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 February 2017 (first 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 February 2017, and incorporated by reference herein, is:
Exhibit No. | Description |
99.1 | Release, dated February 1, 2017 entitled “TONGON BACK AT WORK AFTER SIT-IN ENDS.” |
99.2 | Release, dated February 3, 2017 entitled “BLOCK LISTING.” |
99.3 | Release, dated February 3, 2017 entitled “APPOINTMENT OF A NEW NON-EXECUTIVE DIRECTOR AND FORTHCOMING RETIREMENT OF A NON-EXECUTIVE DIRECTOR.” |
99.4 | Release, dated February 3, 2017 entitled “TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARES.” |
99.5 | Release, dated February 3, 2017 entitled “TONGON ON TRACK TO MEET 2016 TARGET.” |
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: February 3, 2017
* This filing has been signed by the undersigned Attorney-in-Fact pursuant to the power of attorney filed heretofore.
/s/ Manuel G. R. Rivera | |
Manuel G. R. Rivera | |
Attorney-in-Fact |
Exhibit 99.1
RANDGOLD RESOURCES LIMITED
Incorporated in Jersey, Channel Islands
Reg. No. 62686
LSE Trading Symbol: RRS
NASDAQ Trading Symbol: GOLD
TONGON BACK AT WORK AFTER SIT-IN ENDS
Tongon, Côte d’Ivoire, 1 February 2017 - Employees who had staged a sit-in at Randgold Resources’ Tongon mine returned to work today after management, together with representatives of central and local authorities, negotiated a settlement with them.
RANDGOLD ENQUIRIES:
Chief Executive Mark Bristow +44 788 071 1386 +44 779 775 2288 |
Financial Director Graham Shuttleworth |
Investor & Media Relations Kathy du Plessis +44 20 7557 7738 Email: randgold@dpapr.com |
Website: www.randgoldresources.com
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: Except for the historical information contained herein, the matters discussed in this news release are forward-looking statements within the meaning of Section 27A of the US Securities Act of 1933 and Section 21E of the US Securities Exchange Act of 1934, and applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the future price of gold, the estimation of mineral reserves and resources, the realisation of mineral reserve estimates, the timing and amount of estimated future production, costs of production, reserve determination and reserve conversion rates. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as 'will', 'plans', 'expects' or 'does not expect', 'is expected', 'budget', 'scheduled', 'estimates', 'forecasts', 'intends', 'anticipates' or 'does not anticipate', or 'believes', or variations of such words and phrases or state that certain actions, events or results 'may', 'could', 'would', 'might' or 'will be taken', 'occur' or 'be achieved'. Assumptions upon which such forward-looking statements are based are in turn based on factors and events that are not within the control of Randgold Resources Limited (‘Randgold’) and there is no assurance they will prove to be correct. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Randgold to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: risks related to mining operations, including political risks and instability and risks related to international operations, actual results of current exploration activities, conclusions of economic evaluations, changes in project parameters as plans continue to be refined, as well as those factors discussed in Randgold’s filings with the US Securities and Exchange Commission (the 'SEC'). Although Randgold has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Randgold does not undertake to update any forward-looking statements herein, except in accordance with applicable securities laws. CAUTIONARY NOTE TO US INVESTORS: The SEC permits companies, in their filings with the SEC, to disclose only proven and probable ore reserves. We use certain terms in this report, such as 'resources', that the SEC does not recognise and strictly prohibits us from including in our filings with the SEC. Investors are cautioned not to assume that all or any parts of our resources will ever be converted into reserves which qualify as 'proven and probable reserves' for the purposes of the SEC's Industry Guide number 7.
Exhibit 99.2
RANDGOLD RESOURCES LIMITED
Incorporated in Jersey, Channel Islands
Reg. No. 62686
LSE Trading Symbol: RRS
NASDAQ Trading Symbol: GOLD
(“Randgold Resources” or the “Company”)
BLOCK LISTING
Jersey, Channel Islands, 3 February 2017 – Randgold Resources announces that an application has been made to the London Stock Exchange and the UK Listing Authority for a block listing of the following shares in respect of the following employee share schemes of the Company:
(a) | 1 100 000 ordinary shares of $0.05 each in relation to the Randgold Resources Limited Restricted Share Scheme; and |
(b) | 300 000 ordinary shares of $0.05 each in relation to the Randgold Resources Limited Co-Investment Plan, |
each to be admitted to the Official List of the London Stock Exchange. The shares referred to above will rank pari passu in all respects with the existing ordinary shares in issue of the Company.
RANDGOLD RESOURCES ENQUIRIES:
Chief Executive
|
Financial Director
|
Investor & Media Relations
|
Website: www.randgoldresources.com
Exhibit 99.3
RANDGOLD RESOURCES LIMITED
Incorporated in Jersey, Channel Islands
Reg. No. 62686
LSE Trading Symbol: RRS
NASDAQ Trading Symbol: GOLD
("Randgold Resources" or the "Company")
APPOINTMENT OF A NEW NON-EXECUTIVE DIRECTOR AND FORTHCOMING RETIREMENT OF A NON-EXECUTIVE DIRECTOR
Abidjan, Côte d’Ivoire, 3 February 2017 – Randgold Resources Limited announces today the appointment of Olivia Kirtley as an independent non-executive director with effect from 2 February 2017. Mrs Kirtley has also been appointed to the Remuneration Committee with effect from 2 February 2017.
Mrs Kirtley was educated in the United States, and holds a BS Accounting degree from Florida Southern College and a Masters degree in Taxation from Georgia State University. After spending seven years with Ernst & Young, she was appointed firstly Vice-President, then Treasurer and then CFO of the Vermont American Corporation a position she held for 10 years. Olivia is currently a non-executive director of US Bancorp and Papa John’s International, Inc. where she serves on various board committees. She is also the immediate past chairman and president of the International Federation of Accountants and past council member of the International Integrated Reporting Council, and is a former chairman of the American Institute of Certified Public Accountants.
The Chairman of the board, Christopher Coleman, said her appointment was part of the company’s ongoing board succession planning and will broaden the skills and experience on the board: “We are very pleased to welcome Olivia Kirtley to the Randgold board which will benefit from her significant international business experience and wide ranging knowledge of financial management and corporate governance.”
Randgold Resources also announces that Kadri Dagdelen, a non-executive director since 2010 and a member of the Company’s governance and nomination committee, will retire from the board at the Company's next annual general meeting to be held on 2 May 2017.
Commenting on Kadri’s retirement Chairman Christopher Coleman, said: “Kadri has been a non-executive director at Randgold Resources for 7 years over a very successful period in the Company’s history. On behalf of the board I would like to thank Kadri for his contribution to the Company.”
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 |
Website: www.randgoldresources.com
Exhibit 99.4
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, 3 February 2017
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 Limited | |||||||||||||
2. Reason for the notification (please tick the appropriate box or boxes): | ||||||||||||||
An acquisition or disposal of voting rights | ||||||||||||||
An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached | X | |||||||||||||
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 | BlackRock, Inc. | |||||||||||||
4. Full name of shareholder(s) (if different from 3.):iv |
||||||||||||||
5. Date of the transaction and date on which the threshold is crossed or reached: v | 1 February, 2017 | |||||||||||||
6. Date on which issuer notified: | 2 February, 2017 | |||||||||||||
7. Threshold(s) that is/are crossed or reached: vi, vii | Financial Instruments holding for BlackRock, Inc. has gone below 10% | |||||||||||||
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 | ||||||||||
Direct | Direct xi | Indirect xii | Direct | Indirect | ||||||||||
GB00B01C3S32 | 7,019,402 | 7,019,402 | N/A | N/A | 7,510,459 | N/A | 8.01% | |||||||
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 | ||||||||||
Securities Lending | 531,516 | 0.56% | ||||||||||||
American Depository Receipt | 8,451,810 | 9.01% | ||||||||||||
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
| |||||
CFD | 131,419 | Nominal | Delta | |||||||
0.14% | 0.14% | |||||||||
Total (A+B+C) | ||||||||||
Number of voting rights | Percentage of voting rights | |||||||||
16,625,204 | 17.73% | |||||||||
9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable: xxi | ||||||||||
Name | % of voting rights if it equals or is higher than the notifiable threshold |
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold |
Total of both if it equals or is higher than the notifiable threshold | |||||||
BlackRock, Inc. | ||||||||||
BlackRock Holdco 2, Inc. | ||||||||||
BlackRock Financial Management, Inc. | ||||||||||
BlackRock International Holdings, Inc. | ||||||||||
BR Jersey International Holdings L.P. | ||||||||||
BlackRock Group Limited | ||||||||||
BlackRock Investment Management (UK) Limited | 2.18% | 8.17% | 10.36% | |||||||
BlackRock, Inc. | ||||||||||
BlackRock Holdco 2, Inc. | ||||||||||
BlackRock Financial Management, Inc. | ||||||||||
BlackRock International Holdings, Inc. | ||||||||||
BR Jersey International Holdings L.P. | ||||||||||
BlackRock Group Limited | ||||||||||
BlackRock Advisors (UK) Limited | ||||||||||
BlackRock, Inc. | ||||||||||
BlackRock Holdco 2, Inc. | ||||||||||
BlackRock Financial Management, Inc. | ||||||||||
BlackRock Holdco 4, LLC | ||||||||||
BlackRock Holdco 6, LLC | ||||||||||
BlackRock Delaware Holdings Inc. | ||||||||||
BlackRock Fund Advisors | ||||||||||
BlackRock Institutional Trust Company, National Association | ||||||||||
BlackRock, Inc. | ||||||||||
BlackRock Holdco 2, Inc. | ||||||||||
BlackRock Financial Management, Inc. | ||||||||||
BlackRock Holdco 4, LLC | ||||||||||
BlackRock Holdco 6, LLC | |||
BlackRock Delaware Holdings Inc. | |||
BlackRock Fund Advisors | |||
BlackRock, Inc. | |||
BlackRock Holdco 2, Inc. | |||
BlackRock Financial Management, Inc. | |||
BlackRock International Holdings, Inc. | |||
BR Jersey International Holdings L.P. | |||
BlackRock (Singapore) Holdco Pte. Ltd. | |||
BlackRock Asia-Pac Holdco, LLC | |||
BlackRock HK Holdco Limited | |||
BlackRock Cayco Limited | |||
BlackRock Trident Holding Company Limited | |||
BlackRock Japan Holdings GK | |||
BlackRock Japan Co., Ltd. | |||
BlackRock, Inc. | |||
BlackRock Holdco 2, Inc. | |||
BlackRock Financial Management, Inc. | |||
BlackRock International Holdings, Inc. | |||
BR Jersey International Holdings L.P. | |||
BlackRock (Singapore) Holdco Pte. Ltd. | |||
BlackRock (Singapore) Limited | |||
BlackRock, Inc. | |||
BlackRock Holdco 2, Inc. | |||
BlackRock Financial Management, Inc. | |||
BlackRock International Holdings, Inc. | |||
BR Jersey International Holdings L.P. | |||
BlackRock Holdco 3, LLC | |||
BlackRock Canada Holdings LP | |||
BlackRock Canada Holdings ULC | |||
BlackRock Asset Management Canada Limited | |||
BlackRock, Inc. | |||
BlackRock Holdco 2, Inc. | |||
BlackRock Financial Management, Inc. | |||
BlackRock Capital Holdings, Inc. | |||
BlackRock Advisors, LLC | |||
BlackRock, Inc. | |||
BlackRock Holdco 2, Inc. | |||
BlackRock Financial Management, Inc. |
BlackRock International Holdings, Inc. | |||
BR Jersey International Holdings L.P. | |||
BlackRock Australia Holdco Pty. Ltd. | |||
BlackRock Investment Management (Australia) Limited | |||
BlackRock, Inc. | |||
BlackRock Holdco 2, Inc. | |||
BlackRock Financial Management, Inc. | |||
BlackRock International Holdings, Inc. | |||
BR Jersey International Holdings L.P. | |||
BlackRock Group Limited | |||
BlackRock International Limited | |||
BlackRock, Inc. | |||
Trident Merger, LLC | |||
BlackRock Investment Management, LLC | |||
BlackRock, Inc. | |||
BlackRock Holdco 2, Inc. | |||
BlackRock Financial Management, Inc. | |||
BlackRock, Inc. | |||
BlackRock Holdco 2, Inc. | |||
BlackRock Financial Management, Inc. | |||
BlackRock International Holdings, Inc. | |||
BR Jersey International Holdings L.P. | |||
BlackRock Group Limited | |||
BlackRock Investment Management (UK) Limited | |||
BlackRock Asset Management Deutschland AG | |||
BlackRock, Inc. | |||
BlackRock Holdco 2, Inc. | |||
BlackRock Financial Management, Inc. | |||
BlackRock International Holdings, Inc. | |||
BR Jersey International Holdings L.P. | |||
BlackRock (Singapore) Holdco Pte. Ltd. | |||
BlackRock Asia-Pac Holdco, LLC | |||
BlackRock HK Holdco Limited | |||
BlackRock Asset Management North Asia Limited | |||
BlackRock, Inc. | |||
BlackRock Holdco 2, Inc. |
BlackRock Financial Management, Inc. | ||||
BlackRock International Holdings, Inc. | ||||
BR Jersey International Holdings L.P. | ||||
BlackRock Group Limited | ||||
BlackRock (Netherlands) B.V. | ||||
Proxy Voting: | ||||
10. Name of the proxy holder: | ||||
11. Number of voting rights proxy holder will cease to hold: | ||||
12. Date on which proxy holder will cease to hold voting rights: | ||||
13. Additional information: | BlackRock Regulatory Threshold Reporting Team | |||
14. Contact name: | Marc-Oliver Lesch | |||
15. Contact telephone number: | 020 7743 3650 | |||
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 |
Exhibit 99.5
RANDGOLD RESOURCES LIMITED
Incorporated in Jersey, Channel Islands
Reg. No. 62686
LSE Trading Symbol: RRS
NASDAQ Trading Symbol: GOLD
TONGON ON TRACK TO MEET 2016 TARGET
Tongon, Côte d’Ivoire, Friday 3 February 2017 – Randgold Resources’ Tongon gold mine in the Côte d’Ivoire is sustaining its significant performance improvement and is set to achieve its revised production guidance for 2016, chief executive Mark Bristow said here today.
Speaking at a briefing for local media, Bristow said the Tongon team had delivered on all the critical issues, stabilising the optimised crushing circuit, minimising the impact of grid power supply disruptions and implementing an effective preventative maintenance plan.
“These actions have supported a continuing upward trend in the mine’s throughput and recovery rates and hence in gold production at a lower cost. Tongon should therefore hit its target of 260 000 ounces for 2016 and is forecasting to produce 285 000 ounces in 2017 and approximately 290 000 ounces per year for the next three years thereafter,” he said.
“With Tongon now running smoothly, we’re focusing on extending the life of the mine by finding additional resources and reserves in the extensions to the current orebodies, the satellites around the mine and other targets within trucking distance.”
Bristow noted that Tongon was also performing well on the health, safety and environmental front, with a big reduction in the lost-time injury frequency rate and a continuing decrease in the incidence of malaria and HIV. The mine retained its international safety and environmental management accreditations.
Randgold also continued its commitment to invest in sustainable community development projects, with the emphasis on potable water, education, primary healthcare and food security.
Updating the company’s exploration activities in Côte d’Ivoire, Bristow said progress was being made at the Mankono permit and the new targets defined within the Boundiali belt, highlighting the importance of Côte d’Ivoire in Randgold’s search for its next world class discovery.
ENQUIRIES:
Chief Executive
|
Group Regional Manager
|
Investor & Media Relations
|
Website: www.randgoldresources.com
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: Except for the historical information contained herein, the matters discussed in this news release are forward-looking statements within the meaning of Section 27A of the US Securities Act of 1933 and Section 21E of the US Securities Exchange Act of 1934, and applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the future price of gold, the estimation of mineral reserves and resources, the realisation of mineral reserve estimates, the timing and amount of estimated future production, costs of production, reserve determination and reserve conversion rates. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as 'will', 'plans', 'expects' or 'does not expect', 'is expected', 'budget', 'scheduled', 'estimates', 'forecasts', 'intends', 'anticipates' or 'does not anticipate', or 'believes', or variations of such words and phrases or state that certain actions, events or results 'may', 'could', 'would', 'might' or 'will be taken', 'occur' or 'be achieved'. Assumptions upon which such forward-looking
statements are based are in turn based on factors and events that are not within the control of Randgold Resources Limited (‘Randgold’) and there is no assurance they will prove to be correct. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Randgold to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: risks related to mining operations, including political risks and instability and risks related to international operations, actual results of current exploration activities, conclusions of economic evaluations, changes in project parameters as plans continue to be refined, as well as those factors discussed in Randgold’s filings with the US Securities and Exchange Commission (the 'SEC'). Although Randgold has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Randgold does not undertake to update any forward-looking statements herein, except in accordance with applicable securities laws. CAUTIONARY NOTE TO US INVESTORS: The SEC permits companies, in their filings with the SEC, to disclose only proven and probable ore reserves. We use certain terms in this release, such as 'resources', that the SEC does not recognise and strictly prohibits us from including in our filings with the SEC. Investors are cautioned not to assume that all or any parts of our resources will ever be converted into reserves which qualify as 'proven and probable reserves' for the purposes of the SEC's Industry Guide number 7.