Welcome
Barrick Gold Corporation (Barrick) is pleased to present its 2021 online digital information circular (Digital Circular). You can download a copy of Barrick’s 2021 Information Circular at any time by clicking on the link at the top right of the Digital Circular homepage.
By clicking “I Agree”, or following one of the links below to the Digital Circular, you acknowledge that you have read, understood and agree to the following:
Virtual Meeting Instructions
Due to the global COVID-19 pandemic, Barrick will be convening and conducting a virtual 2021 Annual Meeting of Shareholders (the Meeting) as it did last year. At the virtual Meeting, registered shareholders, non-registered (or beneficial) shareholders, and their duly appointed proxyholders will be able to participate, ask questions, and vote “real time” at the Meeting through an online portal. Non-registered shareholders must carefully follow the procedures set out in the Digital Circular in order to vote virtually and ask questions through the live webcast. In particular, if they wish to vote virtually and ask questions through the live webcast, non-registered shareholders are advised that they or their duly appointed proxyholder must contact Barrick’s transfer agent, AST Trust Company (Canada), in accordance with the procedures set out in the Digital Circular in order to obtain a Control Number which is required to log in to the live webcast. Non-registered shareholders who do not follow the procedures set out in the Digital Circular will nonetheless be able to view a live webcast of the Meeting, but will not be able to ask questions or vote.
Should circumstances in the coming weeks allow and public health officials deem it safe and appropriate, Barrick intends to make available a physical meeting location which will allow shareholders who wish to attend and vote at the Meeting in person to do so. This will be in addition to allowing shareholders to participate online as described in the Digital Circular. If an in-person Meeting becomes possible, and Barrick is able to proceed with a hybrid format (physical/virtual) as it has in past years, Barrick will communicate full details to its shareholders by press release in advance of the Meeting date.
Non-GAAP Information
Certain financial performance measures in this Digital Circular – namely “Adjusted Net Earnings”, “Free Cash Flow”, “Total Cash Costs per ounce”, All-in Sustaining Costs per ounce”, and “All-in costs per ounce” – are not prescribed by the International Financial Reporting Standards (IFRS). These non-GAAP financial measures are included because management uses the information to analyze business performance and financial strength. These non-GAAP financial performance measures are intended to provide additional information only and do not have any standardized definition under IFRS and may not be comparable to similar measures presented by other companies. These non-GAAP financial measures should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Further details on these non-GAAP measures are provided in the Digital Circular and in the MD&A accompanying Barrick’s financial statements filed from time to time on SEDAR at www.sedar.com and on EDGAR at www.sec.gov.
Forward-Looking Information
This Digital Circular contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Often, but not always, forward-looking information can be identified by the use of words such as “aim”, “aspire”, “strive”, “will”, “expect”, “intend”, “plan”, “believe”, or similar expressions, as they relate to Barrick. Forward-looking information involves known and unknown risks, uncertainties, assumptions, and other factors that may cause the actual results, performance, or achievements of Barrick, as applicable, to be materially different from those anticipated, estimated, or intended. Forward-looking information contained in the Digital Circular is made as of the date of the 2021 Information Circular, and, other than as required by securities law, Barrick disclaims any obligation to update any forward-looking information, whether as a result of new information, future events, or results or otherwise, unless so required by applicable securities laws. Further details on the specific forward-looking information contained in the Digital Circular, and associated material risk factors and underlying assumptions, are available here.