Barrick Announces Dividend Enhancements in Connection With Randgold Merger
October 31 2018 - 2:06AM
All amounts expressed in U.S. dollars unless
otherwise indicated
Barrick Gold Corporation (NYSE:ABX) (TSX:ABX) (“Barrick” or the
“Company”) is pleased to announce that Barrick and Randgold
Resources Limited (“Randgold”) have agreed to increase dividends to
shareholders as follows:
- Randgold shareholders will be entitled to receive a dividend of
$2.69 per share for the 2018 financial year, instead of the
originally agreed Randgold dividend of $2.00 per share.
- Barrick shareholders will be entitled to receive a fourth
quarter dividend of $0.07 per share (for an annualized 2018
dividend of $0.16 per share), instead of the originally agreed
Barrick fourth quarter dividend of $0.05 per share. Barrick will
target an ongoing annual dividend of $0.16 per share, representing
an increase of $0.04 per share from the Company’s current annual
dividend of $0.12 per share.
The originally disclosed Randgold dividend was
set at $2.00 per share, which was based on Randgold’s dividend for
2017, and was equal to the largest per share dividend that had been
paid by Randgold to date. Based on Randgold’s dividend policy and
its financial performance in 2018 to date, Randgold has determined
that a dividend of $2.69 per share for 2018 would be consistent
with that dividend policy. This increase is expected to amount to
approximately $65 million in aggregate. The increased Randgold
dividend is expected to be declared and paid prior to the closing
of the Merger.
Based on the strong fundamentals of Barrick at
present and following completion of the Merger, including stronger
cash flow generation, additional overhead cost savings, potential
asset sale proceeds, and lower interest costs, Barrick will target
an annualized dividend of $0.16 per share. A dividend of $0.07 per
share is expected to be declared in December 2018 for payment in
early 2019 to shareholders of Barrick prior to the completion of
the Merger. This will result in an annual dividend of $0.16 per
share paid to the shareholders of Barrick in respect of the 2018
financial year. The increase in the fourth quarter dividend is
expected to amount to approximately $23 million in aggregate.
Thereafter, the Company expects to pay a quarterly dividend of
$0.04 per share, commencing with the dividend to be declared and
paid in respect of the first quarter of 2019.
Except as stated, the terms of the Merger remain
unchanged.
Recommendation of the Board of
DirectorsBarrick’s Board of Directors unanimously
reaffirms its view that the Merger, and the continuance of Barrick
to British Columbia, are in the best interests of Barrick, and
recommends that Barrick shareholders vote FOR the share issuance
and continuance resolutions described in the Circular. A special
meeting of shareholders to approve the resolutions will be held on
November 5, 2018.
Additional InformationThis
press release is incorporated by reference into and forms part of
the Circular, which is posted on Barrick’s website at
www.barrick.com/a-new-champion, and is filed on Barrick’s SEDAR
profile at www.sedar.com.
Shareholder Questions and
AssistanceIf you have any questions or require assistance
voting your shares, please contact our proxy solicitation agent,
Laurel Hill Advisory Group, at 1-877-452-7184 toll free in North
America, or call collect outside North America at +1 416 304-0211,
or by e-mail at assistance@laurelhill.com. Shareholders who have
already voted and do not wish to change their vote do not need to
take any further action.
INVESTOR CONTACTDeni
NicoskiSenior Vice PresidentInvestor RelationsTelephone:
+1 416 307-7474Email: dnicoski@barrick.com
MEDIA CONTACTAndy
Lloyd Senior Vice PresidentCommunicationsTelephone: +1 416
307-7414Email: alloyd@barrick.com
CAUTIONARY STATEMENT ON FORWARD-LOOKING
INFORMATION
Certain information in this press release
constitutes “forward looking information” within the meaning of
applicable Canadian securities legislation relating to, among other
things, the completion of the Merger, the declaration and payment
of dividends by Barrick (pre- and post-Merger) and by Randgold and
the strong fundamentals of Barrick following completion of the
merger, stronger anticipated cash flow, additional overhead cost
savings, potential asset sale proceeds and lower interest costs of
Barrick. Often, but not always, forward-looking information can be
identified by the use of words such as “anticipate”, “believe”,
“can”, “expect”, “estimate”, “may”, “propose”, “will”, “could”,
“would”, or similar expressions. These statements are based on the
reasonable assumptions, estimates, analyses, and opinions of
management made in light of management’s experience and perception
of trends, current conditions, and expected developments, as well
as other factors that management considers to be relevant and
reasonable at the date that such statements are made.
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, including: the risk that the conditions to
completion of the Merger will not be satisfied; the risk that
shareholder approval of the Merger will not be obtained from
Randgold shareholders or that the share issuance resolution will
not be approved by Barrick shareholders; the risk that the
continuance resolution will not be approved by Barrick
shareholders; the risk that required regulatory and third party
approvals necessary to complete the Merger will not be obtained, or
that conditions will be imposed in connection with such approvals
that will increase the costs associated with the Merger or have
other negative implications for Barrick on a consolidated basis
following the Merger; the risk that litigation relating to the
Merger may be commenced which may prevent, delay or give rise to
significant costs or liabilities on the part of Barrick or
Randgold; the risk that the anticipated benefits and value creation
from the Merger will not be realized, or may not be realized in the
expected timeframes; the risk that Randgold may not be integrated
successfully following the Merger; risks relating to certain of the
jurisdictions in which Barrick or Randgold operates, in respect of
which there have been recent changes and/or proposed changes in
mining laws and/or tax laws and where governments may seek a
greater share of mineral wealth; and the risks and assumptions
described under the headings “Forward-Looking Information” and
“Risk Factors” in the Circular and Barrick’s continuous disclosure
materials filed from time to time under its issuer profile on SEDAR
at www.sedar.com and on EDGAR at www.sec.gov. Readers are cautioned
not to place undue reliance on forward looking information. In
addition, there is a risk that the target annualized dividend rate
of $0.16 per common share post-Merger may have an impact on
Barrick’s financial flexibility to pursue new business initiatives,
mergers, acquisitions, partnerships and joint ventures with third
parties.
Barrick disclaims any obligation or intention 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.
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