Dec. 18 - ABX.TSE - Shareholder Rights Plan Adopted
From: Subject 17869
TORONTO, ONTARIO-- Barrick Gold Corporation announced today that its Board of Directors has adopted a Shareholder Rights Plan designed to encourage the fair treatment of its shareholders in connection with any take-over offer. The Rights Plan will provide shareholders with more time to fully consider any unsolicited take-over bid and will allow the Board of Directors to pursue other alternatives, if appropriate, to maximize shareholder value.
Shareholder approval will be sought at the annual meeting currently scheduled to be held on May 12, 1998. The Rights Plan, which would be in effect until the 2002 shareholders' meeting, was not adopted in response to any specific proposal to acquire control and the Company is not aware of any such proposal. The Rights Plan is similar to plans approved by shareholders of other Canadian companies.
The rights issued under the Plan become exercisable only when a person, including any party related to it, acquires or announces its intention to acquire 20% or more of Barrick's outstanding common shares without complying with the "Permitted Bid" provisions or without approval of the Board of Directors. Should such an acquisition occur, each right would entitle a holder, other than the acquiring person and persons related to it, to purchase common shares of Barrick at a 50% discount to the market price.
A Permitted Bid is a bid made to all shareholders that is open for at least 60 days. If at the end of 60 days, at least 50% of the outstanding shares, other than those owned by the offeror and certain related parties, have been tendered, the offeror may take up and pay for the shares but must extend the bid for a further 10 days to allow other shareholders to tender. This will provide shareholders with more time to consider the bid and any other options that may be available. The Board of Directors will also have more time to consider alternatives and to make recommendations to shareholders.
Investor Contact: Belle Mulligan Senior Vice President, Investor Relations Tel (416) 307-7442 Fax (416) 861-0727
Sandra Scott Director, Investor Relations Tel (416) 307-7472 Fax (416) 861-0727 |