GFI

Business Context and Reporting Period

This Form 6-K, dated November 29, 2012, announces Gold Fields Limited's proposal to unbundle its 100% owned subsidiary, GFI Mining South Africa Proprietary Limited, renamed Sibanye Gold Limited. The transaction involves the separate listing of Sibanye Gold on the Johannesburg Stock Exchange (JSE) and the New York Stock Exchange (NYSE) via American Depositary Receipts (ADRs). The unbundling is scheduled to occur on or about February 11, 2013, with a pro rata 1:1 distribution of Sibanye Gold shares to existing Gold Fields shareholders.

Key Financial Metrics

The filing provides unaudited financial data extracted from the 2011 audited consolidated statements for the 12-month period ended December 31, 2011.

Debt Allocation: Sibanye Gold will retain Gold Fields' South African net debt of R4 billion. Gold Fields will retain US$1.4 billion of offshore net debt.

Material Changes and Strategic Rationale

The unbundling separates two distinct asset categories with divergent strategic focuses:

• Sibanye Gold: Comprises deep-level, narrow-vein, labor-intensive underground operations (KDC and Beatrix mines). These assets are in a mature life stage with a focus on sustaining production, optimizing existing infrastructure, and containing costs. The separation allows Sibanye to ring-fence cash flows for dividends and pursue consolidation opportunities in the fragmented South African gold industry.
• Gold Fields (Remaining): Comprises open-pit, shallow underground, and mechanized deep-level operations (including South Deep, Tarkwa, Damang, St. Ives, Agnew, and Cerro Corona). These assets are in an earlier life stage with a focus on growth, life extension, and exploration. Gold Fields will prioritize the development of the South Deep mine, committing approximately R5 billion over the next three years to ramp up production to 700,000 ounces per year.

Guidance, Outlook, and Risks

Management Commentary and Outlook:

• Dividend Policy: Gold Fields maintains a "dividends first policy," targeting the distribution of 25% to 35% of normalized earnings. Sibanye Gold intends to implement a strong dividend policy to reward shareholders with leverage to the Rand gold price.
• Operational Focus: Sibanye Gold will focus on productivity, cost containment, and realizing potential in high-grade remnants and pillars. Gold Fields will focus on organic growth, exploration, and the South Deep project.
• Employment: The company states there will be no job losses directly resulting from the unbundling, and all employment conditions will remain unchanged. A new profit share scheme will be implemented for Sibanye Gold employees.

Risks and Contingencies:

• The filing includes a standard forward-looking statement disclaimer regarding risks such as the ability to successfully complete the unbundling, implementation of strategy, future financial positions, and projected gold prices.
• Regulatory approvals from the JSE and NYSE are conditions precedent to the listing.

Investor Verification Checklist

• Confirm the final listing date of Sibanye Gold on the JSE and NYSE (expected on or about February 11, 2013).
• Verify the 1:1 distribution ratio of Sibanye Gold shares to existing Gold Fields shareholders.
• Review the upcoming pre-listing statement (expected mailing date: January 10, 2013) for full transaction details.
• Monitor the progress of the South Deep mine development and the R5 billion capital commitment by Gold Fields.
• Assess the impact of the debt split (R4 billion to Sibanye, US$1.4 billion to Gold Fields) on the leverage of each entity.