DRDGOLD LTD — Annual Report 2018

Dec 3, 2018

20-F/A 1 maindocument001.htm 20-F/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 20-F/A
☐	REGISTRATION STATEMENT
PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
☑	ANNUAL REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
☐	TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
☐	SHELL COMPANY REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT 1934
For the fiscal year ended
June 30, 2018
	Commission file number
0-28800
	DRDGOLD LIMITED
	(Exact name of Registrant as
specified in its charter and translation of Registrant's name into English)
REPUBLIC OF SOUTH AFRICA
(Jurisdiction of
incorporation or organization)
1 Sixty Jan Smuts Building,
2nd Floor - North Tower, 160 Jan Smuts Avenue, Rosebank, 2196, South Africa
(Address of principal
executive offices)
Riaan Davel, Chief Financial
Officer, Tel. no. +27 11 470 2600, Email riaan.davel@drdgold.com
Francois Bouwer,
Group Financial Accountant, Tel. no. +27 11 470 2600, Email
francois.bouwer@drdgold.com
1 Sixty Jan Smuts Building,
2nd Floor - North Tower, 160 Jan Smuts Avenue, Rosebank, 2196, South Africa
(Name, Telephone, Email
and/or Facsimile number and Address of Company Contact Person)
Title of each class	Name of each exchange on
which registered:
Ordinary shares (traded in
the form of American Depositary Shares, each American Depositary Share
representing ten underlying ordinary shares.)	The New York Stock Exchange,
Inc
Securities registered or to
be registered pursuant to Section 12(g) of the Act
None
Securities for which there is
a reporting obligation pursuant to Section 15(d) of the Act
None
Indicate the number of
outstanding shares of each of the issuer's classes of capital or common stock
as of the close of the period covered by the annual report.
As of June 30, 2018 the
Registrant had outstanding 431,429,767 ordinary shares, of no par value.
Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act.
	Yes ☐ No ☑
If this report is an annual report or transition report,
indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
	Yes ☐ No ☑
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.
	Yes ☑ No ☐
Indicate by check mark whether the registrant has submitted
electronically every Interactive Date File required to be submitted pursuant
to Rule 405 of Regulation S-T (232-405 of this chapter) during the preceding
12 months (or for such shorter period that the registrant was required to
submit and post such files).
	Yes ☑ No ☐
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, or a non-accelerated filer, or an
emerging growth company. See definition of “large accelerated filer,”
“accelerated filer,” and “emerging growth company” in Rule 12b-2 of the
Exchange Act.
	Large accelerated filer ☐ Accelerated filer ☑ Non-accelerated filer ☐ Emerging growth company ☐
If any emerging growth company that prepares its financial
statements in accordance with U.S. GAAP, indicate by check mark if the
registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards† provided
pursuant to Section 13(a) of the Exchange Act ☐ † The term “new or revised financial accounting standard” refers
to any update issued by the Financial Accounting Standards Board to its
Accounting Standards Codification after April 5, 2012.
Indicate by check mark which basis of accounting the registrant
has used to prepare the financial statements included in this filing.
	U.S. GAAP ☐ International Financial Reporting Standards as
issued by the IASB ☑ Other ☐
If “Other” has been checked in response to the previous
question, indicate by check mark which financial statement item the
registrant has elected to follow.
	Item 17 ☐ Item 18 ☐
If this is an annual report, indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
	Yes ☐ No ☑

EXPLANATORY STATEMENT

This Amendment No. 2 on Form 20-F/A has been filed by DRDGOLD Limited (the "Company") (i) to amend the annual report on Form 20-F for the fiscal year ended June 30, 2018, filed on October 31, 2018 and amended on November 7, 2018, to submit its Interactive Data File (as defined in Rule 11 of Regulation S-T) with respect to the audited consolidated financial statements of the DRDGOLD Limited and its subsidiaries for that fiscal year as an exhibit to the Form 20-F pursuant to paragraph 101 under “Instructions as to Exhibits” of Form 20-F in accordance with Rule 405 of Regulation S-T, and (ii) to claim a Regulation S-T Section 232.201(c) hardship exemption by including the required text of Section 232.201(c)(1)(i) in Exhibit 99.1 herein. Due to unanticipated technical difficulties preventing the timely preparation and submission of this interactive data exhibit, the Company has relied on the temporary hardship exemption provided by Rule 201 of Regulation S-T.

Other than as expressly set forth below, this Form 20-F/A does not, and does not purport to, amend, update or restate the information in any Item of the Form 20-F.

ITEM 19. EXHIBITS

The following exhibits are filed as a part of this Amendment No.2:

| 99.1 | 232.201(c) Regulation S-T legend
regarding hardship exemption |
| --- | --- |
| 101.INS | XBRL Instance Document |
| 101.SCH | XBRL Taxonomy Extension Scheme Linkbase
Document |
| 101.CAL | XBRL Taxonomy Extension Calculation
Linkbase Document |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase
Document |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase
Document |
| 101.PRE | XBRL Taxonomy Extension Presentation
Linkbase Document |

---

SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F/A and that it has duly caused and authorized the undersigned to sign this 20-F/A on its behalf.

	DRDGOLD LIMITED
By:	/s/ D.J.
Pretorius D.J. Pretorius Chief Executive
Officer
By:	/s/ A.J.
Davel A.J. Davel Chief Financial
Officer
Date: December 3, 2018