Gold Fields Unbundles GFIMSA (KDC and Beatrix) to Create a New
South African Gold Mining Company Called Sibanye Gold
JOHANNESBURG, November 29, 2012 /PRNewswire/ --
Gold Fields Limited (Gold Fields) (JSE, NYSE, NASDAQ Dubai: GFI)
today announces the creation of a new South African gold mining
company through the proposed unbundling of its 100% owned
subsidiary, Sibanye Gold Limited (Sibanye Gold), formerly known as
GFI Mining South Africa Proprietary Limited (GFIMSA), which holds
the KDC and Beatrix gold mines as well as various service
companies.
Subject to approval by the JSE and the NYSE, Sibanye Gold will
be listed as a separate and independent company on both exchanges
in February 2013. Sibanye Gold shares
will then be distributed to existing Gold Fields shareholders
(whether held in the form of ordinary shares or depository
receipts).
Both Gold Fields and Sibanye Gold will be domiciled in
South Africa with their primary
listing of shares on the JSE and a secondary listing of American
depository receipts on the NYSE. The other existing secondary
listings on the Swiss, Dubai and
Brussels stock exchanges for Gold
Fields will remain unchanged.
Following the unbundling, Gold Fields will retain the balance of
its current portfolio of assets, including the developing South
Deep Gold Mine located in South
Africa.
Matthews S Moloko, currently a non-executive director of Gold
Fields and executive Chair and Founder of the Thesele Group, will
become the non-executive Chair of Sibanye Gold and will step down
from the Gold Fields board. Other non-executive directors will be
Jerry Vilikazi, Chair of Palama and former CEO of Business Unity
South Africa, Rick Menell, a
non-executive director of Gold Fields, and Keith Rayner, CEO of KAR Presentations, who will
also chair the Audit Committee. Two further HDSA directors will be
appointed in due course. Cain
Farrel, the current Company Secretary of Gold Fields, will
become the new Company Secretary of Sibanye Gold.
Neal Froneman, currently Chief
Executive Officer of Gold One, will become Chief Executive Officer
of Sibanye Gold and Charl Keyter,
currently Head of Finance for Gold Fields' international
operations, will become the Chief Financial Officer of Sibanye
Gold.
Peter Turner, the Executive Vice
President for Gold Fields' South Africa Region as well as the rest
of the executive team for the Region (excluding those dedicated to
South Deep), and the senior operational management teams of the KDC
and Beatrix gold mines, will remain with Sibanye Gold.
Dr Mamphela Ramphele will continue to chair Gold Fields,
Nick Holland will remain Chief
Executive Officer and Paul Schmidt
will remain Chief Financial Officer.
The separation of Gold Fields and Sibanye Gold will enable the
two independently governed and managed companies to focus on their
respective strategic goals and to operate more effectively as
separate entities, to the benefit of shareholders, employees and
communities.
Holland says: "While some parts of the GFIMSA operations have
been in production for as long as 70 years, these assets still have
inherent quality and extensive resource and reserve potential. The
separation will liberate Sibanye Gold into a fit-for-purpose,
sustainable gold mining company best positioned to maximise
long-term value for stakeholders.
"By unbundling the cash-generative KDC and Beatrix mines into
Sibanye Gold, its cash flows can be utilised to extend the life of
the mines and improve dividend payouts to shareholders. The first
priority, however, will be to achieve stable and safe production,"
Holland says.
Froneman says that the company will be committed to maintaining
profitable, stable and low cost operations that provide a high
degree of leverage to the gold price. "We will selectively pursue
synergistic opportunities for consolidation in the South African
gold industry and, as a separately listed entity, will be able to
fully utilise our free cash flows for the benefit of the Company
and its stakeholders," he says.
There will be no job losses directly as a result of the creation
and unbundling of Sibanye Gold. In addition all conditions of
employment will remain unchanged.
Sibanye Gold has committed itself to both continuing and
enhancing Gold Fields' sustainable development, labour relations,
transformation and other BEE policies. "The ability to preserve
employment in deep level gold mining by extending the life of mines
will depend on effective co-operation between management, trade
unions and the workforce," Froneman comments.
Sibanye Gold will therefore develop policies which will
incentivise its workforce to benefit from the success of the
business through a profit-sharing scheme as well as continued
investments into improved living conditions that will improve the
lives of employees.
Foremost amongst these, Sibanye Gold will continue to invest
significantly in the transformation of accommodation arrangements
for its employees. More than R700 million has been committed to
upgrading accommodation arrangements at the KDC and Beatrix gold
mines between 2009 and 2014, of which approximately R500 million
has been spent to date on building 700 new homes and reducing
hostel room density from an average of 8 persons per room in 2006
to an average of 1.4 per room in September
2012. This work will continue.
Sibanye Gold will continue to pursue sound environmental
policies and practices and honour its obligations and commitments
in this regard, all of which are funded through contributions to
statutory and regulated environmental trust funds and associated
guarantees for each operation.
Following the unbundling, Gold Fields will focus on cash flow
generation, more predictable dividend pay-outs and growth through
the expansion and life extension of its existing mines in
Ghana, Peru and Australia, as well as realising value from its
world-class portfolio of development and exploration projects.
"The South Deep project is core to our expansion plans and we
will continue to invest in this operation to secure the ramp-up to
700,000 ounces per year," Holland says.
He adds: "Gold Fields' shareholders should continue to enjoy
amongst the highest dividend yields in the sector, due to our
policy of ensuring that dividends have the first call on cash flows
and distributing between 25% and 35% of normalised earnings to
shareholders."
Based on the results for the 12-month period ended December 2011 Sibanye Gold's gold production was
1.4 million ounces making it one of the largest domestic gold
producer in South Africa. Sibanye
Gold's unaudited revenue for the 2011 financial year amounted to
R16.6 billion with unaudited earnings before interest, tax,
depreciation and amortisation ("EBITDA") of R6.8 billion, as
extracted from the audited consolidated Gold Fields financial
statements for the financial year ended 31
December 2011.
Gold Fields' production (excluding Sibanye Gold) for the 12
months ended December 2011 was 2.2
million gold-equivalent ounces and its mineral reserves, as at
31 December 2011, were 64 million
ounces, comprising 40 million ounces at South Deep and 24 million
ounces at the international operations. Gold Fields' unaudited
revenue for the 2011 financial year (excluding Sibanye Gold)
amounted to US$3.5 billion with
unaudited EBITDA of US$2.0 billion,
as extracted from the audited consolidated Gold Fields financial
statements for the financial year ended 31
December 2011.
The mineral reserve positions at 31
December 2011 were 22 million ounces for Sibanye Gold and 64
million gold-equivalent ounces for Gold Fields, comprising 40
million ounces at South Deep and 24 million ounces at the
international operations.
Sibanye Gold will retain Gold Fields' South African net debt of
approximately R4 billion, while approximately US$1.4 billion of offshore net debt will be
retained by Gold Fields.
The transaction will be effected through a 1:1 distribution of
Sibanye Gold shares (in the form of shares or American depositary
receipts ("ADRs") to existing Gold Fields' shareholders (whether
held in the form of shares or depository receipts).
The listing of Sibanye Gold is scheduled for mid-February 2013 and existing Gold Fields'
shareholders will then hold two separate shares or ADRs, namely the
newly distributed Sibanye Gold shares or ADRs as well as their
original Gold Fields shares or depositary receipts (as the case may
be).
The transaction does not require shareholder approval and the
listings have been approved by the South African Reserve Bank.
A full pre-listing statement will be released in mid-January 2013.
FORWARD-LOOKING STATEMENTS
Certain statements included in this announcement, as well as
oral statements that may be made by Gold Fields, or by officers,
directors or employees acting on their behalf related to the
subject matter hereof, constitute or are based on forward-looking
statements. Forward-looking statements are preceded by, followed by
or include the words "may", "will", "should", "expect", "envisage",
"intend", "plan", "project", "estimate", "anticipate", "believe",
"hope", "can", "is designed to" or similar phrases. These
forward-looking statements involve a number of known and unknown
risks, uncertainties and other factors, many of which are difficult
to predict and generally beyond the control of Gold Fields or
Sibanye Gold, that could cause Gold Fields' and/or Sibanye Gold's
actual results and outcomes to be materially different from
historical results or from any future results expressed or implied
by such forward-looking statements. Such risks, uncertainties and
other factors include, among others, Gold Fields' ability to
successfully complete the unbundling, the effect of the
Distribution on Gold Fields' and Sibanye Gold's operations, Gold
Fields' and Sibanye Gold's ability to implement its strategy and
any changes thereto, Gold Fields' and Sibanye Gold's future
financial position and plans, strategies, objectives, capital
expenditures, projected costs and anticipated cost savings and
financing plans, as well as projected level of gold price and other
risks. 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 announcement
or to reflect any change in the Company's expectations with regard
thereto.
THIS IS NOT AN OFFER OF SECURITIES
FOR SALE IN ANY JURISDICTION.
Notes to Editors
About Gold Fields
Gold Fields is one of the world's largest unhedged producers of
gold with attributable annualised production of 3.6 million gold
equivalent ounces from eight operating mines in Australia, Ghana, Peru
and South Africa. Gold Fields also
has an extensive and diverse global growth pipeline with four major
projects in resource development and feasibility, with construction
decisions expected in the next 18 to 24 months. Gold Fields
has total attributable gold equivalent Mineral Reserves of 80.6
million ounces and Mineral Resources of 217.0 million ounces. Gold
Fields is listed on the JSE Limited (primary listing), the New York
Stock Exchange (NYSE), NASDAQ Dubai Limited, Euronext in
Brussels (NYX) and the Swiss
Exchange (SWX).
Investor Enquiries
Willie Jacobsz
Tel: +27-11-562-9775
Mobile: +27-82-971-9238 (SA)
Mobile: +1-857-241-7127 (USA)
e-mail: Willie.Jacobsz@goldfields.co.za
Media Enquiries
Sven Lunsche
Tel: +27-11-562-9763
Mobile: +27-83-260-9279
e-mail: Sven.Lunsche@goldfields.co.za
SOURCE Gold Fields Limited