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RNG
RNG
RNG - Randgold & Exploration Company Limited - Update to shareholders - R&E
claims against JCI
Randgold & Exploration Company Limited
(Incorporated in the Republic of South Africa)
(Registration number 1992/005642/06)
Share code: RNG (Suspended)
ISIN: ZAE000008819
("R&E")
Update to shareholders - R&E claims against JCI
1. Shareholders are referred to the SENS announcement of Randgold and
Exploration Company Limited ("R&E") dated 12 June 2009, in which
shareholders were informed that the settlement as envisaged in the
Memorandum of Understanding ("MOU") concluded between R&E, JCI Limited
("JCI") and JCI Investment Finance (Pty) Limited (collectively "the
companies") on 5 May 2009 had not been achieved by the target date and
further, that while the Board of R&E remained hopeful that a settlement
could still be achieved, all options were being assessed, including
arbitration.
2. On 31 August 2009, the companies signed a Settlement Agreement ("the
Settlement Agreement") subject to the fulfillment of a number of suspensive
conditions. One such condition required certain shareholders of JCI and R&E
to furnish irrevocable undertakings within two business days of the
signature of the Settlement Agreement to support the Settlement Agreement
and to vote in favour of the resolutions to be passed at shareholders
meetings of R&E and JCI. Such irrevocable undertakings were however not
forthcoming resulting in the Settlement Agreement lapsing.
3. On 16 September 2009, the companies re-signed the Settlement Agreement
however the same suspensive condition had once again not been fulfilled.
Shareholders are therefore advised that the Settlement Agreement has lapsed
due to the non-fulfillment of the suspensive condition referred to above.
4. Due to the lapsing of the re-signed Settlement Agreement, R&E will be
referring the disputes between it and JCI to arbitration in terms of the
Mediation and Arbitration Agreement concluded between it and JCI on 7 April
2006.
5. Instructions have been given to R&E`s legal team to make the necessary
arrangements in this regard.
6. Shareholders are cautioned that R&E`s claims against JCI are yet to be
proven and the Board of R&E cannot predict the outcome thereof. The Board
will at all times consider the commercial viability of the claims and will
keep shareholders informed of developments.
Johannesburg
22 September 2009
Sponsor
PSG Capital (Pty) Limited
Date: 22/09/2009 16:47:01 Produced by the JSE SENS Department.
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