Pioneer Metals Corporation to Amalgamate With Wholly-Owned Subsidiary of Barrick Gold Corporation



    Trading Symbol: PSM-TSX

    VANCOUVER, March 5 /CNW/ - Pioneer Metals Corporation ("Pioneer")
announced that at a special meeting of holders of Pioneer common shares held
today, a going private transaction involving the amalgamation (the
"Amalgamation") of Pioneer and Pioneer Acquisition Inc., a wholly-owned
subsidiary of Barrick Gold Corporation ("Barrick"), was approved. Barrick,
through Pioneer Acquisition Inc., indirectly holds 59,159,826 Pioneer common
shares representing approximately 89% of the outstanding common shares of
Pioneer. The Amalgamation was approved by approximately 99.99% of holders of
common shares of Pioneer present in person or represented by proxy at the
meeting. Immediately following the meeting, an amalgamation application and
notice of articles giving effect to the Amalgamation were filed and effective
11:59 p.m. (Vancouver time) today, Pioneer and Pioneer Acquisition Inc. will
be continued as one corporation with the name "Pioneer Metals Corporation"
("Amalco").
    As a result of the Amalgamation, former holders of Pioneer common shares
(other than Pioneer Acquisition Inc.) will receive one class A redeemable
preferred share of Amalco for each Pioneer common share held. All of the
Pioneer common shares held by Pioneer Acquisition Inc. will be cancelled. As a
result of the Amalgamation, all of the common shares of Amalco will be held by
Barrick.
    Effective as of 5:00 p.m. (Vancouver time) on March 6, 2007, the class A
redeemable preferred shares of Amalco will automatically be redeemed (the
"Redemption") by Amalco for Cdn.$1.00 in cash (which is the same consideration
per Pioneer common share that shareholders received under Barrick's prior
take-over bid for all of the common shares of Pioneer). As a result of the
Redemption, all of the Class A redeemable preferred shares will automatically
be cancelled and Barrick will own all of the outstanding securities of Amalco.
    The special meeting materials mailed to Pioneer shareholders in advance
of today's shareholders' meeting, copies of which are available at the
Canadian Securities Administrators' SEDAR website at www.sedar.com, contain
instructions for former holders of Pioneer common shares to receive the cash
payable to them in connection with the Redemption. Shareholders with any
questions or requests for assistance in completing the letter of transmittal
and surrendering the share certificates formerly representing Pioneer common
shares should contact CIBC Mellon Trust Company, the depositary, by telephone
at 416-643-5500 or toll free within Canada and the United States at
1-800-387-0825 or by e-mail at inquiries@cibcmellon.com. Shareholders whose
share certificates are registered in the name of an investment advisor,
stockbroker, bank, trust company or other nominee should immediately contact
such nominee for assistance in surrendering their share certificates.
    The common shares of Pioneer will be delisted from and will no longer be
traded on the Toronto Stock Exchange as of the close of market on March 6,
2007.
    Pioneer intends to apply to cease to be a reporting issuer under
applicable Canadian securities laws in each of the jurisdictions in which it
is currently a reporting issuer.

    About Pioneer

    Pioneer holds interests in several gold and base metals properties in
Canada and the United States, including the Grace Gold-Copper Project in
northwestern British Columbia, currently the subject of litigation with
NovaGold Resources Inc., and the Puffy Lake Gold Mine and Mill near Sherridon,
Manitoba. For further information about Pioneer, please visit our website at
www.pioneermetals.net.

    Forward Looking Information

    This press release contains certain forward-looking information. These
forward-looking statements are subject to a variety of risks and uncertainties
beyond Pioneer's ability to control or predict, which could cause actual
events or results to differ materially from those anticipated in such
forward-looking statements. Although Pioneer believes that the assumptions
inherent in the forward-looking statements are reasonable, undue reliance
should not be placed on these forward-looking statements.

    %SEDAR: 00004265E




For further information:

For further information: Sybil E. Veenman, Corporate Secretary, Pioneer
Metals Corporation, Tel: (416) 307-7470

Organization Profile

PIONEER METALS CORPORATION

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