/ 12 November 2004

Harmony gets OK for Gold Fields bid

Shareholders of world number-six gold miner Harmony have given the thumbs-up for the company’s proposed merger with a rival — the world’s fourth-biggest gold miner, Gold Fields.

Harmony said on Friday that at a general meeting held in Randfontein, west of Johannesburg, an overwhelming majority of Harmony shareholders voted in favour of the resolutions to implement the company’s proposed merger with Gold Fields, which will create the world’s biggest gold producer.

“In total, 85% of Harmony shareholders voted at the meeting, of which 87,7% voted in favour and only 11,4% voted against the proposed merger,” it stated.

Harmony has received a discretionary proxy in respect of approximately 67-million Harmony shares held under Harmony’s American Depositary Receipt (ADR) programme.

“These shares have been voted in favour of all of the resolutions proposed at the general meeting. Even if these shares were not voted in favour of the resolutions, sufficient Harmony shareholders, approximately 83,7%, voted in favour to ensure that all resolutions were duly passed. The special resolution is being lodged with the Registrar of Companies for registration,” Harmony said.

“We would like to thank our shareholders for approving the proposed merger and for their continued support. Our shareholders have endorsed our vision of creating a highly profitable South African champion which, from the outset, will be the largest gold producer in the world with the ability to compete successfully internationally.

“I am convinced that, by applying Harmony’s superior and proven operational efficiency to Gold Fields’ assets, we will build an exciting platform to create substantial value for both Harmony and Gold Fields shareholders,” Harmony CE Bernard Swanepoel commented.

“Harmony shareholders have clearly recognised this potential value and have demonstrated their overwhelming support for the proposed merger. We are confident that Gold Fields shareholders — who will hold approximately 66% of the enlarged group and therefore benefit substantially from the value unlocked by this transaction — will do likewise,” he added.

Harmony also received the 75% required to increase its authorised share capital from 450-million shares by 750-million shares to 1,2-billion shares.

To buy out Gold Fields completely and merge with the group, Harmony will have to issue 627-million shares, given its current offer of 1,275 Harmony shares for every Gold Fields share.

Gold Fields’ shareholders will vote on the proposed merger on December 7. On Thursday, the Johannesburg High Court dismissed with costs an application by Gold Fields to block the merger on the grounds that it was in contravention of the Companies Act, 61 of 1973.

The Competition Tribunal is expected to rule on the merger on January 18.

Harmony share softer

Shares in Harmony were softer on Friday, shortly after the results of the shareholder vote were announced.

At 1pm local time, Harmony was quoted at R66, down R4,50 or 6,38%. Shortly before the announcement, Harmony was down R2,85, or 4,04%.

Gold Fields was last quoted at R84, down R4,16 or 4,72%. Just prior to the announcement, Gold Fields was quoted down R2,17, or 2,46%. — I-Net Bridge