Blueprint
UNITED
STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.
20549
Form 6-K
REPORT OF FOREIGN
PRIVATE ISSUER PURSUANT TO
RULE 13a-16 OR
15d-16 UNDER THE SECURITIES
EXCHANGE ACT OF
1934
For June 11,
2018
Harmony Gold Mining Company
Limited
Randfontein
Office Park
Corner Main Reef
Road and Ward Avenue
Randfontein,
1759
South
Africa
(Address of principal executive
offices)
*-
(Indicate by
check mark whether the registrant files or will file annual reports
under cover of Form 20- F or Form 40-F.)
(Indicate by
check mark whether the registrant by furnishing the information
contained in this form is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934.)
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.
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.
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
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Posting record
date to be eligible to receive the circular and Notice of
EGM
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Friday, 1 June
2018
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Posting circular
to Shareholders
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Tuesday, 12 June
2018
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Last day to trade
in order to be eligible to participate and vote at the
EGM
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Tuesday, 3 July
2018
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Voting record
date to participate in and vote at the EGM
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Friday, 6 July
2018
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Last day and time
to give notice to participate in the EGM electronically by 11:00
on
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Monday, 9 July
2018
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Last day and time
to lodge Forms of Proxy with the Transfer Secretaries, by 11:00
on
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Tuesday, 10 July
2018
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EGM of
Shareholders at 11:00 on
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Thursday, 12 July
2018
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Results of EGM
released on SENS
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Thursday, 12 July
2018
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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.
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly
authorized.
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Harmony Gold Mining Company
Limited
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Date: June 11,
2018
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By:
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/s/ Frank Abbott
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Name
Frank
Abbott
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Title
Financial
Director
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