ROCKWELL DIAMONDS INCORPORATED - Rockwell Issues Second Quarter Results Of Fiscal 2018

Release Date: 17/10/2017 08:01
Code(s): RDI
 
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Rockwell Issues Second Quarter Results Of Fiscal 2018

Rockwell Diamonds Inc.
(A company incorporated in accordance with the laws of British Columbia, Canada)
(Incorporation number BC0354545)
(South African registration number: 2007/031582/10)
Primary listing: TSX
Secondary listing: JSE
Share code on the JSE Limited: RDI
ISIN: CA77434W2022
Share code on the TSX: RDI CUSIP Number: 77434W103

Rockwell issues second quarter results of Fiscal 2018


October 16, 2017, Toronto, ON -- Rockwell Diamonds Inc. ("Rockwell" or the "Company") (NEX:
RDI.H; JSE: RDI) today filed its second quarter 2018 results, and provided a further update as to the
developments with respect to its three subsidiaries in South Africa. These subsidiaries are Rockwell
Resources RSA (Pty) Ltd (Rockwell RSA), HC van Wyk Diamonds Ltd (HC van Wyk) and
Saxendrift Mine (Pty) Ltd (Saxendrift). Material elements include:

    •   The financial results presented included the financial statements of the Company and its
        two subsidiaries in Cayman Islands, but not the three subsidiaries in South Africa. The
        Company no longer has control over the three subsidiaries sufficient to consolidate under
        IFRS.
    •   The financial results show a comprehensive income (but non cash) of $23.2M which results
        almost entirely from the reversal of foreign currency reserves in respect of the operations
        in South Africa, and certain stock based compensation reserves that were unwound.
    •   Operations were on cash break-even in August 2017, notwithstanding the fact that only
        25% of the planned volumes were actually processed. The break-even position included
        the additional burden of the Business Rescue Practitioners (BRPs) and their legal advisor`s
        fees.
    •   The three subsidiaries were again placed in provisional liquidation on September 22, 2017
        by the BRPs, Metis Strategic Advisors Pty and their legal counsel Werksmans of
        Johannesburg, notwithstanding the fact that an offer had been received from Ascot
        Diamonds, a company with a proven purchasing capability, to buy the three subsidiaries
        on a going concern basis at a value in excess of liquidation value, and notwithstanding that
        the operations were break-even for August.
    •   The return date for hearing on the liquidation order is November 3, 2017 by which date the
        provisional liquidators will ask the High Court either to proceed with full liquidation or keep
        the subsidiaries in provisional liquidation pending the successful outcome of the
        transaction with Ascot Diamonds.
    •   The following statistical information was recorded during the period under business rescue
        administration:
                                                       June 2017           July 2017      August 2017
        Volume processed (m³)                             39 851              63 960           56 457
        Carats recovered                                     131                 215              408
        Grade (carats per 100 m³)                           0.33                0.34             0.72
        Revenue in respect of diamonds sold (US$)        177 735             161 621          915 000
        Average price per carat (US$)                      1 440                 899            2 685

    •     Budgeted volumes were 175,000 m³ for each of the three months, and the operations at
          Wouterspan never achieved that under the BRP’s administration. Budgeted grade was 0.6
          carats per 100 m³, and planned revenue per carat was US$ $2,000.
    •     The MD&A for the period June-August 2017 reflects a detailed account of the actions of
          the BRPs and the Company’s attempt to undertake this sale transaction to Ascot
          Diamonds.
    •     The provisional liquidators are the attorneys Honey’s of Bloemfontein which formally took
          over from the BRPs on October 11, 2017.
    •     The buyer and their Attorneys met with the provisional liquidators on Friday, October 13,
          2017 to reinforce their interest in purchasing the three entities as a going concern. To
          undertake this, the provisional liquidators are undertaking their own assessment of
          liquidation value.
    •     The buyer has also offered to the company in a separate offer and transaction to buy the
          Cayman companies from the Company, although such offer is conditional on a successful
          transaction in South Africa with regards to the three South African subsidiaries. To the
          extent that such second offer does proceed, the Company will approach creditors and
          shareholders in the Company for approval.

For further information on Rockwell and its operations in South Africa, please contact

 Willem Jacobs             Chief Executive Officer              + 27 (0)72 614 4053

 David Tosi                PSG Capital – JSE Sponsor            +27 (0)21 887 9602

About Rockwell Diamonds
Rockwell is engaged in the business of operating and developing alluvial diamond deposits. The
Company also evaluates consolidation opportunities that have the potential to expand its mineral
resources and production and provide accretive value to the Company.

As at the date of this document, Rockwell’s subsidiary in South Africa (Rockwell Resources RSA Pty
Limited) and its two subsidiaries (HC van Wyk Diamonds Limited and Saxendrift Mine Pty Limited) had
again been placed in provisional liquidation, following an application by the Business Rescue
Practitioners on September 7, 2017. The application was heard on September 22, 2017 and so ordered
by the Court. Liquidators were appointed on September 27, 2017. The return date for hearing on the
liquidation order is November 3, 2017.
Rockwell’s common shares trade on NEX under the symbol “RDI.H” and on the JSE Ltd under the
symbol “RDI”. Trading of Rockwell’s shares remains suspended at the request of the Company.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this
release.


No regulatory authority has approved or disapproved the information contained in this
news release.

Forward Looking Statements

Except for statements of historical fact, this news release contains certain "forward -looking
information" within the meaning of applicable securities law. Forward-looking information is
frequently characterized by words such as "plan", "expect", "project", "intend", "believe",
"anticipate", "estimate" and other similar words, or statements that certain events or conditions
"may" or "will" occur. Although the Company believes the expectations expressed in such
forward-looking statements are based on reasonable assumptions, such statements are not
guarantees of future performance and actual results or developments may differ materially from
those in the forward-looking statements.

Factors that could cause actual results to differ materially from those in forward-looking
statements include uncertainties and costs related to the transaction and the ability of each
party to satisfy the conditions precedent in a timely manner or at all, exploration and
development activities, such as those related to determining whether mineral resources exist on
a property; uncertainties related to expected production rates, timing of production and cash and
total costs of production and milling; uncertainties related to the ability to obtain necessary
licenses, permits, electricity, surface rights and title for development projects; operating and
technical difficulties in connection with mining development activities; uncertainties related to
the accuracy of our mineral resource estimates and our estimates of future production and future
cash and total costs of production and diminishing quantities or grades of mineral resources;
uncertainties related to unexpected judicial or regulatory procedures or changes in, and the
effects of, the laws, regulations and government policies affecting our mining operations;
changes in general economic conditions, the financial markets and the demand and market
price for mineral commodities   such as diesel fuel, steel, concrete, electricity, and other forms
of energy, mining equipment, and fluctuations in exchange      rates, particularly with respect to
the value of the US dollar, Canadian dollar and South African Rand; changes in accounting
policies and methods that we use to report our financial condition, including uncertainties
associated with critical accounting assumptions and estimates; environmental issues and
liabilities associated with mining and processing; geopolitical uncertainty and political and
economic instability in countries in which we operate; and labour strikes, work stoppages, or
other interruptions to, or difficulties in, the employment of labour in markets in which we opera te
our mines, or environmental hazards, industrial accidents or other events or occurrences,
including third party interference that interrupt operation of our mines or development projects.

For further information on Rockwell, Investors should review Rockwell's home jurisdiction filings
that are available at www.sedar.com.

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