Member Info for AROK1975

DGR directors have gone on record saying the offer significantly undervalues SolGold.

If one sizeable holder is prepared to say that publicly, it does make you wonder how many uncommitted institutions may quietly think the same.

Interesting few weeks ahead.

GLA

From my understanding, vote dates can be extended, but only with Court approval in a scheme context.

Common when a competing offer emerges, but it’s not automatic - the board /advisers would need to make a formal application.

Last-chance dynamics

Credit to Damers for spotting - this filing confirms earlier signals, underscoring why timing and optionality matter.

For those slicing early (or who already have), especially the “kept a bit just in case” crowd: you’re giving up optionality for very little in return.

If you don’t need liquidity, holding into the hearing preserves counter-bid upside while the downside is broadly capped, with 28p acting as the scheme floor pending the vote.

That isn’t speculation.

It’s risk management.

Slice too soon and you surrender leverage.

Sell too soon and you’re watching from the sidelines.

Overlooked scenario: the existing bidder reassesses. If no counter emerges, this becomes the final opportunity to secure the asset cleanly - and in strategic situations, bidders do improve terms rather than risk losing the prize altogether.

If the scheme fails and no counter appears, history is familiar: schemes sell first and think later. But when the asset is strategic and metals are rising, that weakness is usually a window, not a verdict.

Selling early caps upside faster than it caps risk.

ATB

Davy

In a UK scheme, it’s the registered nominees who actually vote, not the individual shareholders themselves. Big platforms like Barclays, Hargreaves Lansdown, Citibank, JP Morgan, etc., each count as one “vote”, no matter how many shares they hold.

That means there are far more votes in play than just the few insiders and institutions already locked in. For example, each nominee counts as one vote even if it holds shares for hundreds or thousands of underlying investors, so retail turnout really matters.

A nominee submitting a NO proxy on behalf of many holders counts as a full NO. For example, if Alice McGold has 500,000 shares and Bob Copperbottom has 100 shares, and both instruct Barclays to vote NO, that counts as two NOs in the headcount.

Silence isn’t a NO. If shareholders don’t actively instruct their platform, nominees may default to FOR, which is why calling your platform to vote NO is critical.

Even with some shares locked FOR, the real power lies with uncommitted nominees - a handful of instructed NO votes could still tip the scheme.

Hope it makes sense but that’s how I understand it.

AtB

When a vote is locked by an irrevocable undertaking, the only audience left is the uncommitted institutional block - the true swing votes, in my opinion. Wink, wink.

A large block of institutional shareholders remains uncommitted; with DGR highlighting upside and metals surging, the FOR vote may be thinner than expected - a counterbid could move fast, or there’s a strong chance the scheme is rejected.

GLA

Great find, Adieuk32 - reports like this make the board’s recommendation indefensible.

Cascabel is clearly strategic, China sees it, even marginal gold names are rerated - yet our board waved through this price. Frankly, insulting.

Ecuador is actively streamlining mining permits and cutting red tape (BNamericas) - silence from the board only invites assumptions.

Someone should be ready to jump on a counterbid.

A good idea - I’ll be sending a no-frills email shortly. Nothing to lose, everything to gain. Focus on facts: metals, TAM results, NPV, and scheme clarity. Keep it professional, law-safe, and ask for updated numbers - simple as that. (Just my take.)

Dear Board of Directors,

Gold is trading above $5,000/oz and copper remains at multi-year highs. TAM drilling results since the last PFS indicate that the project NPV substantially exceeds the $3.2 bn figure published in February 2024.

Could the board confirm whether:

Any updated NPV or sensitivity analysis will be provided ahead of the scheme vote; and

Jiangxi Copper’s involvement is fully committed or whether alternative strategic options remain under consideration?

Without updated valuation context, there is a real risk that sufficient shareholders - including uncommitted institutions - may vote against the scheme.

Yours sincerely,

Xxxx xxxx

Shareholder Reference

Excellent find - much appreciated! Don’t blame yourself or anyone else, years of doldrums have tested all of us. Fingers crossed something shifts before the vote; failing that, the vote could still fail if enough uncommitted institutions vote NO.

ATB

Referring to the report, this doesn’t weaken the story at all. If anything, it makes 28p look even harder to defend. Absurd.

Strong TAM results, rising metals, no updated valuation - and shareholders are offered 28p. That sequencing alone deserves scrutiny.

Add a CEO with a banking background to “wrap up the finances”, the TSX quietly dropped, options struck low, a strategic buyer already on the register, and a static $3.2bn PFS NPV based on outdated metal prices.

Each step alone is explainable. Taken together, the timing is not - extraordinary.

Absolutely. From my understanding, shares must be registered in your name by the record time or get a letter of instruction from your broker/nominee; bring ID + shareholding confirmation.

Don’t let the board steamroll you!

I’m hoping to attend the meeting, smickster - can’t let this go without a fight. For me and many holders, this vote is the culmination of years of holding and waiting. Salt to wound - the “phony” review, outdated $3.2 bn PFS NPV.

BNAmericas flags Cascabel as a globally significant copper gold asset, with the sale strengthening China’s presence (?) - geopolitics pressuring a cheap 28p take out… no thanks to our board!

We’ll need a good % of uncommitted institutions to vote NO to make a difference.

AtB

Gold targets lifted to $6k-$7k, 28p take-out, Nick Mather’s backing it - extraordinary, directors moving to the buyer?

Timing like this usually gets boards fired, not congratulated. Court scrutiny is essential.

NO indeed

Core of my earlier email to ISS, Glass Lewis and the scheme solicitors - won’t hold my breath, but thought to share it.

The bid offer is being assessed on old 2024 PFS assumptions, and many shareholders perceive it as undervalued, even when considering current gold and copper prices.

The strategic review process did not provide updated valuation context, leaving shareholders with limited visibility on fair value.

While Canaccord Genuity is confirmed as SolGold’s corporate broker, there was no clear public broker guidance issued during the offer period, making it difficult for shareholders to assess whether the offer reflected underlying value.

The timing and progression of the bid (24p to 26p to 28p) gave the impression of orchestrated increments, further highlighting the need for transparent valuation guidance.

........

Cheers, Damers, for spotting the BNAmericas piece.

I’m flabbergasted - after years of dilly-dallying, management squabbles, and pressure from Ecuador and China, 28p looks more like a “let’s just get it done” price than real value. Seems very much an “I’m alright Jack” moment for the board.

NO NO NO

Good find, RodneyT - ISS/GL looks crucial for swaying uncommitted institutions.

I'll be emailing my broker's stewardship team.

NO to 28p - NO to selling SolGold's Tier 1 Cascabel + tenements for pocket change. Meanwhile gold racing away, asset getting more valuable daily.

ATB

Davyjwavy, as I see it from latest TR-1s - uncommitted holders (eligible to vote, rough %s):

Barclays PLC: 4.3%

Hargreaves Lansdown: 4.3%

Tenstar Trading Ltd: 3.6-4%

Aberdeen Standard Investments: 3.7%

UBS Asset Management: 3.2%

Norges Bank: 2.4%

JPMorgan: 5%

(recent TR-1)Others: balance to 40% - Change daily with trading - all hold direct shares, can vote freely.

Retail 18-19% (register residual after top holders)

ATB

My bad - I referenced the wrong institutions. The uncommitted block beyond retail is still as stated.

Cheers.

Agree, would be great to know how proxy votes are trending. In the meantime, the register and known holdings give the picture so far.

Around 52% of the register isn’t locked

34% sits with institutions not committed to a YES, several of which have added positions during the bid period (GlobalX, Samson, SandGrove, Qube)

The blocking maths hasn’t changed: >25% voting NO kills 28p.

9% retail NO (50% of retail holders) + 17% of uncommitted institutions (50% of the uncommitted block) = 26% NO, and the scheme fails.

Hope it’s that simple - ATB