Barrick Announces Investment in Midas Gold
May 09 2018 - 7:32AM
Barrick Gold Corporation (NYSE:ABX) (TSX:ABX) (“Barrick”) announced
today that it has entered into a subscription agreement to acquire
46,551,731 common shares of Midas Gold Corp. (“Midas Gold”) in a
non-brokered private placement at a price of C$1.06 per share for
gross proceeds of US$38,065,907.
The transaction is expected to close on or about
May 15, 2018, following which Barrick will own approximately 19.9
percent of the outstanding common shares of Midas Gold, on a
non-diluted basis.
“Midas Gold’s Stibnite Gold project in Idaho
offers a compelling investment proposition, with low geopolitical
risk, potential for production of over 300,000 ounces of gold per
year at competitive operating costs, and exploration upside,” said
Barrick President Kelvin Dushnisky. “We are also impressed with the
emphasis that Midas Gold has placed on building partnerships with
local communities and share their strong commitment to
environmental stewardship. We look forward to working with the
Midas Gold team to explore opportunities to enhance the value of
the project for all partners.”
Barrick is acquiring the common shares for
investment purposes. Depending on market conditions and other
factors, including Midas Gold’s business and financial condition,
Barrick may, subject to the terms of the investor rights agreement
to be entered into in connection with the transaction, acquire
additional common shares or other securities of Midas Gold or
dispose of some or all of the common shares or other securities of
Midas Gold that it owns at such time.
In connection with the transaction, Barrick and
Midas Gold will enter into an investor rights agreement on closing,
whereby, so long as Barrick maintains a minimum of 10% ownership in
Midas Gold, Barrick will be granted:
- The right to appoint one director to Midas Gold’s Board of
Directors;
- A right to participate in future Midas Gold equity issuances to
maintain its then current pro rata interest in Midas Gold;
- Certain top-up rights in connection with Midas Gold’s
outstanding convertible notes, which will allow Barrick to maintain
its then current pro rata interest in Midas Gold by undertaking
additional funding; and
- A right of first refusal in respect of gold concentrates.
In addition, Midas Gold will be increasing the
number of directors on its board from seven to eight and will be
appointing an independent director to fill that position.
An early warning report will be filed by Barrick
in accordance with applicable securities laws. To obtain a copy of
the early warning report, please contact Andy Lloyd, whose contact
details are included below.
Barrick is a senior gold mining company
organized under the laws of the Province of Ontario. Barrick’s head
office is located at Brookfield Place, TD Canada Trust Tower, Suite
3700, 161 Bay Street, P.O. Box 212, Toronto, Ontario M5J 2S1.
Midas Gold’s head office is located at 890 – 999 West Hastings
Street, Vancouver, British Columbia V6C 2W2.
INVESTOR CONTACTDeni
NicoskiSenior Vice PresidentInvestor RelationsTelephone:
+1 416 307-7474Email: dnicoski@barrick.com
MEDIA CONTACTAndy Lloyd Senior
Vice PresidentCommunicationsTelephone: +1 416 307-7414Email:
alloyd@barrick.com
CAUTIONARY STATEMENT ON FORWARD-LOOKING
INFORMATION
Certain information contained in this press
release, including any information relating to the proposed
investment in Midas Gold constitutes “forward-looking statements”.
All statements, other than statements of historical fact, are
forward-looking statements. The words “expect”, “will”,
“potential”, “may” and similar expressions identify forward-looking
statements. In particular, this press release contains
forward-looking statements including, without limitation, with
respect to Barrick’s acquisition or disposition of securities of
Midas Gold in the future and Barrick’s interest and governance
rights in Midas Gold on completion of the investment by Barrick in
Midas Gold. Forward-looking statements are necessarily based upon a
number of assumptions, including material assumptions considered
reasonable by Barrick as at the date of this press release in light
of management’s experience and perception of current conditions and
expected developments, and are inherently subject to significant
business, economic, and competitive uncertainties and
contingencies.
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, us. Readers
are cautioned not to put undue reliance on forward-looking
statements which are not guarantees of future events, and speak
only as of the date made. 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 more detailed
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.
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