Barrick Gold and Homestake Mining's US$2.3B Share Exchange

Barrick Gold Corporation and Homestake Mining Company have announced plans to merge, in a US$2.3 billion deal that will create the world\'s second-largest gold mining company with the lowest cash costs of any major gold producer. Under the merger, which was announced on June 25, 2001, Homestake shareholders will receive 0.53 Barrick common shares for each of their Homestake shares. Holders of Homestake Canada exchangeable shares will be entitled to exchange their shares for Barrick common shares based on the same ratio, following the merger.

Barrick is represented by executive vice-president and general counsel, Patrick Garver, and associate general counsel and secretary, Sybil Veenman, with assistance from Davies Ward Phillips & Vineberg LLP in Canada and Shearman & Sterling in the U.S. The Davies team consists of Kevin Thomson, Ian McBride, Michael Creery and Lisa Damiani (corporate and securities), David Smith and Geoffrey Turner (tax) and Lori Cornwall (competition). Shearman & Sterling\'s team includes Stephen Volk, Spencer Klein, Andrew Abernethy, Yukiko Kojima (M&A), John A. Morrison and Erika Foster (compensation & benefits), Don Lonczak and Bari Zahn (tax) and Mark Siemens (antitrust).

Homestake\'s legal team is led by its vice-president and general counsel, Wayne Kirk, with Osler, Hoskin & Harcourt LLP acting as Canadian counsel and Cravath, Swaine & Moore providing U.S. advice. The Osler team is led by Clay Horner, with assistance from J.E. Fordyce and Carl DeLuca (corporate and securities), David Tetreault and Patrick Marley (tax) and Peter Franklyn and Shuli Rodal (competition). At Cravath, Alan C. Stephenson, Richard Hall, Thomas E. Dunn, Stephen L. Gordon, Patricia Geoghehan, Jeffrey A. Smith, Paul S. Scrivano, Beatrice Bigonzi, Jason C. Davis, Sharone M. Menczel, Michael E. O\'Brien and Gregory J. Battista are engaged in the transaction.


Lisa Damiani Richard Hall Yukiko Kojima Andrew Abernethy Ian R. McBride Stephen R. Volk Patrick W. Marley Beatrice Bigonzi Lori A. Cornwall Jeffrey A. Smith Kevin J. Thomson Thomas E. Dunn Geoffrey S. Turner John A. Morrison Michael E. O'Brien Clay Horner Alan C. Stephenson Bari Zahn David T. Tetreault Peter H.G. Franklyn Shuli Rodal Stephen L. Gordon David W. Smith Jason C. Davis Gregory J. Battista Paul S. Scrivano Spencer Klein Carl DeLuca


Davies Ward Phillips & Vineberg LLP Shearman & Sterling LLP Osler, Hoskin & Harcourt LLP Cravath, Swaine & Moore LLP