Barrick Announces Deal to Sell Barrick Energy for C$405M in Cash Plus Royalty of C$50M

Barrick Gold Corporation

today announced it has entered into an agreement to divest Barrick Energy Inc. ("Barrick Energy"). As part of its disciplined capital allocation framework, Barrick is actively pursuing opportunities to optimize its portfolio, including through opportunities to divest certain non-core assets. The sale of Barrick Energy represents such a divestiture in this ongoing process. In consideration for the sale of Barrick Energy and certain related transactions, Barrick will receive total consideration of approximately C$455 million, comprised of cash proceeds of approximately C$405 million on closing, subject to customary closing adjustments, plus a gross overriding royalty on certain lands, the estimated value of which is approximately C$50 million. The transactions consist of: (i) the sale of certain assets to Venturion Oil Limited for consideration of approximately C$59 million; (ii) the sale of certain assets to Whitecap Resources Inc. for consideration of approximately C$174 million; and (iii) after giving effect to the asset sale transactions, the sale of the shares of Barrick Energy and its assets to Canadian Natural Resources Limited for consideration of approximately C$173 million and a gross overriding royalty on certain lands. Barrick's agreement to divest Barrick Energy is subject to the closing of the asset sale transactions and other customary closing conditions. The transactions are expected to close on or prior to July 31, 2013. In connection with entering into the agreement to divest Barrick Energy and the related transactions, Barrick expects to recognize a loss of approximately $500 million in the second quarter, approximately $90 million of which relates to goodwill, representing the difference between the net proceeds and the carrying value of Barrick Energy as at June 30, 2013. Rothschild and Scotia Waterous are acting as financial advisors to Barrick with respect to the transactions. Norton Rose Fulbright Canada LLP is acting as legal counsel to Barrick.