- Nochmals zum Harmony-African-Rainbow-Merger: Full details - Emerald, 04.05.2003, 11:38
- Re: Danke!!Stehen die Tauschbedingungen schon fest,? Ob die ADRs wohl bleiben? (owT) - André, 04.05.2003, 11:56
Nochmals zum Harmony-African-Rainbow-Merger: Full details
-->
ARMgold and Harmony in proposed merger
--------------------------------------------------------------------------------
Two of South Africa's leading gold mines, Harmony Gold Mining Company, which is listed in New York, and ARMgold, are planning to merge, it was revealed late Friday.
The merger, combined with the proposed acquisition of a 34.5% stake in Anglovaal Mining Limited (Avmin) from Anglo American, will create the fifth largest gold producer in the world, producing approximately 4.1 million ounces per annum.
It is intended that the merger will be effected by the issue of two Harmony shares for every three ARMgold shares held. In addition, ARMgold will pay a special dividend of 500 cents per ordinary share prior to
implementation of the merger.
The merged company will be known as Harmony with conspicuous and distinctive emphasis on the letters"ARM" to reflect ARMgold's identity in the merged company.
"This merger will create the largest local producer of gold ounces in South Africa. Harmony will be recognised as a role model in the industry and the country and will be truly representative of the new
South Africa," the mining companies said in a statement Friday evening.
"Merging the two companies seemed like the logical next step in both the companies" growth strategies.
"We share one of the industry's best gold assets in Free Gold and from a cultural, operational and strategic perspective, the fit seems natural," commented Patrice Motsepe, currently chairman of ARMgold.
Motsepe will become the new non-executive chairman of Harmony and will play an active and extensive role in advancing the long-term interests of the company.
As an investment alternative, Harmony will now offer a unique opportunity, being the largest, unhedged South African gold producer, exposed to both the US Dollar gold price and the volatility of the SA Rand.
The new company will have the benefit of more than 45% shareholding in North America with enhanced liquidity on the NYSE.
"The company is now, more than ever, well positioned to continue with its strategy of growth and delivery of shareholder value," commented Harmony CEO Bernard Swanepoel.
The new company will have operating mines in all the major gold producing regions in South Africa.
It is anticipated that most of the synergies, will in the short term, be realised in the Free State, as the region will now be consolidated as one operating unit. Optimal use of infrastructure and exploitation of the orebodies will deliver enhanced returns for the shareholders.
The only other operations of note in the Free State are Beatrix mine, operated by Gold Fields Limited and Target mine, operated by Avgold, which has a resource base of 78.1 million ounces of gold of which 2.6 million ounces are in the reserve category.
Harmony and ARMgold have jointly acquired Anglo American Plc's 34.5% stake in Avmin for a cash consideration of 43.50 rand per share, which give them a stake in Avgold.
The two mining companies will participate on a 50/50 joint venture basis in a transaction which is valued at 1.766 billion rand (a premium of 9% on the 90 day moving average price). Avgold recently placed 90 million
shares to retire offshore debt, decreasing its stake in Avgold to 42%.
Avmin, which has a market capitalisation of 3.4 billion rand, holds shares in the following companies: Avgold Limited - 42.0%; Chambisi -
90.0%; Assmang - 50.3%; Nkomati Mine - 75.0%; Two Rivers Project - 41.3%.
"The acquisition of the stake in Avmin creates an opportunity for Harmony and ARMgold to participate in unlocking value within that company," the companies said.

gesamter Thread: