05/21/2019 | Press release | Distributed by Public on 05/21/2019 17:35
ACCESS TO THIS AREA OF THE WEBSITE MAY BE RESTRICTED UNDER SECURITIES LAWS IN CERTAIN JURISDICTIONS. THIS NOTICE REQUIRES YOU TO CONFIRM CERTAIN MATTERS (INCLUDING THAT YOU ARE NOT RESIDENT IN SUCH A JURISDICTION), BEFORE YOU MAY OBTAIN ACCESS TO THE INFORMATION ON THIS AREA OF THE WEBSITE. THESE MATERIALS ARE NOT DIRECTED AT OR TO BE ACCESSED BY PERSONS RESIDENT IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION OR WOULD RESULT IN A REQUIREMENT TO COMPLY WITH CONSENT OR OTHER FORMALITY WHICH BARRICK REGARDS AS UNDULY ONEROUS.
You are attempting to enter the area of this website that is designated for the publication of documents and information in connection with a possible offer by Barrick Gold Corporation (Barrick) for Acacia Mining plc (Acacia) to acquire all of the shares it does not already own in Acacia through a share for share exchange (the Proposal). The information contained in this website is made available in good faith and for information purposes only and is subject to the terms and conditions set out below. In particular, the information contained in this website does not constitute an offer to sell or otherwise dispose of or any invitation or solicitation of any offer to purchase or subscribe for any securities pursuant to the Proposal or otherwise in any jurisdiction in which such offer or solicitation is unlawful.
The Proposal does not constitute an offer or impose any obligation on Barrick to make an offer for Acacia.
If an offer is made, the full terms and conditions of such offer will be set out in the formal Offer Document. In deciding whether or not to vote in favour of any offer which may be made, shareholders of Acacia should rely only on the information contained and procedures described in the formal Offer Document.
Terms used in this notice but not defined in this notice shall have the same meanings given to them in the announcement of the Proposal dated 21 May 2019.
Access to the Website
If you would like to view this area of the website, please read this notice carefully. This notice applies to all persons who view this area of the website and, depending on where you are located, may affect your rights or responsibilities. Barrick reserves the right to amend or update this notice at any time and you should, therefore, read it in full each time you visit this area of the website. In addition, the contents of this area of the website may be amended at any time in whole or in part at the sole discretion of Barrick.
As a consequence of legal restrictions, the release, publication or distribution of information contained on this area of the website in certain jurisdictions or to certain persons may be restricted or unlawful. All persons resident or located outside Canada, the United Kingdom or the United States who wish to view this area of the website must first satisfy themselves that they are not subject to any local requirements that prohibit or restrict them from doing so and should inform themselves of, and observe, any applicable legal or regulatory requirements applicable in their jurisdiction. If you are resident or located in a country that renders the accessing of this area of the website or parts thereof illegal, whether or not subject to making certain notifications or taking other action, you should not view this area of the website.
It is your responsibility to satisfy yourself as to the full observance of any relevant laws and regulatory requirements. If you are in any doubt, you should not continue to seek to access this area of the website.
You should not forward, transmit or show the announcements, information or documents contained in this area of the website to any person (other than your professional advisers). In particular, you should not forward or transmit the announcements, information or documents contained therein to any jurisdiction where it would be unlawful to do so.
Notice to US investors
In accordance with normal UK practice, Barrick or its nominees, or its brokers (acting as agents), may from time to time make certain purchases of, or arrangements to purchase, Acacia shares outside of the United States, other than pursuant to the Proposal, until the date on which the Proposal becomes effective, lapses or is otherwise withdrawn. These purchases may occur either in the open market at prevailing prices or in private transactions at negotiated prices. Any information about such purchases will be disclosed as required in the UK, will be reported to a Regulatory Information Service and will be available on the London Stock Exchange website at www.londonstockexchange.com.
Notice to Canadian investors
Canadian investors should note that the Proposal relates to the securities of an English company whose shares are admitted to trading on the Main Market of the London Stock Exchange and Dar es Salaam Stock Exchange. As such, the Proposal will principally be subject to disclosure requirements and practices in the United Kingdom (which are different from those applicable in Canada) and is proposed to be implemented by way of offer under English law. The conduct of the Proposal will not be subject to the provisions of Canadian provincial securities laws.
Forward Looking Information
This area of the website contains 'forward-looking information' within the meaning of applicable Canadian securities legislation relating to: (i) the future growth, results of operations, performance, business prospects and opportunities of Barrick and Acacia; (ii) the Proposal; (iii) the integration of Acacia's business with the existing operations of Barrick; (iv) the impact of the Proposal on the financial position of Barrick and Acacia; and (v) the outlook for Barrick's and Acacia's respective businesses and the gold mining industry generally based on information currently available. These expectations may not be appropriate for other purposes. Often, but not always, forward-looking information can be identified by the use of words such as 'believe', 'expect', 'anticipate', 'target', 'plan', 'objective', 'assume', 'intend', 'project', 'goal', 'continue', 'budget', 'estimate', 'potential', 'may', 'will', 'can', 'could', 'would', or similar expressions. . In particular, but without limitation, this area of the website contains or may contain forward-looking statements pertaining to:
These statements are based on the reasonable assumptions, estimates, analysis, 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. These risks, uncertainties and assumptions include, without limitation:
In addition, there are risks and hazards associated with the business of mineral exploration, development and mining, including environmental hazards, industrial accidents, unusual or unexpected formations, pressures, cave-ins, flooding and gold bullion, copper cathode or gold or copper concentrate losses (and the risk of inadequate insurance, or inability to obtain insurance, to cover these risks).
Forward-looking information contained in this website is given as of the date the relevant information or document is published on this area of the website (or any other date that may be specified in the relevant information or document), and 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.
For additional information relating to Barrick's risk factors and risk factors relating to the Proposal, reference should be made to 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 and to the particular risk factors, if any, described in the documents included in this area of the website.
In relation to any document, announcement or information contained in this area of the website, the only responsibility accepted by the chief financial officer and the directors of Barrick (the Barrick Responsible Persons) is for the correctness and fairness of its reproduction or presentation, unless the responsibility statement in any relevant document expressly provides otherwise.
None of the Barrick Responsible Persons, Barrick or its affiliated companies have reviewed and none of them is responsible for, or accepts any liability in respect of, any information on any other website that may be linked to this website by a third party.
The documents included in this area of the website speak only at the date specified in the relevant document and neither Barrick nor any of its affiliated companies has or accepts any responsibility or duty to update such documents (other than to the extent such duty arises as a matter of law).
If you are in any doubt about the contents of this area of the website or the action you should take, you should seek your own financial advice from an independent financial adviser authorised under the Financial Services and Markets Act 2000 or, if you are located outside the United Kingdom, from an appropriately authorised independent financial adviser.
THE DOCUMENTS IN THIS AREA OF THE WEBSITE MAY NOT BE DOWNLOADED, FORWARDED, TRANSMITTED OR SHARED WITH ANY OTHER PERSON EITHER IN WHOLE OR IN PART WHERE TO DO SO WOULD OR MAY CONSTITUTE A BREACH OF ANY APPLICABLE LOCAL LAWS OR REGULATIONS.
Electronic versions of these materials are not directed at or accessible by persons resident in any jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.
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