Harmoney advices the 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The resolutions have been withdrawn as they are no longer required given the reduction in size of the potential capital raising from up to US$200 million to approximately US$100 million, as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.

J.P. Morgan Equities South Africa Proprietary Limited

For more details contact:
Lauren Fourie
Investor Relations Manager
+27 (0) 71 607 1498 (mobile)

Harmony Gold Mining Company Limited (Harmony), a world-class gold mining and exploration company, has operations and assets in South Africa and Papua New Guinea (PNG). Harmony, which has more than 60 years’ experience in the industry, is the third largest gold producer in South Africa. Our assets include one open pit mine and several exploration tenements in PNG, as well as 9 underground mines and 1 open pit operation and several surface sources in South Africa. In addition, we own 50% of the significant Golpu project in a joint venture in PNG.

The company’s primary stock exchange listing is on the JSE with a secondary listing on the New York Stock Exchange. The bulk of our shareholders are in South Africa and the United States. Additional information on the company is available on the corporate website, www.harmony.co.za.

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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