Gold Fields Ltd. Amends Galiano Gold Stake Filing
Ticker: GAU · Form: SC 13D/A · Filed: Mar 7, 2024 · CIK: 1377757
| Field | Detail |
|---|---|
| Company | Galiano Gold Inc. (GAU) |
| Form Type | SC 13D/A |
| Filed Date | Mar 7, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $150 million, $20 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: ownership-change, sec-filing, amendment
Related Tickers: GOG
TL;DR
Gold Fields just updated their Galiano Gold filing - ownership change incoming?
AI Summary
Gold Fields Ltd. has filed an amendment (Amendment No. 3) to its Schedule 13D concerning Galiano Gold Inc. as of March 7, 2024. This filing indicates a change in the beneficial ownership of Galiano Gold Inc. by Gold Fields Ltd. and its subsidiaries, Gold Fields Netherlands Service B.V. and Gold Fields Orogen Holding (BVI) Ltd.
Why It Matters
This amendment signals a potential shift in the ownership structure or strategy concerning Galiano Gold Inc., which could impact its stock price and future operations.
Risk Assessment
Risk Level: medium — Changes in major shareholder filings can indicate strategic shifts, potential takeovers, or divestitures, all of which carry inherent market risks.
Key Players & Entities
- Gold Fields Ltd. (company) — Filing entity
- Galiano Gold Inc. (company) — Subject company
- Gold Fields Netherlands Service B.V. (company) — Group member of filing entity
- Gold Fields Orogen Holding (BVI) Ltd (company) — Group member of filing entity
- Marsh Holdings Inc. (company) — Group member of filing entity
FAQ
What is the specific nature of the change in beneficial ownership reported by Gold Fields Ltd. for Galiano Gold Inc.?
The filing is an amendment to Schedule 13D, indicating a change in beneficial ownership, but the specific details of the change are not provided in the header information.
What was Galiano Gold Inc.'s former name, and when did the name change occur?
Galiano Gold Inc. was formerly known as Asanko Gold Inc., with a name change date of March 11, 2013. It was also formerly known as Keegan Resources Inc. prior to October 6, 2006.
What is the business address and phone number for Galiano Gold Inc.?
The business address for Galiano Gold Inc. is 680 - 1066 West Hastings Street, Vancouver, A1, V6E 3X2, and the business phone number is 604 683 8193.
What is the business address and phone number for Gold Fields Ltd.?
The business address for Gold Fields Ltd. is 150 Helen Road, Sandown, Sandton, T3, 2196, South Africa, and the business phone number is 0027115629700.
What is the SEC file number and film number associated with this SC 13D/A filing?
The SEC file number is 005-83675, and the film number is 24729280.
Filing Stats: 1,336 words · 5 min read · ~4 pages · Grade level 11.5 · Accepted 2024-03-07 13:19:58
Key Financial Figures
- $150 million — the GF Group an aggregate amount of U.S.$150 million (in several tranches, including as defe
- $20 million — as deferred cash consideration) and U.S.$20 million as share consideration in the Issuer. O
Filing Documents
- d777504dsc13da.htm (SC 13D/A) — 71KB
- d777504dex991.htm (EX-99.1) — 6KB
- 0001193125-24-061867.txt ( ) — 79KB
is
Item 4 is hereby amended by adding the following: Share Purchase Agreement As previously disclosed, on December 20, 2023, the Reporting Persons entered into a share purchase agreement between GF Netherlands, Gold Fields Orogen, Galiano, Galiano International (Isle of Man) Ltd. and Galiano Gold (Isle of Man) Ltd (the SPA). As consideration for the acquisition of Gold Fields joint venture interest in the Asanko Gold Mine, Galiano and its subsidiaries agreed to pay to the GF Group an aggregate amount of U.S.$150 million (in several tranches, including as deferred cash consideration) and U.S.$20 million as share consideration in the Issuer. On March 5, 2024, Gold Fields announced that pursuant to the terms of the SPA, the SPA transactions closed and 28,500,000 Considerations Shares were issued to the Reporting Persons, resulting in the Reporting Persons holding 19.9% of the issued and outstanding shares of the Issuer. Amended and Restated Investor Rights Agreement Concurrently with the closing of the SPA transactions, Marsh Holdings Inc. and Galiano entered into the Amended and Restated Investor Rights Agreement. Item6. Contracts, Arrangements Understandings or Relationships with Respect to Securities of the Issuer
is hereby amended and supplemented to include the following
Item 6 is hereby amended and supplemented to include the following: The information set forth in Item 4 of the Schedule 13D is incorporated herein by reference. Item7. Materials to Be Filed as Exhibits. Exhibit No. Description 99.1 Joint Filing Agreement.
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this Dated: March 7, 2024 GOLD FIELDS LIMITED By: /s/ Mike Fraser Name: Mike Fraser Title: Chief Executive Officer GOLD FIELDS OROGEN (BVI) LIMITED By: /s/ Johan Pauley Name: Johan Pauley Title: Director GOLD FIELDS NETHERLANDS SERVICES B.V. By: /s/ L.W. Lor Name: L.W. Lor Title: Managing Director MARSH HOLDINGS INC. By: /s/ Steven Reid Name: Steven Reid Title: Director