UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Schedule
TO/A
TENDER
OFFER STATEMENT PURSUANT TO RULE 14(d)-1 or 13(e)(1)
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
(Amendment
No. 11)
PLACER
DOME INC.
(
Name
of Subject Company (Issuer))
BARRICK
GOLD CORPORATION
(
Name
of Filing Person (Bidder))
Common
Shares
(
Title
of Class of Securities)
725906101
(
CUSIP
Number of Class of Securities)
Sybil
E. Veenman
Vice
President, Assistant General Counsel, and Secretary
BCE
Place, Canada Trust Tower
161
Bay Street, Suite 3700
P.O.
Box 212
Toronto,
Canada M5J 2S1
(416)
861-9911
(Name,
address (including zip code) and telephone number (including area code)
of
person(s)
authorized to receive notices and communications on behalf of filing
person)
This
Statement
amends and supplements the Tender Offer Statement on Schedule TO (as previously
amended, the “Schedule TO”) filed with the U.S. Securities and Exchange
Commission on November 10, 2005 by Barrick Gold Corporation
(“Barrick”).
The
Schedule TO relates to the offer (the “Offer”) by Barrick to purchase (i) all
outstanding common shares (including those that are subject to CHESS Depositary
Interests and International Depositary Receipts) of Placer Dome Inc. (“Placer
Dome”), which includes common shares that may become outstanding after the date
of the offer but before the expiry time of the offer upon conversion, exchange
or exercise of options or convertible debentures or other securities of Placer
Dome that are convertible into or exchangeable for common shares and (ii)
the
associated rights issued under the Shareholders Rights Plan of Placer Dome
(collectively, the “Shares”), at a price of, on the basis of and at the election
of the shareholder of Placer Dome:
(a)
US$20.50, in cash for each Share; or
(b)
0.7518 of a Barrick common share and US$0.05 in cash for each Share
in
each
case subject to proration.
The
Offer
is subject to the terms and conditions set forth in the Offer and Circular
dated
November 10, 2005 (the “Offer and Circular”) and the related Letter of
Transmittal, copies of which were filed as Exhibits 1.1 and 1.2, respectively,
to the initial Schedule TO.
Capitalized
terms used herein and not defined herein have the respective meaning assigned
to
such terms in the Offer and Circular.
Item
12 Exhibits
As
permitted by General Instruction F to Schedule TO, Barrick's press release
dated
December 15, 2005 is herein incorporated by reference to Barrick's filing
pursuant to Rule 425 on December 15, 2005.
SIGNATURES
After
due
inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and
correct.
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BARRICK
GOLD CORPORATION |
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By: |
/s/ Sybil
E. Veenman |
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Name:
Sybil E. Veenman |
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Title:
Vice President, Assistant General Counsel and Secretary |
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Date:
December 15, 2005 |