Statement in Relation to African Barrick Gold plc
TORONTO Barrick Gold Corporation (NYSE:ABX)(TSX:ABX) ("Barrick")
notes the recent press speculation regarding Barrick's holding in African
Barrick Gold plc
("ABG").
ABG is subject to the UK
City Code on Takeovers and Mergers
(the "Code") and in accordance with its obligations under the Code, Barrick confirms that it is
in preliminary discussions with
China National Gold Group Corporation ("China Gold") regarding its holding in ABG.
As noted in Barrick's
2012 Second Quarter Report, Barrick has adopted a renewed focus on maximizing shareholder value through a disciplined capital
allocation program which includes
optimizing Barrick's
portfolio of assets and maximizing
returns on investment and
free cash flow. The preliminary
discussions relating to ABG form
part of this program. Barrick
remains both committed to and confident in ABG, its
qualified and experienced
management team and its portfolio of world-class assets.
Discussions are at an early
stage, and there can be no certainty that these discussions will result in the acquisition of
all or part of Barrick's holding in ABG.
The Panel Executive has confirmed
to Barrick on an ex parte basis that,
in view of Barrick's 73.9
percent stake in ABG, the 28 day
deadline referred to in Rule
2.6(a) of the Code will not apply
to China Gold in respect of this announcement.
To the extent that any offer is
made for Barrick's 73.9 per cent stake
in ABG, then an offer will be made to all shareholders in ABG in accordance with
the Code.
Further announcements will be made in due course as appropriate.
For further information contact:
Barrick Gold Corporation
INVESTOR
CONTACT:
Greg Panagos
Senior Vice President
Investor Relations and Communications
Telephone: +1 416 309-2943
Email: gpanagos@barrick.com
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MEDIA
CONTACT:
Andy Lloyd
Director,
Media Relations
Telephone: +1 416 307-7414
Email: alloyd@barrick.com
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UBS Limited (Financial Adviser to Barrick)
Simon Lyons / Sam Roberts
Telephone: +44 (0) 20 7567 8000
UBS Limited, which is
authorized and regulated in
the United Kingdom by the Financial Services Authority, is acting exclusively as financial adviser to Barrick regarding its holding in ABG and
no-one else and will not be responsible to anyone other than
Barrick for providing the
protections offered to clients of UBS or for providing advice in relation to
ABG or the contents of this announcement
or any transaction or arrangement referred
to herein.
Notes:
(1) The Code required a public announcement
to be made if, in these circumstances, the company (i.e.,
ABG) is the subject of rumor and speculation and/or there is an untoward
movement in its share price.
(2) Disclosure Requirements
of the Code
Rule 2.4(c)(ii) of the
Code requires that any announcement which commences an offer period (such as this announcement) and any subsequent announcement which first
identifies an offeror must include
the following summary of
the provisions of Rule 8 of the Code.
Under Rule 8.3(a) of the Code, any
person who is interested in one percent or
more of any class of relevant securities
of an offeree company or of
any paper offeror (being any offeror other
than an offeror in respect
of which it has been announced that its offer is,
or is likely to be, solely in cash) must make an Opening Position Disclosure following the
commencement of the offer period
and, if later, following
the announcement in which any paper offeror
is first identified. An Opening Position Disclosure must contain details of the person's interests and short
positions in, and rights to subscribe
for, any relevant securities
of each of (i) the offeree company and (ii) any paper offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London
time) on the 10th business day following
the commencement of the offer period
and, if appropriate, by no later
than 3.30 pm (London
time) on the 10th business day following
the announcement in which any paper offeror
is first identified.
Relevant persons who deal
in the relevant securities of the offeree
company or of a paper offeror prior
to the deadline for making an Opening
Position Disclosure must instead
make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any
person who is, or becomes, interested in 1% or more of any class of relevant securities
of the offeree company or
of any paper offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any paper offeror.
A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short
positions in, and rights to subscribe
for, any relevant securities
of each of (i) the offeree company and (ii) any paper offeror, save to the extent that these details
have previously been disclosed
under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London
time) on the business day following
the date of the relevant dealing.
If two or more persons act together pursuant
to an agreement or understanding, whether
formal or informal, to acquire or control an interest in relevant securities
of an offeree company or a paper offeror, they will be
deemed to be a single person for the purpose of Rule 8.3.
Opening Position Disclosures
must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them
(see Rules 8.1, 8.2 and
8.4).
Details of the offeree
and offeror companies in
respect of whose relevant securities
Opening Position Disclosures
and Dealing Disclosures
must be made can be found in the Disclosure Table on the Takeover
Panel's website at www.thetakeoverpanel.org.uk,
including details of the number of relevant securities in
issue, when the offer period commenced and when any offeror
was first identified. You should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.
(3) CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION
Certain information contained in this press release, including any information as to our strategy or plans and other statements that express management's
expectations, constitute "forward-looking
statements". All statements,
other than statements of historical fact, are forward-looking statements. Forward-looking statements are necessarily based upon a number
of estimates and assumptions
that, while considered reasonable by
management, are inherently subject
to significant business, economic
and competitive uncertainties
and contingencies. Barrick
cautions the reader that such forward-looking statements involve known and unknown risks, uncertainties and other factors that
may cause the actual
performance or achievements of Barrick
to be materially different from the company's estimated future results, performance or achievements
expressed or implied by those forward-looking statements and the forward-looking
statements are not guarantees
of future performance. These risks,
uncertainties and other factors include, but are not limited to: the worldwide price of gold and copper or
certain other commodities;
the ability of Barrick to complete any proposed
transaction on terms acceptable to it or at all; the impact of
global liquidity and credit
availability; legislative, political or economic developments in the jurisdictions
in which Barrick carries on
business and, in particular, Tanzania; the impact of the regulatory
environment applicable to any
proposed transaction or to Barrick;
the timing of cash flows and the values of assets and liabilities based on projected future cash flows; fluctuations in currency markets; acts of war, terrorism, sabotage and
civil disturbances; operating or technical
difficulties in connection with mining or development activities; employee relations; availability
and costs associated with mining inputs and labor; the speculative nature of
exploration and development, including
the risks of obtaining necessary licenses and permits and diminishing quantities or grades of reserves;
changes in costs and estimates
associated with our projects; inflation; contests over title to properties, particularly title to undeveloped properties; the risks involved in the exploration, development
and mining business. Certain of these
factors are discussed in greater detail in Barrick's most recent Form 40-F/Annual Information Form on file with the U.S. Securities and Exchange Commission
and Canadian provincial securities regulatory authorities.
Barrick disclaims any intention or obligation to
update or revise any forward-looking statements whether as a result of new
information, future events or otherwise,
except as required by
applicable law.