REG - Barrick Gold Corp Acacia Mining PLC - Form 8 (OPD) Barrick Gold Corporation
RNS Number : 6745ABarrick Gold Corporation30 May 2019FORM 8 (OPD)
PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER
Rules 8.1 and 8.2 of the Takeover Code (the "Code")
1. KEY INFORMATION
(a) Full name of discloser:
Barrick Gold Corporation
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):
The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.
N/A
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
Use a separate form for each offeror/offeree
Barrick Gold Corporation
(d) Is the discloser the offeror or the offeree?
OFFEROR / OFFEREE
(e) Date position held:
The latest practicable date prior to the disclosure
23 May 2019
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
If it is a cash offer or possible cash offer, state "N/A"
YES / NO / N/A
If YES, specify which:
Acacia Mining Plc
2. POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE
If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.
(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates
Class of relevant security:
Common
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
Nil
0.000
Nil
0.000
(2) Cash-settled derivatives:
Nil
0.000
Nil
0.000
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:
Nil
0.000
Nil
0.000
TOTAL:
Nil
0.000
Nil
0.000
All interests and all short positions should be disclosed.
Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).
Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).
(b) Rights to subscribe for new securities
Class of relevant security in relation to which subscription right exists:
N/A
Details, including nature of the rights concerned and relevant percentages:
N/A
3. POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE
Details of any interests, short positions and rights to subscribe (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:
(A) Interests held by directors or responsible executives of Barrick Gold Corporation and their close relatives and related trusts:
(Note: The percentages below are calculated on the basis of Barrick Gold Corporation common shares with no par value.)
Class of Relevant Security
Ordinary Shares
Name of director or their close relative or related trust
Holding
No.
%
Andrew J. Quinn
TOTAL
72,481
0.0041
Held directly
72,481
0.0041
Brian L. Greenspun
TOTAL
31,185
0.0018
Held by Brian Greenspun Separate Property Trust
31,185
0.0018
Christopher L. Coleman
TOTAL
121,334
0.0069
Held directly
121,334
0.0069
Gustavo A. Cisneros
TOTAL
11,000
0.0006
Held directly
11,000
0.0006
Graham P. Shuttleworth
TOTAL
707,842
0.0404
Held directly
707,842
0.0404
J. Brett Harvey
TOTAL
29,175
0.0017
Held directly
22,675
0.0013
Held by the Revocable Trust Agreement of J. Brett Harvey Dated 02/12/2003, J.Brett Harvey and Carol Ann Harvey, Trustees
6,500
0.0004
John L. Thornton
TOTAL
5,215,000
0.2977
Held directly
4,200,219
0.2397
John L. Thornton
Mark Bristow
Held by Margaret B. Thornton
120,350
0.0069
Held by Alexandra Thornton
31,900
0.0018
Held by Elisha Thornton
17,800
0.0010
Held by Elliott Thornton
26,400
0.0015
Held by John Randolph Thornton
33,950
0.0019
Grantor Retained Annuity Trust
500,000
0.0285
John L. Thornton (via John L Thornton Rollover IRA)
59,970
0.0034
Margaret B. Thornton IRA
10,200
0.0006
John L & Margaret B Thornton Descendants 2012 f/b/o Elliott Thornton
53,552.75
0.0031
John L & Margaret B Thornton Descendants 2012 f/b/o John Randolph Thornton
53,552.75
0.0031
John L & Margaret B Thornton Descendants 2012 Trust f/b/o Alexandra Thornton
53,552.75
0.0031
John L & Margaret B Thornton Descendants 2012 Trust f/b/o Elisha Thornton
53,552.75
0.0031
TOTAL
5,526,661
0.3155
Held directly
5,526,661
0.3155
(B) Options, awards or derivatives held by directors or responsible executives of Barrick Gold Corporation under its share plans:
Class of Relevant Security
Ordinary Shares (under option/derivative)
Vesting Date
Name of Concert Party
No.
Performance Granted Share Units (Cash-Settled, After-Tax Settlement Proceeds Used to Acquire Shares)
Graham P. Shuttleworth
150,294
11 November 2021
Mark Bristow
396,558
11 November 2021
Long-Term Incentive Plan Awards
Graham P. Shuttleworth
116,364
1 January 2021
Mark Bristow
480,404
1 January 2021
Restricted Share Scheme (RSS) Awards
Graham P. Shuttleworth
13,175
1 January 2020
Graham P. Shuttleworth
25,253
1 January 2021
Mark Bristow
57,872
1 January 2020
Mark Bristow
129,086
1 January 2021
(C) Interests held by other presumed concert parties of Barrick Gold Corporation:
Class of Relevant Security
Ordinary Shares
Short Positions
Name of Concert Party
No.
%
No.
%
Trust for Barrick Global Employee Share Purchase Plan
3,102
0.0002
Nil
0.000
Norton Rose Fulbright LLP
6
0.0000
Nil
0.000
Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).
Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).
4. OTHER INFORMATION
(a) Indemnity and other dealing arrangements
Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the party to the offer making the disclosure or any person acting in concert with it:
Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state "none"
None.
(b) Agreements, arrangements or understandings relating to options or derivatives
Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, and any other person relating to:
(i) the voting rights of any relevant securities under any option; or
(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
If there are no such agreements, arrangements or understandings, state "none"
None.
(c) Attachments
Are any Supplemental Forms attached?
Supplemental Form 8 (Open Positions)
YES/NO
Supplemental Form 8 (SBL)
YES/NO
Date of disclosure:
30 May 2019
Contact name:
Dana Stringer
Telephone number:
(416) 307-7405
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.
The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.ENDFEELLFIDEEIIVIA
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