South Africa's High Court Rules That Harmony's Bid for Gold Fields Ended December 2004
May 20 2005 - 7:26AM
PR Newswire (US)
South Africa's High Court Rules That Harmony's Bid for Gold Fields
Ended December 2004 JOHANNESBURG, South Africa, May 20
/PRNewswire-FirstCall/ -- Gold Fields Limited
(JSE:GFIJSE:andJSE:NYSE:JSE:GFI) ("Gold Fields") is pleased to
announce that the High Court of South Africa today ruled that: -
Harmony's offer lapsed on 18 December 2004; - Gold Fields has not,
subsequent to 18 December 2004, been subject to the provisions of
the Code or any Code Rules affecting a target or an offeree
company; - the Harmony offer was not capable in law of being
revised or reinstated after it lapsed on 18 December 2004 and that
the Harmony offer was not capable in law of being revised or
reinstated at the current time; and - Harmony is precluded from
making any further offer for the shares of Gold Fields for a period
of 12 months from 18 December 2004. Gold Fields' application in the
High Court against the South African Securities Regulation Panel
(SRP) and Harmony Gold Mining Company Limited (Harmony) arose after
Gold Fields withdrew from an appeal hearing before the Executive
Committee of the SRP on 16 March 2005. At the hearing it emerged
that the Executive Director of the SRP may have given a secret, ex
parte ruling to Harmony regarding the extension of Harmony's
hostile bid early in December 2004. This ruling in effect sought to
extend the 60-day period in which an offer must be declared
unconditional as to acceptances, from late December 2004 until 31
January 2005. Under South Africa's Takeover Code, unless the SRP
otherwise consents, an offer must become or be declared
unconditional as to acceptances within 60 days of the initial
posting of the offer document, failing which it will lapse.
Throughout the course of the hostile bid and in its submissions to
the SRP, Gold Fields has maintained that Harmony's bid had lapsed
on 18 December 2004, on the basis that the offer had not been
declared unconditional as to acceptances within 60 days of the
initial posting of Harmony's offer document which posting took
place on approximately 20 October 2004. In its High Court
application, Gold Fields sought relief that included the setting
aside of the secret ruling if the court found that a ruling had
been given, which would have the effect that Harmony's hostile bid
had lapsed on the 18 December 2004 and is void and of no force. The
High Court also ordered that the SRP and Harmony pay the costs of
the application. http://www.goldfields.co.za/ DATASOURCE: Gold
Fields Limited 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
Copyright