Harmony Gold Mining / HMY (NYSE), HAR (SA) und Gold Fields / GFI

  • aus Busyness Day vom 29.10.2004

    .............Oder wenn der Einbeinige den Elefanten jagt

    gogh



    Gold Fields has nest egg of about R5bn


    --------------------------------------------------------------------------------

    Gold Fields (GFI), which is embroiled in a bitter battle in a bid to stave off


    a hostile takeover bid from rival gold mining group Harmony (HAR), is


    sitting on a veritable war chest.



    The gold miner revealed that it has cash reserves of almost 5 billion


    rand. And this will not be needed to push through the planned merger


    with Canada's IAMGold, which Harmony is seeking to block.



    According to chief financial officer Nick Holland, the group has already


    deployed about a billion rand of the money raised from the Mvela deal -


    of which about 600 million rand was being spent on the group's South


    African operations and about 400 million rand on its offshore operations.




    Holland also disclosed that Gold Fields has very low debt levels.

  • für alle, die es ganz genau wissen wollen

    gogh



    Harmony bid hits pothole


    Business Report,October 29, 2004


    By Nicky Smith


    Johannesburg - Harmony Gold's brazen bid to take control of larger rival Gold Fields in a R50 billion hostile takeover may have hit a fatal pothole.


    Harmony may be stopped from voting any American depositary receipts (ADRs) it obtains through an early settlement offer, the first of a two-part offer, because this will not appear on the share register.


    By the regulations of the New York Stock Exchange (NYSE), if a shareholder meeting is to be convened, a shareholder register profile needs to be recorded.


    The Bank of New York, which manages the ADRs on behalf of Gold Fields, filed a record date of October 29 with the NYSE, on which the ADRs trade, ahead of its extraordinary general meeting.


    A date still has to be set for the meeting, though it will be held by December 7. The major resolution to be voted on is Gold Fields' proposed reverse listing of its non-Southern African Development Community assets into Toronto-listed Iamgold.


    The Iamgold deal failing to win shareholder approval is central to Harmony's bid succeeding.


    Harmony's early settlement offer closes on November 26, meaning the company will only own those Gold Fields shares that were tendered under the early settlement offer, nearly a month after the record date.


    Buyers of ADRs after today will not be eligible to vote at the Gold Fields meeting.


    According to Gold Fields' latest annual report, 29 percent of its shareholders are North American.


    Harmony's plan is to secure as much as 34.9 percent of Gold Fields stock under the early settlement offer, combine this with the 20.03 percent shareholding belonging to Norilsk Nickel, and vote against the Iamgold transaction. Norilsk has given its irrevocable support to Harmony's bid.



    The deal structure is particularly attractive to US hedge funds.


    One of Harmony's UK bankers, who declined to be named, believed the record date would be contested.


    Willie Jacobsz, Gold Fields' spokesperson, said anything could be legally challenged "but it is our belief this cannot be challenged".


    He was referring to Gold Fields' application to the high court to declare the offer null and void, arguing that in an all-paper offer Harmony should have issued a prospectus to Gold Fields shareholders.


    Harmony would have to issue more than 623 million new shares to effect the offer.


    Secondly, Gold Fields' financial director, Nick Holland, said there was also a competition tribunal filing in play, and today the Securities Regulation Panel would hear a complaint brought by Gold Fields.


    Harmony has branded these moves as desperate, as attempts to frustrate its offer, saying that Gold Fields management seemed to be acting in its own interest and not in that of shareholders.


    Harmony chief executive Bernard Swanepoel said: "All of these actions ... amount to nothing more than an attempt to prevent shareholders from participating in Harmony's premium offer and benefiting from the improved performance that Harmony's proven management team can deliver."



    American depositary receipts


    An American depositary receipt is a certificate issued by a US bank containing a statement that a specific number of shares in a foreign company has been deposited with it. The certificates are denominated in US dollars and can be traded as a security on US markets. - The Oxford Reference Dictionary

  • Zitat

    Original von Bratmaus
    und hopp...
    meine Gold Fields sind heute auch wech..endlich . Die €12,xx sehen die sowieso in nächster Zeit nicht mehr.
    nur die Harmony stören mich noch. mmmh, wenn sich der Kurs minimal erhöht, hau ich die Dinger den Zockern um die Ohren.


    Hey Bratmaus,


    warum so nervös? Vielleicht sehen GFI die 12 € früher, als du denkst. Ich werde dem ganzen Treiben weiter zuschauen und auch gegen eine Übernahme stimmen, es sein denn, HAR zahlt wenigstens 25 € pro Aktie, und zwar in bar, nicht in Aktien.
    Übrigens hat mir meine Depotbank geschrieben, es würden beim Tausch fremde Spesen anfallen, die Höhe der Spesen aber nicht genannt.


    Grüße


    extrel

  • hi extrel, (wieso nicht Excel? hihi, kleiner Scherz)


    das mit den Spesen ist natürlich so eine Sache. Wenn das ADR's wären, die hier natürlich keiner hat, wäre das Schlimmste zu befürchten. Mir wurde geschrieben dass das Angebot eventuell ProRata zugeteilt wird - was immer das heißen mag, ich weiß es nicht.


    Gruß

  • Aus "BUSINESS DAY" vom 29.10.2004
    Kuddel.
    -----------------------------------------------------------------------


    Harmony files documents regarding merger

    Gold mining group Harmony (HAR) has filed documents with the Securities Exchange Commission (SEC) in the US with regards to its proposed merger with rival Gold Fields (GFI).

    "In connection with the proposed acquisition of Gold Fields, Harmony has filed a registration statement on Form F-4, which includes a preliminary prospectus and related exchange offer materials, to register the Harmony ordinary shares (including Harmony ordinary shares represented by HarmonyAmerican Depositary Shares (ADSs)) to be issued in exchange for Gold Fields ordinary shares held by Gold Fields shareholders located in the US and for Gold Fields ADSs held by Gold Fields shareholders wherever located, as well
    as a Statement on Schedule TO," the company said.

    "Investors and holders of Gold Fields securities are strongly advised to read the registration statement and the preliminary prospectus, the related exchange offer materials and the final prospectus (when available), the Statement on Schedule TO and any other relevant documents filed with the Securities and Exchange Commission (SEC), as well as any amendments and supplements to those documents, because they will contain important information," it said.


    I-Net Bridge

  • Hi Bratmaus (wieso eigentlich nicht Brathering? :D ),


    Eine pro-rata-Zuteilung bezeichnet eine Vergabe von Aktien nach einer bestimmten Zuteilungsquote. Dies kann z. B. bei Aktienemissionen der Fall sein, wenn eine Neuemission überzeichnet ist und die Aktien anteilsmäßig bzw. rationiert vergeben werden (dafür gibt es auch die Bezeichnungen Repartierung oder Rationierung). Ist nicht von mir, sondern von
    http://www.boersenverlag.de/wi…ikon.php3?start=p&id=2130


    Ich neme an, das jeder anteilsmäßig nach der Zahl der CFI Aktien, die er hält, einen Teil davon in HAR tauschen kann. Der restliche Teil verbleibt im Depot und muss über die Börse verkaufft werden. Ist aber nur eine Vermuhtung von mir.


    guad nachddt


    Gruss


    extrel

  • Unsere "Freunde" vom Aktionär melden sich zu Wort ;)


    Gruß
    Schwabenpfeil



    28.10.2004
    Gold Fields spekulativ kaufen
    Der Aktionär


    Die Experten des Anlegermagazins "Der Aktionär" empfehlen die Gold Fields-Aktie (ISIN US38059T1060/ WKN 862484) spekulativ zu kaufen.


    Harmony Gold plane seinen Konkurrenten Gold Fields aus Südafrika zu übernehmen. Aus dem Merger könnte der weltweit größte Goldproduzent werden. Bislang sei allerdings der Ausgang der Übernahmeschlacht noch völlig offen. Einige Analysten würden zwar noch auf verschiedene Zugeständnisse von Harmony spekulieren, aber nach ihrer Ansicht dürfte der Sieg Harmony nicht mehr zu nehmen sein.


    Am Ende würden die Aktionäre von Gold Fields entscheiden, für die mit Sicherheit auch der 29%ige Aufschlag überzeugend sein dürfte.


    Die Experten des Anlegermagazins "Der Aktionär" raten die Gold Fields-Aktie spekulativ zu kaufen, wobei das Kursziel 16 Euro beträgt und ein Stopp bei 9 Euro gesetzt werden soll.

    Die Börse ist wie ein Paternoster. Es ist ungefährlich,
    durch den Keller zu fahren.


    Man muss nur die Nerven bewahren !

  • Pressemitteilungen



    Gold Fields Ltd - Video Interview with CEO
    25.10.2004



    Explaining the IAMGOLD deal. Indepth interview available now on http://www.cantos.com with Ian Cockerill, CEO, Gold Fields Limited.




    - Creating shareholder value: the IAMGOLD deal


    - Gold Fields and South Africa


    - Operating costs and margins



    This programming is available in video, audio and transcript.


    It's free to view. All you need to do is register at http://www.cantos.com


    Cantos.com is an online financial website where top management of companies address the critical issues facing their businesses.


    If you would like to contact us, please email enquiries@cantos.com.


    CONTACT:


    Cantos Communications Ltd.


    44 207 936 1333


    http://www.cantos.com

    Die Börse ist wie ein Paternoster. Es ist ungefährlich,
    durch den Keller zu fahren.


    Man muss nur die Nerven bewahren !

  • 29.10.2004 14:07:
    Harmony Gold Announces Institutional Shareholder Services Support for Proposed Merger with Gold Fields


    JOHANNESBURG, South Africa, Oct. 29 /PRNewswire-FirstCall/ -- Harmony Gold Mining (Nachrichten) Limited today announced that Institutional Shareholder Services, Inc. (" ISS" ) released reports recommending that the company's shareholders vote in favor of the proposed merger with Gold Fields (Nachrichten) at the special meeting scheduled for November 12, 2004.


    ISS is the world's leading independent provider of proxy voting and corporate governance services, serving more than 1,000 institutional and corporate clients worldwide and issuing vote recommendations for more than 28,000 companies across 102 markets worldwide.


    Bernard Swanepoel, Chief Executive of Harmony stated, " We are pleased that ISS agrees that shareholders should vote in favor of all Harmony proposals. The backing of ISS is an important step in moving forward with this merger, as it provides a credible, independent endorsement that this transaction is truly in the best interest of all shareholders."


    In reviewing the Harmony proposal, ISS examined whether the merger makes strategic sense, particularly from a long-term investor perspective. ISS concluded that the merger " would have a positive impact on shareholders' revenue streams and their investments, and that the effect on their voting rights would not be disproportionate to that benefit."


    ISS noted Harmony's track record of achieving higher cost savings with its acquired assets and that if Harmony could obtain a unit cost reduction of 15% annually, the Company could justify the premium paid for control of Gold Fields' shares.


    ISS also noted that: - The proposed merger is in line with Harmony's strategic plan of growth - The new Harmony would be better equipped to compete and gain access to capital internationally - A larger, more diversified Harmony could manage risk more effectively About Institutional Shareholder Services


    Institutional Shareholder Services is the world's leading provider of proxy voting and corporate governance services. Located in Rockville, Maryland, ISS provides proxy research, voting recommendations and governance advisory services to financial institutions and corporations worldwide. Founded in 1985, ISS has satellite offices in New York, Chicago, London, Toronto, Manila, and Tokyo.


    In connection with the proposed acquisition of Gold Fields, Harmony has filed a registration statement on Form F-4, which includes a preliminary prospectus and related exchange offer materials, 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 US 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 and the preliminary prospectus, the related exchange offer materials and the final prospectus (when available), the Statement on Schedule TO and any other relevant documents filed with the Securities and Exchange Commission (SEC), as well as any amendments and supplements to those documents, because they will contain important information. Investors and holders of Gold Fields securities may obtain free copies of the registration statement, the preliminary and final prospectus (when available), related exchange offer materials 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 http://www.sec.gov/. The preliminary 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. Investors and security holders may obtain a free copy of the Form 20-F filed with the SEC on October 5, 2004, as amended, and any other documents filed with or furnished to the SEC by Harmony at http://www.sec.gov/.


    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 document 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 expects to send 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.


    Harmony Gold Mining Company Limited




    quelle:
    http://www.finanz-nachrichten.…04-10/artikel-4015950.asp

    "So wie die Freiheit bleibt Gold nie lange dort, wo es nicht geschätzt wird."
    J.S.Morill in einer Rede vor dem U.S.-Senat am 28.01.1878.

  • [Blockierte Grafik: http://www.busrep.co.za/site/27/images/banner/site_header.gif]


    Wha'ts the deal?


    Harmony-Gold Fields battle in full swing


    By Bert Chanesta


    Last week this column made the point that the "stage is set for a huge battle" in the hostile takeover bid by Harmony for Gold Fields.
    That battle is now in full swing.
    The essence of Harmony's bid falls within two of the seven major theories of takeover motives discussed by Robert Franklin of MKM Research in his paper entitled: Corporate Takeovers and Defensive Tactics.


    The first motive is that elastic word again - synergy. The basic assumption here is that the offeror (Harmony) and the target (Gold Fields) will be more valuable together than they are apart.


    The deal would create the world's largest gold producer.


    Gains from a combination are normally expected as potential cost savings, economies of scale, improved efficiencies and greater market presence.


    The second motive is the application of the inefficient-management hypothesis to Gold Fields' management. The message from Harmony is that it will replace Gold Fields' management with leadership that can realise the full potential of its assets.


    Harmony's intention to do away with Gold Fields' head office is about more than just cutting costs.


    It is largely in the context of these two motives that Gold Fields management will launch its takeover defence.


    At the end of the day, outside of the involvement of the regulatory authorities, the decision whether to accept Harmony's offer will be up to the Gold Fields shareholders.


    That is, assuming that Harmony can get past its own shareholders. But then, why not? Many of Gold Fields' international assets are still to be exploited, which will be a welcome change from marginal assets.


    The fact that the management of Gold Fields is embarking on a defence rather than a recommendation of the offer to shareholders, raises some interesting considerations.


    Normally, during a takeover, the directors of the target company and its shareholders face conflicting objectives
    .


    Management's survival depends on a successful defence of the takeover, while shareholders may be better off disposing of their shares to the bidder, preferably at a large premium.


    The reality check for the target company's directors is their fiduciary duty to the company.


    In other words, they should not put their personal interest ahead of the interests of the company.


    Conflict of interest comes in different forms. The most base form was demonstrated in the Vodafone/Mannesmann takeover, in which Mannesmann's directors had initially fiercely opposed Vodafone's takeover offer.


    They had argued that it was not in Mannesmann's interests and were very convincing. Then they did an about-turn of Damascene proportions and supported the takeover.


    It subsequently transpired that they had secured "golden parachutes" from the company totalling e57 million (R440 million).


    Assuming there is no conflict of interest, the absence of takeover defences frequently utilised in the US, such as the poison pill, means that Gold Fields' management is restricted to convincing its shareholders that Harmony's bid is simply not good for them, particularly in the medium to long term.


    In view of its recent performance, Harmony has a selling job to accomplish. Just maybe, its "bigger picture" will appeal to Gold Fields shareholders.


    It does seem, though, that Gold Fields management is relying disproportionately on intervention from the regulatory authorities to have Harmony's bid declared unlawful.


    There is also a case before the courts. If success in any of these forays derails Harmony's offer, the real views of Gold Fields shareholders will never be known.


    That would be a pity.

    „Die Menschen sind so einfältig und hängen so sehr vom Eindruck des Augenblickes ab, dass einer, der sie täuschen will, stets jemanden findet, der sich täuschen lässt.“ (Niccolò Machiavelli)

  • 2 neue Artikel aus "BUSINESS DAY" vom 3.11.2004:


    Ja, so geht es weiter und weiter. Wer wird am Ende der Sieger sein ?
    Kuddel
    -------------------------------------------------------------------------------------------


    Gold Fields urges shareholders to reject bid.

    By Ray Faure

    The board of South African mining group Gold Fields (GFI) on Wednesday urged its shareholders to reject what it referred to as the unsolicited and hostile offer for the company by rival Harmony Gold Mining Company (HAR).

    Ian Cockerill, Chief Executive of Gold Fields, told a news briefing that the offer was a coercive one that would disenfranchise shareholders, adding that if the company had to accept the offer shareholders would "find
    themselves in no-man's land".

    "Harmony's hostile offer has an inequitable structure which seeks to disenfranchise the majority of our shareholders.
    "Furthermore, this offer does not represent fair value and is funded by overvalued Harmony shares. We
    cannot recommend this to our shareholders," Cockerill asserted.

    "Harmony has a large number of marginal mines and a higher risk portfolio of assets, making the company significantly more sensitive to the current rand strength than Gold Fields.
    "We have a high quality set of South African assets with excellent gearing to the rand and gold price and a
    growing international portfolio with a low risk fully funded project pipeline.
    "Unlike Harmony, we also have an extensive global exploration portfolio with an expert team in place to maximise its value potential," he added.

    It was the first formal response by Gold Fields to the hostile takeover bid which, if successful, would create the world's largest gold mining group.

    Cockerill said the group had effectively been gagged for the past few weeks from responding to the bid.

    Cockerill said the board believed that the Harmony offer would destroy shareholder value.

    "We believe the Harmony offer is a coercive attempt to gain control of Gold Fields via an early settlement offer rather than a single offer conducted in the normal way; and Harmony is offering Gold Fields
    shareholders overvalued Harmony shares at a minimal premium; the offer significantly undervalues Gold Fields shares and does not offer shareholders a fair value exchange."

    Cockerill added that Harmony's offer was structured in two phases to force an early settlement whereby it would acquire up to 34.9% of Gold Fields.
    "The Board believes that this early settlement could leave Harmony, with the support of Norilsk, free to control Gold Fields without having successfully bid for the whole company.
    "It is the Board's opinion that this two-phase structure is contrary to accepted international principles of fair
    and equal treatment of shareholders.

    "The Board further believes that the Harmony offer is dilutive to Gold Fields' shareholders based on metrics such as earnings per share, operating cash flow, net present value per share and balance sheet strength. Harmony's offer provides a mere 7% premium over the closing share price of Gold Fields on October 15.
    "The Board also considers Harmony to be financially stretched, citing Harmony's five consecutive quarterly losses and the recent downgrade of Harmony's credit rating by Fitch Ratings," Cockerill stated.

    He added that Harmony and Gold Fields had substantially different portfolios and risk profiles.
    "In South Africa, Gold Fields owns some of the greatest gold mines in the world. Outside of South Africa, Gold Fields has been extremely successful at building a portfolio of open pit and shallow underground mines," Cockerill asserted.

    In the defence document sent to shareholders on Wednesday, the Board makes it clear that the Gold Fields' strategy of investment in its high quality South African assets coupled with its success with international
    diversification, has delivered excellent returns for all of its stakeholders.
    "With a strong pipeline of development opportunities, the Board believes Gold Fields is well placed to continue to provide its shareholders with superior returns.

    "For these and the many other reasons outlined in the defence document, the Board of Gold Fields urged shareholders to reject the Harmony offer," the board stated.

    Gold Fields, which is planning to merge with Canada's IAMGold, has approached both the competition authorities and the High Court in an attempt to stave off hostile takeover bid by Harmony.

    Harmony, on the other hand, has charged that Gold Fields' legal actions are disadvantaging its shareholders.

    In an open letter on Tuesday, Harmony CEO Bernard Swanepoel urged Gold Fields to avoid a battle that would only enrich lawyers.

    "A battle enriching lawyers, disenfranchising shareholders, distressing employees and focusing on the negative is both unproductive and undesirable for all affected," Swanepoel said.

    "I write to call on your stated commitment to shareholders, the mining industry and the economy of South Africa and suggest we work together to find a more friendly resolution to the current situation," he added.

    I-Net Bridge




    Harmony appeals to Gold Fields to avoid battle.

    South African gold mining group Harmony (HAR) has called on rival Gold Fields (GFI) to avoid a battle that
    would only enrich lawyers and reconsider a merger bid that would create the world's largest gold mining group.

    The appeal was made by Harmony CEO Barnard Swanepoel in an open letter to his Gold Fields counterpart Ian Cockerill.

    "A battle enriching lawyers, disenfranchising shareholders, distressing employees and focusing on the negative is both unproductive and undesirable for all affected," Swanepoel said.

    "I write to call on your stated commitment to shareholders, the mining industry and the economy of South Africa and suggest we work together to find a more friendly resolution to the current situation," he added.

    Gold Fields, which is planning a merger with Canada's IAMGold, has approached both the competition authorities and the High Court in an attempt to stave off what it considers to be a hostile takeover bid by rival Harmony.

    Gold Fields regards the bid as unlawful and unsolicited.

    However, Harmony claims that Gold Fields' legal actions are disadvantaging its shareholders.

    "Since Harmony announced its proposed merger with Gold Fields, it has become clear who comes first in the eyes of the Gold Fields' Board: its lawyers, not its shareholders," Harmony asserted On Monday, as the war of words hotted up between the two rival companies.

    "Quite simply, the Gold Fields" Board is conducting a campaign to disenfranchise its shareholders," Harmony charged.

    I-Net Bridge

  • So geht der Schlagabtausch erstmal weiter, bis GoldFields sein Pulver verschossen hat.
    Kuddel.
    ----------------------------------------------------------------------------------------------


    Aus "BUSINESS DAY" vom 4.11.2004


    US courts set to decide Harmony, Gold Fields scrap


    Gold Fields may launch a new set of legal challenges in New York on top of those launched in SA against the hostile take-over bid by Harmony, which was initiated last month.
    This would further up the stakes in the bitter battle between the two companies.


    Gold Fields finance director Nick Holland confirmed that the company was considering launching legal action in the US to shoot down the Harmony offer.


    He gave no details, but suggested that if there was some action it would happen soon.


    There are already separate cases lodged by Gold Fields in SA before the high court, the competition authorities and the Securities Regulation Panel.


    Gold Fields CE Ian Cockerill dismissed the latest peace offering from Harmony boss Bernard Swanepoel, who had asked on Tuesday for a friendly discussion a move Cockerill said was a transparent attempt to gain the moral high ground.


    Cockerill said he was not prepared to meet Swanepoel while a "gun is being held to the heads" of Gold Fields shareholders.


    He said that the "coercive (Harmony) offer" should first be taken off the table before he would be prepared to start negotiations with Swanepoel.


    Cockerill said that Gold Fields shareholders were being asked to vote on December 7 on the planned reverse listing of the company's non-Southern African Development Community assets into IAMGOLD of Canada, a deal which he claimed would boost shareholder value, but which Harmony wants to scupper.


    Cockerill presented a comprehensive breakdown of the reasons why his board is recommending that Gold Fields shareholders should reject the overture from Harmony.


    A central criticism of the Harmony offer is that there is an early settlement option for up to 34,9% of Gold Fields shares.


    Cockerill said this could effectively "lead to a minority takeout of Gold Fields by a small group of shareholders disenfranchising the majority of our shareholders". There could also be the danger of a Harmony overhang on the share price, if Harmony were to own a significant block of Gold Fields shares without having won control.


    "Harmony is in a fundamental financial fix."


    He claimed that Harmony was not earning enough cash even to meet its interest payment obligations. A "more compelling" strategy would be for Gold Fields to take over Harmony assets.


    Gold Fields yesterday produced an array of data suggesting that the acceptance of the Harmony offer would dilute headline earnings for its shareholders, and reduce cash flow from operations.


    He further suggested that the "derisory" premium being offered by Harmony to secure the deal "does not offer Gold Fields shareholders a fair value exchange".


    Harmony director Ferdi Dippenaar said that much of the material in the Gold Fields attack had been "taken out of context", and he insisted that Harmony would be able to boost the profitability of Gold Fields' mines if the bid succeeded.


    Gold Fields also suggested that Harmony had "shown huge inconsistency" in stating its gold reserves. "If we don't know the correct numbers, how can we make a recommendation to our shareholders?" said Dippenaar.


    He also questioned Harmony's ability to deliver on claims that it could make sustainable cost savings of R1bn a year in Gold Fields.


    Business Day

  • Meine persönliche Meinung ist: Offerte annehmen!


    Wenn man an Harmony glaubt - und ich tue das, weil ich auf die Clerverness des CEO Swanepoel setze, jedenfalls mehr als auf die
    von Cockerill - dann wird mit der Übernahme der größte Goldproduzent entstehen und das kann nur gut für den Markt (und späteren Kurs von Harmony) sein.


    Kuddel.

  • Na also sag ich doch: man muss auf Swanepoel setzen !
    Hier das Neueste aus "BUSINESS DAY" vom 4.11.2004.


    Kuddel.
    -------------------------------------------------------------------------------------


    Harmony unveils cost saving plan


    World number six gold miner Harmony (HAR) on Thursday announced details of its proposed cost saving measures, which it said would deliver at least one billion rand per annum in improved pre-tax operating profit at Gold Fields' South African operations.

    "Now that we have seen the detail of Gold Fields defence, we are providing detail of our own cost savings proposals - we wouldn't have wanted to give Gold Fields a route map to success prior to the launch of their defence," Harmony chief executive Bernard Swanepoel said.

    Harmony is looking to cut 98 million rand in costs at Gold Fields' head office, 330 million rand in labour costs, 264 million rand in stores, 132 million rand in electricity and water as well as services, other costs of 297 million, and 66 million rand on contractors, for total savings of 1.185 billion rand.

    Savings from operations will come from 66 million rand in capital operations, additional optimisation of 150 million rand, for total cost reduction of 1.101 billion rand.

    "Last week Gold Fields announced new cost savings initiatives of 200 million rand to 300 million rand in South Africa, though given the circumstances one has to treat this with a pinch of salt.
    "However, it does confirm the potential for cost savings that Harmony has identified. The key difference between Harmony and Gold Fields is that while Gold Fields has spent six years thinking about efficiency improvements, Harmony has a track record of delivering such improvements time and time again," he added.

    Harmony has stated that it can achieve sustainable cost reductions equivalent to 15% per annum in Gold Fields' South African cost structure, over and above Gold Fields current efficiency initiatives.

    Harmony will do this through applying the 'Harmony Way', which has been so effective at other mines in South Africa, including mines previously owned by Gold Fields.


    I-Net Bridge

  • Will Durban jetzt auch "mitspielen" ?? ?(


    Hier das Neueste aus "BUSINESS DAY" vom 5.11.2004.


    Kuddel.
    -------------------------------------------------------------------------------


    Durban Deep CE moots mega mine
    ?
    DURBAN - Roodepoort Deep CE Ian Murray has called for pooling of assets to create a mega goldmine in Carletonville.
    He said yesterday that this would be the best way of extending the life of the mines in the area, and that his proposal would stand whether or not Harmony was successful in its hostile bid for Gold Fields.


    Murray said there was scope for further consolidation in the South African gold-mining sector, and he wanted a slice of the action.


    "With its bid for Gold Fields, Harmony is shaking the tree, and that is going to start the next wave of consolidation," he said.


    He said there could be major synergies through combining four mines Gold Fields' Driefontein, AngloGold Ashanti's Savuka, Durban Deep's Blyvooruitzicht and Harmony's Elandsrand.


    "All the mining assets in SA are tightly held, but we do think there is room for further consolidation, and for regional consolidation, such as at Carletonville," he said .


    "There is one ore body there, and there is a need to pull all the mines into one company." He warned, however, that such a move would require all those involved to "drop their egos".


    "This makes sense for the country and for the industry, and we need all the players to sit around and discuss it."


    Murray said that Durban Deep "would be a willing buyer", and it was unlikely that any of the other players would wish to acquire all the Carletonville mines.


    He said a combined mine would be more than the sum of its parts, and that the life of the reserves, which were approaching their end , could be extended through consolidation and "that would have to be in SA's best interests" .


    He said that if the Harmony bid were successful, he would want to speak to Harmony, "and if not, we would want to speak to both Harmony and Gold Fields".


    He said there could be similar consolidation opportunities for gold assets in the Klerksdorp area, and that there should be more deal-making in SA, citing the example of Australia.


    "Whenever I go to Sydney, there are so many assets, with hundreds of listed gold companies. People are keen to do business, and there are lots of deals to be done."


    He said the company could make a small margin on its South African operations at the current rand gold price after shedding a third of its workers. Durban Deep was known as the Roodepoort Rocket, he said, for its ability to react to changing conditions, and a "10% rise in the rand gold price has historically led to an increase of over 50% in our share price".


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    Harmony's bid on track
    World number six gold miner Harmony (HAR) has received permission to notify the Competition Commission, as a separate party, in its bid for all of Gold Fields' (GFI) shares, after applying to make its submissions almost two weeks ago, Harmony said in a statement.

    "In the case of an unsolicited offer, the acquiring firm must apply to the Competition Commission for permission to file separate notification of the merger.
    "On receipt of the notification, the Commission will advise the target firm of the notification and give directions to the target firm on how to comply with the notification requirements," said CliffeDekker partner Jean
    Meijer, the lawyer representing Harmony in the competition case.

    "If the target firm fails to comply with the directions within 10 business days, the acquiring firm may apply to the Commission for permission to file on behalf of the target firm," added Meijer.

    "We are required to give guidance to the Competition Commission about the impact our merger with Gold Fields could have on employment.


    "We believe that no more than between 1,000 and 1,500 jobs will be lost and these will take place at a management level," said Harmony CE Bernard Swanepoel.

    Harmony's merger filing details that the company expects to have to retrench no more than 1.01% of the workers in the combined company.

    The 'Harmony Way' means that the company strives to flatten management and empower those working on the mines, Harmony said.

    Harmony therefore does not have intermediate or regional structures between the chief executive officer and the mine managers, plant managers and service managers.

    This will be the main cause of retrenchments, together with the duplication in head office structures.

    "Harmony has saved 48,000 jobs working in mines that other companies would have closed down.


    "The communities of Welkom, Virginia and Odendalsrus, for instance, would have suffered exacerbated unemployment if traditional mining methods were employed where Gold Fields previously mined," said Swanepoel.

    The notification requirements are only fulfilled after the Commission has received all the requisite information from both the acquiring and the target firms.

    The initial period for the consideration of the merger does not start until such time as the merger parties have complied with the notification requirements.

    "We hope that Gold Fields management does not continue on its path of delaying our offer to their shareholders at the Commission and that they file their notification in a reasonable time period," said Swanepoel.

    The proposed transaction is categorised as a large merger in terms of the Competition Act No 89 of 1998.

    The Commission has 40 business days to investigate the merger and make a recommendation to the Competition Tribunal.

    The Commission may apply to the Tribunal for an extension of the time period, provided that the Tribunal may not grant an extension of more than 15 business days at a time.

    The registrar of the Tribunal must schedule a date for the hearing or the pre-hearing within 10 business days of receipt of the Commission's recommendation.

    After holding a public hearing in relation to the merger, the Tribunal must approve the merger, approve the merger subject to conditions or prohibit implementation of the merger.

    In reaching its decision, the Tribunal must consider whether the merger is likely to substantially prevent or lessen competition.

    The Act also requires the Tribunal to consider whether the merger can or cannot be justified on substantial public interest grounds, Harmony said.

    These interest grounds are the impact of the merger on a particular industrial sector or region; employment; the ability of small businesses or firms controlled or owned by historically disadvantaged persons, to become
    competitive; and the ability of national industries to compete in international markets, Harmony said in a statement.

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