Sun, Nov 07, 2004 - Page 11 News List

Mining giant goes to court to avert hostile takeover


South African mining giant Gold Fields on Friday said it has filed a complaint in a New York court against rival Harmony to try and stop it from continuing with a hostile takeover to create the world's largest gold producer.

Harmony launched a US$8.1-billion bid on Oct. 18 for control of Gold Fields, which has gone on the offensive to defend itself.

"Gold Fields Ltd (GFI) has filed a complaint in the United States District Court ... in connection with Harmony's coercive two-step offer for the shares of Gold Fields," the company said in a statement, issued in Johannesburg.

"The complaint alleges that Harmony has violated US securities laws and seeks to stop Harmony's unsolicited and hostile offer," it said.

The complaint filed before court stated that an early settlement offer by Harmony, which sought to acquire up to 34.9 percent of Gold Fields shares, was unlawful. This was because the registration statement and related tender offer documents filed with the US Securities and Exchange Commission were "misleading, inaccurate and omitted material information about Harmony and its coercive two-step offer structure."

"The Gold Fields board has initiated this lawsuit because it believes that Gold Fields shareholders are being forced to make a crucial investment decision without accurate and complete information about the offer structure and Harmony's plans if it gains control of Gold Fields," the statement said.

It said it asked the court to stop the offer until shareholders have been given all the information and "had the time to consider it."

South Africa's largest gold producer Harmony said earlier on Friday that it expected 1,000 to 1,500 jobs to be cut if its merger with Gold Fields goes ahead.

"We believe that no more than 1,000 to 1,500 jobs will be lost and these will take place at management level," Harmony chief executive Bernard Swanepoel said in a statement.

A Harmony merger plan filed with the South African Competition Commission states that no more than 1.01 percent of workers will lose their jobs in the combined company.

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