SECURITIES AND EXCHANGE COMMISSION
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 or 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
Report on Form 6-K dated February 3, 2003
This Report on Form 6-K shall be incorporated by reference in
our Registration Statement on Form F-3 as amended (File No. 333-101981)
to the extent not superseded by documents or reports subsequently filed by us under the Securities Act of 1933 or the
Securities Exchange Act of 1934, in each case as amended
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule
Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby
furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Review of financial and operating performance for the year ended December 31, 2002
prepared in accordance with U.S. GAAP, including condensed consolidated financial
information as of, and for the years ended, December 31, 2002 and 2001
REVIEW OF FINANCIAL AND OPERATING PERFORMANCE FOR THE YEAR ENDED DECEMBER 31,
2002 PREPARED IN ACCORDANCE WITH US GAAP
The following is a summary of the Group's financial and operating performance for the year ended December
31, 2002 prepared in accordance with US GAAP. This summary also includes condensed consolidated
financial information as at, and for the years ended, December 31, 2002 and 2001 prepared in accordance
On January 31, 2003, AngloGold issued its results for the quarter and year ended December 31, 2002
prepared in accordance with IAS and published its report, including condensed consolidated financial
information prepared in accordance with IAS, for those periods. This information has been submitted to the
US Securities and Exchange Commission on Form 6-K.
For the year 2002 compared to 2001
Total cash costs down 10 percent to $161 per ounce
Income before equity income and income tax up from $7 million to $430 million
Net income applicable to common stockholders increased to $356 million from a loss of $173 million
Gold production down 15 percent to 5.94 million ounces due to the sale of the Free State assets
Revenues decreased 13 percent to $1,799 million due to lower production
Final dividend declared at 675 South African cents or approximately 78 US cents per ordinary share
Presented in the table below is selected operating data for AngloGold for the year ended December 31,
Operating data for AngloGold
Capital expenditure ($ million)
For the year ended December 31, 2002, AngloGold's total gold production decreased by 1,044,000 ounces,
or about 15 percent, to 5.94 million ounces from 6.98 million ounces produced in 2001. This was mainly the
result of the disposal of the Free State assets located in South Africa, which produced 1,199,000 ounces in
Total cash costs for 2002 were $161 per ounce, $17 per ounce, or 10 percent, lower than the cash costs of
$178 per ounce in 2001. This change was mainly due to substantially lower cash costs for South African
operations in 2002 ($158 per ounce in 2002 compared to $184 in 2001). Total cash costs at the South
African operations decreased mainly for two reasons in 2002: firstly, due to the weaker South African rand
relative to the US dollar (based on the average exchange rates of the rand against the US dollar of R10.48
and R8.62 during the twelve months of 2002 and 2001, respectively) and, secondly, due to the disposal of
relatively high cost producing operations, such as Deelkraal and Elandsrand in February 2001 that had cash
costs of $331 per ounce and $362 per ounce, respectively, in 2001, as well as the disposal of the Free State
assets and Joel in January 2002 that had cash costs of $204 per ounce and $345 per ounce, respectively, in
AngloGold's ore reserves, excluding the Free State assets, increased by 22 percent to 72.3 million ounces as
at December 31, 2002 assuming a gold price of $325 per ounce and an exchange rate of $1=R10.5. This
included a 30 percent increase in the South African ore reserves to 47.5 million ounces mainly as a result of
the inclusion of reserves below 120 level at Mponeng and reserves below 101 level at Moab Khotsong. The
ore reserves are relatively insensitive to changes in gold price and exchange rates of up to 10%, positive or
Capital expenditure during 2002 was $271 million compared with $298 million in 2001, a $27 million, or 9
percent, decrease in capital expenditure.
Commenting on the 2002 results, Russell Edey, AngloGold's Chairman, and Bobby Godsell, AngloGold's
CEO said: "AngloGold's results for the year 2002 are impressive, reflecting the longer-term benefits of the
company's growth and risk diversification strategy. Although gold production declined with the sale of the
Free State mines in South Africa, cash costs were down year-on-year by 10 percent to $161 per ounce.
Looking ahead, the increase in reserves has resulted in longer mine lives rather than increased production
and we anticipate gold production for 2003 to be unchanged at around 6 million ounces, increasing to 6.5
million ounces in 2006. Part of the increased reserve is due to the rise in the gold price, which has the effect
of making lower-grade areas profitable. This leads to a lower average grade overall and, consequently,
increased unit costs which are also affected by the stronger rand."
AnlgoGold anticipates gold production of 6 million ounces of gold for the full year 2003, at a total cash cost of
$190 per ounce and capital expenditure of $330 million.
Revenues from product sales and other income decreased from $2,066 million in 2001 to $1,799 million in
2002, a 13 percent decrease. This was primarily due to lower production in 2002, which, as discussed
above, was mainly the result of the sale of the Free State mines in South Africa.
Production costs decreased from $1,261 million in 2001 to $927 million in 2002, a 26 percent decrease.
Lower production costs were mainly the result of substantially lower production costs at the South African
operations primarily due to a weaker South African rand relative to the US dollar and the disposal of relatively
high cost producing operations. Due to the strengthening of the South African rand against the US dollar,
production costs at the South African operations increased during the second half of 2002 compared to the
first half. Depreciation, depletion and amortization also decreased, from $371 million in 2001 to $333 million
in 2002, a 10 percent decrease. AngloGold did not record any impairment of assets or amortization of
goodwill in 2002 compared with $173 million of impairment and $27 million of goodwill amortization charged
Interest expense decreased from $72 million in 2001 to $44 million in 2002, a 39 percent decrease. A gain
on financial instruments of $73 million was recorded in 2002 compared with a loss of $5 million incurred in
In 2002, income before equity income and income tax amounted to $430 million compared to $7 million in
2001. Net income applicable to common stockholders increased to $356 million in 2002 from a loss of $173
million incurred in 2001.
Net cash provided by operating activities during 2002 amounted to $605 million compared with $501 million
in 2001. In 2002, AngloGold used $91 million and $367 million cash in investing and financing activities,
respectively. The effect of exchange rate changes on cash was a positive $75 million during 2002.
As a result of the factors discussed above, AngloGold had cash and cash equivalents of $413 million at
December 31, 2002 compared with $191 million at December 31, 2001, representing an increase in cash and
cash equivalents of $222 million from 2001. At December 31, 2002, AngloGold had available but undrawn a
total of $293 million under its credit facilities.
AngloGold declared a final dividend of 675 South African cents (approximately 78 US cents) per ordinary
share for the year ended December 31, 2002. $84 million in debt is scheduled to mature in 2003. In
addition, AngloGold anticipates $330 million capital expenditures during 2003.
AngloGold expects to finance the payment of dividends, the repayment of debt scheduled to mature in 2003
and capital expenditures it currently expects to incur in 2003 from cash on hand, cash generated from future
operations and debt facilities.
The factors, which drove the gold price during 2002 made a particularly strong impact in the final quarter of
2002. These factors included US dollar weakness, international political tension, equity market declines and
a halt to the dismantling of producer hedging. This last factor had the effect of both lowering gold producer
selling in the spot market and introducing some buying in the market. During the last quarter of 2002, the
price was influenced most significantly by dollar weakness and escalating conflict over Iraq. Over the past
year, the spot price has responded almost perfectly to the dollar's fall against the euro, and this correlation
was maintained in the final quarter of 2002. The additional tension in the Middle East provided the lift to take
gold up further. All of the factors that have been positive for gold in 2002 remain firmly in play, and there is
good reason to expect higher gold prices in 2003.
Under the favorable price performance of gold, the physical market continued to show weakness throughout
2002. There was a decline in physical demand for gold in both the jewellery and the investment sectors, with
exceptions in only a few countries. Compounding this lower demand, scrap sales and gold recycling
increased sharply in the face of higher gold prices. The negative impact of these factors in the physical
market were mitigated to a degree by slightly lower new mine production, and by the reduction in supply
occasioned by the run-down in gold producer hedging referred to above. As is the case in all periods of
rising gold prices and gold price volatility, the physical market should revive once the price returns to a stable
trading range for a period of time. However, with further gold price volatility expected in 2003, a resurgence
of physical demand should not be expected immediately.
A critical factor in the strength of the gold market in 2002 has been the return of investor and speculator
interest in the metal. This interest has not translated particularly into demand for physical gold, but can most
certainly be seen in the derivative markets, and particularly in the futures and options positions on the New
York Comex and, from time to time, on the Tokyo Comex. There is no doubt also a considerable over-the-
counter derivative trade in gold, although this is not easily measured. Buying in the derivatives markets is
directly influenced by the factors referred to above, and is directly responsible for moving the price of gold.
The spot price opened at $279 per ounce in January 2002 and closed at $348 per ounce in December 2002,
compared with $272 per ounce in January 2001 and $278 per ounce in December 2001. The average spot
price of gold was $310 per ounce during 2002, almost $40 per ounce, or fourteen percent, higher than $271
per ounce, the average spot price in 2001. During 2002, the highest spot price of gold was $354 per ounce
compared to a high of $298 per ounce for 2001. The lowest spot price of gold was $277 per ounce in 2002,
six percent higher than $262 per ounce, the lowest spot price of gold for 2001.
AngloGold manages its revenue risk through an actively directed forward sales program. The board of
directors has given management a mandate to sell forward no more than 50 percent of five years' production
spread over a ten year period. AngloGold has seldom been close to this limit and then mainly through
acquisitions and debt financing of new assets where the terms of loans have required that a portion of
production from these assets is sold forward.
AngloGold reduced its hedging contracts by some 133 tonnes during 2002. In the light of the continued
strength of the gold price and of the steady improvement in AngloGold's operating performance over the past
two years, and consequently the reduced need for the company to manage revenue through forward pricing,
the Board of AngloGold, at its meeting on January 30, 2003, encouraged the continuing management and
restructuring of the hedge book.
AngloGold's net delta open hedge position at December 31, 2002
At December 31, 2002, AngloGold had outstanding the following forward-pricing commitments against future
production. The total net delta tonnage of the hedge on this date was 10.28 million ounces or 319.7t (at
September 30, 2002: 10.40 million ounces or 323.6t). The delta position indicated reflects the nominal
amount of the option multiplied by the mathematical probability of the option being exercised. This is
calculated using the "Black-Scholes" option formula with the ruling market prices, interest rates and volatilities
The marked-to-market value of all hedge transactions making up the hedge positions was a negative
US$446.6 million (negative R3.81 billion) at December 31, 2002 (at September 30, 2002: negative US$442.3
million negative R4.65 billion). These values were based on a gold price of US$345.50 per ounce,
exchange rates of R/US$8.53 and A$/US$0.56 and the prevailing market interest rates and volatilities at the
At January 29, 2003, the marked-to-market value of the hedge book was a negative US$591.3 million
(negative R5.085 billion) based on a gold price of US$363 per ounce and exchange rates of R/US$8.6 and
A$/US$0.588 and the prevailing market interest rates and volatilities at the time.
These marked-to-market valuations are not predictive of the future value of the hedge position, or of the
future impact on the revenue, of AngloGold. The mark-to market represents the current profit/loss value of
the hedge book at market prices and rates available at that time.
Adding value to the gold downstream Ensuring a sustainable gold industry
AngloGold's marketing department has for some years been developing and implementing strategies to
better understand and expand the market for its product around the world. As part of this programme,
opportunities for local beneficiation or adding value through processing, refining and marketing within the
region or country in which the gold has been mined have been explored.
South Africa's new minerals legislation (the Mineral and Petroleum Resources Development Act 2002) has
focused attention on the need for the South African mining industry to develop initiatives which add value
downstream from the refinery, to enhance mineral products locally, to create job opportunities and to develop
skills. AngloGold is currently well-placed to meet the requirements of this legislation as a result of its
downstream activities to date.
Some of AngloGold's key projects are:
OroAfrica - In July 2000, AngloGold acquired a 25% stake in OroAfrica, South Africa's largest gold jewellery
manufacturer providing an opportunity to promote and market gold jewellery in the markets of the developed
world. OroAfrica employs 170 people and consumes about 4 tons of fine gold each year. AngloGold and
OroAfrica have collaborated on projects such as consumer research in the USA, the establishment of a new
product design center in Cape Town and the initiation of an African gold jewellery brand.
Riches of Africa Jewellery Design Competition - Established by AngloGold in 1998, the competition aims
to encourage innovative gold jewellery design by South African designers, to enhance technical skills and to
support the local jewellery industry. This annual event showcases South Africa's jewellery design talent and
manufacturing expertise. Training workshops are held for the benefit of competition entrants, with the
winning works exhibited and used in fashion shows throughout the world.
Project AuTEK - This is a programme to research and develop the use of gold in advanced industrial
processes and devices as well as in consumer applications. Launched in 2000 with Mintek (the national
metallurgical research organisation) the project is focused on the application of gold as a catalyst and, in
particular, on its use in air purification, automotive applications and in the chemical industry.
Atteridgeville Jewellery Project - This project was established in January 2000 to open the South African
jewellery industry to previously disadvantaged people through training and development and to encourage
jewellery production innovation and design through training programmes. AngloGold's founding sponsorship
has been followed by the company's active participation in the programme. The founding project manager,
Vukani Ubuntu Community Development Projects, has now set up branches in three other South African
Gold of Africa Museum, Workshop and Educational Programmes - Opened in November 2001, the
museum is built around a collection of more than 350 gold artefacts from West Africa, the bulk of which was
purchased by AngloGold from the Musee Barbier-Mueller in Geneva. In addition to housing the Traditional
African Goldsmith Training Programme, the museum hosts seminars and design workshops, and offers gold
heritage tours to scholars to instill knowledge and pride in the history of gold which has played an integral
part in South African culture and history.
Traditional African Goldsmith Training Programmes - In 1999, AngloGold established the Traditional
African Goldsmith Training Programme and through this exchange of skills in both South Africa and Mali, in
West Africa, traditional goldsmithing techniques are now being taught as part of jewellery design and
manufacturing courses throughout tertiary institutions and design schools in South Africa.
GoldAvenue - The partnership, established in 2000 between AngloGold, JP Morgan and PAMP, is a
commercial venture established to investigate commercial business and consumer-related downstream
opportunities on e-commerce. As part of this project, GoldAvenue has launched a catalogue of gold
jewellery for retail sale in the USA with Vivre, a US-based luxury goods catalogue business.
Jewellery Designer Forum Brazil - The Designer Forum is a jewellery design competition the first of its
kind in Brazil, and sponsored entirely by AngloGold. Targeted at Brazilian jewellery designers, more than
400 designs were submitted for judging in several categories in 2002. The Forum has significantly raised the
profile of talented Brazilian jewellery designers and has also contributed to the GoldAvenue project - the next
catalogue will feature 28 of the winning Brazilian pieces from this competition. The Forum is planned to be a
regular event in South America.
Odd-lot offer and stock split
At a meeting in Johannesburg on December 5, 2002, AngloGold's shareholders approved, by the requisite
number of votes, an odd-lot offer, a stock split and a number of amendments to AngloGold's memorandum
and articles of association.
The odd-lot offer gave odd-lot shareholders, or eligible shareholders who held less than 50 AngloGold
ordinary shares at December 20, 2002, the right to sell their holdings to AngloGold, increase their holdings to
50 shares, or retain their odd-lot holdings. Odd-lot shareholders who did not make any election were
deemed to have sold their shares to AngloGold.
AngloGold announced the results of the odd-lot offer on December 24, 2002. In summary, the odd-lot offer
resulted in 11,213 odd-lot shareholders who elected or were deemed to have elected to sell their existing
shareholdings, totaling 217,338* ordinary shares, while 4,643 odd-lot shareholders elected to purchase a
total of 495,534* ordinary shares. As a result, AngloGold issued an additional 278,196* ordinary shares.
AngloGold did not extend this odd-lot offer to holders of AngloGold American depositary shares ("ADSs") or CHESS depositary interests ("CDIs") or to shareholders in the United States or who are deemed by law to be The stock split sub-divided each ordinary share with a par value of 50 cents into two ordinary shares each
with a par value of 25 cents, with effect from the close of business on December 24, 2002. As a result of the
sub-division, each AngloGold ADS is equivalent to one AngloGold ordinary share and every five CDIs are
equivalent to one AngloGold ordinary share. The ratio of one AngloGold ADS to five AngloGold CDIs
remains unchanged. The net effect of the stock split on ADS and CDI holders was that the number of ADSs
and CDIs held by each holder did not change.
Forward-looking statements
Except for historical information, there may be matters discussed in this report of financial and operating
performance that are forward-looking statements. In particular, the statements made under "Outlook for
2003" regarding AngloGold's expected gold production, total cash cost per ounce and capital expenditure for
2003 and under "Gold market" regarding the future performance of the gold market are forward looking
statements. Any such statement is only a prediction and actual results, costs or events may differ materially.
For a discussion of important factors including, but not limited to, development of AngloGold's business, the
economic outlook in the gold industry, expectations regarding gold prices and production, and other factors
which could cause actual results, costs and events to differ materially from such forward-looking statements,
refer to AngloGold's annual report on Form 20-F for the year ended December 31, 2001 which was filed with
the United States Securities and Exchange Commission (SEC) on June 28, 2002 and AngloGold's current
report on Form 6-K filed with the SEC on December 17, 2002 containing audited consolidated financial
statements as of December 31, 2001 and 2000 and for each of the three years in the period ended
December 31, 2001 prepared in accordance with US GAAP.
Condensed Consolidated Financial Information for the year ended December 31, 2002
The unaudited condensed consolidated financial information of AngloGold Limited included in this review
have been prepared in accordance with accounting principles generally accepted in the United States ("US GAAP"). The financial information for 2001 has been derived from AngloGold's annual report on Form 20-F
for the year ended December 31, 2001 which was filed with the SEC on June 28, 2002 and AngloGold's
current report on Form 6-K filed with the SEC on December 17, 2002 containing audited consolidated
financial statements as of December 31, 2001 and 2000 and for each of the three years in the period ended
December 31, 2001 prepared in accordance with US GAAP.
On January 30, 2002 AngloGold declared a final dividend of 550 South African cents (48 US cents) per
ordinary share for the year ended December 31, 2001 with a record date of February 22, 2002 and a
payment date of March 4, 2002 and on July 30, 2002 AngloGold declared an interim dividend of 675 South
African cents (66 US cents) per ordinary share for the six months ended June 30, 2002 with a record date of
August 23, 2002 and a payment date of August 30, 2002.
On January 30, 2003, AngloGold declared a final dividend of 675 South African cents (approximately 78 US
cents) per ordinary share for the year ended December 31, 2002 with a record date of February 21, 2003 and
a payment date of February 28, 2003 for holders of ordinary shares and an approximate payment date of
March 14, 2003 for holders of ADSs.
At a meeting in Johannesburg on December 5, 2002, AngloGold's shareholders approved, by the requisite
number of votes, a stock split that had been proposed by the company's board of directors.
The stock split sub-divided each ordinary share with a par value of 50 cents into two ordinary shares each
with a par value of 25 cents, with effect from the close of business on December 24, 2002. As a result of the
sub-division, each AngloGold ADS is equivalent to one AngloGold ordinary share and every five CDIs are
equivalent to one Anglogold ordinary share. The ratio of one AngloGold ADS to five AngloGold CDIs
remains unchanged. The net effect of the stock split on ADS and CDI holders was that the number of ADSs
and CDIs held by each holder did not change.
Throughout the condensed consolidated financial information, the number of shares and the calculation of
basic earnings/(loss) per common share have been changed to retroactively reflect this change in the
CONDENSED CONSOLIDATED INCOME STATEMENT
Prepared in accordance with US GAAP
(in US Dollars, millions, except for share data)
Interest, dividends and other income
Related party transactions
General and administrative
Depreciation, depletion and amortization
Employment severance costs
Loss on sale of mining assets
(Gain)/loss on financial instruments
Income before equity income and income tax
Equity income in affiliate
Income before income tax provision
Deferred income and mining tax expensed
Income/(loss) before minority interest
Income/(loss) before cumulative effect of accounting change
Cumulative effect of accounting change
Net income/(loss) applicable to common stockholders
Basic earnings/(loss) per common share : (cents)
Before cumulative effect of accounting change
Cumulative effect of accounting change
Net income/(loss) applicable to common stockholders
Weighted average number of common shares used in computation
Dividend per common share (cents)
CONDENSED CONSOLIDATED BALANCE SHEET
Prepared in accordance with US GAAP
(in US Dollars, millions)
Cash and cash equivalents
Property, plant and equipment
Liabilities and Stockholders' equity
Accounts payables and accrued liabilities
Income and mining tax payable
Deferred income and mining tax
Provision for environmental rehabilitation
Other accrued liabilities
Provision for post-retirement medical benefits
Commitments and contingencies
Share capital and reserves
Stock issued 2002 222,622,022 (2001 215,268,116)
Additional paid-in capital
Accumulated other comprehensive income
Total liabilities and stockholders' equity
Certain amounts have been reclassified to conform with the current period presentation.
CONDENSED CONSOLIDATED CASH FLOW STATEMENT
Prepared in accordance with US GAAP
(in US Dollars, millions)
Net cash provided by operating activities
Income/(loss) before cumulative effect of accounting change
Reconciled to net cash provided by operations:
Loss on sale of mining assets
Depreciation, depletion and amortization
Net increase in provision for environmental
rehabilitation and post-retirement medical
Deferred income and mining tax
Effect of changes in operating working capital items:
Accounts payable and accrued liabilities
Net cash used in investing activities
Cash received in acquisitions
Increase in non-current investments
Cash received as part of disposal
- Contractual obligations
Cash paid as part of acquisition
Proceeds on sale of investments
Proceeds on sale of mining assets
Additions to property, plant and equipment
Loans receivable advanced
Net cash used in financing activities
Decrease in short-term debt
Increase in long-term debt
Net increase in cash and cash equivalents
Effect of exchange rate changes on cash
Cash and cash equivalents - January 1,
Cash and cash equivalents December 31,
