Stock Update (NYSE:ABX): Barrick Gold Corporation (USA) Announces Early Tender Date Results of Debt Tender Offer and Amendment to Maximum Tender Amount


Barrick Gold Corporation (USA) (NYSE:ABX) announced the results as of 5:00 p.m., New York City time, on October 13, 2015 (the “Early Tender Date”), of its cash tender offer (the “Tender Offer”) for specified series of outstanding notes (the “Notes”). The terms and conditions of the Tender Offer are described in an offer to purchase (the “Offer to Purchase”) and the related letter of transmittal (the “Letter of Transmittal”), each dated September 29, 2015.

The Tender Offer

The Tender Offer commenced on September 29, 2015. Barrick, Barrick North America Finance LLC and Barrick (PD) Australia Finance Pty Ltd (together, the “Offerors”) are offering to purchase for cash the series of Notes set out in the table below for an aggregate purchase price (including principal and premium) of up to the Maximum Tender Amount (as defined below and amended hereby), plus accrued and unpaid interest on the Notes from the last applicable interest payment date up to, but not including, the settlement date. The amount of a series of Notes that is purchased in the Tender Offer will be based on the order of priority (the “Acceptance Priority Level”) for such series of Notes as set forth in the table below, with 1 being the highest Acceptance Priority Level and 7 being the lowest Acceptance Priority Level. In addition, the aggregate principal amount relating to the offer to purchase the series of Notes with Acceptance Priority Level 2 (the “Priority 2 Notes”) will be limited to $275,000,000 (such principal amount, the “Priority 2 Tender Cap”). If there are sufficient remaining funds to purchase some, but not all, of the Notes tendered of any series (other than the Priority 2 Notes), the amount of Notes purchased in that series will be subject to proration using the procedure more fully described in the Offer to Purchase. In addition, if Priority 2 Notes are validly tendered and not validly withdrawn such that the aggregate principal amount of such Priority 2 Notes would exceed the Priority 2 Tender Cap, the amount of Priority 2 Notes purchased will be subject to proration using the procedure more fully described in the Offer to Purchase.

The definition of “Maximum Tender Amount” for the Tender Offer is hereby amended to equal $850,000,000.

The following table presents the aggregate principal amount of Notes validly tendered and not validly withdrawn on the Early Tender Date for each series of Notes, as reported by the Depositary.

Title of Security

CUSIP Number

Aggregate Principal
Amount Outstanding

Principal Amount Tendered by the Early Tender Date

Acceptance Priority Level

2.50% Notes due 2018(1)

067901AN8
067901AM0
C03420AE3

$251,669,000

$123,456,000

1

6.95% Notes due 2019(1)

067901AB4

$750,000,000

$484,227,000

2

3.85% Notes due 2022(1)

067901AL2
067901AJ7
C03420AD5

$1,250,000,000

$662,722,000

3

4.10% Notes due 2023(1)

067901AQ1
067901AP3
C03420AF0

$1,500,000,000

$619,258,000

4

4.95% Notes due 2020(2)

06849UAC9

$400,000,000

$125,928,000

5

6.80% Notes due 2018(3)

06849RAB8

$500,000,000

$176,152,000

6

4.40% Notes due 2021(3)

06849RAD4
06849RAF9
U0684TAA4

$1,350,000,000

$464,251,000

7

(1) Barrick is the applicable Offeror for the 2.50% Notes due 2018, the 6.95% Notes due 2019, the 3.85% Notes due 2022 and the 4.10% Notes due 2023.
(2) Barrick (PD) Australia Finance Pty Ltd is the applicable Offeror for the 4.95% Notes due 2020.
(3) Barrick North America Finance LLC is the applicable Offeror for the 6.80% Notes due 2018 and the 4.40% Notes due 2021.

Holders of Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date and accepted for purchase will receive the applicable “Total Consideration”, which includes an early tender premium of $30.00 per $1,000 of principal amount of Notes accepted for purchase (the “Early Tender Premium”).  Holders of Notes who validly tender their Notes after the Early Tender Date, but at or prior to the Expiration Date (as defined below), will be eligible to receive only the applicable “Tender Offer Consideration”, which is an amount equal to the applicable Total Consideration minus the Early Tender Premium.  The Total Consideration or Tender Offer Consideration, as applicable, will only be paid to holders of tendered Notes to the extent that the applicable Offeror accepts such Notes for purchase.

The Total Consideration or the Tender Offer Consideration, as applicable, for each series per $1,000 principal amount of Notes will be determined in the manner described in the Offer to Purchase at 2:00 p.m., New York City time, on October 14, 2015.  In addition to the Total Consideration or the Tender Offer Consideration, as applicable, accrued and unpaid interest on the Notes accepted for purchase will be paid from the last applicable interest payment date up to, but not including, the settlement date.

Withdrawal rights with respect to the Notes tendered expired at 5:00 p.m., New York City time, on October 13, 2015.  Subject to the terms and conditions contained in the Offer to Purchase, holders may tender Notes until midnight, New York City time, on October 27, 2015, unless extended (such date and time, as the same may be extended, the “Expiration Date”).

The settlement date for the Tender Offer will follow promptly after the Expiration Date.  The Offerors expect the settlement date will be October 28, 2015.

The Tender Offer is subject to the satisfaction of certain conditions set forth in the Offer to Purchase.  If any of the conditions are not satisfied or waived by the Offerors, the Offerors will not be obligated to accept for purchase, purchase or pay for, validly tendered Notes, in each case subject to applicable laws, and may terminate the Tender Offer.  The Tender Offer is not conditioned on the tender of a minimum principal amount of Notes. (Original Source)

Shares of Barrick Gold Corp. closed yesterday at $7.46. ABX has a 1-year high of $14 and a 1-year low of $5.91. The stock’s 50-day moving average is $6.66 and its 200-day moving average is $9.62.

On the ratings front, Barrick Gold has been the subject of a number of recent research reports. In a report issued on October 5, Deutsche Bank analyst Jorge Beristain maintained a Buy rating on ABX. Separately, on September 18, RBC’s Stephen Walker reiterated a Hold rating on the stock and has a price target of $8.

According to TipRanks.com, which ranks over 7,500 financial analysts and bloggers to gauge the performance of their past recommendations, Jorge Beristain and Stephen Walker have a total average return of -14.1% and -10.5% respectively. Beristain has a success rate of 35.0% and is ranked #3741 out of 3773 analysts, while Walker has a success rate of 22.2% and is ranked #3530.

The street is mostly Neutral on ABX stock. Out of 8 analysts who cover the stock, 5 suggest a Hold rating and 3 recommend to Buy the stock.

Barrick Gold Corp produces and sells gold and copper. The Company business activities also includes exploration and mine development. It holds interests in oil and gas properties located in Canada.