UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report
of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month of November 2016 (third filing)
Commission File Number: 0-49888
Randgold Resources Limited
(Translation of registrant’s name into English)
3rd Floor, Unity Chambers, 28 Halkett Street, St Helier, Jersey JE2 4WJ, Channel Islands
(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.
Form 20-F x 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 101(b)(1):
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's “home country”), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Attached to the Registrant’s Form 6-K filing for the month of November 2016, and incorporated by reference herein, is:
Exhibit No. | Description | |
99.1 | Release, dated November 15, 2016 entitled “TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARES.” |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
RANDGOLD RESOURCES LIMITED | ||
By: | /s/ Martin Welsh | |
Martin Welsh | ||
General Counsel and Secretary |
Dated: November 17, 2016
Exhibit 99.1
RANDGOLD RESOURCES LIMITED
Incorporated in Jersey, Channel Islands
Reg. No. 62686
LSE Trading Symbol: RRS
NASDAQ Trading Symbol: GOLD
("Randgold Resources" or the "Company")
Jersey, Channel Islands, 15 November 2016
TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi | ||||||||||||||||||
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached: ii | Randgold Resources Ltd | |||||||||||||||||
2. Reason for the notification (please tick the appropriate box or boxes): | ||||||||||||||||||
An acquisition or disposal of voting rights |
X | |||||||||||||||||
An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached | ||||||||||||||||||
An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments | ||||||||||||||||||
An event changing the breakdown of voting rights | ||||||||||||||||||
Other (please specify): | ||||||||||||||||||
3. Full name of person(s) subject to the notification obligation: iii | FMR LLC | |||||||||||||||||
4. Full name of shareholder(s) (if different from 3.):iv | See Section 9 | |||||||||||||||||
5. Date of the transaction and date on which the threshold is crossed or reached: v |
10 November 2016 | |||||||||||||||||
6. Date on which issuer notified: | 14 November 2016 | |||||||||||||||||
7. Threshold(s) that is/are crossed or reached: vi, vii | 5% | |||||||||||||||||
8. Notified details: | ||||||||||||||||||
A: Voting rights attached to shares viii, ix | ||||||||||||||||||
Class/type
of
|
Situation
previous to the triggering transaction |
Resulting situation after the triggering transaction | ||||||||||||||||
Number of Shares |
Number
of Voting Rights |
Number of shares |
Number
of voting rights |
% of voting rights x | ||||||||||||||
Indirect | Direct xi | Indirect xii | Direct | Indirect | ||||||||||||||
GB00B01C3S32 | 4,744,952 | 4,744,952 | 4,528,465 | 4,528,465 | 4.83% | |||||||||||||
B: Qualifying Financial Instruments | ||||||||||||||||||
Resulting situation after the triggering transaction | ||||||||||||||||||
Type
of financial instrument |
Expiration date xiii |
Exercise/
Conversion Period xiv |
Number
of voting rights that may be acquired if the instrument is exercised / converted. |
%
of voting rights | ||||||||||||||
Right of Recall | 589,500 | 0.63% | ||||||||||||||||
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi | ||||||||||||||||||
Resulting situation after the triggering transaction | ||||||||||||||||||
Type of financial instrument |
Exercise price |
Expiration date xvii |
Exercise/ Conversion period xviii |
Number of voting rights instrument refers to |
% of voting rights xix, xx | |||||||||||||
Nominal | Delta | |||||||||||||||||
Total (A+B+C) | |
Number of voting rights | Percentage of voting rights |
5,117,965 | 5.46% |
9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable: xxi |
Controlled Undertaking | Percentage Holding | ||
Fidelity (Canada) Asset Management ULC | 1.16 | ||
FIAM LLC | 0.35 | ||
Fidelity Institutional Asset Management Trust Company | 0.33 | ||
FMR CO., INC | 3.31 | ||
FMR INVESTMENT MANAGEMENT (UK) LIMITED | 0.30 | ||
FIDELITY MANAGEMENT TRUST COMPANY | 0.01 | ||
Grand Total | 5.46 | ||
Proxy Voting: | |
10. Name of the proxy holder: | |
11. Number of voting rights proxy holder will acquire/ cease to hold: | |
12. Date on which proxy holder will acquire/ cease to hold voting rights: | |
13. Additional information: | N/A |
14. Contact name: | Sally-Ann Hatton |
15. Contact telephone number: | fil-regreporting@fil.com, 01737 837148 |
RANDGOLD RESOURCES ENQUIRIES:
Chief Executive Mark Bristow +44 788 071 1386 +44 779 775 2288 |
Financial Director Graham Shuttleworth +44 1534 735 333 +44 779 771 1338 |
Investor
& Media Relations Kathy du Plessis +44 20 7557 7738 Email: randgold@dpapr.com |