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HARMONY GOLD MINING COMPANY LIMITED - Withdrawal of resolutions relating to potential equity capital raising approvals

Release Date: 25/01/2018 13:38:00      Code(s): HAR       PDF(s):  
Withdrawal of resolutions relating to potential equity capital raising approvals

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")

Withdrawal of resolutions relating to potential equity capital
raising approvals

Johannesburg, Thursday, 25 January 2018. Harmony Gold Mining Company
Limited (“Harmony” and/or “the Company”) advises the withdrawal of
special resolution number 5 and ordinary resolution number 5,
included in the circular and notice of meeting to Harmony
shareholders, dated 7 December 2017.

The resolutions have been withdrawn as they are no longer required
given the reduction in size of the potential capital raising from up
to US$200 million to approximately US$100 million, as announced by
Harmony on 6 December 2017. In respect of the foregoing, a brief
background is set out under the caption: “Summary of events”, at the
end of this announcement.

The General Meeting of the Shareholders will be held at the Hilton
Hotel, 138 Rivonia Road, Sandton, Johannesburg, South Africa at
11:00 (South African Standard Time) on Thursday, 1 February 2018.

“The upcoming general meeting, to approve the Moab Khotsong
transaction is an important step towards enhancing Harmony’s gold
portfolio. After careful consideration of Harmony’s cash resources
and strong production performance the potential equity capital
raising was reduced to US$100 million (from US$200 million) as
announced on 6 December 2017. The reduced potential equity capital
raising has led to the withdrawal of the resolutions (relating to
potential equity capital raising approvals) as they are no longer
considered necessary for Harmony’s purposes of raising equity
capital for the Moab Khotsong transaction”, said Peter Steenkamp,
chief executive officer.

For more details contact:

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

25 January 2018

Transaction sponsor: UBS

JSE Sponsor: J.P. Morgan Equities South Africa Proprietary Limited

South African Legal Advisor: Bowmans

Summary of events

i) Acquisition announcement

On 19 October 2017, Harmony announced the proposed acquisition of
the Moab Khotsong operations, which includes the Great Noligwa
underground mine and related infrastructure from AngloGold Ashanti
Limited for a consideration of US$300 million in cash. US$100
million of the offer consideration was to be settled from Harmony's
existing debt facilities and the remaining US$200million was to be
funded through a fully underwritten bridge loan facility.

ii) Update on funding of the Moab Khotsong acquisition announcement

On 6 December 2017, Harmony announced that, it expected to refinance
the US$200 million bridge loan facility through up to US$100 million
from internal cash resources and approximately US$100 million
through a potential equity capital raise.
iii) Availability and posting of circular to shareholders, including
notice of general meeting

The circular to Harmony shareholders, including a notice of general
meeting, dated 7 December 2017 included potential equity capital
raising resolutions to: (a) allow for the issue of Harmony ordinary
shares equal to or in excess of 30% of the voting power of all the
ordinary shares in issue and such authority also includes the
authority to allot and issue any ordinary shares in the authorised
but unissued share capital of the Company to any underwriter(s) of
the potential equity capital raising; and (b) to waive the mandatory
offer provisions of the Companies Act, 2008 that would be applicable
in circumstances where one or more of the underwriters, pursuant to
their underwriting obligations under the potential equity capital
raising, either alone or together with related or inter-related
parties or concert parties, have acquired such number of shares that
would entitle them to exercise at least 35% of the voting power of
all the ordinary shares of the Company in issue.

Special resolution number 5 and ordinary resolution number 5 have
been withdrawn as part of this announcement, dated 25 January 2018.

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