Roundtable Discussion; The Future of Mineral Sands. Watch the video here.
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Exactly Anon if you don’t vote you have no right to moan about the outcome
Well, my missus and myself have informed AJBell that we wish to vote in favour of resolutions 1-13 and they've replied that our requests will be actioned.
For anyone who doesn't know what to do, just send a secure message telling them of your request.
Vote, people, your company needs you!
Also no point at this stage of events to try and make your voice heard as you'll be in danger of handcuffing SOLG's options into the future and handing the keys to BHP et al.
It's going to be a close imho as CGP and the Chinese will just about level out against NCM and BHP. It's then down to Mather and his crew to get it over the line.
Do you know that for absolutely certain, Redknight?
I don't understand your motive here. You're arguing against something that just makes the most sense, all for a clean break on probably worse terms.
At the moment the 4 companies are subsidiaries of SOLG. Would you agree?
So all SOLG has to do is create a new company, in terms of organisational structure it sits between SolGold plc and the 4 subsidiaries. It is then this company that gets demerged from SOLG plc.
Also, let's not get onto the subject of how you tax something that doesn't carry a valuation, as is the case with all the regionals except Porvenir. Any % of £0 is £0.
Come on Redknight. You know this makes sense.
You still get your SOLG sale or purchase or however you want to frame it and you get a new vehicle to trade to your heart's content.
I've probably bored everyone silly today on this so will leave it there, but open your mind to something different to a bidding war that might never materialise.
OK let me try...
The regionals are held in four different companies.
You would have to 'sell' thise companies to Newco. Or are you proposing to give SOLG shareholders separately, shares in Green Rock Resources, Valle Rico, Carnegie Ridge and Cruz del Sol
If you bundle them all up you are issuing unquoted shares to SOLG shareholders before you IPO any or all of the Subsidiaries. I wquldn't take these...would you?
The transfer still involves a taxble 'sale' of assets by Solgold plc, which is taxable.
Its all far too complex when compared to somebody bidding for SOLG and, when successful, spinning off the assets themselves...
And Redknight, just to clarify with you before you yield the filter button once again, you could transfer your house to me, assuming it was your primary residence, and pay no CGT.
Why, because your main residence is exempt from UK CGT.
Look that up, my friend.
Comparing your house to prospecting licences in Ecuador is frankly absurd Redknight.
Go and ask Atlantic Lithium, an example you've been happy to band about before on these boards, if they paid tax when they transferred their gold assets to Ricca Resources. The answer of course, is no.
If you want to show me some Ecuadorian tax legislation that confirms different I'll be happy to concede.
You do yourself no favours when you take this righteous, better than all, line. You can learn a thing or two and you should.
I seem to recall Sound Energy did something similar. We were given shares in a company which was spun-off. I had a bunch of shares and sold immediately upon listing and made far more money with that one transaction than I ever did holding Sound. (I think it was Sound, but may have been something else...the memory fades)
"What happens if SOLG gets a proposal that has to be put to shareholders before the merger completes?"
People keep talking about SOLG selling...
This is a case of outsiders buying...the company or its assets.
SOLG are required to announce a takeover bid to shareholders but not required to put it to shareholders if they reject it.
The Board would not be required to put an asset sale to shareholders. They could reject it outright without us knowing and may well have done so more than once in the last few years.
"Why would Bob and Maxit arrange to sell a company they are trying to switch into before that switch takes effect?"
I repeat...Bob and Maxit aren't arranging to 'sell' SOLG...they're creating a situation where a bid or bids are likely by, for example, selling stock to Jiangxing (who already have a stake through Valuestone and may well be buying in the market) and by antagonising BHP in the hope that they either bid or sell their stake to another potential bidder.
I think you are taking the 'Strategic Review' too literally...its a smokescreen for a takeover battle.
Your points about transfer of assets show that you sadly don't understand basic tax and accounting principals.
I cannot transfer my house to you without paying tax because the Revenue will insist that it has to be valued and then CGT will be paid on that value.
There is no point transferring regional projects to Newco with a view to IPOing for example, because if SOLG persuaded the assets were worth nothing, the SP would be close to zero and there would be no value to IPO.
What you call a 'transfer' to a new company is treated as a disposal for tax purposes, at a value which has to be assessed.
Believe it or not, in this world you hardly ever get something for nothing...
As far as Bob and Maxit are concerned, its far too complicated as opposed to a 'plain vanilla' sale of the whole 'ball of wax'.
I repeat...your scheme makes no sense when considering CGP giving up over £600 million based on their valuation 2 years ago, for an illusory possibility of making a few hundred in the long run.
You have to take on what Mather, Sangha and Irwin think, not what might hypothetically appeal to Bozi...
Th
Italian just contact your broker
Ii has made it really easy otherwise simply instruct them how you wish to vote. I voted fully in support of the board and its recommendations. No point being invested in a company you don’t have faith in.
Q, you surprise me. I'd have thought you'd want to vote for the Specials.
Red, I don't think that's what they're saying. The suggestion is that Solgold spins off all of the regionals apart from Cascabel to all existing shareholders. So we and CGP (post merger) receive X number of shares in NewCo for each Solg share held. We continue to hold our Solg shares, and Solg now only has Cascabel and nothing else. Third party bidders then bid 50p/70p/100p or whatever to buy Solgold, which is just a wrapper for Cascabel. No transfer of ENSA out of Solgold. We, CGP and all other Solg shareholders get our payday for selling Solg, which ceases to be publicly traded. We are left holding the cash and our shares in NewCo, which continues to explore and develop all the regionals giving us exposure to upside in the rest of the portfolio should we chose to keep those shares.
For the first time I will not be voting, as I have no idea who stands for what or what their position is on anything.
Never mind, found the info on SEDAR.
Did any one of you have luck with the Investorvote control number provided in the proxy form? I get an "incorrect number" error message.
Sorry, being dense today, can't find it on the Solg website.
Red,
What happens if SOLG gets a proposal that has to be put to shareholders before the merger completes?
CGP holders wouldn't be eligible.
Why would Bob and Maxit arrange to sell a company they are trying to switch into before that switch takes effect?
How can a transfer of licences at nil consideration be a disposal for tax purposes? I'm no expert on the Ecuadorian capital gains tax and don't have the time to delve right now but companies exchange licences all the time and don't have to pay tax.
With the spin out, Bob and Maxit remain incentivised to sell SOLG OldCo and they get another investment in NewCo to recover the premium given up by merging when they did.
I just think it's a very viable option that will clearly need a bit of finessing by SolGold. I just hope they're giving it due consideration.
Sorry DBW not yet, but
I will be voting for:
Nick
Maria,
Dan
Scott
and all the resolutions, but AGAINST
Twigger and Clare
Hope this helps
Sorry fior the misunderstanding...
So let me get this right...SOLG spins out the regionals for 5p a share...thats £115m, on which there is tax of £29 million...
A 'transfer' will be treated as a disposal for tax purposes...
And CGP shareholders are left waiting for Godot in 'Oldco'...
Whaaat?
You're either bonkers or an even bigger optimist than me...
Please give us more detail on your proposal, as far as CGP investors are concerned...
CGP don't get paid anything, because under your scenario they are already SOLG shareholders.
So either that involves a spedcial dividend or the money goes into your Newco and CGP have to wait for the big bucks.
It makes no sense whatsoever when they said CGP was worth up to $20 a share and the current SP is $3.99 and the original value of the bid was only $4.07...
There has to be something massive going on behind the scenes for them to take that apparent hit of c$16/share or $600m against their previous valuation of CGP and with only jam tomorrow promised through a 'spin out'
We're not spinning Cascabel, Red. We're talking about spinning out the regionals.
It'll be a transfer. Not a disposal.
It works for all.
Red - it does suit CGP and the rest.
CGP get paid for selling SolGold if that happens like the rest of us and then they can sell their stock in NewCo once it lists if they don't want to roll the dice. It would be a headwind for the NewCo share price but a temporary one.
That's the beauty of it.
Sorry that was £150 million not £50 million...
Red 12:54
With all due respect Red there is zero chance of this. Bob and Maxit are acting as adviser to SolGold in the strategic review.
They are not going to sell the company before their shares land.
Just think about it.
As Nick has pointed out years ago...a spinout involving a sale of Cascabel would involve paying Ecuadorian taxes on the profit, i.e. 25% on, say 45p (your figure) x 2.3 billion = £258 million or 68% of the value of the current market capitalisation...
Now what would that do to the share price...?
Bozi my friend...
"The spin out protects us all by giving us future upside on further discovery and development. "
Does 'us all' include the CGP big hitters...?
Because they haven't signed up for a long drawn out scenario like the one you paint...
Remember only 2 years ago they said CGP was worth either $12.50 or $20 a share in aggressively rebuffing Nick.
And now they are bedfellows...that can only be in anticipation of a big payday, otherwise why appoint Sangha to both companies...
He desn't do project acquisitions, spin outs or J/Vs...he does highly successful takeover bids like Wyloo...23 to 110 in 5 months...
And he'd have to be pretty stupid to lambast NCM/BHP without something big up his sleeve...
And your comment about Lassonde is exactly one of the reasons why I believe there will be a takeover battle...