JOHANNESBURG, South Africa, May 16 /PRNewswire-FirstCall/ -- During the
final week of the hostile bid by Harmony Gold Mining Company Limited
("Harmony") for Gold Fields (JSE: GFI and NYSE: GFI) ("Gold Fields"), Chief
Executive Ian Cockerill continued to urge Gold Fields shareholders to reject
Harmony's offer and protect value by not tendering into the offer, saying:
"We stated from the beginning that Harmony's offer does not represent fair
value and is funded by overvalued Harmony shares. And we have seen that since
the hostile bid was launched in October the value of Harmony's bid has only
worsened."
Harmony's hostile bid for Gold Fields will close on Friday 20 May, a full
seven months after its launch. To date, based on Harmony's public
announcements, they have acquired only 11.8% of Gold Fields' shares either in
the form of shares or American Depositary Receipts (ADR's). Harmony's Chief
Executive publicly admitted in an interview published on 15 May 2005[1] that
the company is not likely to have a much larger Gold Fields stake than this
when the offer closes.
Gold Fields notes that since Harmony made its hostile and unsolicited
bid, the share prices of both companies have fallen substantially, and the
value differential between the respective share prices has widened markedly,
indicating the market view that Harmony's all-share offer significantly
undervalues Gold Fields.
On 10 May 2005, Harmony officially declared that it would not increase
its current offer of 1.275 of Harmony shares for each Gold Fields share. At
Friday's market closing prices, Harmony's offer was trading at a 24%
discount[2] (representing an offer ratio of 1.57) to its original offer ratio
of 1.275.
At the current market price of the respective shares, a Gold Fields
shareholder would lose R11.90 or US$1.77[3] for every Gold Fields share or
ADR, respectively, tendered into Harmony's offer.
The Board expects that Gold Fields' strategy of investing in its high
quality South African assets, coupled with the success of its international
diversification, will continue to deliver strong returns for all of its
stakeholders. Without question, the Board remains committed to creating and
executing a sustainable strategy for growth and value creation.
The Board believes that Gold Fields is in a robust financial position,
has been consistently profitable and has improving margins. Gold Fields is
liquid, unhedged and internationally diversified and this strategy has proven
to be the right one, despite difficult market conditions. The Board continues
to believe that an independent Gold Fields is the complete gold company,
offering a compelling investment.
Gold Fields Chief Executive Ian Cockerill concludes: "The Board and I
believe Gold Fields will continue to deliver sustainable and profitable
operations, optionality and growth to our shareholders. We are committed to
taking the steps required to restore the value destroyed as a consequence of
Harmony's hostile and unsolicited bid. In the meantime we continue to urge
shareholders to not tender their shares or ADR's into the offer."
In the United States, Gold Fields Limited ("Gold Fields") has filed a
Solicitation/Recommendation Statement with the Securities and Exchange
Commission (the "SEC") on Schedule 14D-9 and holders of the Gold Fields
Ordinary Shares and American Depositary Shares are advised to read it as it
contains important information. Copies of the Schedule 14D-9 and other
related documents fi led by Gold Fields are available free of charge on the
SEC's website at http://www.sec.gov. Any documents fi led by Harmony Gold
Mining Company Limited, including any registration statement on Form F-4
(including any prospectus contained therein) and related exchange offer
materials as well as its Tender Offer Statement on Schedule TO, will also be
available free of charge on the SEC's website. The directors of Gold Fields
accept responsibility for the information contained in this document. To the
best of their knowledge and belief (having taken all reasonable care to
ensure that such is the case) the information contained in this document is
in accordance with the facts and does not omit anything likely to affect the
import of such information. Copies of this document are not being made
available, and must not be mailed, forwarded, transmitted or otherwise
distributed or sent in or into Australia, Canada, Japan, the Republic of
Ireland or any other jurisdiction in which it is illegal to make this
document available and persons receiving this document (including custodians,
nominees and trustees) must not distribute, forward, mail, transmit or send
it in or into or from Australia, Canada, Japan, the Republic of Ireland or
any such other jurisdiction. This document contains "forward-looking
statements" with respect to Gold Fields' financial condition, results of
operations, business strategies, operating efficiencies, competitive
position, growth opportunities for existing services, plans and objectives of
management, markets for stock and other matters. Statements in this document
that are not historical facts are "forward- looking statements". These
forward-looking statements, including, among others, those relating to the
future business prospects, revenues and income of Gold Fields, wherever they
may occur in this presentation, are necessarily estimates reflecting the best
judgment of the senior management of Gold Fields and involve a number of
risks and uncertainties that could cause actual results to differ materially
from those suggested by the forward-looking statements. As a consequence,
these forward-looking statements should be considered in light of various
important factors, including those set forth in materials filed with or
furnished to the SEC from time to time, including Gold Fields' most recent
Annual Report on Form 20-F. Important factors that could cause actual results
to differ materially from estimates or projections contained in the forward-
looking statements include, without limitation: overall economic and business
conditions in South Africa, Ghana, Australia and elsewhere; the ability to
achieve anticipated efficiencies and other cost savings in connection with
past and future acquisitions; the success of exploration and development
activities; decreases in the market price of gold; the occurrence of hazards
associated with underground and surface gold mining; the occurrence of labour
disruptions; availability, terms and deployment of capital; changes in
relevant government regulations, particularly environmental regulations and
potential new legislation affecting mining and mineral rights; fluctuations
in exchange rates, currency devaluations and other macroeconomic monetary
policies; and political instability in South Africa, Ghana and regionally.
Gold Fields undertakes no obligation to update publicly or release any
revisions to these forward-looking statements to reflect events or
circumstances after the date of this document or to reflect the occurrence of
unanticipated events. Information included in this document relating to
Harmony and its business has been derived solely from publicly available
sources. While Gold Fields has included information in this document
regarding Harmony that is known to Gold Fields based on publicly available
information, Gold Fields has not had access to non-public information
regarding Harmony and could not use such information for the purpose of
preparing this document. Although Gold Fields is not aware of anything that
would indicate that statements relating to Harmony contained in this document
are inaccurate or incomplete, Gold Fields is not in a position to verify
information concerning Harmony. Gold Fields and its directors and officers
are not aware of any errors in such information. Subject to the foregoing and
to the maximum extent permitted by law, Gold Fields and its directors and
officers disclaim all liability for information concerning Harmony included
in this document.
---------------------------------
[1] Sunday Times Business Times, Julie Bain, 15 May 2005, page 5.
[2] Based on the relative share prices as quoted on the JSE Stock
Exchange South Africa.
[3] Based on NYSE relative ADR prices
http://www.goldfields.co.za
SOURCE Gold Fields Limited
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CONTACT: Enquires: South Africa, Willie Jacobsz, Tel +27-11-644-2460, Fax +27-11-484-0639; North America, Cheryl A Martin, Tel +1-303-796-8683, Fax +1-303-796-8293
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