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AGM Applied Graphene Materials Plc

5.25
0.00 (0.00%)
Last Updated: 01:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Applied Graphene Materials Plc LSE:AGM London Ordinary Share GB00BFSSB742 ORD 2P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 5.25 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Statement re Further Joint Cautionary Announcement

19/12/2003 9:30am

UK Regulatory


    Anglovaal Mining Limited  African Rainbow Minerals &    Harmony Gold Mining   
                           Exploration Investments        Company Limited     
  (Incorporated in the      (Proprietary) Limited                             
Republic of South Africa)                              (Incorporated in the   
                             (Incorporated in the    Republic of South Africa)
(Registration number 1933 Republic of South Africa)                           
       /004580/06)                                   (Registration number 1950
                          (Registration number 1997/        /038232/06)       
    (Share code: AIN)             020158/07)                                  
                                                         (Share code: HAR)    
(ISIN code: ZAE000017141)          ("ARMI")                                   
                                                     (ISIN code: ZAE000015228)
        ("Avmin")                                                             
                                                            ("Harmony")       

- FINANCIAL EFFECTS; AND

- FURTHER JOINT CAUTIONARY ANNOUNCEMENT

1. INTRODUCTION

Shareholders of Avmin and Harmony are referred to the detailed joint cautionary
announcement dated 13 November 2003 regarding a range of indivisible
transactions involving Avmin, Harmony and ARMI ("the Transaction").

2. FINANCIAL EFFECTS

The following tables have been prepared for illustrative purposes only and set
out the pro forma financial effects of the Transaction per ordinary share of
Avmin and Harmony, respectively, based on the audited annual financial
statements of Avmin and Harmony for their financial years ended 30 June 2003.

2.1 Avmin financial effects

                       1 Before the    2 Adjustments   3 After the  Percentage 
                        Transaction     before the     Transaction    change   
                        (cents per      Transaction    (cents per              
                          share)        (cents per       share)                
                                          share)                               
                                                                               
Net asset value            4407            4407           4987         13.2    
                                                                               
Net tangible asset         4401            4401           4984         13.2    
value                                                                          
                                                                               
Earnings                   (170)            194           1171         503.6   
                                                                               
Headline earnings           176             175            291         66.3    
                                                                               
Weighted average        112 046 000     112 046 000    201 796 417             
number of shares                                                               
                                                                               
Number of shares        112 601 980     112 601 980    202 352 397             
issued                                                                         

Notes:

 1. The `Before the Transaction' financial information has been extracted,
    without adjustment, from the Avmin published audited results.
   
 2. The `Adjustments before the Transaction' include adjusting for the sale of
    Chambishi Metals plc and the placement of 90 000 000 Avgold shares in April
    2003, on the assumption that both were effective 1 July 2002 for earnings
    effects and 30 June 2003 for net asset value effects.
   
 3. The `After the Transaction' financial information is based on the
    following:
   
  * for earnings and headline earnings per share, the Transaction was effective
    1 July 2002;
   
  * for net asset and net tangible asset value per share, the Transaction was
    effective 30 June 2003;
   
  * adjusting for the sale of Chambishi Metals plc on the assumption that the
    Chambishi disposal was effective 1 July 2002 for earnings effects and 30
    June 2003 for net asset value effects;
   
  * Avmin disposed of 90 000 000 Avgold shares, with effect from 1 July 2002
    for earnings effects and 30 June 2003 for net asset value effects;
   
  * Avmin acquired ARMI's 41.5% effective interest in the Modikwa Joint Venture
    with effect 1 July 2002 for earnings effects and 30 June 2003 for net asset
    value effects;
   
  * Avmin acquired Kalplats with effect 1 July 2002 for earnings effects and 30
    June 2003 for net asset value effects;
   
  * Adjustments have been made to Modikwa's financial statements to comply with
    IFRS and accounting policies; and
   
  * Harmony is equity accounted by bringing in 22.27% of the Harmony earnings
    for the year to 30 June 2003.
   
 4. A share price of R50 per Avmin share, R101.07 per Harmony share and an
    implied Avgold share price of R10.11 has been used.
   
2.2 Harmony financial effects

                         1 Before the   2 Adjustments  3 After the  Percentage 
                          Transaction    before the    Transaction    change   
                          (cents per     Transaction   (cents per              
                            share)       (cents per      share)                
                                           share)                              
                                                                               
Net asset value                   4 732         6 361         7 174    12.8    
                                                                               
Net tangible asset                4 732         5 208         5 759    10.6    
value                                                                          
                                                                               
Earnings                            359           721           574   (20.4)   
                                                                               
Headline earnings                   661           885           715   (19.2)   
                                                                               
Weighted average number     177 954 245  241 620 912   278 897 939             
of shares                                                                      
                                                                               
Number of shares issued     184 854 115  248 520 782   285 797 809             

Notes:

 1. The "Before the Transaction" effects have been extracted from the annual
    financial statements of Harmony for the year ended 30 June 2003.
   
 2. The "Adjustments before the Transaction" include adjusting for the effects
    of:
   
  * the merger between Harmony and ARMgold; and
   
  * the acquisition of a total effective interest of 34.5% in Avmin, after
    adjusting for the effects of Avmin's interest in Chambishi Metals plc on
    the assumption that these transactions were effective 1 July 2002 for
    earnings effects and 30 June 2003 for net asset value effects.
   
 3. The "After the Transaction" effects are based on the following assumptions:
   
  * for earnings and headline earnings per share, the Transaction was effective
    1 July 2002;
   
  * for net asset and net tangible asset value per share, the Transaction was
    effective 30 June 2003;
   
  * Avgold disposed of its interest in ETC mine with effect 1 July 2002 for
    earnings effects and 30 June 2003 for net asset value effects; and
   
  * Avmin acquired ARMI's 41.5% effective interest in the Modikwa Joint Venture
    with effect 1 July 2002 for earnings effects and 30 June 2003 for net asset
    value effects.
   
 4. A share price of R50 per Avmin share, as announced in the detailed joint
    cautionary dated 13 November 2003, has been used.
   
3. FURTHER JOINT CAUTIONARY ANNOUNCEMENT

Shareholders are advised that the requisite legal agreements are still being
finalised. Accordingly, the shareholders of both Avmin and Harmony are advised
to continue to exercise caution when trading in their securities until a
further announcement is made.

Johannesburg

18 December 2003

Financial adviser and sponsor to Avmin  Financial adviser and sponsor to       
                                        Harmony and joint financial adviser to 
                                        ARMI                                   
                                                                               
Deutsche Securities                     JPMorgan                               
                                                                               
Deutsche Securities (SA) (Proprietary)                                         
Limited                                                                        
                                                                               
(Registration number 1995/011798/07)                                           
                                                                               
Member of the JSE Securities Exchange                                          
South Africa                                                                   
                                                                               
Attorneys to Avmin                      Joint financial adviser to ARMI        
                                                                               
Deneys Reitz Attorneys                  Nedbank Corporate                      
                                                                               
                                        Attorneys to Harmony                   
                                                                               
                                        Cliffe Dekker                          
                                                                               
                                        Attorneys to ARMI                      
                                                                               
                                        Bowman Gilfillan                       



END



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