| Mon 15 Mar 2004, 14:49 | | HARMONY ANNOUNCES OFFER TO ABELLE MINORTIES |
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HARMONY ANNOUNCES OFFER TO ABELLE MINORTIES
JSE: HAR
NYSE: HMY
ISIN No.: ZAE000015228
HARMONY ANNOUNCES OFFER TO ABELLE MINORITIES
Johannesburg, Monday 15 March 2004 - Harmony Gold Mining Company Limited (NYSE:
HMY JSE: HAR) today announced that it proposes to make off market cash offers to
acquire all the ordinary shares, listed options and unlisted options in Abelle
Limited that it does not already own.
The Harmony offer, valued at approximately R620 million or A$125 million,
consists of the following:
* A$2.00 for each Abelle share
* A$1.70 for each of the listed options in Abelle and
* a price equal to the difference between the cash price offered to Abelle
shareholders and the exercise price for each of the unlisted options
The offers will be made by Harmony"s wholly owned subsidiary, Harmony Gold
(Australia) Pty Limited, which currently holds 83.2% of Abelle"s ordinary shares
and 69.7% of Abelle"s listed options.
The offers are conditional on the fulfillment of certain conditions including:
* Harmony obtaining the necessary regulatory approvals and confirmations from
the Foreign Investment Review Board, the South African Reserve Bank and
Papua New Guinea regulatory authorities
* The usual conditions as to prescribed occurrences (in section 652C (1) and (2)
of the Corporations Act) in relation to Abelle
* Harmony becoming entitled to proceed with the compulsory acquisition of the
outstanding securities in Abelle
The independent directors of Abelle have indicated that they intend recommending
that Abelle shareholders accept the offers from Harmony, in the absence of any
superior offers. The opinion of the Independent Expert, who under Australian
Corporations Law will be appointed by the independent directors of Abelle, is
required on the fairness and reasonableness of the offers
Peter Cook, CEO of Abelle said: "I welcome the offer from Harmony. Since its
initial investment, Harmony as Abelle"s major shareholder has shown tremendous
support and commitment to the development of Abelle"s PNG projects. I believe
that Abelle, should it become a wholly owned subsidiary of Harmony, will be
better placed to optimise the financing and the development of these key
projects."
"The acquisition of the Abelle minorities represents an important landmark in
the ultimate development of these highly prospective projects in PNG. These
world class assets are a natural fit with our pipeline of five quality growth
projects which we are currently developing in South Africa. We remain on track
with our strategy of delivering growth in Harmony"s international production
base," commented Bernard Swanepoel, Harmony Chief Executive.
About Abelle Limited
Abelle has been a majority owned subsidiary of Harmony since the close of
Harmony"s initial offer to Abelle"s shareholders in May 2003. Since that time,
Abelle has pursued a strategy of focussing on its three major world-class
projects in Papua New Guinea.
At Hidden Valley, where a resource of 4.35 million ounces of gold and 54 million
ounces of silver has been identified, a feasibility study has been completed for
the development of this asset and the permitting process is currently underway.
Phase I of the project will include the building of an open pit mine and
processing facility, which will produce an average of approximately 300,000 oz
of gold and 4.5 million ounces of silver per annum commencing early in 2006.
The capital requirements of the project envisage a maximum cash outflow of A$177
million (+/-US$133 million) and the project exhibits a rate of return of +/-28%
at current precious metal prices and exchange rates. It is expected that
significant quantities of gold currently in resource category will in due course
be converted to reserves thus enhancing the value of this project.
The Wafi project, which lies 70 km from Hidden Valley and which is located on a
major epithermal gold mineralisation system, has been the focus of an intensive
drilling campaign over the past year. This work has to date successfully
increased the gold resources within the higher grade portion of the orebody from
4.3 million ounces to 6.3 million ounces. In addition, a further 2 million
ounces of gold in low grade ores have been identified to date. This project
will in 2004 be the focus of continued intensive programmes aimed at increasing
resources and reserves and at optimising the treatment process for these ores.
Feasibility studies aimed at establishing a major gold mine at this site will be
undertaken as soon as reasonably practical.
Gulpu Copper - Gold project is a classic porphyry style mineralising system
located only 1.4 km from Wafi. To date a resource of 74.6 million tonnes @ 1.66%
copper and 0.84 g/t gold (at a 1.5% copper equivalent cut-off) containing 1.24
million tonnes of copper metal and 2 million ounces of gold has been identified.
This project is currently the subject of a pre feasibility study.
About Harmony Gold Mining Company Limited
Harmony is the largest gold producer in South Africa and the sixth largest gold
producer in the world. Harmony is listed on stock exchanges in Johannesburg,
New York, London, Paris, Berlin and Brussels, and has a market capitalisation of
approximately US$ 4.0 billion.
Since becoming an independent mining company in 1995, Harmony has implemented a
successful strategy of delivering shareholder value by pursuing a focused
strategy of growth through acquisitions. Harmony has completed some 25
acquisitions, many of which have also provided the company with opportunities
for significant organic growth. Harmony has continually increased its annualised
production base which is now estimated at approximately 4.0 million ounces in
FY2004.
As at 30 June 2003, Harmony"s mining operations in South Africa and Australia
reported in aggregate total proven and probable reserves of approximately 61.9
million ounces, and a gold resource in excess of 410 million ounces.
Issued by Harmony Gold Mining Company Limited
15 March 2004
For more details contact:
Bernard Swanepoel
on +27(0)83 303 9922
or
Ferdi Dippenaar
on +27(0)82 807 3684
Investor Relations Officer
Corne Bobbert
Tel +27 11 684 0146
Mobile +27(0)83 380 6614
cbobbert@harmony.co.za
www.harmony.co.za
Date: 15/03/2004 02:22:58 PM Produced by the JSE SENS Department
