Barrick Gold Corporation (NYSE:GOLD) (TSX:ABX) announced that Barrick Gold Inc, a wholly-owned subsidiary of Barrick, has entered into a definitive agreement with Skeena Resources Limited pursuant to which Skeena will exercise its option to acquire the Eskay Creek project and Barrick will waive its back-in right on the Eskay Creek project, all upon the terms and conditions set out in an amended and restated option agreement.
As previously announced by Skeena, consideration for the transaction consists of: (i) the issuance by Skeena of 22,500,000 units, with each Unit comprising one common share of Skeena and one half of a warrant, with each whole warrant entitling Barrick to purchase one additional common share of Skeena at an exercise price of C$2.70 each until the second anniversary of the closing date; (ii) the grant of a 1% NSR royalty on the entire Eskay Creek land package; and (iii) a contingent payment of C$15 million payable during a 24-month period after closing.
Prior to entering into the Option Agreement, Barrick directly and indirectly held 1,575,000 Common Shares, representing approximately 0.8% of Skeena’s then-issued and outstanding Common Shares (calculated on a non-diluted basis).
On the closing of the transaction, on a pro-forma basis, (i) Barrick will hold 24,075,000 Skeena common shares, representing approximately 12.4% of Skeena’s issued and outstanding common shares on closing (calculated on a non-diluted basis); and (ii) assuming the exercise in full of all of the warrants issuable pursuant to the transaction, Barrick will hold 35,325,000 Common Shares, representing approximately 17.2% of Skeena’s issued and outstanding Common Shares.
The transaction is expected to close in the fourth quarter of 2020, subject to customary conditions, including certain government approvals and the approval of the TSX Venture Exchange.
Barrick is acquiring the Units for investment purposes. Other than the transactions contemplated by the Option Agreement, Barrick currently has no other plans or intentions that relate to or would result in any of the actions listed in paragraphs (a) through (k) of Item 5 of the early warning report. Depending on market conditions and other factors, including Skeena’s business and financial condition, Barrick may, subject to the terms of the investor rights agreement to be entered into in connection with the Option Agreement Transaction, acquire additional common shares or other securities of Skeena or dispose of some or all of the common shares or other securities of Skeena that it owns at such time.
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We acknowledge the [financial] support of the Government of Canada.