By Angela McDaniels
Tacoma, Wash., Dec. 3 - Barrick Gold Corp. accepted $1,444,765,000 principal amount of notes for purchase in its tender offer, according to a company news release.
Holders tendered the following notes, which have been accepted for purchase:
• $39.7 million of Barrick Gold's $100 million 7.75% notes due 2015;
• $870,957,000 of Barrick Gold's $1.1 billion 2.9% notes due 2016;
• $135,777,000 of Barrick Mining Co.'s $400 million 5.75% notes due 2016; and
• $398,331,000 of Barrick Gold's $650 million 2.5% notes due 2018.
Holders also tendered the following notes, none of which were accepted for purchase:
• $202,294,000 of Barrick NA Finance LLC's $500 million 6.8% notes due 2018;
• $328,096,000 of Barrick Gold's $750 million 6.95% notes due 2019;
• $128,931,000 of Barrick (PD) Australia Finance Pty. Ltd.'s $400 million 4.95% notes due 2020;
• $328.48 million of Barrick NA Finance's $1.35 billion 4.4% notes due 2021;
• $429,146,000 of Barrick Gold's $1.25 billion 3.85% notes due 2022; and
• $724,461,000 of Barrick Gold's $1.5 billion 4.1% notes due 2023.
The notes are listed in order of priority acceptance level from one to 10.
The company offered to purchase notes for an aggregate purchase price (including principal, premium and accrued interest) of up to $1.5 billion plus the additional aggregate purchase price, not to exceed $20 million, needed to accept for purchase all validly tendered notes of the series with the lowest acceptance priority level for which notes are accepted for purchase to which a proration percentage greater than 95% would otherwise apply.
The total consideration payable per $1,000 principal amount of notes are listed in the table below.
Each total consideration includes an early tender premium of $30 per $1,000 principal amount of notes tendered by 5 p.m. ET on Nov. 15, the early tender date.
The total considerations were determined using a fixed spread over the yield based on the bid-side price of the applicable Treasury security at 2 p.m. ET on Nov. 18.
The company will also pay accrued interest up to but excluding the settlement date, which was expected to be Dec. 3.
The tender offer began Oct. 31 and expired at midnight ET on Dec. 2.
The offer's financing condition has been met. The offer was not conditioned on the tender of a minimum principal amount of notes.
The dealer managers are RBC Capital Markets, LLC (877 381-2099 or 212 618-7822) and Barclays (800 438-3242 or 212 528-7581). Global Bondholder Services Corp. (866 470-3900 or 212 430-3774) is the information agent.
Barrick is a gold explorer based in Toronto.
Barrick Gold tender offer
| Security | Reference Treasury | Reference yield | Spread | Total consideration
|
| 7.75% notes due 2015 | 0.25% due Oct. 31, 2015 | 0.286% | 45 bps | $1,106.74
|
| 2.9% notes due 2016 | 0.625% due Oct. 15, 2016 | 0.538% | 45 bps | $1,046.94
|
| 5.75% notes due 2016 | 0.625% due Oct. 15, 2016 | 0.538% | 100 bps | $1,117.66
|
| 2.5% notes due 2018 | 1.25% due Oct. 31, 2018 | 1.317% | 90 bps | $1,011.82
|
| 6.8% notes due 2018 | 1.25% due Oct. 31, 2018 | 1.317% | 130 bps | $1,186.87
|
| 6.95% notes due 2019 | 1.25% due Oct. 31, 2018 | 1.317% | 170 bps | $1,192.18
|
| 4.95% notes due 2020 | 2.5% due Aug. 15, 2023 | 2.645% | 155 bps | $1,039.82
|
| 4.4% notes due 2021 | 2.5% due Aug. 15, 2023 | 2.645% | 195 bps | $987.19
|
| 3.85% notes due 2022 | 2.5% due Aug. 15, 2023 | 2.645% | 215 bps | $935.10
|
| 4.1% notes due 2023 | 2.5% due Aug. 15, 2023 | 2.645% | 230 bps | $936.34
|
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