Beiträge von Kuddel

@GoldenCentury+Spieler 0815

Vor Gericht ist GFI ja schon gescheitert (siehe weiter oben stehenden Artikel vom 12.1. in Business Day).

GFI sperrt sich ja mit Händen und Füssen, aber wenn das 'Pulver verschossen' ist, wird es wohl zu der Übernahme kommen.
HAR hat ja bereits die mehrheitliche Zustimmung seiner Aktionäre für die Übernahme bekommen. Wird dann vielleicht noch etwas aufgebessert, damit auch die GFI-Aktionäre zustimmen.

Auf wen sollte man setzen?
Ich gebe nur ein Beispiel für den CEO von HAR, Bernard Swanepoel.

1998 hat GFI die Mine Evander schließen wollen. Swanepoel hat diese GFI abgekauft. Im letzten Quartal hat diese nun zu HAR gehörende Mine einen höheren Profit erzielt, als die noch zu GFI gehörenden Minen Driefontein, Beatrix und Kloof!

Ich habe dazu ja schon mal gepostet.

Kuddel.

Das kann ja noch lange so weitergehen.
Kuddel

Aus "BUSINESS DAY" vom 16.11.2004
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'Gold Fields in breach of agreement'

World number four gold miner Gold Fields (GFI) has breached a confidentiality agreement, Harmony Gold (HAR) said in a statement.
Edward Nathan & Friedland (ENF), legal advisers to Gold Fields, on the evening of Friday, 12 November 2004, leaked a document prepared by HSBC Bank plc (HSBC) in August 2004, the statement said.

"It should be noted that the release of these documents to the media by Gold Fields and its advisers represents a breach of the confidentiality agreement under which these documents were provided to ENF and a breach of the basis on which the documents could be used by Gold Fields: that is to say, for the purposes of the Competition Tribunal and not for their distribution to the media," Harmony said in a statement.

The document refers to a possible transaction between Harmony, Gold Fields and Russia's Norilsk Nickel, which would involve the separation of the companies' respective South African and international assets into two separate entities.

Harmony, in common with all major corporations, regularly receives unsolicited proposals of this kind from investment banks, the statement said.

In recent months, and particularly after the announcement of the acquisition by Norilsk of Anglo American's (Anglo, AGL) stake in Gold Fields,Harmony received various proposals regarding, inter alia, a proposed takeover of Gold Fields from a number of investment banks including, JP Morgan, Investec and HSBC.

It should be noted that the JP Morgan proposal was submitted after it had been appointed as adviser to Gold Fields.

"Harmony has not implemented, and does not plan to implement, any of the ideas submitted by JP Morgan, Investec or HSBC in this period but has developed its own strategy, which it is now pursuing," Harmony said.

"Harmony believes its own strategy is a unique opportunity for Gold Fields shareholders, creating the world's largest gold mining company by reserves and production," Harmony added.

I-Net Bridge

Nun ja, wohl keine Überraschung.
Kuddel
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Small amount of shares tendered to Harmony
By Justin Brown

Only about 0.2% of Gold Fields' (GFI) 491.493 million shares in issue have been tendered to Harmony Gold (HAR) as part of Harmony's offer to Gold Fields' shareholders, a Harmony spokesperson said on Monday.

Harmony is offering Gold Fields shareholders 1.275 Harmony shares for every Gold Fields share, with Harmony's early settlement set to expire at 12h00 on Friday, November 26, 2004.

Active tendering by Gold Fields shareholders of Gold Fields' stock, in exchange for Harmony stock, is expected on Thursday, November 25 and Friday, November 26, the spokesperson said.

Harmony is aiming to secure at least 34.9% of Gold Fields' stock as a result of its early settlement offer.

"A stake of 34.9% will trigger a mandatory offer to the rest of Gold Fields' shareholders in terms of Securities Regulation Panel code," the spokesperson said.

Russia's Norilsk Nickel, which has a 20.03% stake in Gold Fields, won't be tendering its Gold Fields stock, during Harmony's early settlement offer.

However, Norilsk Nickel has signed an irrevocable undertaking to support Harmony's subsequent offer, which closes on February 4, 2005.

"If Harmony gets 34.9% of Gold Fields' stock for the early settlement offer and then it adds Norilsk Nickel's stake to that, it can vote down the IAMGOLD merger," the spokesperson said.

Gold Fields is looking to merge its international mining assets with the gold mining assets of Canada's IAMGOLD, with both sets of shareholders set to vote on December 7, 2004.

I-Net Bridge

Mal sehen, ob es bei GFI "knirscht".

Von heute aus "BUSINESS DAY" (15.11.2004)

Kuddel.
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Crunch day for Gold Fields

Gold Fields may find itself without a board, a chairman, or the approval of its shareholders for its financial statements after a crucial shareholders meeting tomorrow.

It emerged at the weekend that tomorrow's annual general meeting of Gold Fields may be anything but routine, if the company's biggest shareholder Norilsk of Russia leads a rebellion against the current management. Norilsk holds 20% of Gold Fields, which may be enough to vote down key resolutions.

These include a resolution, which requires a 50% vote to be adopted, to pay a retainer of more than R1m for Gold Fields chairman Chris Thompson for his work in the nine months to this December.

This work included helping to put together the reverse listing of Gold Fields' non-Southern African Development Community assets into IAMGOLD of Canada.

"If this resolution is voted down, it will be seen by many as a clear indication that Gold Fields shareholders are against the IAMGOLD transaction, and instead will be backing the hostile take-over of the company by Harmony, which already has the backing of Norilsk," said an industry source. Gold Fields shareholders are being asked to vote on the IAMGOLD transaction on December 7 at a special meeting.

The source noted that four nonexecutive directors of Harmony, including Thompson and Mvelaphanda's Tokyo Sexwale, are up for re-election at tomorrow's meeting, the agenda of which also includes the adoption of financial statements, the placing of shares under the control of directors and an increase in directors' fees.

The industry source suggested that if all the resolutions were passed it would give a strong indication that the bulk of Gold Fields shareholders support the management's strategy, including the IAMGOLD transaction, and will reject Harmony's hostile take-over bid.

Norilsk may hold a key role in the voting, as typically only about 60% of shares are voted at Gold Fields annual general meetings. This would mean Norilsk's 20% would carry more weight, and it alone could effectively block three resolutions requiring more than 75% support. These involve the issuing of shares for cash, approval of a share buy-back scheme and an amendment of the articles of association.

In another development, it emerged at the weekend that Harmony's advisers , HSBC, had suggested in August that a new international gold player should be created if the take-over was successful pooling the offshore assets of Gold Fields, Harmony and Norilsk.

The document, titled Project Golf, was drawn up for Harmony CE Bernard Swanepoel. Harmony has denied it had entered a concert party arrangement with Norilsk, but the document suggests "as part of the concert party arrangements" Harmony and Norilsk should "create a new international" gold company.

Business Day

Die Waage neigt sich langsam zu Gunsten von Harmony.
Siehe nachfolgenden Bericht aus "BUSINESS DAY" vom 12.11.2004.
Kuddel.
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Harmony shareholders approve bid resolutions
Shareholders of world number six gold miner Harmony (HAR) have given the thumbs-up for the company's proposed merger with rival and the world's fourth biggest gold miner Gold Fields (GFI).

Harmony said on Friday that at a general meeting held in Randfontein west of Johannesburg an overwhelming majority of Harmony shareholders had voted in favour of the resolutions to implement the company's proposed merger with Gold Fields which will create the world's biggest gold producer.

"In total, 85.0% of Harmony shareholders voted at the meeting, of which 87.7% voted in favour and only 11.4% voted against the proposed merger," it stated.

Harmony has received a discretionary proxy in respect of approximately 67 million Harmony shares held under Harmony's American Depositary Receipt (ADR) programme.

"These shares have been voted in favour of all of the resolutions proposed at the general meeting. Even if these shares were not voted in favour of the resolutions, sufficient Harmony shareholders, approximately
83.7%, voted in favour to ensure that all resolutions were duly passed.
"The special resolution is being lodged with the Registrar of Companies for registration," Harmony said.

"We would like to thank our shareholders for approving the proposed merger and for their continued support. Our shareholders have endorsed our vision of creating a highly profitable South African champion which, from the outset, will be the largest gold producer in the world with the ability to compete successfully internationally. I am convinced that, by applying Harmony's superior and proven operational efficiency to Gold Fields" assets, we will build an exciting platform to create substantial value for both Harmony and Gold Fields shareholders," Harmony CE Bernard Swanepoel commented.

"Harmony shareholders have clearly recognised this potential value and have demonstrated their overwhelming support for the proposed merger.

"We are confident that Gold Fields shareholders, who will hold approximately 66% of the enlarged group and therefore benefit substantially from the value unlocked by this transaction, will do likewise," he added.

Harmony also received the 75% required to increase its authorised share capital from 450 million shares by 750 million shares to 1.2 billion shares.

To buy out Gold Fields completely and merge with the group, Harmony will have to issue 627 million shares, given its current offer of 1.275 Harmony shares for every Gold Fields share.

Gold Fields' shareholders will vote on the proposed merger on December 7. On Thursday, the Johannesburg High Court dismissed with costs an application by Gold Fields to block the merger on the grounds that it was in contravention of the Companies Act, 61 of 1973.

The Competition Tribunal is expected to rule on the merger on January 18 2005.

I-Net Bridge

Aus "BUSINESS REPORT" vom 12.11.2004

Harmony wins round two in the battle for Gold Fields
November 12, 2004

By Nicky Smith

Johannesburg - Two down and two to go. Yesterday, the Johannesburg high court ruled that Harmony had not breached the criminal provisions of the Companies Act by not issuing a prospectus to Gold Fields shareholders for its hostile takeover bid of Gold Fields.

This takes care of another one of the legal hurdles put in its path by Gold Fields. Nick Holland, Gold Fields' financial director, said the company was "applying for leave to appeal".

Harmony's chief executive, Bernard Swanepoel, said he was pleased "but not surprised" by the judgment.

"We are getting closer to the point where [Gold Fields] shareholders will be allowed to decide based on the relative merits of the two proposed transactions," he said, referring to the Iamgold transaction and the Harmony offer.

The Iamgold transaction is Gold Fields' proposed reverse listing of its international assets into Toronto-listed gold company Iamgold.

The Securities Regulation Panel (SRP) also ruled this week that Harmony had not acted in concert with Gold Fields' largest shareholder, Norilsk Nickel, in the bid. Gold Fields is appealing this.

Today, the third of Gold Fields' legal challenges takes place at the competition commission. The tribunal has been asked to stop Harmony and Norilsk from making its early settlement offer - which is the first part of a two-leg offer structure aimed at securing 34.9 percent of Gold Fields. Gold Fields is claiming 34.9 percent is a change in control and should be notified as a merger.

Gold Fields has said the offer is coercive and "grossly undervalues" Gold Fields. It has advised its shareholders to reject it. It has also appealed to Harmony's shareholders to vote against the deal at today's general meeting.

Seventy-five percent of Harmony shareholders are expected to give the go-ahead for the bid. In other developments yesterday, the SRP stuck to its guns on its view that Gold Fields' advisers, investment bank JP Morgan and Goldman Sachs, were "inappropriate".

Merchant bank Andisa Capital was announced as Gold Fields' new adviser earlier this week following the SRP ruling.

One analyst who spoke anonymously said: "When they [Andisa] were appointed, I thought they were a bit lightweight for the size of this deal."

Hier das Neueste Über HAR/GFI aus "BUSINESS DAY" vom 12.11.2004.
Kuddel
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Harmony shareholder vote on bid looms

By Justin Brown

The vote by the shareholders of world number four gold miner Harmony (HAR) on the group's bid for rival Gold Fields (GFI) on late Friday morning is crucial to the continuation of Harmony's daring bid.

Harmony requires a total vote or 75% or more of its issued shares of 320.742 million shares, to proceed with the bid as well as increase its authorised share capital from 450 million shares by 750 million shares to 1.2 billion shares.

To buy out Gold Fields completely and merge with the group, Harmony will have to issue 627 million shares, given its current offer of 1.275 Harmony shares for every Gold Fields share.

"We are confident that we will get the necessary level of support," Harmony marketing director Ferdi Dippenaar said.

Harmony shareholders will vote from 11h00 on Friday at Harmony's Randfontein mine west of Johannesburg - a mine that Harmony won through a hostile takeover.

Gold Fields has consistently called on its shareholders to reject the Harmony bid.

Harmony has already won the support of South African fund manager Allan Gray, which held 13.8% in Harmony at end June, 2004, as Allan Gray had advised its clients to vote in favour of Harmony's bid.
ARMgold has also put its weight and its 19.85% behind Harmony's bid for Gold Fields.

On the other hand, one of Harmony's US shareholders, Tocqueville Asset Management LP, which has almost 0.9% in Harmony, has said that Harmony's offer was "unacceptably dilutive" to existing Harmony shareholders.

A number of Harmony shareholders have avoided disclosing how they will vote on Friday. These shareholders include Merrill Lynch Investment Managers (5.12%), Sanlam Investment Managers (2.41%), the South African government's Public Investment Commissioners (1.43%) and STANLIB Asset Management (1.01%).

Harmony had a total of 8,639 shareholders as at June 30,2004, according to its 2004 annual report. Of those shareholders, 477 held 97.9% and 31 shareholders held 80.97% of Harmony's issued capital.

Harmony has argued its case for merging with Gold Fields on the basis that Gold Fields' proposed merger with Canada's IAMGOLD will see Gold Fields' international mining assets sold on the cheap to IAMGOLD's shareholders.

On Wednesday, IAMGOLD reported a loss for the group's September quarter of US$926,000 - down from a profit of $4.587 million in the 2003 September quarter.

All of IAMGOLD's gold mining assets are in West Africa. It has a 38% stake in the Sadiola gold mine, a 40% stake in the Yatela gold mine, both located in Mali, and an 18.9% stake in the Tarkwa and Damang gold mining complex in Ghana.

Gold Fields has a 71.1% stake in Tarkwa and Damang. The Ghana government holds the remaining 10% in the Tarkwa and Damang mines.

Outside Ghana, Gold Fields has the two gold mines in Australia, as well as the Artic Platinum Project in Finland, which is in the feasibility stage.

Harmony has also justified its bid for Gold Fields on the basis of Harmony's ability to cut costs by 1.035 billion rand or 15.38% of Gold Fields' total costs of 6.729 billion rand in South Africa.

Russia's Norilsk Nickel, which has a 20.03% stake in Gold Fields, has given Harmony an irrevocable commitment that it will it accept Harmony's subsequent offer in respect of its entire 20% holding.

On the other hand, Norilsk Nickel has undertaken not to accept Harmony's early settlement offer, which closes on November 26, 2004 and seeks to acquire a maximum of a 34.9% stake in Gold Fields.

The merger of Harmony's and Gold Fields' gold mining interests could create the world's largest gold miner by production.

I-Net Bridge
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@ extrel: Was nun genau gegen Iamgold aus Sicht von HAR spricht, weiß ich natürlich auch nicht. Wie aus vorstehendem Bericht hervorgeht, hat Iamgold ein ziemlich schlechtes Quartal hinter sich. Vielleicht ist Iamgold als Goldgesellschaft gar nicht so interessant (habe ich aber weiter nicht nachgeprüft). GFI will wohl über Iamgold seinen Sitz nach Kanada verlegen.
Da andererseits aber die Finanzkontrollen und -genehmigungen in Südafrika gelockert werden sollen (Investitionen südafrikanischer Firmen im Ausland und umgekehrt) ist die Frage, ob solche Sitzverlegungen dann noch Sinn machen.
Da war kürzlich ein Bericht über Äußerungen von Finanzminister Trevor, habe ich aber leider nicht mehr.
Kuddel.

Sehe ich genauso wie hpopth.
Harmony wird kaum den Versuch unternommen haben, ohne sich vorher "Rückendeckung" zu verschaffen.
Eine Vorentscheidung könnte heute fallen.
Siehe nachstehenden Bericht aus "BUSINESS DAY" vom 11.11.2004.
Kuddel.
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High Court to rule on Harmony bid

By Justin Brown

The High Court in downtown Johannesburg will on Thursday at about 11h00 rule on the legal action brought by world number four gold miner Gold Fields (GFI) that Harmony's (HAR) bid for the group is unlawful, a Gold Fields spokesperson said.

Gold Fields has received legal advice to the effect that Harmony's offer does not comply with the provisions of section 145 of the Companies Act, 1973, in that it is not accompanied by a registered prospectus and is, as such, unlawful and of no legal effect.

Last Friday, November 5, 2004, the High Court heard arguments from Gold Fields and Harmony on the legality of Harmony's offer.

On Friday, South Africa's Competition Tribunal will hear Gold Fields' arguments aimed at interdicting Harmony's early settlement offer to Gold Fields shareholders.

Harmony's early settlement offer is aimed at garnering 34.9% of Gold Fields, with the offer closing on November 26, 2004.

Russia's Norilsk Nickel, which has about a 20% stake in Gold Fields, has given Harmony irrevocable support for Harmony's bid for Gold Fields.

In addition, Gold Fields' assessment of its shareholder register has revealed that about 9% of its shareholder base is held by hedge funds, which could accept Harmony's early settlement offer.

Harmony is seeking to create the world's largest gold mining group by offering Gold Fields shareholders 1.275 Harmony shares for every Gold Fields share held.

I-Net Bridge

Nun kommen die Seitenhiebe von GoldFields.
Kuddel.
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Aus "BUSINESS DAY" vom 8.11.2004

'Harmony shareholders must end bid'

Chief Executive Officer of world number four gold miner Gold Fields (GFI) Ian Cockerill on Monday called on
shareholders of world number six gold miner Harmony (HAR) to vote against the resolutions proposed by the Harmony board.

"We are writing to urge you to vote against the ordinary and special resolutions proposed by the board of directors of Harmony Gold," Cockerill said in a letter to Harmony shareholders.

The general meeting of Harmony shareholders will be held at Harmony's corporate office on Friday at 11h00.

On October 18, 2004, Harmony announced it was making a bid for Gold Fields, seeking to create the world's largest gold mining group, with Harmony offering Gold Fields shareholders 1.275 Harmony shares for every Gold Fields share held.

"Harmony cannot fulfil the conditions of its hostile offer for Gold Fields without your approval of a share capital increase," Cockerill said.

The Harmony board is proposing that that the Harmony shareholder approve a "risky" two-step offer to purchase all of the shares of Gold Fields in a transaction where Harmony would first attempt to acquire up to 34.9% of Gold Fields shares and then, subject to numerous conditions, including receipt of regulatory approvals and approval by competition authorities, attempt to acquire all of the Gold Fields shares it does not already own.

Harmony will also seek a capital increase that would dilute Harmony shareholders' investment in Harmony and give Harmony the means to purchase Gold Fields, Cockerill said.

"You should reject these resolutions because Harmony's offer to acquire Gold Fields presents high risks and few rewards for Harmony shareholders," he added.

"We believe the structure of the combined company as envisaged by Harmony will destroy value for both Harmony and Gold Fields shareholders," Cockerill stated.

"The Harmony board is undertaking a very risky acquisition strategy at your expense," Cockerill said.

The greatest risk to Harmony shareholders occurs if Harmony fails to acquire in excess of 90% of Gold Fields, he added.

If Harmony gets less than 90% of Gold Fields' share issue, that will mean Harmony cannot squeeze out disgruntled minority shareholders, does not get direct access to the cash flows of Gold Fields and will find it difficult to extract value from the investment in Gold Fields.

Harmony's offer could also be illegal, Cockerill noted, as South Africa's Competition Tribunal may prohibit the implementation of the offer because it was not properly notified.

The High Court may stop the offer because it is not in compliance with the South African Companies Act, Cockerill said.

The High Court may find Harmony in breach of criminal provisions in the Companies Act, he added.

The Securities Registration Panel may rule that the offer fails to comply with the Securities Regulation code, Cockerill stated.

If the bid succeeds, Harmony shareholders should be aware that a large shareholder with no explicit strategy for the new entity may have significant influence over a merged Harmony and Gold Fields.

Depending on the outcome, Russia's Norilsk Nickel could own between 13% and 20%, based on acceptances of between 50% and 100%, of the new entity after the completion of the offer.

Norilsk Nickel has about a 20% stake in Gold Fields.

The Harmony board is highly unlikely to create a new South African champion through the proposed acquisition of Gold Fields.
"It is rare indeed that a hostile takeover bid has combined such value destructive potential with such little merit," Cockerill said.

The Gold Fields' board will continue to fight Harmony's offer, which is "coercive" and which will put the fate of these two South African companies largely in the hands of opportunistic arbitrageurs with no long term investment intentions.

The Harmony board needs 75% of the votes at the shareholders meeting on 12 November to approve the special resolutions it has proposed, so each Harmony shareholder vote is very important, no matter how many or how few shares are held, Cockerill said.

"To protect your investment you should vote against the special resolution to increase Harmony's authorized share capital at the extraordinary general meeting," Cockerill asserted.

I-Net Bridge

Das Neueste aus BUSINESS DAY" vom 6.11.2004.
Kuddel.

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.

I-Net Bridge

Neue Nachrichten von DRD.
Kuddel.
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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".

Business Day

Will Durban jetzt auch "mitspielen" ??

Hier das Neueste aus "BUSINESS DAY" vom 5.11.2004.

Kuddel.
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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".

Business Day

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

Kuddel.
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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

Na, da haben sich die "Bären" aber sauber geirrt, als sie meinten, dass mit der Wiederwahl von Bush der Goldpreis in den Keller geht!

Wenn er sich auch morgen über 430 hält, dann "Frohe Weihnachten".

Kuddel.

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.

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

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
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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

Aus "BUSINESS DAY" vom 29.10.2004
Kuddel.
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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

Hier ein etwas ausführlicherer Bericht
aus "BUSINESS DAY" vom 29.10.204.
Kuddel
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AngloGold Ashanti to focus on African mines

South African gold miner AngloGold Ashanti (ANG) said on Friday that its operations in North and South
America produced well in the third quarter, while, in general, the South African mines put in a good performance.
However, management concern and attention remains firmly focused on its African mines - Obuasi in Ghana, Morila in Mali and Geita in Tanzania.

Releasing results for the quarter ended September, the company said that Geita and Obuasi both underperformed during the quarter.

However, measures are in place to address the issues.

At Obuasi gold production declined 12% quarter-on-quarter to 94,000oz due to insufficient developed and drilled underground reserves, which resulted in decreased mining flexibility.

New trackless mining equipment has been delivered and an operator training programme is underway to ensure that the utilisation and availability of this new equipment meets planned levels going forward, the group said.

Reorganisation of the planning and technical functions is also ongoing and, combined with the new equipment delivery, should result in underground production rates being restored to planned levels over the course of the next year.

Total cash costs, which increased to $300/oz, were higher than expected, due to the impact of fixed costs and lower production levels.

The company added that it was well aware that Obuasi had previously been capital starved and needed to be recapitalised, and that it had taken the opportunity to change the mine's strategy.

For these reasons, AngloGold Ashanti didn't believe that it would get Obuasi to the level of efficiencies in
less than four to six quarters.

While the group was not happy with production during the last quarter, there was an action plan in place to impact and raise Obuasi's game to make it sustainable into the future, the group said.

Operations at Siguiri (85% attributable) continued to reflect the effects of a government embargo implemented in May on fuel and the sale of gold.

Although fuel deliveries have recommenced and the embargo on gold sales has been lifted, an unexpected shortage of cement supplies resulted in reduced crushing and stacking operations.

Consequently, mining during the third quarter concentrated primarily on waste stripping and production decreased slightly q/q to 23,000oz, while total cash costs increased to $504/oz.

Cement supplies have now been sourced and full production on the heap leach pad is expected by early November, AngloGold added.

Construction of the carbon-in-pulp (CIP) plant continues and the plant is on track for commissioning during the first quarter of 2005.

Production for the fourth quarter, however, will nevertheless be impacted by the delay in the CIP plant construction, as well as by the cement shortage, which prevents the current plant from operating at full capacity.

In Mali, Morila's (40% attributable), production was 9% higher q/q at 37,000oz, the result of an 11% increase in recovered grade.

The benefit of the improved grade was partially offset by a 3% reduction in tonnage throughput, which resulted from a SAG mill gearbox replacement that took ten days in August, in addition to a motor change in the primary crusher in September.

Total cash costs were 4% higher q/q at $248/oz, mainly due to inflation - higher diesel prices and mining contractor costs, although improved grade partially counteracted this effect.

The plant expansion was operating at design capacity by the end of the third quarter and mining is on schedule to feed higher grade ore from Pit Three in the fourth quarter.

Significantly improved grades, higher throughput and increased gold production are expected next quarter. Negotiations regarding the productivity bonus dispute are ongoing, the group said.

At Sadiola (38% attributable), gold production decreased by 14% to 38,000oz and cash costs increased by
15% to $267/oz as a result of the grade decline and increased inflation. Both production and grade are expected to increase in the fourth quarter.

Production at Yatela (40% attributable), at 24,000oz, was 4% below that of the previous quarter due to a decrease in tonnage stacked.

Total cash costs went down by 2% to $233/oz, mainly due to decreased volumes and reduced economies of scale. A production increase is expected in the fourth quarter.

At Geita, third quarter production decreased to 48,000 ounces from 168,000 ounces in the second quarter and total cash costs increased 30% to $294/oz, due to increased mining contractor costs and a continued strengthening in the diesel price, while additional costs were incurred from a mill liner replacement and higher plant maintenance costs.

Significant improvements in grade and gold production are expected during the fourth quarter.

AngloGold Ashanti said it expected to produce around 1.7 million ounces of gold in the December quarter at a total cash cost of about $262/oz from its operations worldwide.

I-Net Bridge

Hierzu der passende Artikel aus "BUSINESS DAY" vom 28.10.2004.
GoldFields scheint wohl doch etwas die "Muffe" zu gehen!
Kuddel.

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Gold Fields seeks to nullify Harmony bid

Gold mining group Gold Fields (GFI) disclosed that it is to seek to have rival group Harmony's (HAR) offer for the company nullified.
In a statement, Gold Fields said it had launched an application to the High Court of South Africa to declare the offer to be unlawful and to interdict its implementation.

The group said that it had received legal advice to the effect that the offer did not comply with the provisions of section 145 of the Companies Act, 1973, as amended, in that it was not accompanied by a registered prospectus and was, as such, unlawful and of no legal effect.

"Harmony is therefore in breach of a criminal provision of the South African Companies Act," it asserted.

"In order to obtain certainty for shareholders to enable them to determine how they should in their best interests deal with the offer from Harmony, Gold Fields has launched an application to the High Court of South Africa to declare the offer to be unlawful and to interdict its implementation," it added.

Until such time as further information regarding the outcome of the applications became available, it advised shareholders to continue to exercise caution when dealing in the company's securities.

The announcement about the court action came close on the heels of a response by Harmony to a statement issued earlier in the day by Gold Fields that the offer was a notifiable merger in terms of the Competition Act.

Gold Fields said it had received legal advice to the effect that the offer by Harmony to acquire up to 34.9% of the entire issued share capital of Gold Fields ("the early settlement offer") was an "unlawful construct" designed to evade the jurisdiction of various regulatory authorities and was, in particular, a notifiable merger for the purposes of the Competition Act, 1998, as amended.

However, Harmony said that contrary to the legal advice received by Gold Fields, it had received "firm" legal advice that implementation of its early settlement offer did not require notification to the Competition Authorities as the early settlement offer would not result in Harmony acquiring control of Gold Fields.

"Accordingly, only the subsequent offer is subject to the approval of the Competition Authorities," it asserted.

Harmony also advised shareholders that the structure of the early settlement offer and the subsequent offer ("offers") were pre-approved by the Securities Regulation Panel (SRP) and reviewed by the United States Securities and Exchange Commission (SEC) prior to the announcement of the proposed merger on Monday, 18 October 2004.

"Harmony believes that Gold Fields' attempt to challenge the approval of the SRP is without merit," the group said.

It further charged: "Gold Fields' actions to date have been expressly designed to frustrate the ability of Gold Fields' shareholders to benefit from the significant value inherent within the offers and are aimed solely at preventing Gold Fields' shareholders from deciding for themselves on the merits of the Harmony offers."

I-Net Bridge