares and repurchased no common shares.
Purchases will be made by the Company in accordance with the requirements of the TSX and/or the NYSE and the price which the Company will pay for any such common shares will be the market price of any such common shares at the time of acquisition, or such other price as may be permitted by the TSX and/or the NYSE.
In connection with the NCIB program, the Company has entered into an automatic repurchase plan with its designated broker to allow for purchases of its common shares during certain pre-determined black-out periods, based on Company instructions provided when not in black out, should the Company determine to proceed with purchases under the ASPP. Outside of these pre-determined black-out periods, any repurchases of common shares will be in accordance with management’s discretion, subject to applicable law. Although the Company has a present intention to acquire its common shares pursuant to the NCIB program, the Company will not be obligated to make any purchases under this NCIB.
About Kinross Gold Corporation
Kinross is a Canadian-based global senior gold mining company with operations and projects in the United States, Brazil, Mauritania, Chile and Canada. Our focus is on delivering value based on the core principles of responsible mining, operational excellence, disciplined growth, and balance sheet strength. Kinross maintains listings on the Toronto Stock Exchange (symbol: K) and the New York Stock Exchange (symbol: KGC).
| Kinross Gold Corporation |
|---|
| 25<br> York Street, 17th Floor |
| Toronto,<br> ON Canada M5J 2V5 |
Media Contact
Victoria Barrington
Senior Director, Corporate Communications
phone: 289-455-1950
victoria.barrington@kinross.com
Investor Relations Contact
David Shaver
Senior Vice-President, Investor Relations & Communications
phone: 416-365-2761
InvestorRelations@kinross.com
Cautionary statementon forward-looking information ****
All statements,other than statements of historical fact, contained or incorporated by reference in this news release including, but not limited to,any information as to the future financial or operating performance of Kinross, constitute “forward-looking information”or “forward-looking statements” within the meaning of certain securities laws, including the provisions of the SecuritiesAct (Ontario) and the provisions for “safe harbor” under the United States Private Securities Litigation Reform Act of 1995and are based on expectations, estimates and projections as of the date of this news release. Forward-looking statements contained inthis news release, include, but are not limited to, those relating to potential purchases under the Company’s NCIB. The words “anticipate”, “continue”, “estimates”, “expects”, “forecast”, “guidance”, “intends”, “outlook”, “progress”, “potential”, “prioritize”, or variations of or similar such wordsand phrases or statements that certain actions, events or results may, could, should or will be achieved, received or taken, or willoccur or result and similar such expressions identify forward-looking statements. Forward-looking statements are necessarily based upona number of estimates and assumptions that, while considered reasonable by Kinross as of the date of such statements, are inherentlysubject to significant business, economic and competitive uncertainties and contingencies. The estimates, models and assumptions of Kinrossreferenced, contained or incorporated by reference in this news release, which may prove to be incorrect, include, but are not limitedto, the various assumptions set forth herein and in our Management’s Discussion and Analysis (“MD&A”) for the yearended December 31, 2024, and the Annual Information Form dated March 31, 2024. Known and unknown factors could cause actual results todiffer materially from those projected in the forward-looking statements. Such factors include, but are not limited to: the inaccuracyof any of the foregoing assumptions. Many of these uncertainties and contingencies can directly or indirectly affect, and could cause,Kinross’ actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalfof, Kinross, including but not limited to resulting in an impairment charge on goodwill and/or assets. There can be no assurance thatforward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipatedin such statements. Forward-looking statements are provided for the purpose of providing information about management’s expectationsand plans relating to the future. All of the forward-looking statements made in this news release are qualified by this cautionary statementand those made in our other filings with the securities regulators of Canada and the United States including, but not limited to, thecautionary statements made in the “Risk Analysis” section of our MD&A for the year ended December 31, 2024 and the AnnualInformation Form dated March 31, 2024. These factors are not intended to represent a complete list of the factors that could affect Kinross.Kinross disclaims any intention or obligation to update or revise any forward-looking statements or to explain any material differencebetween subsequent actual events and such forward-looking statements, except to the extent required by applicable law.
Source: Kinross Gold Corporation