| Wed 14 Dec 2005, 17:03 | | Randgold & Exploration Company Limited - Update |
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Randgold & Exploration Company Limited - Update On Forensic Investigation
At Randgold & Exploration Company Limited
RANDGOLD & EXPLORATION COMPANY LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1992/005642/06)
Share Code: RNG (suspended) ISIN: ZAE000008819
ADR Ticker Symbol: RANGY
("R&E" or "the Company")
UPDATE ON FORENSIC INVESTIGATION AT RANDGOLD & EXPLORATION COMPANY LIMITED
Shareholders are advised that the forensic audit is expected to be delayed
for an additional two months beyond the targeted completion date of 31
December 2005.
Forensic auditors were appointed on 11 October 2005 to assess various
transactions, and any other issues identified during the audit and/or by
the directors.
Substantial progress has been made in the forensic audit. However, the
scope of the investigation has been revisited to address further issues not
originally identified. The investigation has revealed prima facie evidence
that there has been misappropriation of Company assets, including during
prior financial periods. Work is in progress to determine the exact extent
of the misappropriation, which could be substantial, as well as to
initiate, if necessary, the relevant legal processes, including the
necessary actions for the recovery of misappropriated assets.
It is planned to have KPMG commence in January 2006 a review of the annual
financial statements for the financial year ended 31 December 2004 and the
period to June 2005. Assuming that no further unforeseen issues become
known in the interim, publication of preliminary results is anticipated by
the end of the first quarter of 2006.
R&E shares are currently suspended on JSE Limited and delisted on Nasdaq
due to the delay in the publication of the annual financial statements.
Shareholders are advised not to rely on prior period financial statements.
Shareholders will be kept informed of further developments.
FORWARD-LOOKING STATEMENT DISCLAIMER
Certain statements in this announcement, as well as oral statements that
may be made by the Company"s officers, directors or employees acting on its
behalf related to such information, contain "forward-looking statements"
regarding the Company"s financial reporting, assets, investments, business,
operations, economic performance, financial condition and trading markets
within the meaning of the U.S. Private Securities Litigation Reform Act of
1995, specifically Section 27A of the U.S. Securities Act of 1933 and
Section 21E of the U.S. Securities Exchange Act of 1934. All statements,
other than statements of historical facts, are "forward-looking
statements." This includes, without limitation, those statements concerning
the Company"s ability to complete its forensic audit and prepare financial
statements, the time period for completing its forensic audit and financial
statements and any impact to the Company"s previously released financial
statements and preliminary results and its assets and investments,
including with respect to Randgold Resources Limited, to be reflected in
its financial statements, the extent and magnitude of any misappropriation
and the time periods affected thereby and the recovery of any
misappropriated assets. Although the Company believes that the expectations
reflected in such forward-looking statements are reasonable, no assurance
can be given that such expectations will prove to be correct. Actual
results could differ materially from those implied by or set out in the
forward-looking statements. Among other factors, these include the ability
of the Company, its forensic auditors and its auditors to complete the
forensic audit and prepare financial statements and the outcome of such
forensic audit, the willingness and ability of the Company"s forensic
auditors and auditors to issue any opinions with respect thereto, the
extent and magnitude of any misappropriation that is ultimately determined
to have occurred and the time periods affected thereby, the ability of the
Company to ultimately recover any misappropriated assets, the ability of
the Company to implement improved systems to correct its late reporting,
JSE Limited"s willingness to lift its suspension of the trading of the
Company"s securities on that exchange, the ability to obtain the necessary
information with respect to its assets, investments, subsidiaries and
associated entities, changes in economic and market conditions, the success
of business and operating initiatives, including development of mining
operations, changes in regulatory environment and other government actions,
fluctuations in commodity prices and exchange rates, business and
operational risk management and the risks identified in Item 3 of the
Company"s most recent annual report on Form 20-F filed with the SEC and its
other filings and submissions with the SEC. All forward-looking statements
attributable to the Company, or persons acting on its behalf, are qualified
in their entirety by these cautionary statements. The Company expressly
disclaims any obligation to release publicly any updates or revisions to
any forward-looking statements to reflect any changes in expectations, or
any change in events or circumstances on which those statements are based,
unless otherwise required by law.
14 December 2005
Johannesburg
Sponsor
Sasfin Capital
(A division of Sasfin Bank Limited)
Date: 14/12/2005 05:03:10 PM Produced by the JSE SENS Department