October 20, 2004
Here's something you don't see every day -- the continuing brouhaha between Oracle (Nasdaq: ORCL ) and PeopleSoft (Nasdaq: PSFT ) being a notable exception. South Africa's Harmony Gold Mining Company (NYSE: HMY ) has announced a hostile takeover bid to acquire fellow South African miner Gold Fields Limited (NYSE: GFI ) . The transaction, if it takes place, would be an all-stock acquisition, with Harmony issuing 1.275 new shares in payment for each share of Gold Fields. The deal would value Gold Fields at more than $8 billion. Harmony is currently the world's sixth-largest gold miner, and, if it acquires Gold Fields, the resulting merged company would be the world's largest by both production and reserves.
However, the same day it received Harmony's proposal, Gold Fields' board of directors unanimously rejected Harmony's bid as too low. Gold Fields also gave the corporate equivalent of a "harrumph" at Harmony's suggestion that its offer was contingent on Gold Fields canceling its already-announced acquisition of 70% of Canada's Iamgold (AMEX: IAG ) . Gold Fields proposed to combine Iamgold with its own international operations to create a new "Gold Fields International" subsidiary. In sum, by all indications, Gold Fields' board has no intention of either supporting Harmony's offer or renouncing its own acquisition of Iamgold.
There's at least one company out there (in addition to Harmony, that is) that hopes the deal goes through, however. Regular Fool readers may recall that, way back in March, I wrote about Russian metals mining conglomerate Norilsk Nickel (OTC BB: NILSY) and how it paid nearly $1.2 billion to purchase a 20% stake in Gold Fields. That purchase valued Gold Fields at $6 billion in total. Despite all indications that Gold Fields' board is not feeling receptive to Harmony's offer, the very fact that the offer was made has helped to boost Norilsk's stake in Gold Fields to a 17% "paper value" gain. And should the deal go through, that will make Norilsk a cool 33% -- not at all a bad return on its investment in this basically flat equities market.
It's not at all surprising, therefore, that Norilsk intends to vote its shares in favor of Harmony's buyout. Whether it sells out somewhere along the way or sticks around for a stake in the new world's largest gold company, Norilsk wins either way.
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Fool contributorRich Smithhas no interest in any company mentioned in this article.