| Wed 20 Apr 2005, 17:52 | | Harmony Disposes Of 14% Of Its Investment In Afric |
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Harmony Disposes Of 14% Of Its Investment In African Rainbow Minerals Limited
Release Date: 20/04/2005 17:29:02 Code(s): HAR
Harmony disposes of 14% of its investment in African Rainbow Minerals Limited
Harmony Gold Mining Company Limited
(Incorporated in the Republic of South Africa)
(Registration number 1950/038232/06)
Share code: HAR ISIN: ZAE000015228
(`Harmony`)
20 April 2005
Harmony disposes of 14% of its investment in African Rainbow Minerals Limited
(`ARM`)
In line with Harmony`s stated commitment to unwind the Harmony / ARM cross
shareholding, Harmony is pleased to announce that it has disposed of 14% of its
investment in ARM (`the ARM shares`) to The ARM Broad-Based Empowerment Trust
(`the Trust`) for a cash consideration of R829 827 460 representing a price of
R29.00 per ARM share.
The Trust has been established for the purpose of warehousing the ARM shares to
further facilitate broad-based empowerment in ARM`s shareholder base. The
acquisition by the Trust increases ARM`s Black Economic Empowerment (`BEE`)
shareholding from 43% to 57%. ARM is Harmony`s largest shareholder and BEE
partner with 16.2% of Harmony.
`These funds will be allocated towards Harmony`s numerous growth projects
currently under construction where Harmony believes it is able to generate a
higher return on investment. It also further demonstrates Harmony`s commitment
to South Africa and the South African gold mining industry,` commented Harmony
CE, Bernard Swanepoel.
ENDS
Corporate advisor
Investec Corporate Finance
Legal advisor
Cliffe Dekker
Transactional sponsor
Investec Bank Limited
Harmony
Ferdi Dippenaar +27 11 684 0140 +27 82 807 3684
Brenton Saunders +27 11 684 0146 +27 83 607 4060
Vusi Magadana +27 11 684 0140 +27 72 157 5986
Beachhead Media & Investor Relations
Jennifer Cohen +27 11 214 2401 +27 82 468 6469
Patrick Lawlor +27 11 214 2410 +27 82 459 6709
Unless the context otherwise requires, the definitions contained in the offer
document or the registration statement sent to Gold Fields shareholders have the
same meaning in this announcement.
The directors of Harmony accept responsibility for the information contained in
this announcement. To the best of the knowledge and belief of the directors of
Harmony (who have taken all reasonable care to ensure that such is the case),
the information contained in this announcement is in accordance with the facts
and does not omit anything likely to affect the import of such information.
In connection with the proposed acquisition of Gold Fields, Harmony has filed a
registration statement (File no: 333-120975) on Form F-4 (which was declared
effective by the Securities and Exchange Commission (`SEC`) on February 28,
2005) and filed a final prospectus, dated February 25, 2005, with the SEC
pursuant to Rule 424(b)(3) of the Securities Act of 1933, to register the
Harmony ordinary shares (including Harmony ordinary shares represented by
Harmony American Depositary Shares (`ADSs`)) to be issued in exchange for Gold
Fields ordinary shares held by Gold Fields shareholders located in the United
States and for Gold Fields ADSs held by Gold Fields shareholders wherever
located, as well as a Statement on Schedule TO. Investors and holders of Gold
Fields securities are strongly advised to read the registration statement, the
related exchange offer materials and the final prospectus, the Statement on
Schedule TO and any other relevant documents filed with the SEC, as well as any
amendments and supplements to those documents, because they contain important
information. Investors and holders of Gold Fields securities may obtain free
copies of the registration statement, related exchange offer materials, the
final prospectus and the Statement on Schedule TO, as well as other relevant
documents filed or to be filed with the SEC, at the SEC`s web site at
www.sec.gov. Investors and holders of Gold Fields securities will receive
information at an appropriate time on how to obtain transaction-related
documents for free from Harmony or its duly designated agent. The final
prospectus and other transaction-related documents may be obtained for free from
MacKenzie Partners, Inc., the information agent for the U.S. offer, at the
following address: 105 Madison Avenue, New York, New York 10016; telephone 1
(212) 929 5500 (call collect) or 1 (800) 322 2885 (toll-free call); e-mail
proxy@mackenziepartners.com.
This communication is for information purposes only. It shall not constitute an
offer to purchase or exchange or the solicitation of an offer to sell or
exchange any securities of Gold Fields or an offer to sell or exchange or the
solicitation of an offer to buy or exchange any securities of Harmony, nor shall
there be any sale or exchange of securities in any jurisdiction in which such
offer, solicitation or sale or exchange would be unlawful prior to the
registration or qualification under the laws of such jurisdiction. The
distribution of this communication may, in some countries, be restricted by law
or regulation. Accordingly, persons who come into possession of this
communication should inform themselves of and observe these restrictions. The
solicitation of offers to buy Gold Fields ordinary shares (including Gold Fields
ordinary shares represented by Gold Fields ADSs) in the United States will only
be made pursuant to a prospectus and related offer materials that Harmony has
sent to holders of Gold Fields securities. The Harmony ordinary shares
(including Harmony ordinary shares represented by Harmony ADSs) may not be sold,
nor may offers to buy be accepted, in the United States prior to the time the
registration statement becomes effective. No offering of securities shall be
made in the United States except by means of a prospectus meeting the
requirements of Section 10 of the United States Securities Act of 1933, as
amended.
