| Wed 20 Sep 2006, 12:38 | | DRDGOLD - Extension of Exchange Offer for 6% Senio |
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DRD
DRDD
DRDGOLD - Extension of Exchange Offer for 6% Senior Convertible Notes due
2010
DRDGOLD LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1985/000926/06)
ARB number 086 277 616
JSE trading symbol: DRD
ISIN Code: ZAE000058723
Issuer code: DUSM
Nasdaq trading symbol: DROOY
("DRDGOLD" or "the Company")
DRDGOLD ANNOUNCES EXTENSION OF EXCHANGE OFFER FOR 6% SENIOR CONVERTIBLE
NOTES DUE 2010
DRDGOLD announced on 24 August 2006 that it would extend the expiration
date relating to its offer to exchange (the "Exchange Offer") up to
$66,000,000 in aggregate principal amount of new 6% Senior Convertible
Notes due 2010 (the "New Notes") for an equal aggregate principal amount of
its currently outstanding 6% Senior Convertible Notes due 2006 (the "Old
Notes") until 12:00 midnight New York City time on September 29, 2006,
unless otherwise terminated or further extended by DRDGOLD.
The exchange agent for the Exchange Offer advised DRDGOLD that as of 12:00
midnight New York City time on August 23, 2006, the previous expiration
date for the Exchange Offer, $2,060,000 of the Old Notes had been validly
tendered.
DRDGOLD has elected to extend the Exchange Offer to allow holders of Old
Notes an additional opportunity to exchange their Old Notes for New Notes,
including in light of DRDGOLD"s planned results announcement for the year
ended June 30, 2006 which is scheduled to be made on or around September
21, 2006.
The Exchange Offer is subject to the terms and conditions set forth in the
Offering Memorandum dated June 16, 2006, as amended and restated on June
30, 2006 (the "Offering Memorandum"), and the related letter of transmittal
and other documentation. This announcement amends and supplements the
Offering Memorandum, letter of transmittal and other documentation solely
with respect to the extension of the Expiration Date referred to herein.
All other terms of the Exchange Offer set forth in the Offering Memorandum,
the letter of transmittal and other documentation shall remain in full
force and effect.
Holders of Old Notes are encouraged to carefully review the Exchange Offer
materials, including the Offering Memorandum, Schedule TO, as amended from
time to time, and related materials filed with the Securities and Exchange
Commission, which contain information material to their decision on whether
or not to tender in the Exchange Offer. These materials are available free
of charge at the Securities and Exchange Commission"s web site at
www.sec.gov. Investors and security holders may also obtain the Offering
Memorandum and related materials through the exchange agent for the
Exchange Offer, at:
The Bank of New York
One Canada Square
London E14 5AL
England
Attn: Paul Pereira
Telephone: +44 20 7964 7495
By facsimile:
(For Eligible Institutions only):
+44 20 7964 6339
The Exchange Offer will expire at 12:00 midnight New York City time on
September 29, 2006, unless extended or earlier terminated by DRDGOLD. The
Exchange Offer is being made pursuant to Section 3(a)(9) of the Securities
Act of 1933 (the "Securities Act"). No commission or other remuneration
will be paid or given, directly or indirectly, by DRDGOLD for solicitation
of acceptance of the Exchange Offer.
This announcement is for informational purposes only and does not
constitute an offer to sell, or the solicitation of an offer to buy, any of
DRDGOLD"s ordinary shares, American Depository Shares, the Old Notes or the
New Notes.
Statements in this announcement include forward-looking statements within
the meaning of the Securities Act and the Exchange Act. Such forward-
looking statements are subject to certain risks and uncertainties, as
disclosed by DRDGOLD from time to time in its filings with the Securities
and Exchange Commission. As a result of these factors, DRDGOLD"s actual
results may differ materially from those indicated or implied by such
forward-looking statements. There can be no assurance that DRDGOLD will
complete the Exchange Offer on the anticipated terms or at all. DRDGOLD"s
ability to complete the Exchange Offer will depend, among other things, on
market conditions. DRDGOLD"s ability to complete the Exchange Offer and its
business are subject to risks described in its filings with the Securities
and Exchange Commission.
DRDGOLD Limited (www.drdgold.com) is a gold mining company engaged in
underground and surface gold mining including exploration, extraction,
processing and smelting. For further information, please contact Ilja
Graulich, head of Investor Relations, at +27 11 219 8700.
Johannesburg
20 September 2006
Sponsor
Standard Bank
Date: 20/09/2006 12:38:10 PM Produced by the JSE SENS Department