news-details

Barrick Announces Commencement of Offer to Acquire Equinox

April 26, 2011

All amounts expressed in US$ unless otherwise indicated

TORONTO, April 26, 2011 — Barrick Gold Corporation (NYSE: ABX)(TSX: ABX) ("Barrick" or "the Company") announced today that a wholly-owned subsidiary of Barrick, Barrick Canada Inc. (the "Offeror"), has commenced the previously announced offer (the "Offer") to acquire, on and subject to the terms and conditions of the Offer, all of the issued and outstanding common shares (the "Equinox Shares") of Equinox Minerals Limited (TSX: EQN)(ASX: EQN) ("Equinox") at a price of C$8.15 per Equinox Share. The Offer values the total equity of Equinox at approximately C$7.3 billion.

The Offer is open for acceptance until 5:00 p.m. (Toronto time) on June 1, 2011 (the "Expiry Time"), unless the Offer is extended or withdrawn.

The Offer is conditional on, among other things, there having been validly deposited pursuant to the Offer and not withdrawn at the Expiry Time that number of Equinox Shares which, together with Equinox Shares directly or indirectly owned by the Offeror or its affiliates, constitutes at least 66 2/3% of the Equinox Shares outstanding (calculated on a fully-diluted basis). Subject to applicable laws, the Offeror reserves the right to withdraw the Offer and to not take up and pay for Equinox Shares deposited under the Offer unless each of the conditions of the Offer is satisfied or waived at or prior to the Expiry Time.

This announcement is for information purposes only and does not constitute or form part of any offer to purchase or any solicitation of any offer to sell Equinox Shares. The Offer (as the same may be varied or extended in accordance with applicable law) is being made exclusively by means of, and subject to the terms and conditions set out in, the offer and take-over bid circular, the letter of transmittal, the notice of guaranteed delivery and other related offer materials (the "Offer Materials") which the Offeror will file with the Canadian securities regulatory authorities and mail to holders of Equinox Shares in accordance with applicable laws.

The Offer Materials, as they may be amended from time to time, will contain important information, including the terms and conditions of the Offer, that should be read carefully before any decision is made with respect to the Offer. Investors and security holders will be able to obtain a free copy of the Offer Materials and other documents filed by the Offeror with the Canadian securities regulatory authorities at www.sedar.com.

This press release does not constitute an offer to buy or an invitation to sell, or the solicitation of an offer to buy or an invitation to sell, any of the securities of Equinox. Such an offer is only made pursuant to the Offer Materials. The Offer is not being made to, nor will deposits be accepted from or on behalf of, Equinox Shareholders in any jurisdiction in which the making or acceptance of the Offer would not be in compliance with the laws of such jurisdiction. Furthermore, the information contained in this press release does not constitute financial product advice. It has been prepared without reference to the investment objectives, financial situation, taxation situation and particular needs of any individual Equinox Shareholder. Equinox Shareholders should consider consulting with their investment, financial, taxation or other professional advisor before taking any action in relation to their investment in Equinox.

Notice to Shareholders in the United States

The Offer is made in the United States with respect to securities of a Canadian foreign private issuer in accordance with Canadian tender offer rules. Shareholders resident in the United States should be aware that such requirements might be different from those of the United States applicable to tender offers under the United States Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder.

Notice to Shareholders in Australia and CDI Holders

The Offer is not regulated by Chapter 6 of the Corporations Act 2001 (Commonwealth of Australia), but rather pursuant to the applicable requirements of Canadian securities laws. Australian Shareholders and holders of Equinox Shares represented by CHESS Depositary Interests should be aware that these requirements may be different to those which apply to a takeover offer regulated by Australian law.

 

BARRICK INVESTOR CONTACT:
Deni Nicoski
Vice President, Investor Relations
(416) 307-7410
dnicoski@barrick.com
  BARRICK MEDIA CONTACT:
Andy Lloyd
Senior Manager, Communications
(416) 307-7414
alloyd@barrick.com

 

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 "believe", "expect", "will", "anticipate", "contemplate", "target", "plan", "continue", "budget", "may", "intend", "estimate" 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 management, are inherently subject to significant business, economic and competitive uncertainties and contingencies. The Company cautions the reader that such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual financial results, 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: changes in the worldwide price of gold, copper or certain other commodities (such as fuel and electricity); inaccuracies or material omissions in Equinox's publicly available information or the failure by Equinox to disclose events or facts which may have occurred or which may affect the significance or accuracy of any such information; the ability of the Company to complete or successfully integrate an announced acquisition proposal; legislative, political or economic developments in the United States, Canada, Zambia, Saudi Arabia or elsewhere; operating or technical difficulties in connection with mining or development activities; availability and costs associated with mining inputs and labor; the risks involved in the exploration, development and mining business. Certain of these factors are discussed in greater detail in the Company'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.

Except as otherwise indicated, the information concerning Equinox contained in this press release has been taken from or is based upon Equinox's and other publicly available documents and records on file with Canadian securities regulatory authorities and other public sources. Neither Barrick nor any of its directors or officers assumes any responsibility for the accuracy or completeness of such information, or for any failure by Equinox to disclose events or facts which may have occurred or which may affect the significance or accuracy of any such information, but which are unknown to Barrick.

The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, further events or otherwise, except as required by applicable law.

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