Statement re Notice to Warrant Holders
May 12 2003 - 6:49AM
UK Regulatory
Harmony Gold Mining Company Limited
Registration Number 1950/038232/06
Incorporated in the Republic of South Africa
NOTICE TO WARRANT HOLDERS
This notice serves as a reminder to all warrant holders that should you wish to
exercise your warrants, you should do so on any business day on or before 29
June 2003 ("the expiration date"). A business day is any day, excluding
Saturday, Sunday and any official public holiday, on which banking institutions
are generally open for normal banking business in Johannesburg and New York.
Any warrant not exercised before 17:00 (Johannesburg time) on the expiration
date will become void and all rights of the warrant holders under the warrants
and the warrant agency agreement will cease.
Should you wish to exercise your warrants, please note the following:
1 Ensure that all of the following documents are delivered to Harmony's
transfer secretaries in South Africa or to the US warrant agent:
1.1 A completed and signed form of exercise and surrender (attached); and
1.2 Your warrant certificate/s; and
1.3 Payment of the exercise price
2 When completing the form of exercise and surrender, please ensure that you
clearly indicate the number of warrants being exercised and whether you want to
receive ordinary shares or ADS's. Warrant holders electing to receive ADS's
upon exercise of the warrants must send the documents referred to above to the
US warrant agent only. Should you elect to exercise your warrants through the
US warrant agent, the exercise price, any fees (except issuance fees) of the
Depositary and taxes, if any, must be paid in US dollars.
3 The details of our Transfer Secretaries are The details of the US warrant
: agent are:
Ultra Registrars (Pty) Ltd The Bank of New York
11 Diagonal Street Tender & Exchange Department
Johannesburg 2001 101 Barclay Street
PO Box 4844, Jhb, 2000 11th Floor New York, NY 10286
Tel: +27 (11) 832-2652 Tel +1 (212) 815-6011
Fax: +27(11) 834-4398
4 Payment of the exercise price may be made in the form of a cheque or bank
draft payable to Harmony (or, in the case of payments made through the US
warrant agent, to the US warrant agent for the account of Harmony) or by wire
transfer of immediately available funds to an account of Harmony's, which
account details will be provided by our transfer secretaries.
5 Harmony will allot the ordinary share in respect of an exercised warrant to
the exercising warrant holder or, if the warrant holder has elected to receive
ADS's, to the US warrant agent, for deposit with the Bank of New York (in its
capacity as Depositary for the ADS's) no later than 14 days after the valid
exercise of a warrant. Should you elect to receive an ordinary share, but elect
not to have that ordinary share issued through STRATE, Harmony will issue a
share certificate in respect of the ordinary share no later than 21 days after
the date the warrant is exercised.
6 If you have transferred your warrant, kindly forward this notice to the new
warrant holder.
* Should you be in doubt as to the action you should take, please consult
your stockbroker, attorney, accountant, banker or other professional
adviser immediately.
Harmony Gold Mining Company Limited
MP van der Walt
Company Secretary
Johannesburg
9 May 2003
Form of exercise and surrender
Instruction
* This form of exercise and surrender should only be completed by holders of
warrants ("warrant holders") who wish to exercise their warrants for one
ordinary share of R0,50 in the share capital of Harmony at a subscription
price of R43 per ordinary share ("warrant exercise price") for each warrant
held, on or before 17:00 (Johannesburg time) on
29 June 2003 ("final exercise date").
* A separate form of exercise and surrender is required for each warrant
holder.
* Warrant holders who wish to exercise their warrants and receive ordinary
shares should complete and sign this form of exercise and surrender and
lodge it with the transfer secretaries at the addresses given below, so as
to reach them on or before the final exercise date, accompanied by the
warrant certificate issued by Harmony in respect of the warrant in question
("document of title") together with a cheque or bank draft payable to
Harmony. Warrant holders who wish to exercise their warrants and receive
ADS's should complete and sign this form of exercise and surrender and
lodge it with the US warrant agent for the account of Harmony or by wire
transfer of immediately available funds.
* Part A must be completed by all warrant holders who return this form.
* Part B must be completed by all warrant holders who are emigrants from the
Common Monetary Area (comprising the Republics of South Africa and Namibia
and the Kingdoms of Lesotho and Swaziland).
* Persons who have acquired warrants after the date of posting this form of
exercise and surrender, can obtain copies of the form of exercise and
surrender from the transfer secretaries and the US warrant agent at the
addresses given below:
The details of our Transfer The details of the US warrant
Secretaries are: agent are:
Ultra Registrars (Pty) Ltd The Bank of New York
11 Diagonal Street Tender & Exchange Department
Johannesburg 2001 101 Barclay Street
PO Box 4844, Jhb, 2000 11th Floor New York, NY 10286
Tel: +27 (11) 832-2652 Tel +1(212) 815-6011
Fax: +27(11) 834-4398
PART A - To be completed by all warrant holders who wish to exercise their
warrants
1. Details of warrant holder
Surname or name of
corporate body
First names (in full)
Title (Mr/Miss/Mrs/etc)
Identity Number / Social
Security Number
Address
2. Documents to be surrendered
Certificate Number of Certificate Number of
number(s) warrants covered Number(s) warrants covered
by each by each
certificate certificate
TOTAL
3. Exercise of warrants
Number of warrants
exercised
Indicate whether you Ordinary shares Stamp and address of
elect to receive agent lodging this form
ordinary shares or ADS's ADS's (if any)
by ticking the
appropriate box
Signature of warrant
holder
Assisted by (if
applicable)
(state full name and
capacity)
Date 2003
Telephone Number (Home) ( )
Telephone Number (Work) ( )
4. Form of shares (not applicable, if you have elected to receive ADS's)
Harmony shares to be Material Electronic
issued in the following
form*
Name of Central Security
Depositary Participant
("CSDP")
CSDP Account Number
* Mark whichever is applicable
PART B - To be completed by emigrants from the common monetary area
Nominated authorized dealer in the case of a warrant holder who is an emigrant
from the Common Monetary Area (see note 9 below)
Name of authorized Account Number
dealer
Address Postal Code
NOTES:
1. No receipts will be issued for documents of title lodged, unless
specifically requested. In compliance with the requirements of the JSE
Securities Exchange South Africa ("JSE"), lodging agents are requested to
prepare special transaction receipts, if required. Signatories may be
called upon for evidence of their authority or capacity to sign this form.
2. Any alteration to this form of exercise and surrender must be signed in
full and not initialed.
3. If this form of exercise and surrender is signed under a power of attorney,
then such power of attorney or a notarially certified copy thereof must be
sent with this form for noting (unless it has already been noted by Harmony
or its transfer secretaries).
4. Where the warrant holder is a company or close corporation a certified copy
of the directors' or members' resolution authorizing the signing of this
form of exercise and surrender must be submitted, if requested by Harmony.
5. Where there are joint holders of any warrant, only that holder whose name
stands first in the register in respect of such warrants need sign this
form of exercise and surrender.
6. If a warrant holder has elected to receive share certificates in material
form, the share certificate will be posted to and at the risk of the
warrant holder concerned within 21 days after the date on which the warrant
is exercised.
7. If a warrant holder has elected to receive the Harmony shares in electronic
form and has provided the name of the CSDP and the CSDP account number to
which the Harmony shares must be credited, the Harmony shares will be
credited accordingly within 14 days after the date on which the warrant is
exercised.
8. If no CSDP details are provided or share certificates requested, the
Harmony shares will remain registered in electronic form with the transfer
secretaries.
9. The following apply to warrant holders whose registered addresses in the
register of warrant holders are outside the Common Monetary Area and whose
warrant certificates are restrictively endorsed -
Non-residents who are emigrants from the Common Monetary Area
Share certificates in respect of Harmony shares issued to such non-residents
pursuant to the exercise of a warrant, whose warrant certificates bear a
"non-resident" endorsement, will be similarly endorsed and posted to the
authorized dealer concerned for its control in terms of the Exchange Control
Regulations of South Africa.
All other non-residents
Share certificates in respect of Harmony shares issued to such non-resident
pursuant to the exercise of the warrant, whose warrant certificates bear a
"non-resident" endorsement, will be similarly endorsed and posted to the
non-resident's registered address.
END