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ANGLO/ERGO/EASTVAAL/ELANDS/FREEGOLD/SOVAAL/WESTDEEP/JOEL-ACQUISITION

Release Date: 24/06/1998 08:02
Code(s): ANG ERG ESV ELA FRG SVL WDL JOE
Wrap Text
ANGLOGOLD LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 05/17354/06)
("ANGLOGOLD")
AND
EAST RAND GOLD AND URANIUM COMPANY LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 71/07001/06)
("ERGO")
EASTVAAL GOLD HOLDINGS LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 91/04409/06)
("EASTVAAL")
ELANDSRAND GOLD MINING COMPANY LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 74/01477/06)
("ELANDSRAND")
FREEGOLD
FREE STATE CONSOLIDATED GOLD MINES LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 05/28210/06)
("FREEGOLD")
SOUTHVAAL HOLDINGS LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 66/11806/06)
("SOUTHVAAL")
WESTERN DEEP LEVELS LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 57/02349/06)
("WESTERN DEEPS")
HJ JOEL GOLD MINING COMPANY LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 85/01995/06)
("JOEL")
(COLLECTIVELY "THE PARTICIPATING COMPANIES")

ACQUISITION OF THE PARTICIPATING COMPANIES BY ANGLOGOLD BY WAY OF SCHEMES OF ARRANGEMENT IN TERMS OF SECTION 311 OF THE COMPANIES ACT ("THE SCHEMES") THE SCHEMES IN TERMS OF WHICH:
- EXISTING SHAREHOLDERS OF THE PARTICIPATING COMPANIES WILL RECEIVE NEW ANGLOGOLD SHARES (IN THE RATIOS ANNOUNCED ON 30 MARCH 1998) FOR THEIR SHARES HELD ON THE RECORD DATE; AND
- THE PARTICIPATING COMPANIES WILL BECOME WHOLLY-OWNED SUBSIDIARIES OF ANGLOGOLD,
WERE SANCTIONED BY THE HIGH COURT OF SOUTH AFRICA (WITWATERSRAND LOCAL DIVISION) ON 23 JUNE 1998.
IN RESPECT OF ALL OF THE PARTICIPATING COMPANIES, EXCEPT EASTVAAL, THE RECORD DATE IS 26 JUNE. FOR EASTVAAL, THE DATE IS 10 JULY.
SUBJECT TO REGISTRATION OF ALL NECESSARY DOCUMENTS (OTHER THAN THE DOCUMENTS RELATING TO EASTVAAL) BY THE REGISTRAR OF COMPANIES ON 26 JUNE 1998, THE SCHEMES (OTHER THAN THE EASTVAAL SCHEME) WILL BECOME OPERATIVE WITH EFFECT FROM 29 JUNE 1998.
IN THE CASE OF EASTVAAL, THE RELEVANT DOCUMENTS ARE EXPECTED TO BE REGISTERED BY THE REGISTRAR OF COMPANIES ON 10 JULY 1998 AND CONSEQUENTLY, THE EASTVAAL SCHEME WILL BECOME OPERATIVE WITH EFFECT FROM 13 JULY 1998.
THERE WILL BE A FURTHER COMMUNICATION TO SHAREHOLDERS OF THE PARTICIPATING COMPANIES IN THE PRESS FOLLOWING THE REGISTRATION PROCEDURE SCHEDULED FOR 26 JUNE 1998.
AT THE END OF SEPTEMBER, ANGLOGOLD WILL MOVE ITS CORPORATE OFFICE FROM ANGLO AMERICAN CORPORATION'S HEAD OFFICE COMPLEX IN MARSHALLTOWN, JOHANNESBURG TO 11 DIAGONAL STREET, IN THE CITY'S CBD. JOHANNESBURG 24 JUNE 1998 INDEPENDENT FINANCIAL ADVISER TO ANGLOGOLD SBC WARBURG DILLON READ LEGAL ADVISERS WEBBER WENTZEL BOWENS MAPONYA INC.
INDEPENDENT FINANCIAL ADVISER TO ERGO, ELANDSRAND, FREEGOLD AND WESTERN DEEPS STANDARD CORPORATE AND MERCHANT BANK JOINT SPONSORING BROKERS IN SOUTH AFRICA SBC WARBURG DILLON READ SMITH BORKUM HARE
INDEPENDENT FINANCIAL ADVISER TO EASTVAAL, JOEL AND SOUTHVAAL FIRSTCORP MERCHANT BANK LIMITED SPONSORING BROKER IN THE UNITED KINGDOM SBC WARBURG DILLON READ