| Mon 13 Nov 2006, 14:01 | | AngloGold Ashanti Limited - Financial effects |
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ANG
ANANO
AngloGold Ashanti Limited - Financial effects, posting of circular to
shareholders and withdrawal of cautionary
announcement
AngloGold Ashanti Limited
Incorporated in the Republic of South Africa
Registration Number: 1944/017354/06)
ISIN Number:ZAE000043485
JSE Share Code: ANG
("AngloGold Ashanti" or "the company")
FINANCIAL EFFECTS, POSTING OF CIRCULAR TO SHAREHOLDERS AND WITHDRAWAL OF
CAUTIONARY ANNOUNCEMENT
On 2 October 2006, AngloGold Ashanti Limited announced the imminent finalisation
of a black economic empowerment transaction ("the transaction") comprising an
employee share ownership plan and an empowerment transaction. The transaction is
subject to, inter alia, shareholder approval. Shareholders should refer to the
aforementioned announcement for full details of the transaction.
The transaction has now been finalised and a circular convening a general
meeting to be held on Monday, 11 December 2006 at 11:00 South African time at
the Country Club Johannesburg, Napier Road, Auckland Park, South Africa, at
which, shareholders will be asked to approve various resolutions to give effect
to the transaction was posted to shareholders today, Monday, 13 November 2006.
The unaudited pro forma financial information is furnished pursuant to the
requirements of the JSE Limited.
UNAUDITED PRO FORMA FINANCIAL INFORMATION RELATING TO ANGLOGOLD ASHANTI
The unaudited pro forma financial information of AngloGold Ashanti has been
prepared in order to show the effects of the issue of shares for cash to the
trust that will be established to acquire and hold the shares on behalf of
eligible employees ("the trust") and to Izingwe Holdings (Proprietary) Limited
("Izingwe") (collectively, "the issue"), assuming that the issue took place to
its full extent on 1 January 2006, for purposes of the income statement for the
nine month period ended 30 September 2006 and as at 30 September 2006 for
purposes of the balance sheet. The information is the responsibility of the
directors of AngloGold Ashanti and has been prepared for illustrative purposes
only and may not, because of its nature, fairly present the issuer"s financial
position, changes in equity, results of operations or cash flows. It does not
purport to be indicative of what the results or financial results would have
been if the issue had actually occurred at an earlier date.
Unaudited pro forma per share information for the nine month period ended 30
September 2006
The pro forma historical financial effects of the issue have been extracted from
the circular and are as follows:
For the nine month period Before After the Movement
ended 30 September 2006 theissue issue %
Net asset value per share1 US 1,061 1,041 (1.89)
cents
Net tangible asset value US 914 897 (1.86)
per share1 cents
Cash gross profit per US 449 440 (2.00)
share2 cents
Basic earnings per share3 US 10 (1) (110.00)
cents
Diluted earnings per share4 US 10 (1) (110.00)
cents
Headline earnings per US 9 (2) (122.22)
share5 cents
Headline earnings adjusted
for the effect of
unrealised non-hedge
derivatives, fair value
adjustment on convertible US 135 122 (9.63)
bonds and interest rate cents
swap per share6
Weighted average number of
shares in issue7 271,588,6 275,518,6 1.45
98 98
Weighted average diluted
number of shares in issue8 271,713,3 275,643,3 1.45
72 72
Number of shares in issue9 275,258,1 280,498,1 1.90
18 18
Net debt to net capital
employed10 18.7% 18.7%
In this pro forma financial information, unless otherwise indicated, "shares"
refers to AngloGold Ashanti ordinary shares.
Notes:
1.Net asset value per share is computed by dividing total equity by the number
of shares in issue. Net tangible asset value per share is computed by
dividing total equity (excluding intangible assets) by the number of shares
in issue.
2.The cash gross profit per share computation has been based on the weighted
average number of shares in issue.
3.Basic earnings per share are computed by dividing net earnings by the
weighted average number of shares in issue.
4.The diluted earnings per share are computed by dividing net earnings by the
weighted average diluted number of shares in issue.
5.Headline earnings remove items of a capital nature from the calculation of
earnings per share. Headline earnings per share are computed by dividing
headline earnings by the weighted average number of shares in issue.
6.Headline earnings adjusted for the effect of unrealised non-hedge
derivatives, fair value adjustment on convertible bonds and interest rate
swaps divided by the weighted average number of shares in issue.
7.The weighted average number of shares in issue was 271,588,698 for the nine
month period ended 30 September 2006 and as a result of the issuance of
5,240,000 shares (comprising 960,000 ordinary shares and 2,880,000 E ordinary
shares to the trust and 1,400,000 E ordinary shares to Izingwe), the weighted
average number of shares in issue for that period would have been
275,518,698.
8.The weighted average diluted number of shares in issue was 271,713,372 for
the nine month period ended 30 September 2006 and as a result of the issuance
of 5,240,000 shares, the weighted average diluted number of shares in issue
for that period would have been 275,643,372. The weighted average diluted
number of shares in issue for the period ended 30 September 2006 does not
assume the effect of 15,384,615 shares issuable upon the conversion of the
convertible bonds, as their effects are anti-dilutive.
9.The number of shares in issue as at 30 September 2006 was 275,258,118 and, as
a result of the issue, the number of shares in issue as at that date would
have been 280,498,118. This assumes that all the E shares will convert to
ordinary shares.
10.Net debt includes both long-term and short-term debt and is net of cash. Net
capital employed is calculated as shareholders" equity adjusted for other
comprehensive income and deferred taxation, plus minority interests, interest
bearing debt, less cash.
WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT
Shareholders are advised that the cautionary announcement made on 2 October 2006
is hereby withdrawn.
An electronic copy of the circular is available from the company"s website at
www.anglogoldashanti.com and printed copies are available, on request, from The
Company Secretary, AngloGold Ashanti Limited, P O Box 62117, Marshalltown, 2107,
Fax +27 11 637 6677.
13 November 2006
Johannesburg
Queries:
South Tel: Mobile: E-mail:
Africa
Alan Fine +27(0)11637383 +27(0)832500757 afine@AngloGoldAsha
nti.com
Cheryl +27(0)116376317 +27(0)827745097 cjlandman@AngloGold
Landman Ashanti.com
Disclaimer
Except for historical information contained herein, there are matters discussed
in this news release that are forward-looking statements. Such statements are
only predictions and actual events or results may differ materially. For
discussion of important factors including, but not limited to development of the
Company"s business the economic outlook in the gold mining industry,
expectations regarding gold prices and production, and other factors, which
could cause actual results to differ materially from such forward-looking
statements, refer to the Company"s annual report on the Form 20-F for the year
ended 31 December 2005, dated 17 March 2006 and which was filed with the
Securities and Exchange Commission (SEC) on 20 March 2006. 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.
Merchant bank and transactional sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Employee ownership corporate advisers
ESOP Shop (Proprietary) Limited
Reporting accountants
Ernst & Young Registered Auditors Inc.
Corporate law advisers to AngloGold Ashanti
Taback and Associates (Proprietary) Limited
Read Hope Phillips Thomas & Cadman Inc.
Joint financial advisers to Izingwe Holdings
Nedbank Capital
Izingwe Capital (Proprietary) Limited
Corporate law adviser to Izingwe Holdings
Edward Nathan Sonnenbergs Inc.
Independent professional expert
The Standard Bank of South Africa Limited
Date: 13/11/2006 02:01:28 PM Produced by the JSE SENS Department
