Form 40-F:
101(b)(1):
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule
101(b)(7):
furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Following this approval, AngloGold and the Government have signed the Agreement, the terms of which remain unchanged from those announced by AngloGold on 12 December 2003. The Agreement has the effect of creating an enabling economic and fiscal environment for the recapitalisation and further development of Ashanti's Ghanaian assets after the merger of AngloGold and Ashanti (the "Merger").
The implementation of the Agreement remains subject to, among other things:
- the confirmation of the Scheme by the High Court of Ghana (the "High Court"); and
As soon as possible, Ashanti intends to file an application with the High Court to convene and set the date for the meeting at which Ashanti shareholders will consider and vote on the Scheme (the "Scheme Meeting") as well as the date when the High Court will, following the approval of Ashanti shareholders, hear the application to confirm the Scheme. Once the dates for the Scheme Meeting and the hearing to confirm the Scheme have been scheduled, the Scheme documents will be posted to Ashanti shareholders. Thereafter, having allowed the appropriate notice period, the Scheme Meeting will be held and, assuming the Scheme is approved by Ashanti shareholders at the Scheme Meeting, the High Court will hear the application to confirm the Scheme. AngloGold anticipates that the Scheme Meeting and the High Court hearing to confirm the Scheme will take place in early April and that the Merger will be implemented by the end of April.
Commenting on the Parliament's ratification of the Agreement, AngloGold CEO Bobby Godsell said: "We are delighted to have the support of the Parliament and Government of Ghana and we will now press ahead to complete the Merger as soon as possible." ends
www.anglogold.com
South Africa
Tomasz Nadrowski
USA
Certain statements in this announcement are forward-looking within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including without limitation, those statements concerning (i) timing, fulfillment of conditions, tax treatment and completion of the Merger, (ii) the value of the transaction consideration, (iii) expectations regarding production and cost savings at the combined group's operations and its operating and financial performance and (iv) synergies and other benefits anticipated from the Merger. Although AngloGold and Ashanti believe that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct.
For a discussion of important terms of the Merger and important factors and risks involved in the companies' businesses, which could cause the combined group's actual operating and financial results to differ materially from such forward-looking statements, refer to AngloGold's and Ashanti's filings with the US Securities and Exchange Commission (the "SEC"), including AngloGold's annual report on Form 20-F for the year ended 31 December 2002, filed with the SEC on 7 April 2003 and Ashanti's annual report on Form 20-F for the year ended 31 December 2002, filed with the SEC on 17 June 2003 and any other documents in respect of the Merger that are furnished to the SEC by AngloGold or Ashanti under cover of Form 6-K.
Neither AngloGold, Ashanti nor the combined group undertakes any obligation to publicly update any forward-looking statements discussed in this announcement, whether as a result of new information, future events or otherwise.
ADDITIONAL INFORMATION
UBS Investment Bank and First Africa Group Holdings (Pty) Limited ("First Africa") are acting for AngloGold and no one else in connection with the Merger and will not be responsible to anyone other than AngloGold for providing the protections afforded to clients of UBS Investment Bank or First Africa or for providing advice in relation to the Merger.
Title: Company Secretary