| Mon 27 Jul 2009, 15:15 | | ANG - AngloGold Ashanti - News Release: Anglogold Ashanti notes that its |
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ANG
ANANO
ANG - AngloGold Ashanti - News Release: Anglogold Ashanti notes that its
partner, Randgold Resources, has entered into an irrevocable commitment to
implement the proposed Randgold transaction with Moto Goldmines
AngloGold Ashanti Limited
(Registration number 1944/017354/06)
(Incorporated in the Republic of South Africa)
("AngloGold Ashanti")
ISIN: ZAE000043485
JSE Share code: ANG
NEWS RELEASE: ANGLOGOLD ASHANTI LIMITED NOTES THAT ITS PARTNER, RANDGOLD
RESOURCES LIMITED, HAS ENTERED INTO AN IRREVOCABLE COMMITMENT TO IMPLEMENT THE
PROPOSED RANDGOLD TRANSACTION WITH MOTO GOLDMINES
Further to its announcement of 16 July 2009, AngloGold Ashanti Limited
("AngloGold Ashanti" or "the Company") notes the announcement made by Moto
Goldmines Limited ("Moto" or the "Company") (TSX:MGL) (AIM:MOE) earlier today
and is pleased that the Board of Moto has determined that the Proposed Randgold
Transaction constitutes a "Superior Proposal" as defined under the arrangement
agreement between Red Back Mining Inc. ("Red Back") and Moto, entered into on 1
June 2009, as amended effective 26 June 2009 (the "Red Back Agreement"). In
addition, Randgold Resources Limited ("Randgold"), with the support of AngloGold
Ashanti, has executed an irrevocable commitment to enter into an arrangement
agreement to implement the Proposed Randgold Transaction, provided that Red Back
does not match the Proposed Randgold Transaction by the end of the day (12:00
midnight (Vancouver time)) on Tuesday, 4 August 2009.
On 16 July 2009, Randgold announced the terms of a proposed transaction (the
"Proposed Randgold Transaction"), under which Moto shareholders would receive
0.07061 of an ordinary share of Randgold (or, where applicable, 0.07061 of an
American Depositary Share of Randgold) per Moto share. In addition, Moto
shareholders would be provided the option to elect to receive (in lieu of
Randgold shares or ADSs) cash consideration of US$4.47 per Moto share (C$5.00
based on the noon exchange rate published by the Bank of Canada on 15 July 2009)
in respect of all or some of their Moto shares, subject to proration based on an
aggregate maximum cash amount payable to all Moto shareholders under the
Proposed Randgold Transaction of US$244 million.
Upon closing of the Proposed Randgold Transaction, AngloGold Ashanti will
acquire an indirect 50% interest in Moto for approximately US$244 million in
cash, plus a 50% share in certain other transaction related liabilities and
expenses. AngloGold Ashanti has received all necessary regulatory and other
approvals to implement this transaction.
Shareholders are referred to separate announcements made by Moto and Randgold
today describing in greater detail the above arrangements.
27 July 2009
Financial Advisor to AngloGold Ashanti
CIBC
Legal Advisors to AngloGold Ashanti
Fasken Martineau DuMoulin LLP
Shearman & Sterling LLP
JSE Sponsor
UBS South Africa (Pty) Ltd
ENDS
Contacts
Tel: Mobile: E-mail:
Alan +27 (0) 11 637 6383 + 27 (0) 83 325 0757 afine@anglogoldAshant
Fine(Media) i.com
Joanne +27 (0) 11 637 6813 +27 (0) 82 896 0306 jjones@AngloGoldAshan
Jones ti.com
(Media)
Sicelo +27 (0) 11 637-6339 +27 (0) 71 608 0991 sntuli@anglogoldashan
Ntuli ti.com
(Investors)
Stewart +1 212 836 4303 +1 646 338 4337 sbailey@anglogoldasha
Bailey nti.com
(Investors)
Certain statements made in this communication, including, without
limitation, those concerning AngloGold Ashanti`s strategy to reduce its
gold hedging position including the extent and effects of the reduction, the
economic outlook for the gold mining industry, expectations regarding gold
prices, production, cash costs and other operating results, growth prospects
and outlook of AngloGold Ashanti`s operations, individually or in the
aggregate, including the completion and commencement of commercial operations
of certain of AngloGold Ashanti`s exploration and production projects and
completion of acquisitions and dispositions, AngloGold Ashanti`s liquidity
and capital resources, and expenditure and the outcome and consequences of
any pending litigation proceedings, contain certain forward-looking statements
regarding AngloGold Ashanti`s operations, economic performance and financial
condition. Although AngloGold Ashanti believes that the expectations reflected
in such forward-looking statements are reasonable, no assurance can be given
that such expectations will prove to have been correct. Accordingly, results
could differ materially from those set out in the forward-looking statements
as a result of, among other factors, changes in economic and market conditions,
success of business and operating initiatives, changes in the regulatory
environment and other government actions, fluctuations in gold prices and
exchange rates, and business and operational risk management. For a discussion
of such factors, refer to AngloGold Ashanti`s annual report for the year
ended 31 December 2008, which was distributed to shareholders on 27 March 2009
and the company`s annual report on Form 20-F, filed with the Securities and
Exchange Commission in the United States on May 5, 2009 as amended on May 6,
2009. AngloGold Ashanti undertakes no obligation to update publicly or
release any revisions to these forward-looking statements to reflect events
or circumstances after today`s date or to reflect the occurrence of
unanticipated events. All subsequent written or oral forward-looking
statements attributable to AngloGold Ashanti or any person acting on its
behalf are qualified by the cautionary statements herein.
AngloGold Ashanti posts information that is important to investors on the
main page of its website at www.anglgoldashanti.com and under the "Investors"
tab on the main page. This information is updated regularly. Investors
should visit this website to obtain important information about AngloGold
Ashanti.
Date: 27/07/2009 15:15:01 Produced by the JSE SENS Department.
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