Proposed transaction with Sibanye-Stillwater gets competition authorities approval
08 February 2018
Johannesburg, South Africa. 8 February 2018, DRDGOLD Limited (DRDGOLD; JSE, NYSE: DRD) announced today that South Africa’s Competition Authorities yesterday approved the company’s proposed transaction with Sibanye-Stillwater.
In terms of the proposed transaction, announced on 22 November 2017, DRDGOLD will acquire from Sibanye-Stillwater portions of the latter’s West Rand Tailings Retreatment Project (WRTRP) assets in exchange for approximately 38% of DRDGOLD’s ordinary share capital.
In addition, DRDGOLD and Sibanye-Stillwater have entered into an option agreement in terms of which Sibanye-Stillwater will be granted an option to increase its shareholding in DRDGOLD to 50.1% during the 24 months following implementation of the acquisition.
The approval of the Competition Authorities is subject to the following:
- Should Sibanye-Stillwater elect to exercise the option within a period of 24 months from the date of the approval of the Competition Authorities, Sibanye-Stillwater will inform the Competition Authorities of its decision within 20 business days of exercising the option.
- Should Sibanye-Stillwater elect to exercise the option after a period of 24 months from the approval date, Sibanye-Stillwater will notify the Competition Authorities of its decision for consideration by Competition Authorities as a merger in terms of section 13A of the Competition Act, No. 89 of 1998.
Implementation of the proposed transaction remains conditional on the fulfilment or waiver of certain conditions precedent, including the approval by DRDGOLD shareholders.
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Forward looking Statements
Many factors could cause the actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements, including, among others, adverse changes or uncertainties in general economic conditions in the markets we serve, a drop in the gold price, a sustained strengthening of the Rand against the Dollar, regulatory developments adverse to DRDGOLD or difficulties in maintaining necessary licenses or other governmental approvals, changes in DRDGOLD’s competitive position, changes in business strategy, any major disruption in production at key facilities or adverse changes in foreign exchange rates and various other factors. These risks include, without limitation, those described in the section entitled “Risk Factors” included in our annual report for the fiscal year ended 30 June 2017, which we filed with the United States Securities and Exchange Commission on 31 October 2017 on Form 20-F. You should not place undue reliance on these forward-looking statements, which speak only as of the date thereof. We do not undertake any obligation to publicly update or revise these forward-looking statements to reflect events or circumstances after the date of this report or to the occurrence of unanticipated events. Any forward-looking statements included in this release have not been reviewed and reported on by DRDGOLD’s auditors.