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 June 2017 (fourth 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 June 2017, and incorporated by reference herein, is:
| Exhibit No. | Description | |
| 99.1 | Release, dated June 28, 2017 entitled “RANDGOLD SCHEDULES MASSAWA PROJECT FOR FEASIBILITY FINALISATION.” | |
| 99.2 | Release, dated June 30, 2017 entitled “TOTAL VOTING RIGHTS.” | |
| 99.3 | Release, dated June 30, 2017 entitled “REPORT ON PAYMENTS TO GOVERNMENTS FOR THE YEAR 2016.” |
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: June 30, 2017
Exhibit 99.1
RANDGOLD RESOURCES LIMITED
Incorporated in Jersey, Channel Islands
Reg. No. 62686
LSE Trading Symbol: RRS
NASDAQ Trading Symbol: GOLD
RANDGOLD SCHEDULES MASSAWA PROJECT FOR FEASIBILITY FINALISATION
Dakar, Senegal, 28 June 2017 - The feasibility study on Randgold Resources’ Massawa gold project in Senegal is scheduled for completion by the middle of next year, when a final decision on its development will be made, chief executive Mark Bristow said here today.
Speaking at a media briefing to mark the start of the annual three week review of Randgold’s exploration projects in Senegal, Mali, Côte d’Ivoire and the DRC, Bristow said the company’s recent discovery of the nearby Sofia deposit, which has been incorporated in the project, had significantly increased Massawa’s viability, as its low-cost, high-recovery ore would enhance the overall economics.
“As things stand today, Massawa has a mineable reserve of 2.6 million ounces and the project has an internal rate of return of 18% at a gold price of $1 000 per ounce, which is a little short of our investment criteria of a 3 million ounce reserve and a 20% IRR (internal rate of return). The detailed drilling required for the feasibility study as well as our continuing exploration of extensions to and satellites around the known orebodies should get the project across the line,” he said.
“In that case, Massawa will become the sixth mine Randgold has developed and our first in Senegal. It will also be the first of the three new projects we plan to deliver over the next five years.”
Bristow pointed to Massawa as a further example of Randgold’s long-term planning and perseverance. The company started exploring in Senegal in 1995, the year Randgold was established, discovered Massawa in 2004 and then spent a long time getting to grips with the geological and metallurgical complexities of the orebody and has spent $85 million to date evaluating and advancing its Senegal portfolio. While developing Loulo, Tongon, Gounkoto and Kibali, Randgold kept the work on Massawa going as well, and the project finally moved to centre stage with the discovery of Sofia in 2016.
“We are also looking beyond Massawa with our sights set on expanding our exploration portfolio and continuing our search for additional discoveries and development opportunities in Senegal.”
RANDGOLD ENQUIRIES:
| Chief Executive Mark Bristow +44 788 071 1386 +223 66 75 01 22 |
Group Exploration Manager Joel Holliday +44 778 619 1523 |
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")
TOTAL VOTING RIGHTS
Jersey, Channel Islands, 30 June 2017 - Randgold Resources announces that in accordance with the Disclosure and Transparency Rules, its issued share capital consists of 94 068 723 ordinary shares of $0.05 each.
Each ordinary share carries the right to one vote in relation to all circumstances at general meetings of Randgold Resources. In addition, 61 658 ordinary shares are currently held on trust and do not confer voting rights. Therefore, the total number of voting rights in the Company is 94 007 065.
The above figure can be used by shareholders (and others with notification obligations) as the denominator for the calculations by which to determine if they are required to notify their interest in, or a change to their interest in, Randgold Resources under the Disclosure and Transparency Rules.
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 99.3
RANDGOLD RESOURCES LIMITED
Incorporated in Jersey, Channel Islands
Reg. No. 62686
LSE Trading Symbol: RRS
NASDAQ Trading Symbol: GOLD
REPORT ON PAYMENTS TO GOVERNMENTS FOR THE YEAR 2016
Jersey, Channel Islands, 30 June 2017 - Randgold Resources Limited today provides information in accordance with DTR 4.3A of the Disclosure and Transparency Rules of the United Kingdom’s Financial Conduct Authority in respect of payments made to governments by Randgold Resources Limited and its subsidiary undertakings for the year ended 31 December 2016.
This report is prepared in accordance with United Kingdom’s Reports on Payments to Governments Regulations 2014 (as amended) (“UK Regulations”) and the basis of preparation is summarised below. The report is available for download from: http://www.randgoldresources.com/regulatory-releases.
Basis of Preparation - Report on Payments to Governments for the year ended 31 December 2016
Reporting entities
In line with UK Regulations, this report includes payments to governments made by Randgold Resources Limited and its subsidiary undertakings (together “Randgold”). Payments made by entities over which Randgold Resources Limited has joint control (including Société des Mines de Morila SA and Kibali Goldmines SA) are excluded from the report.
Activities
Payments made by Randgold to governments arising from activities involving the exploration, prospection, discovery, development and extraction of minerals (“extractive activities”) are disclosed within this report. As extractive and processing activities are unable to be reported separately, associated payments related to both activities have been disclosed in full.
Government
Government includes any national, regional or local authority of a country and includes a department, agency or entity that is a subsidiary of a government or entity that is controlled by such authority.
Project
Payments are reported at a project level except those payments which cannot be attributed to a specific project and therefore are reported at an entity level. Project is defined in the UK Regulations as being the operational activities which are governed by a single contract, license, lease, concession or similar legal agreement and form the basis for payment liabilities with a government. If such agreements are substantially interconnected, those agreements shall be treated for the purposes of the UK Regulations as a single project. Substantially interconnected means forming part of operationally and geographically integrated contracts, licenses, leases or concessions or related agreements with substantially similar terms which are signed with a government giving rise to payment liabilities. Indicators of integration include, but are not limited to, geographic proximity, the use of shared infrastructure and common operational management.
Payment Types
| - | Taxes |
These are taxes paid by Randgold on its profits. In line with the UK Regulations payments made in relation to consumption, such as value added taxes, personal income taxes or sales taxes are excluded.
| - | Royalties |
Royalty arrangements based on mineral production are in place at each operating mine. The royalty amounts paid to a government are calculated as a set percentage of the value of gold production at market gold prices less any deduction that may be taken.
| - | Dividends |
These comprise: (i) dividends paid by Société des Mines de Gounkoto SA (Gounkoto) to the State of Mali based on the State of Mali’s shareholding pursuant to the Establishment Convention under which Gounkoto operates, and (ii) dividends paid by Société des Mines de Tongon SA (Tongon) to the State of Côte d’Ivoire based on the State of Côte d’Ivoire’s shareholding pursuant to the Establishment Convention under which Tongon operates.
| - | License fees, rental fees and other considerations for licenses or concessions |
These are fees paid as consideration for acquiring a license for gaining access to an area or permitted area where extractive activities are to be performed.
| - | Infrastructure Improvements |
These are payments which relate to the construction of infrastructure (including but not limited to roads, bridges and buildings) that is not primarily dedicated to extractive activities throughout its useful life. Payments which are in the nature of social investment, for example for the building of hospitals, schools or other social projects, are excluded from this report in line with the UK Regulations.
| - | Other Payments |
Other types of payments which are required to be disclosed in accordance with the UK Regulations are the following:
| 1. | Production entitlements; and |
| 2. | Signature, discovery and production bonuses. |
However, for the year ended 31 December 2016, there were no such reportable payments made by Randgold to a government.
Basis of Disclosure
Payments are reported on a cash flow basis and refunds are included within the year received.
Disclosure Threshold
Payments are disclosed in US Dollars. In line with the UK Regulations, where a payment or a series of related payments have not exceeded £86 000 (US $116 400)1 such payments have, with the exception of certain license fees, not been included.
Exchange Rate
Payments made in currencies other than US Dollars are converted based on the foreign exchange rate at the relevant annual average rate.
1Amount exchanged at a rate of GBP £1:US $1.354.
Report on Payments to Governments 2016
Government Reports (all amounts in US$)
| MALI Government | Taxes | Royalties | Dividends | License Fees | Infrastructure Improvements | Total | ||||||||||||||||||
| Ministère de l’Economie et des Finances - Direction des Grandes Enterprises | 91 988 454 | 28 434 656 | - | - | - | 120 423 111 | ||||||||||||||||||
| Ministère de l’Economie et des Finances - Bureau des Domaines de Kenieba | 4 704 070 | - | - | - | - | 4 704 070 | ||||||||||||||||||
| Ministère des Domaines de l’Etat et des Affaires Foncières - Direction Nationale Domains et Cadastre | - | 25 990 157 | 9 464 040 | 53 442 | - | 35 507 640 | ||||||||||||||||||
| Infrastructure expenditure (a) | - | - | - | - | 484 977 | 484 977 | ||||||||||||||||||
| 96 692 524 | 54 424 814 | 9 464 040 | 53 442 | 484 977 | 161 119 798 | |||||||||||||||||||
| CÔTE D’IVOIRE Government | Taxes | Royalties | Dividends | License Fees | Infrastructure Improvements | Total | ||||||||||||||||||
| Ministère du Budget et du Portefeuille de l’Etat - Receveur de Grandes Entreprises | 605 324 | - | - | - | - | 605 324 | ||||||||||||||||||
| Ministère du Budget et du Portefeuille de l’Etat - Receveur des Domaines d’Abidjan | - | 7 426 814 | - | - | - | 7 426 814 | ||||||||||||||||||
| Ministère du Budget et du Portefeuille de l’Etat – Direction Générale des Participations de l’Etat | - | - | 2 127 306 | - | - | 2 127 306 | ||||||||||||||||||
| Ministère de l’Industrie et des Mines | - | 1 310 614 | - | 29 177 | - | 1 339 791 | ||||||||||||||||||
| Infrastructure expenditure (a) | - | - | - | - | 202 380 | 202 380 | ||||||||||||||||||
| 605 324 | 8 737 428 | 2 127 306 | 29 177 | 202 380 | 11 701 615 | |||||||||||||||||||
| DEMOCRATIC REPUBLIC OF THE CONGO Government | Taxes | Royalties | Dividends | License Fees | Infrastructure Improvements | Total | ||||||||||||||||||
| Ministère des Finances - Direction Générale des Recettes Administratives, Domaniales et de Participation | - | - | - | 137 320 | - | 137 320 | ||||||||||||||||||
| Ministère des Finances - Direction Générale des Recettes de la Province Orientale | - | - | - | 20 624 | - | 20 624 | ||||||||||||||||||
| - | - | - | 157 944 | - | 157 944 | |||||||||||||||||||
| Total | 97 297 848 | 63 162 242 | 11 591 346 | 240 564 | 687 357 | 172 979 357 | ||||||||||||||||||
(a) Infrastructure expenditure relates to infrastructural improvements in the areas surrounding the mines sites
Project Reports (all amounts in US$)
| MALI Projects | Taxes | Royalties | Dividends | License Fees | Infrastructure Improvements | Total | ||||||||||||||||||
| Loulo - Société des Mines de Loulo SA | 49 040 009 | 32 569 687 | - | 31 398 | - | 81 641 093 | ||||||||||||||||||
| Gounkoto - Société des Mines de Gounkoto SA | 47 652 515 | 21 855 127 | 9 464 040 | 12 940 | 484 977 | 79 469 600 | ||||||||||||||||||
| Exploration projects - Randgold Resources Mali SARL | - | - | - | 9 105 | - | 9 105 | ||||||||||||||||||
| 96 692 524 | 54 424 814 | 9 464 040 | 53 442 | 484 977 | 161 119 798 | |||||||||||||||||||
| COTE D’IVOIRE Projects | Taxes | Royalties | Dividends | License Fees | Infrastructure Improvements | Total | ||||||||||||||||||
| Tongon - Société des Mines de Tongon SA | 605 324 | 8 737 428 | 2 127 306 | 5 058 | 202 380 | 11 677 496 | ||||||||||||||||||
| Exploration projects -Randgold Resources (Côte d’Ivoire) SARL | - | - | - | 24 119 | - | 24 119 | ||||||||||||||||||
| 605 324 | 8 737 428 | 2 127 306 | 29 177 | 202 380 | 11 701 615 | |||||||||||||||||||
| DEMOCRATIC REPUBLIC OF THE CONGO Projects | Taxes | Royalties | Dividends | License Fees | Infrastructure Improvements | Total | ||||||||||||||||||
| Exploration projects – KGL Isiro SARL | - | - | - | 157 944 | - | 157 944 | ||||||||||||||||||
| - | - | - | 157 944 | - | 157 944 | |||||||||||||||||||
| Total | 97 297 848 | 63 162 242 | 11 591 346 | 240 564 | 687 357 | 172 979 357 | ||||||||||||||||||
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