Set forth in the table below is the Total Consideration for the Notes, as calculated at 2:00 p.m. (New York City time) today, November 18, 2022, in accordance with the Offer to Purchase.
|Title of Security||CUSIP||Maturity Date|| Principal Amount Outstanding
|Reference U.S. Treasury Security 1||Reference U.S. Treasury Yield|| Fixed Spread
(basis points) 1
| Total Consideration
|5.250% Notes due 2042||067901AH1||April 1, 2042||$693.988||3.375% due 8/15/2042||4.175%||+145||$956.04|
The Offer will expire at 5:00 p.m. (New York City time) today, November 18, 2022, unless extended or earlier terminated (such date and time, as the same may be extended, the “Expiration Date”). Notes may be validly withdrawn at any time at or prior to 5:00 p.m. (New York City time) on the Expiration Date (such date and time, as the same may be extended, the “Withdrawal Date”), but not thereafter, unless extended by the Offeror.
For Holders who deliver a Notice of Guaranteed Delivery and all other required documentation at or prior to the Expiration Date, upon the terms and subject to the conditions set forth in the Tender Offer Documents, the deadline to validly tender Notes using the Guaranteed Delivery Procedures will be the second business day after the Expiration Date and is expected to be 5:00 p.m. (New York City time) on November 22, 2022 (the “Guaranteed Delivery Date”).
The Settlement Date is expected to be November 23, 2022, the third business day after the Expiration Date and the first business day after the Guaranteed Delivery Date, unless extended.
Upon the terms and subject to the conditions set forth in the Offer to Purchase, Holders whose Notes are accepted for purchase in the Offer will receive the Total Consideration for each $1,000 principal amount of such Notes in cash on the Settlement Date.
In addition to the Total Consideration, Holders whose Notes are accepted for purchase will receive a cash payment equal to the accrued and unpaid interest on such Notes from and including the immediately preceding interest payment date for such Notes to, but excluding, the Settlement Date (the “Accrued Coupon Payment”). Interest will cease to accrue on the Settlement Date for all Notes accepted in the Offer.
The Offer is subject to the satisfaction of certain conditions described in the Offer to Purchase. The Offeror reserves the right, subject to applicable law, to waive any and all conditions to the Offer. If any of the conditions is not satisfied, the Offeror is not obligated to accept for payment, purchase or pay for, and may delay the acceptance for payment of, any tendered Notes, in each event subject to applicable laws, and may terminate or alter any or all of the Offer. The Offer is not conditioned on the tender of a minimum principal amount of Notes, and the Offer is not subject to a financing condition.
The Offeror retained Barclays Capital Inc., J.P. Morgan Securities LLC and RBC Capital Markets, LLC to act as the dealer managers for the Offer. Questions regarding the terms and conditions of the Offer should be directed to Barclays at (800) 438-3242 (toll-free) or (212) 528-7581 (collect), J.P. Morgan at (866) 834-4666 (toll-free) or (212) 834-3424 (collect), or RBC at (877) 381-2099 (toll-free) or (212) 618-7843 (collect).
Global Bondholder Services Corporation is acting as the Depositary and the Information Agent for the Offer. Questions or requests for assistance related to the Offer or for additional copies of the Offer to Purchase may be directed to Global Bondholder Services Corporation at (855) 654-2015 or by email at firstname.lastname@example.org. You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Offer. The Tender Offer Documents can be accessed at the following link: https://www.gbsc-usa.com/barrick/
If the Offeror terminates the Offer, it will give prompt notice to the Depositary and Information Agent, and all Notes tendered pursuant to such terminated Offer will be returned promptly to the tendering Holders thereof. With effect from such termination, any Notes blocked in Depositary Trust Company (“DTC”) will be released.
Holders are advised to check with any bank, securities broker or other intermediary through which they hold Notes as to when such intermediary would need to receive instructions from a beneficial owner in order for that Holder to be able to participate in, or withdraw their instruction to…