DRDGOLD LTD — Annual Report 2019

Nov 29, 2019

20-F/A 1 20fa.htm

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 For
the fiscal year ended June 30, 2019 |
| 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 |

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) |

Securities registered or to be registered pursuant to Section 12(b) of the Act

Title of each class:	Trading symbol	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.)	DRD	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. 696,429,767 ordinary shares of no par value outstanding as of June 30, 2019.

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 such files) . Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, 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 International Accounting Standards Board ☑ 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 ☑

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☐ No ☐

EXPLANATORY STATEMENT

This Amendment No. 1 to the Annual Report on Form 20-F for the fiscal year ended June 30, 2019, filed with the Securities and Exchange Commission on October 31, 2019 (the "2019 Form 20-F"), is being filed solely for the purpose of adding Exhibit 101 to Item 19 "Exhibits" and furnishing the Interactive Data File disclosure as Exhibit 101 in accordance with Rule 405 of Regulation S-T, Exhibit 101 was not previously filed.

Other than as expressly set forth above, this Amendment No. 1 to the 2019 Form 20-F does not, and does not purport to, amend, update or restate the information in any other Item of the 2019 Form 20-F, or reflect any events that have occurred since the 2019 Form 20-F was filed.

ITEM 19. EXHIBITS

The following exhibits are filed as a part of this Amendment No.1:

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

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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: November 29,
2019