All amounts expressed in US dollars unless otherwise indicated.

Barrick Gold Corporation (NYSE:ABX)(TSX:ABX) (Barrick or the "company")
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.


Subsequent to the commencement of the Offering, Barrick and certain of its
subsidiaries intend to commence a tender offer (the "Proposed Tender Offer") for
various outstanding debt securities of Barrick and such subsidiaries. Barrick
currently expects to use approximately $1.5 billion of the net proceeds of the
Offering to purchase notes in the Proposed Tender Offer. The notes that are the
subject of the Proposed Tender Offer will be prioritized by maturity so that
Barrick and its subsidiaries are more likely to purchase notes with shorter
maturities than notes with longer maturities. The Proposed Tender Offer will be
conditioned upon consummation of the Offering and other conditions. Completion
of the Proposed Tender Offer is not a condition to the Offering. The Proposed
Tender Offer will only be made by, and pursuant to, the terms of an offer to
purchase and a related letter of transmittal.


The balance of the net proceeds, including from the Over-Allotment Option if it
is exercised, will be used by Barrick to further strengthen its balance sheet,
which could include further debt reductions and for general corporate purposes
including ongoing operating and capital expenditures relating to Barrick's
existing portfolio of mines.


The Common Shares will be offered by way of a short form prospectus in all of
the provinces and territories of Canada and will be registered in the United
States pursuant to a registration statement filed under the multi-jurisdictional
disclosure system. 


Barrick's common shares outstanding are expected to increase from approximately
1.0 billion shares to approximately 1.16 billion shares (1.19 billion shares if
the over-allotment option is exercised in full).


The Offering is anticipated to close on or about November 14, 2013 and is
subject to certain customary conditions and regulatory approvals.


Barrick has filed a registration statement (including a prospectus) with the SEC
in respect of the offering to which this communication relates but it has not
yet become effective. The Common Shares may not be sold nor may offers to buy be
accepted prior to the time the registration statement becomes effective. Before
you invest, you should read the prospectus in that registration statement and
other documents Barrick has filed with the SEC for more complete information
about Barrick and the Offering. You may get these documents for free by visiting
EDGAR on the SEC website at www.sec.gov. Alternatively, the issuer, any
underwriter or any dealer participating in the Offering will arrange to send you
the prospectus or you may request it from RBC Capital Markets toll-free at
877-822-4089, Barclays Capital Inc., toll-free at (888) 603-5847, or GMP
Securities L.P. toll-free at 888-301-3244. 


About Barrick Gold Corporation

Barrick is the world's largest gold producer. Based in Toronto, the company
operates mines and advanced exploration and development projects on four
continents. Barrick's shares are traded on the Toronto and New York stock
exchanges under the symbol ABX.


CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION

Certain information contained in this press release, including any information
as to our strategy, projects, plans or future financial or operating performance
and other statements that express management's expectations or estimates of
future performance, constitute "forward-looking statements". All statements,
other than statements of historical fact, are forward-looking statements. The
words "intend", "expect", "will", "anticipate", "may", and similar expressions
identify forward-looking statements. Forward-looking statements are necessarily
based upon a number of estimates and assumptions that, while considered
reasonable by the company, are inherently subject to significant business,
economic and competitive uncertainties and contingencies. Known and unknown
factors could cause actual results to differ materially from those projected in
the forward-looking statements.

Such factors include, but are not limited to: fluctuations in the spot and
forward price of gold and copper or certain other commodities (such as silver,
diesel fuel and electricity); changes in national and local government
legislation, taxation, controls, regulations, expropriation or nationalization
of property and political or economic developments in Canada, the United States
and other jurisdictions in which the company does or may carry on business in
the future; diminishing quantities or grades of reserves; increased costs,
delays, suspensions and technical challenges associated with the construction of
capital projects; the impact of global liquidity and credit availability on the
timing of cash flows and the values of assets and liabilities based on projected
future cash flows; adverse changes in our credit rating; the impact of
inflation; fluctuations in the currency markets; operating or technical
difficulties in connection with mining or development activities; the
speculative nature of mineral exploration and development, including the risks
of obtaining necessary licenses and permits; contests over title to properties,
particularly title to undeveloped properties; risk of loss due to acts of war,
terrorism, sabotage and civil disturbances; changes in U.S. dollar interest
rates; risks arising from holding derivative instruments; litigation; business
opportunities that may be presented to, or pursued by, the company; our ability
to successfully integrate acquisitions or complete divestitures; employee
relations; availability and increased costs associated with mining inputs and
labor; and the organization of our African gold operations and properties under
a separate listed company. In addition, there are risks and hazards associated
with the business of mineral exploration, development and mining, including
environmental hazards, industrial accidents, unusual or unexpected formations,
pressures, cave-ins, flooding and gold bullion, copper cathode or gold/copper
concentrate losses (and the risk of inadequate insurance, or inability to obtain
insurance, to cover these risks). Many of these uncertainties and contingencies
can affect our actual results and could cause actual results to differ
materially from those expressed or implied in any forward-looking statements
made by, or on behalf of, the company. Readers are cautioned that
forward-looking statements are not guarantees of future performance. All of the
forward-looking statements made in this press release are qualified by these
cautionary statements. Specific reference is made to the most recent Form
40-F/Annual Information Form on file with the SEC and Canadian provincial
securities regulatory authorities for a discussion of some of the factors
underlying forward-looking statements. 


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.


FOR FURTHER INFORMATION PLEASE CONTACT: 
INVESTOR CONTACT: Amy Schwalm
Vice President, Investor Relations
+1 416 307-7422
aschwalm@barrick.com


MEDIA CONTACT: Andy Lloyd
Vice President, Communications
+1 416 307-7414
alloyd@barrick.com

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