HARMONY GOLD MINING COMPANY LIMITED - Posting of circular and notice of EGM

Posting of circular and notice of EGM

HARMONY GOLD MINING COMPANY LIMITED
Registration number 1950/038232/06
Incorporated in the Republic of South Africa
ISIN: ZAE000015228
JSE share code: HAR
(“Harmony” or the "Company")


POSTING OF CIRCULAR AND NOTICE OF EGM

Johannesburg. Monday, 11 June 2018. Harmony advises that the Company has
made available to download on its website, www.harmony.co.za/invest, today,
a circular to Harmony shareholders. The circular will be posted on or about
Tuesday, 12 June 2018.


1. INTRODUCTION

   Harmony shareholders (“Shareholders”) are referred to the announcements
   released by the Company on 5 June and 6 June 2018, in which it advised
   that in terms of existing authorities granted by Shareholders, it
   concluded an accelerated bookbuild offering through the subscription by
   qualifying investors of 55,055,050 new Harmony shares at a price of
   ZAR19.12 per share (the "Placing Price") for an aggregate consideration
   of approximately ZAR1.05 billion (US$82 million) (the "Placing”).

   Harmony remains proactively engaged in accelerating transformation of the
   mining sector and the economy overall. Accordingly, the Board has
   identified that it is of strategic importance to ensure ARM's continued
   contribution to Harmony’s BEE credentials at the same ownership level as
   before the Placing and consequently, the Board is proposing to issue
   11,032,623 new Ordinary Shares at the Placing Price to ARM.

   In turn, African Rainbow Minerals Limited ("ARM"), Harmony's long-term
   anchor strategic black economic empowerment ("BEE") partner, has agreed
   to subscribe for 11,032,623 shares at the Placing Price ("ARM Placing")
   to ensure that ARM will hold the same shareholding percentage of 14.29%
   of the issued ordinary share capital of the Company as before the Placing
   and the issue of shares to the Community Trust and Employee Trust as
   previously announced and approved by shareholders.

   The ARM Placing will be carried out under the vendor consideration placing
   rules in terms of paragraph 5.62 of the JSE Listings Requirements. The
   proceeds raised from the ARM Placing will be used to repay part of the
   outstanding bridge loan raised for the acquisition of Moab Khotsong.

   Given that ARM may be “related or inter-related” (as such terms are
   construed in section 2 of the Companies Act, No. 71 of 2008, as amended
   ("Companies Act")) to the chairman of the Company, and consequently, as
   prescribed by section 41(1)(b) of the Companies Act, the Board has
   determined that notwithstanding their authority to deal with a certain
   number of the authorised but unissued shares in their discretion as
   granted at the 2017 annual general meeting, no issue of shares can be
   made to ARM without first obtaining the approval of Shareholders by way
   of special resolution.
   Accordingly, Harmony has issued a circular, incorporating a notice of
   Extraordinary General Meeting ("EGM"), to download on its website,
   www.harmony.co.za/invest, today.

2. NOTICE OF EGM

   Notice is hereby given to the Shareholders that a general meeting will be
   held at the Hilton Hotel, 138 Rivonia Road, Sandton, Johannesburg, South
   Africa at 11:00 (South African Standard Time) on 12 July 2018.

3. SALIENT DATES AND TIMES

   Posting record date to be eligible to receive              Friday, 1 June 2018
   the circular and Notice of EGM
   Posting circular to Shareholders                           Tuesday, 12 June 2018
   Last day to trade in order to be eligible to               Tuesday, 3 July 2018
   participate and vote at the EGM
   Voting record date to participate in and vote              Friday, 6 July 2018
   at the EGM
   Last day and time to give notice to                        Monday, 9 July 2018
   participate in the EGM electronically by 11:00
   on
   Last day and time to lodge Forms of Proxy with             Tuesday, 10 July 2018
   the Transfer Secretaries, by 11:00 on
   EGM of Shareholders at 11:00 on                            Thursday, 12 July 2018
   Results of EGM released on SENS                            Thursday, 12 July 2018

   Notes:
   1. All dates and times above are South African local times unless otherwise stated.
   2. The above dates and times are subject to amendments. Any such material amendment will
       be released on SENS.




Johannesburg
11 June 2018

For further information please contact:

Lauren Fourie
Investor Relations Manager
+27 (0) 71 607 1498 (mobile)

Marian van der Walt
Executive: Investor Relations
+27 (0) 82 888 1242 (mobile)

Transaction Sponsor to Harmony: UBS
JSE Sponsor: J.P. Morgan Equities South Africa Proprietary Limited
Legal Advisor to Harmony as to South African law: Bowman Gilfillan Inc.

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