EXHIBIT 1
Form 51-102F3
MATERIAL CHANGE REPORT
Section 7.1 of National Instrument 51-102
Continuous Disclosure Obligations
ITEM 1: REPORTING ISSUER
Barrick Gold Corporation
BCE Place
Canada Trust Tower
161 Bay Street, Suite 3700
P.O. Box 212
Toronto, ON M5J 2S1
ITEM 2: DATE OF MATERIAL CHANGE
December 22, 2005
ITEM 3: PRESS RELEASE
A press release was issued by Barrick Gold Corporation (“Barrick”) on December 22, 2005.
ITEM 4: SUMMARY OF MATERIAL CHANGE
Barrick has entered into a support agreement (the “Support Agreement”) with Placer Dome Inc. (“Placer Dome”), pursuant to which the board of directors of Placer Dome has agreed to support Barrick’s offer (the “Offer”), which was announced on October 31, 2005, for all the outstanding shares of Placer Dome and Barrick has agreed to increase the consideration offered to Placer Dome’s shareholders pursuant to the Offer to, at the election of each shareholder, US$22.50 in cash or 0.8269 of a Barrick common share plus US$0.05 in cash per Placer Dome share, in each case subject to pro ration.
ITEM 5: FULL DESCRIPTION OF MATERIAL CHANGE
Please see press release attached hereto.
ITEM 6: RELIANCE ON SUBSECTION 7.1(2) OR (3) OF NATIONAL INSTRUMENT 51-102
Not applicable.
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ITEM 7: OMITTED INFORMATION
Not applicable.
ITEM 8: SENIOR OFFICER
The following senior officer of Barrick is knowledgeable about the material change and this report:
Sybil E. Veenman
Vice-President, Assistant General Counsel & Secretary
(416) 861-9911
ITEM 9: STATEMENT OF SENIOR OFFICER
The foregoing accurately discloses the material change referred to herein.
DATED at Toronto, Ontario this 28th day of December, 2005.
by | /s/ Sybil E. Veenman |
Vice-President, Assistant General Counsel & Secretary |