News | EU & Competition

SJ Berwin Acts for Harmony in $8.1 Billion Hostile Takeover of Goldfields

Friday 15th April 2005

The Office of Fair Trading yesterday cleared the hostile takeover of Goldfields by Harmony, two of the leading gold producers in the world. Harmony is engaged in gold and related mining activities in South Africa, Australia and Russia. Goldfields is one of the worlds largest producers of precious metals and is listed on both the Johannesburg and New York Stock Exchanges. SJ Berwin acted for Harmony in obtaining clearance for the transaction which is one of the largest hostile takeover bids of the past year.

Harmony issued a public bid for Goldfields on 18 October 2004, valuing the company at $8.1 billion. The deadline for acceptances in respect of the bid is due to expire in May. The deal has been protracted due to concerns in South Africa of the competition authorities and by legal proceedings instituted by Goldfields and its shareholders. Clearance by the Office of Fair Trading is a condition of the deal. The decision received today therefore removes one of the regulatory obstacles to the bid which is proceeding in accordance with the timetable.

Simon Holmes, partner in the EU and Competition team at SJ Berwin, said "The decision by the Office of Fair Trading highlights the importance of approaching competition authorities in hostile takeover situations, where the possibility of a complaint being made is high. Obtaining swift clearance removes this possibility and therefore reduces the barriers to a hostile bid being successful."


Notes:
    SJ Berwin:

  • The EU & Competition Department of European law firm, SJ Berwin is one of the leading UK and EU competition practices in Europe with strong working relationships with the European Commission and in the UK with the Office of Fair Trading ("OFT") and the Competition Commission. It has been a core practice area of the firm since its establishment in 1982.
  • The department consistently features amongst the leaders in this field of expertise in major legal directories Legal 500 ranks the department in the top tier in the UK. It is also acknowledged as an expert in Germany, Brussels and Spain and is only one of two Law firms ever to have been twice named 'Competition Team of the Year' by Legal Business magazine.
  • The team comprises 12 partners and over 25 other lawyers in London, Brussels, Munich, Madrid and Paris, with London and Brussels operating symbiotically. This pan-European team is headed up by Stephen Kon, who has over twenty years experience, specialising in advising on all aspects of EU law (particularly EU and UK Competition law) and appears regularly before the European Commission, the Court of First Instance and European Court of Justice, the UK's OFT and the Competition Commission.
  • We advise on mergers, and JVs; cartel and monopoly enquiries; UK/EC complaints and litigation; notifications to competition authorities; regulatory work; IP and competition interface issues; advisory and compliance work; State Aid; trade and customs; lobbying and Arbitrage.

    Clients:
  • We act for a number of high profile clients on EU and domestic matters. These have covered a wide variety of clients from differing sectors and legal matters. These have included advising Diageo plc, the world's premium leading drinks business on its $8bn acquisition, with Pernod Ricard, of the wine and spirits division of Seagram from Vivendi; acting for the four AES Electricity Generators who were referred together with British Energy to the UK Competition Commission; through to advising Dixons Stores Group Limited in relation to a challenge before the Office of Fair Trading and more recently in the current competition enquiry into extended warranties; representing Coca Cola Enterprises in connection with the European Commission investigation; representing Merck Generics in connection with the Commission’s investigation into AstraZeneca’s alleged abusive practices regarding its blockbuster Losec (omeprazole) product; and successfully obtaining unconditional clearance from the OFT for Iron Mountain Europe, the leading provider of records and information management services, in relation to the competition aspects of its £200mn acquisition of its biggest competitor, Hays IMS.
  • Other clients include: Associated British Foods, AES, AKZO Nobel, British Land, Channel 4, CSFB, Gullane, Guardian IT, Hilton Group, JVC, Mediaset, Merck Generics, Metronet, Mmo2, Morgan Stanley, Reckitt Benckiser, RBS/Natwest, Swedish Match, UCI/UGC Cinemas, Universal Music Group, Universal Pictures, William Hill.
 
Read more Back to news