- Report of Foreign Issuer (6-K)
August 24 2010 - 6:04AM
Edgar (US Regulatory)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
August 23, 2010
Commission File No. 000-26860
LIHIR GOLD LIMITED
Level 7, Pacific Place
Cnr Champion Parade & Musgrave Street
Port Moresby, Papua New Guinea
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file annual reports under cover
of Form 20-F or Form 40-F.)
Form 20-F
þ
Form 40-F
o
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1):
o
)
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7):
o
)
(Indicate by check mark whether the registrant by furnishing the information contained in this
Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.)
Yes
o
No
þ
(If “Yes” is marked, indicate below the file number assigned to the registrant in connection
with Rule 12g3-2(b):82-
.)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorised.
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LIHIR GOLD LIMITED
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By:
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/s/ Stuart MacKenzie
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Name
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Stuart MacKenzie
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Title:
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Group Secretary
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Date: August 23, 2010
23 August 2010
LGL Shareholders Approve Scheme of Arrangement
Lihir Gold Ltd (“LGL”) is pleased to advise that shareholders today approved the Scheme of
Arrangement by which, subject to the approval of the Scheme by the National Court of Papua New
Guinea (“PNG Court”), Newcrest Mining Ltd (“Newcrest”) will acquire all of the issued shares of LGL
(“the Scheme”).
The resolution was passed by 99.86% of the total number of votes cast in person or by proxy,
representative or attorney at the Scheme Meeting, which exceeds the required majority of 75% as
ordered by the PNG Court.
The results of the poll conducted were:
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FOR
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AGAINST
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ABSTAIN
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%FOR
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Votes Cast
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1,719,014,061
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2,366,767
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418,649
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99.86
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The proxies received were as follows:
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PROXY’S
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FOR
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AGAINST
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DISCRETION
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%FOR
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Votes Cast
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1,715,030,856
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2,366,767
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3,499,318
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99.66%
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Next Steps
A hearing before the PNG Court to approve the Scheme is scheduled for Friday 27 August 2010. LGL
will make a further announcement after the Court makes its decision.
If approved, the Scheme will become effective on 30 August 2010 and is scheduled to be implemented
on 13 September 2010.
Mix and Match Facility
LGL shareholders who wish to participate in the mix and match facility have until 9:00pm on Monday
6 September 2010 to lodge a valid Scheme Consideration election in relation to the Scheme
Consideration.
An indicative timetable for the outstanding steps for the implementation of the Scheme is set out
below.
Indicative Key Dates
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Friday, 27 August 2010
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PNG National Court Hearing for approval of
the Scheme
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Friday, 27 August 2010, New York time
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LGL ADSs are suspended from trading at the
close of trading on NASDAQ.
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Monday, 30 August 2010
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Effective Date
for the Scheme. LGL Shares
are suspended from trading at the close of
trading on ASX and POMSoX)
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Tuesday 31 August 2010
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New Newcrest Shares commence trading on
ASX and POMSoX on a deferred settlement
basis
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Lihir Gold Limited
Incorporated in Papua New Guinea
ARBN 069 803 998
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Phone: +675 321 7711
Fax: +675 321 4705
Website: www.LGLgold.com
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7
th
Floor, Pacific Place
Cnr. Champion Parade & Musgrave Street
PO Box 789 Port Moresby NCD 121
Papua New Guinea
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Page 2.
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Tuesday 31 August 2010 at 5.00 pm, New
York time
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Latest time for LGL ADS holders to deliver a
Scheme Consideration election to the LGL
ADS Depositary.
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Monday, 6 September 2010 at 7.00pm
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Record Date
for determination of
entitlements to Scheme Consideration.
Newcrest VWAP to be announced after the
close of trading on ASX and POMSoX
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Monday, 6 September 2010 at 9.00pm
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Election Date
— latest time for making a
Scheme Consideration election under the mix
and match facility
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Friday 10 September 2010
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LGL to announce the outcome of the Scheme
Consideration elections under the mix and
match facility
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Monday, 13 September 2010
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Implementation Date
for the Scheme. All
Scheme Shares transferred to Newcrest and
Scheme Considerationprovided to Scheme
participants by Newcrest in accordance with
the Scheme
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Tuesday 14 September 2010
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New Newcrest Shares commence trading on
ASX and POMSoX on a normal settlement
basis.
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Tuesday 21 September 2010
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Final day for despatch of confirmations of
issue for New Newcrest Shares and
despatch of cheques for payment of Cash
Consideration.
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LGL will make an announcement if any of these dates change.
Further Information
An LGL shareholder information line is available on 1300 749 597 (within Australia) or +61 3 9415
4665 (outside Australia) between 8.30am and 5.00pm (Australian Eastern Standard Time), Monday to
Friday.
For further information regarding LGL please contact:
Joe Dowling
GM Corporate Affairs
+61 7 3266 8382
+61 421 587755
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