Recommended All-Share Merger of Barrick Gold Corporation and Randgold Resources Limited
Jersey, Channel Islands (FSCwire) - The Boards of Barrick Gold Corp. (“Barrick”) and Randgold Resources Ltd. (“Randgold”) are pleased to announce that they have reached agreement on the terms of a recommended share-for-share merger of Barrick and Randgold (the “Merger”) to create an industry-leading gold company. It is intended that the Merger will be implemented by means of a court-sanctioned scheme of arrangement of Randgold and the Randgold Shareholders under Article 125 of the Companies (Jersey) Law 1991, with the entire issued and to be issued share capital of Randgold being acquired by Barrick.
Under the terms of the Merger, each Randgold Shareholder will receive:
6.1280 New Barrick Shares for each Randgold Share
This exchange ratio (the “Exchange Ratio”) has been agreed based on the volume-weighted average prices of Barrick Shares traded on NYSE, and Randgold ADSs traded on NASDAQ, respectively, over the 20 trading days ended on 21 September 2018 (being the last business day before this announcement).
Following completion of the Merger, Barrick Shareholders will own approximately 66.6 per cent. and Randgold Shareholders will own approximately 33.4 per cent. of the New Barrick Group on a fully-diluted basis.
Click on, or paste the following link into your web browser, to view the associated PDF document.
http://www.rns-pdf.londonstockexchange.com/rns/6665B_1-2018-9-24.pdf
Enquiries
| Barrick | ||
| Deni Nicoski | Andy Lloyd | Carole Cable Partner Brunswick Group LLP Tel +44 (0)20 7404 5959 Direct +44 (0)20 7396 7458 Mob +44 (0)7974 982 458 ccable@brunswickgroup.com |
| M. Klein and Co. (financial adviser to Barrick) | ||
| David Friedman | +1-212-380-7500 | |
| Peter Seibold | ||
| Cyrus Hiramanek | ||
| Morgan Stanley (financial adviser to Barrick) | ||
| Colm Donlon | +44 207 425 8000 | |
| Richard Tory | +1 416 943 8400 | |
| Jan Lennertz | +1 212 761 4000 | |
| Randgold | ||
| Chief Executive Officer | Finance Director and Chief Financial Officer | Investor & Media Relations +44 20 7557 7738 randgold@dpapr.com |
| CIBC (financial adviser to Randgold) | ||
| Neil Johnson | +44 20 7234 6000 |
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| Oliver Ward |
| |
| Barclays (financial adviser and corporate broker to Randgold) |
| |
| Paul Knight | +1 (416) 863 8900 |
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| Nishant Amin | +44 (0) 20 7623 2323 |
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This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
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To view the original release, please click here
Source: Randgold Resources Ltd. (LSE:RRS, NASDAQ:GOLD, OTC Pink:RGORF, FWB:RGR1)
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