babu M
JF-Expert Member
- Mar 4, 2010
- 5,221
- 3,166
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO, OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION
FOR IMMEDIATE RELEASE
Statement re. Acacia Mining plc
Toronto, June 19, 2019 - Barrick Gold Corporation (NYSE: GOLD) (TSX: ABX) ("Barrick" or the "Company") today provides the following further update in relation to Acacia Mining plc ("Acacia").
Barrick notes the article by Bloomberg dated 18 June 2019 (the "Article") and confirms that it is proposing to engage intensively with Acacia's minority shareholders in coming weeks. As referred to in the Article, these discussions will be on the basis of the proposal set out in Barrick's announcement of 21 May (the "Proposal") and will provide an update on the situation in Tanzania and a review of Acacia's mine plans which together underpin Barrick's view that the Proposal represents fair value (as set out in full in Barrick's announcement of 18 June). However, nothing in the Article should be considered to be a no increase statement for the purposes of Rule 32.2 of the Code.
Takeover Code notes
The Proposal is subject to the satisfaction of a number of customary conditions, including receiving the recommendation of the Acacia board. Barrick reserves the right to waive all or any of such conditions at its discretion. The Proposal does not constitute an offer or impose any obligation on Barrick to make an offer. There can be no certainty that any offer for Acacia will ultimately take place, nor as to the structure of any such offer, should one be forthcoming, even if the pre-conditions are satisfied or waived. Barrick reserves the right to: (a) vary the form and/or mix of consideration referred to in this announcement and/or introduce other forms of consideration; and (b) make an offer or other proposal on less favourable terms than an exchange ratio of 0.153 Barrick shares for each ordinary share of Acacia referred to in this announcement with the agreement, recommendation or consent of the board of Acacia.
Barrick will have the right to reduce the number of new Barrick shares that Acacia minority shareholders will receive under the terms of the Proposal by the amount of any dividend (or other distribution) which is declared, paid or made by Acacia to Acacia shareholders.
This announcement does not amount to a firm intention to make an offer under Rule 2.7 of the Code, which regulates the making of offers for public companies listed in the UK. There can be no certainty any offer will be made, even if the pre-conditions referred to are satisfied or waived.
In accordance with Rule 2.6(a) of the Code, Barrick must, by not later than 5.00 p.m. on 9 July 2019, either announce a firm intention to make an offer for Acacia in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline will only be extended with the consent of the UK Takeover Panel in accordance with Rule 2.6(c) of the Code.
Enquiries:
Website:
www.barrick.com
FOR IMMEDIATE RELEASE
Statement re. Acacia Mining plc
Toronto, June 19, 2019 - Barrick Gold Corporation (NYSE: GOLD) (TSX: ABX) ("Barrick" or the "Company") today provides the following further update in relation to Acacia Mining plc ("Acacia").
Barrick notes the article by Bloomberg dated 18 June 2019 (the "Article") and confirms that it is proposing to engage intensively with Acacia's minority shareholders in coming weeks. As referred to in the Article, these discussions will be on the basis of the proposal set out in Barrick's announcement of 21 May (the "Proposal") and will provide an update on the situation in Tanzania and a review of Acacia's mine plans which together underpin Barrick's view that the Proposal represents fair value (as set out in full in Barrick's announcement of 18 June). However, nothing in the Article should be considered to be a no increase statement for the purposes of Rule 32.2 of the Code.
Takeover Code notes
The Proposal is subject to the satisfaction of a number of customary conditions, including receiving the recommendation of the Acacia board. Barrick reserves the right to waive all or any of such conditions at its discretion. The Proposal does not constitute an offer or impose any obligation on Barrick to make an offer. There can be no certainty that any offer for Acacia will ultimately take place, nor as to the structure of any such offer, should one be forthcoming, even if the pre-conditions are satisfied or waived. Barrick reserves the right to: (a) vary the form and/or mix of consideration referred to in this announcement and/or introduce other forms of consideration; and (b) make an offer or other proposal on less favourable terms than an exchange ratio of 0.153 Barrick shares for each ordinary share of Acacia referred to in this announcement with the agreement, recommendation or consent of the board of Acacia.
Barrick will have the right to reduce the number of new Barrick shares that Acacia minority shareholders will receive under the terms of the Proposal by the amount of any dividend (or other distribution) which is declared, paid or made by Acacia to Acacia shareholders.
This announcement does not amount to a firm intention to make an offer under Rule 2.7 of the Code, which regulates the making of offers for public companies listed in the UK. There can be no certainty any offer will be made, even if the pre-conditions referred to are satisfied or waived.
In accordance with Rule 2.6(a) of the Code, Barrick must, by not later than 5.00 p.m. on 9 July 2019, either announce a firm intention to make an offer for Acacia in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline will only be extended with the consent of the UK Takeover Panel in accordance with Rule 2.6(c) of the Code.
Enquiries:
| Kathy du Plessis Barrick Investor and Media Relations +44 20 7557 7738 barrick@dpapr.com |
www.barrick.com
