Barrick gives early update in tender for $750 million of seven series

By Susanna Moon

Chicago, March 7 – Barrick Gold Corp. announced the early tender results in the cash tender offer to purchase up to $750 million of seven series of notes.

Barrick, Barrick North America Finance LLC and Barrick (PD) Australia Finance Pty Ltd. are offering to purchase the notes for cash.

The offers began Feb. 22.

As of 5 p.m. ET on March 4, the early tender date, holders had tendered the following amounts, with the notes listed in order of acceptance priority level:

• $17,571,000 of the $122,787,000 outstanding 2.5% notes due 2018;

• $216,233,000 of the $500 million outstanding 6.8% notes due 2018;

• $193,038,000 of the $475 million outstanding 6.95% notes due 2019;

• $151,523,000 of the $400 million outstanding 4.95% notes due 2020;

• $354.33 million of the $1.35 billion outstanding 4.4% notes due 2021;

• $14,202,000 of the $337,221,000 outstanding 3.85% notes due 2022; and

• $90,534,000 of the $731,443,000 outstanding 4.1% notes due 2023.

Barrick is offering to purchase the 2.5% notes, the 6.95% notes, the 3.85% notes and the 4.1% notes. Barrick North America is offering to purchase the 6.8% notes and the 4.4% notes. Barrick (PD) Australia is offering to purchase the 4.95% notes.

Pricing, other details

Pricing was scheduled for 2 p.m. ET on March 7.

The purchase price will be set using a reference security plus a fixed spread as follows, according to an announcement on Feb. 22:

• For the 2.5% notes, 0.75% Treasury note due Jan. 31, 2018 plus 165 basis points;

• For the 6.8% notes, 0.75% Treasury note due Jan. 31, 2018 plus 260 bps;

• For the 6.95% notes, 0.75% Treasury note due Feb. 15, 2019 plus 320 bps;

• For the 4.95% notes, 1.375% Treasury note due Jan. 31, 2021 plus 280 bps;

• For the 4.40% notes, 1.375% Treasury note due Jan. 31, 2021 plus 355 bps;

• For the 3.85% notes, 1.375% Treasury note due Jan. 31, 2021 plus 385 bps; and

• For the 4.1% notes, 1.625% Treasury note due Feb. 15, 2026 plus 360 bps.

The total purchase price will include an early tender premium of $30.00 per $1,000 principal amount of notes tendered by the early deadline.

Those who tender after the early date will receive the total amount less the early premium.

The company also will pay accrued interest up to but excluding the settlement date, which will be March 21.

Holders may continue to tender notes until midnight ET on March 18.

Tendered notes may no longer be withdrawn as of 5 p.m. ET on March 4.

The tender offer is not conditioned on the tender of a minimum principal amount of notes.

The dealer managers are Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106), HSBC Securities (USA) Inc. (888 472-2456 or 212 525-5552) and J.P. Morgan Securities LLC (866 834-4666 or 212 834-3424). Global Bondholder Services Corp. (866 470-3800 or 212 430-3774) is the information agent.

Barrick is a Toronto-based gold mining company.

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