Gold Fields of S.A. - Re Disposal of Interests
October 20 1998 - 1:37PM
UK Regulatory
RNS No 6148h
GOLD FIELDS OF SOUTH AFRICA LIMITED
20th October 1998
SALE OF INTERESTS IN ZINC CORPORATION OF SOUTH AFRICA LIMITED ("ZINCOR")
Sale of Zincor
The Companies are pleased to announce that, following the conclusion of an
international select tender process, the Companies have reached agreement in
principle with Iscor Limited ("Iscor"), whereby Iscor will acquire, for a cash
consideration of R245 million, their respective interests in Zincor ("the
sale"), subject to certain conditions precedent as outlined in paragraph 3
below. The Companies' interests in Zincor are as follows :
Company Shares held Interest (%)
GFSA 972 000 17,7
New Wits 513 000 9,3
Vogels 2 090 000 38,0
Total 3 575 000 65,0
Subject to the conditions precedent as outlined in paragraph 3 below, Zincor
will become a wholly-owned subsidiary of Iscor.
Description of Zincor
Zincor, situated near Springs in the Gauteng Province of South Africa, is
engaged in the treatment of zinc concentrates to produce zinc metal and
associated by-products and is currently the only producer of zinc in Southern
Africa. For the twelve months ended 30 June 1998, 107 400 tonnes of zinc
metal and 166 412 tonnes of sulphuric acid were produced.
Conditions Precedent
In addition to the normal conditions applicable to transactions of this
nature, the sale is subject to the following conditions precedent:
The completion by Iscor of a due diligence investigation into the financial,
fiscal, mineral rights holdings and other materially relevant aspects of
Zincor, which due diligence will be completed by Friday, 13 November 1998 or
such later date as may be agreed; and
The approvals by the directors and/or shareholders of the Companies of the
sale, as may be required and to the extent that the sale affects each of the
Companies.
Employees
Iscor recognises the rights of employees of Zincor relating to conditions of
employment and benefits in terms of contract and statute and undertakes to
procure that Zincor deals with such employee rights and benefits in terms of
any applicable contract which, as at the date of the agreement governing the
sale, was binding upon Zincor.
In addition, in the event of any redundancy exercise, Iscor will procure that
Zincor will recognise the past service of any employee of Zincor with any
company that is or was a member of the GFSA Group.
Financial Effects
The financial effects of the sale upon the Companies may be summarised as
follows:
Earnings Per Share Net Asset Value Per Share
Company Before sale (1) After sale (2) Before sale (3) After sale (4)
GFSA 928,0 965,7 7 448,0 7 580,9
New Wits 84,0 137,7 1 411,0 1 622,1
Vogelstruisbult 57,0 255,1 1 425,0 2 203,7
Notes
1. Based upon the earnings per share for the year ended 30 June 1998.
2. Assuming the cash realised from the sale by each respective company was
invested on 1 July 1997 and earned interest up until 30 June 1998 at the
average rate of 15 per cent per annum and that this interest was taxed at
the average rate of 35 per cent.
3. Based upon the net asset value per share as at 30 June 1998.
4. Assuming the cash realised from the sale by each respective company was
held on 30 June 1998.
Johannesburg
END
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