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Publish Date : 04-Nov-2013

Barrick Gold Corporation announced today that it has entered into an underwriting agreement with a syndicate of underwriters, led by RBC Capital Markets, Barclays and GMP Securities L.P. (the "Underwriters"), for a bought deal public offering for gross proceeds of approximately $3.0 billion representing 163.5 million common shares (the "Common Shares") of Barrick at a price of $18.35 per share (the "Offering"). The company has also granted the Underwriters an over-allotment option, to purchase up to an additional 24.5 million Common Shares at the offering price exercisable for a period of 30 days after closing. The gross proceeds of the Offering will be approximately $3.45 billion if the over-allotment option is exercised in full.

The net proceeds from the Offering will be approximately $2.9 billion, determined after deducting the Underwriters' commission. In the event that the Over-Allotment Option is exercised in full, the net proceeds to be received by Barrick will be approximately $3.3 billion.

Barrick intends to use the net proceeds of the Offering, including proceeds realized through the exercise of the Over-Allotment Option (if any) to strengthen its balance sheet and improve the long-term liquidity position of the company by using approximately $2.6 billion of the net proceeds to redeem or repurchase outstanding debt of, or guaranteed by, Barrick, with such redemptions and repurchases focussed on debt maturing in the short and medium term.

Specifically, Barrick intends to use approximately $1.1 billion of the net proceeds of the Offering to redeem the outstanding $700 million aggregate principal amount of 1.75% notes due 2014 issued by Barrick, together with the $350 million aggregate principal amount of 4.875% notes due 2014 issued by Barrick Gold Finance Corporation and guaranteed by Barrick (collectively the "Redemption Notes"). The Redemption Notes may be redeemed in whole, or from time to time in part, at a redemption price equal to the greater of (a) 100% of the principal amount of the Redemption Notes of the series to be redeemed and (b) an amount equal to the present value of the remaining scheduled payments of principal and interest on the series of the Redemption Notes to be redeemed, calculated in accordance with the terms of the applicable indentures governing such series of the Redemption Notes, together with accrued and unpaid interest on the principal amount of the applicable series of the Redemption Notes to, but not including, the date of redemption. Barrick intends to redeem the Redemption Notes only if this Offering is consummated.

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