| Tue 30 Nov 2004, 9:22 | | Gold Fields - Gold Fields welcomes SRP ruling on s |
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Gold Fields - Gold Fields welcomes SRP ruling on structure of Harmony`s Offer
GOLD FIELDS LIMITED
Registration number: 1968/004880/06
ISIN: ZAE000018123 JSE Code: GFI
(`Gold Fields` or the `company`)
MEDIA RELEASE
Gold Fields welcomes SRP ruling on structure of Harmony`s Offer
Johannesburg, 29 November 2004. The Board of Directors (the `Board`) of Gold
Fields Limited (GFI: JSE and NYSE) today welcomed the ruling by the Securities
Regulation Panel that the Harmony Offer is one, single, composite transaction,
subject to the Code and not two separate transactions.
Ian Cockerill, Chief Executive of Gold Fields, commented:
`The SRP has confirmed our contention that the Harmony Offer is one notifiable
transaction and not two separate transactions. This decision re-inforces the
findings of the Competition Appeal Court, namely that the Harmony Offer is one
transaction and as such, is a notifiable transaction. Counsel is currently
advising Gold Fields on the additional relief that may be sought as a result of
this ruling.`
Last week, the Competition Appeal Court in South Africa (the `Court`) ruled that
the early settlement offer by Harmony for Gold Fields is a notifiable merger for
competition purposes and may not be implemented prior to its notification and
approval.
In their ruling, the Court interdicted and restrained Harmony from voting or
exercising any rights attaching to any Gold Fields shares which it may acquire
under the early settlement offer or otherwise until approval for the early
settlement offer has been obtained from the competition authorities.
The panel also ruled that Norilsk Nickel and Harmony are not acting in concert
and the early settlement offer is not a partial offer.
ends
For more information please visit http://www.goldfields.co.za
In the United States, Gold Fields Limited (`Gold Fields`) will file a
Solicitation/Recommendation Statement with the Securities and Exchange
Commission (the `SEC`) on Schedule 14D-9 and holders of the Gold Fields Ordinary
Shares and American Depositary Shares are advised to read it as it contains
important information. Copies of the Schedule 14D-9 and other related documents
filed by Gold Fields are available free of charge on the SEC`s website at
http://www.sec.gov. Any documents filed by Harmony Gold Mining Company Limited,
including any registration statement on Form F-4 (including any prospectus
contained therein) and related exchange offer materials as well as its Tender
Offer Statement on Schedule TO, will also be available free of charge on the
SEC`s website.
The directors of Gold Fields accept responsibility for the information contained
in this document. To the best of their knowledge and belief (having taken all
reasonable care to ensure that such is the case) the information contained in
this document is in accordance with the facts and does not omit anything likely
to affect the import of such information.
Copies of this document are not being made available, and must not be mailed,
forwarded, transmitted or otherwise distributed or sent in or into Australia,
Canada, Japan, the Republic of Ireland or any other jurisdiction in which it is
illegal to make this document available and persons receiving this document
(including custodians, nominees and trustees) must not distribute, forward,
mail, transmit or send it in or into or from Australia, Canada, Japan, the
Republic of Ireland or any such other jurisdiction.
