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SIBANYE GOLD LIMITED - Competition authorities approve transaction with DRDGOLD Limited

Release Date: 08/02/2018 07:05
Code(s): SGL     PDF:  
Wrap Text
Competition authorities approve transaction with DRDGOLD Limited

Sibanye Gold Limited
Trading as Sibanye-Stillwater
Incorporated in the Republic of South Africa
Registration number 2002/031431/06
Share code: SGL
ISIN – ZAE000173951
Issuer code: SGL
(“Sibanye-Stillwater” or “the Group” or “the Company”)

Competition authorities approve transaction with DRDGOLD Limited

Johannesburg, 8 February 2018. Sibanye-Stillwater (Tickers JSE: SGL and NYSE: SBGL)
shareholders are referred to the announcement relating to the DRDGOLD transaction,
released on 22 November 2017 (“Transaction Announcement”) and unless otherwise
indicated, capitalised words and terms contained in this announcement shall bear the
same meanings ascribed thereto in the Transaction Announcement.

Sibanye-Stillwater is pleased to announce that it has received approval for the
Transaction (including the call option) from the South African competition
authorities in accordance with the Competition Act.

In terms of the Transaction Announcement, shareholders were advised   of, inter alia,
the Transaction in terms of which Sibanye-Stillwater is to exchange   Selected Assets
for c.265 million newly issued DRDGOLD shares and be granted a        call option to
subscribe for the Option Shares during the Option Period so as to      attain a 50.1%
shareholding in DRDGOLD.

The approval is subject to the following:

-   should Sibanye-Stillwater elect to exercise the call option within a period of
    24 months from the Approval Date (being the date on which the competition
    authorities issued the requisite clearance certificate), Sibanye-Stillwater
    shall inform the Commission of its decision within 20 (twenty) Business Days of
    exercising the call option

-   should Sibanye-Stillwater elect to exercise the call option after a period of
    24 months from the Approval Date, Sibanye-Stillwater shall notify the
    Commission of such exercise as a merger in terms of section 13A of the
    Competition Act (meaning that the competition authorities would consider the
    call option again)

The implementation of the Transaction remains both subject to, and conditional on,
inter alia, the approval of the Transaction and passing of the required resolutions
by DRDGOLD shareholders, of which the resolutions shall include a waiver of the
obligation of Sibanye-Stillwater to make a mandatory offer to the remaining
shareholders of DRDGOLD.

Sibanye-Stillwater shareholders will be advised in due course as to the fulfilment
of all outstanding conditions precedent to the Transaction. It is anticipated that
the outstanding conditions will be fulfilled in the second quarter of 2018.


Investor relations contact:
James Wellsted
Head of Investor Relations
Tel: +27 (0) 83 453 4014
Email: ir@sibanyestillwater.com
Corporate Advisor: Qinisele Resources Proprietary Limited
South African Legal Advisor: Werksmans Attorneys
Sponsor: J.P. Morgan Equities South Africa Proprietary Limited

Ends.


FORWARD LOOKING STATEMENTS
This announcement includes “forward-looking statements” within the meaning
of the “safe harbour” provisions of the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements may be identified
by the use of words such as “target”, “will”, “forecast”, “expect”,
“potential”, “intend”, “estimate”, “anticipate”, “can” and other similar
expressions that predict or indicate future events or trends or that are not
statements of historical matters. The forward-looking statements set out in
this announcement involve a number of known and unknown risks, uncertainties
and other factors, many of which are difficult to predict and generally beyond
the control of Sibanye-Stillwater, that could cause Sibanye-Stillwater’s
actual results and outcomes to be materially different from historical results
or from any future results expressed or implied by such forward-looking
statements. These forward-looking statements speak only as of the date of
this announcement. Sibanye-Stillwater undertakes no obligation to update
publicly or release any revisions to these forward-looking statements to
reflect events or circumstances after the date of this announcement or to
reflect the occurrence of unanticipated events, save as required by applicable
law.

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