EX-4.7 2 dex47.htm MATERIAL CHANGE REPORT OF BARRICK DATED MARCH 19, 2009

Material Change Report of Barrick dated March 19, 2009

EXHIBIT 4.7

FORM 51-102F3

MATERIAL CHANGE REPORT

Section 7.1 of National Instrument 51-102

Continuous Disclosure Obligations

ITEM 1:		NAME AND ADDRESS OF COMPANY
		Barrick Gold Corporation (“Barrick”)
		Brookfield Place
		TD Canada Trust Tower, Suite 3700
		161 Bay Street, P.O. Box 212
		Toronto, Ontario M5J 2S1
ITEM 2:		DATE OF MATERIAL CHANGE
		March 19, 2009.
ITEM 3:		NEWS RELEASE
		A news release with respect to the material change referred to in this report was issued on March 19, 2009 and distributed through newswire services. See Schedule A for a copy of the news release.
ITEM 4:		SUMMARY OF MATERIAL CHANGE
		On March 19, 2009, Barrick announced that it had entered into an underwriting agreement to issue $750 million in aggregate principal amount of 6.950% notes due 2019.
ITEM 5:		FULL DESCRIPTION OF MATERIAL CHANGE
		On March 19, 2009, Barrick announced that it had entered into an underwriting agreement to issue $750 million in aggregate principal amount of 6.950% notes due 2019.
		The net proceeds of the offering will be used for general corporate purposes, including to fund construction at Barrick’s projects and make investments in Barrick’s subsidiaries.
		See the news release attached hereto as Schedule A for a full description of the material change.
ITEM 6:		RELIANCE OF SUBSECTION 7.1(2) OR (3) of NATIONAL INSTRUMENT 51-102

Not applicable.

ITEM 7:		OMITTED INFORMATION
		Not applicable.
ITEM 8:		EXECUTIVE OFFICER
		For further information, please contact:
		Faith Teo
		Senior Counsel and Assistant Secretary
		(416) 307-7340
ITEM 9:		DATE OF REPORT
		March 24, 2009.
		Dated at Toronto, Ontario this 24th day of March, 2009

by		(signed) Faith T. Teo
		Faith T. Teo
		Senior Counsel and Assistant Secretary

- 2 -

SCHEDULE A

PRESS RELEASE - March 19, 2009

All amounts expressed in US dollars.

Barrick Announces Sale of $750 Million in Debt Securities

Barrick Gold Corporation (NYSE: ABX) (TSX: ABX) (“Barrick”) announced today that it has entered into an underwriting agreement to issue $750 million in aggregate principal amount of 6.95% notes due 2019. Closing of the offering is expected to take place on March 24, 2009.

The offering is being underwritten by a syndicate of underwriters led by Morgan Stanley & Co. Incorporated, J.P. Morgan Securities Inc., and Citigroup Global Markets Inc.

The net proceeds of the offering will be used for general corporate purposes, including to fund construction at Barrick’s projects and make investments in Barrick’s subsidiaries.

The sale of the notes is being made in the United States under an existing debt shelf prospectus filed with Canadian and U.S. securities regulators.

A copy of the prospectus may be obtained by calling Morgan Stanley & Co. Incorporated toll-free at 1-866-718-1649, J.P. Morgan Securities Inc. collect at 1-212-834-4533 or Citigroup Global Markets Inc. toll-free at 1-877-858-5407.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Barrick’s vision is to be the world’s best gold company by finding, acquiring, developing and producing quality reserves in a safe, profitable and socially responsible manner.

INVESTOR CONTACT:		MEDIA CONTACT:
Deni Nicoski		Vincent Borg
Vice President,		Executive Vice President,
Investor Relations		Corporate Communications
Tel:  (416) 307-7410		Tel:  (416) 307-7477
Email:  dnicoski@barrick.com		Email:  vborg@barrick.com

BARRICK GOLD CORPORATION 1 PRESS RELEASE

CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION

Certain information contained in this Press Release constitutes “forward-looking statements”. All statements, other than statements of historical fact, are forward-looking statements. The words “believe”, “expect”, “will”, “anticipate”, “contemplate”, “target”, “plan”, “continue’, “budget”, “may”, “intend”, “estimate” and similar expressions identify forward-looking statements. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties and contingencies.

The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law.

BARRICK GOLD CORPORATION 2 PRESS RELEASE