Member Info for ICB888

In a SIPP applied for 9000 and the II account for the retail offer is showing 945 shares although they have debited the amount for the full 9000. Looks like I made the right call on our ISA’s to ignore the Retail offer and bought in the market at 10.78p last week to increase our holdings by 10% to counteract the dilution caused by the placing.

The retail offer would close at 9am today according to the RNS announcing it with the result being announced later today. The retail offer shares along with the placing and subscription shares will be admitted for trading tomorrow 10th December.

The Retail offer is in an unusual format whereby it’s conducted by Winterflood if your broker is going to participate. Does anyone know how this works and specifically if II and Barclays are going to be involved

Seingred It is Mellons 25% that matters to block a higher bid. The other directors including Mark account for 4% and have I imagine just done as they were told following the “independent advice “ they have received in relation to this bid. I feel sure you know how this works but we all know who is pulling the strings. This deal has been recommended with a couple days of being announced giving no time for other bids to come in before Mellons pledge to vote his shares against any other bids became irrevocable. There is a deliberate attempt to deter other bids when we know from a statement by Calibre that they were willing to re engage with CNR. We all know that Calibre are the natural buyer and can afford to pay the best price as they already have a very profitable mine next door which would provide economies of scale. Calibre wouldn’t offer Mellon a seat on their board because he clearly doesn’t get on with them and if he converted to Calibre shares they would not be a significant holding in Calibre. In the time CNR have been still not put a shovel in the ground Calibre have built a mine that is producing large amounts of cash to finance Calibre’s rapid growth to a company with a market cap of CAD$2.1 Billion, which is £1.1 Billion. CNR could have been Calibre but Mellon is not as clever as he thinks and only has a company with a current market cap of £58 million. I hope Calibre will bid anyway with a higher offer and see what the rest of Condor’s shareholders vote for.

I do not think this is good offer and will be a poor reward for the many years I have held these shares.

The point which I find particularly troubling is Jim Mellon who is Chairman and a Director of the company and we have been told by Mark that Mellon has conducted the sales process, that in his capacity as major shareholder promises to vote his shares against any other offer. Please can someone explain how it is not a major conflict of interest to vote his shares against a higher and/or better offer.

The Directors have a duty to avoid conflicts of interest and personal benefits. I can see how Mellon may think this is a good deal for him but to try to thwart a better offer for other shareholders is not in other shareholders’s best interests. The fact that he has done that suggests they anticipate other offers as we would expect not least from Calibre if he bothered to engage with them in a sensible way. In the RNS Mellon informs us he will become a Director of the Acquiring Company and his Directors salary would appear to be a personal benefit. If one just looks at the companies Mellon has been involved with over the years you will find the same old faces appearing on the Board so one wonders if their are any truly Independent Directors to hold him to account. But I would like Mark Child or another Director to explain to us how Mellon pledging to vote his shares against a better offer( and the very act of making that pledge public appears designed to deter other bidders) is in the best interests of other shareholders.

CF can you tell us what Frisby says after the point where you need to take out a subscription to read it?

Polo shirt your comment about Calibre not making money in Nicaragua is completely wrong . Nicaragua is the backbone of Calibre producing most of it income and profit. That profit is supporting the development of its other mines particularly the one being built in Canada. Nicaragua is the cash cow and not adding CNR to that would be a serious mistake as it would be the quickest way to achieve the annual 500000 ozs it is aiming for. calibre can start trucking to their hub and spoke mill almost immediately.

ElectricLion I agree this is not an impressive proposed deal after 2 years. It is interesting to not that regarding the irrevocable undertaking by Jim Mellon’s company Galloway the RNS says this:

“ provided that the Company has announced the Acquisition under Rule 2.7 of the Code by 5:00 p.m. on 4 December 2024 (or such later time and/or date as the Company and Condor may agree) (the "Irrevocable Undertaking"

We should see the formal offer very quickly. I am having some difficulty in understanding how Jim Mellon is reconciling his duty as a Director with those of shareholders. His irrevocable undertaking would seem to make it more difficult for a higher or better structured offer to be accepted which would clearly not be in the interests of all shareholders.

I would much prefer an offer from Calibre, even an all share offer for the full amount now rather than this proposal which would have us waiting up to 5 years for some of our money subject to certain exploration criteria being met.

Calibres statement last night:

“ VANCOUVER, British Columbia, Dec. 01, 2024 (GLOBE NEWSWIRE) -- Calibre Mining Corp. (TSX: CXB; OTCQX: CXBMF) ("Calibre" or the "Company") reports that it was referenced in a Condor Gold news release. Condor Gold initiated the sale process for their La India gold asset two years ago. During this time, Calibre acknowledges having engaged in discussions with Condor regarding the potential acquisition of the La India gold asset, which aligns well within Calibre's Hub & Spoke operation. However, Calibre confirms that it is not currently in discussions with Condor, nor does it have an active offer. At this time, unless Condor is willing to reengage in meaningful discussions, Calibre does not envision completing an acquisition

Read more at: hxxps://www.lelezard.com/en/news-21623867.html”

Note particularly the final sentence which makes it clear that if Condor re engage in meaningful discussions an acquisition could occur. Its clearly just about price and one would expect Calibre to top any other bids as it’s a no brainer deal for Calibre on every level.

Sharecast news are also saying the bid values CNR at £150 million:

“ Sharecast News) - Condor Gold said on Monday that it has received a non-binding takeover offer from AIM-listed group Metals Exploration.

Metals Exploration's offer, which values Condor Gold at £150.0m, was said to be in "advanced-stage discussions" but the group noted that there was still no certainty that any firm offer will be made.

Metals Exploration also announced that it had entered into an unsecured bridging term loan facility for £5.5m with Drachs Investments in connection with the possible offer.

Elsewhere, Canadian outfit Calibre Mining stated that while it had engaged in discussions with Condor regarding the potential acquisition of its La India asset, it was not currently in talks with the group.”

Proactive are reporting that the bid for Condor is £150 million”

“ According to Sky News at the weekend, AIM-listed Metals Exploration, which is backed by property financier Nick Candy, is mulling a deal that would value Condor at £150 million or three times its market cap of £49 million at the close on Friday.

Metals Exploration, 35%-owned by entrepreneur Candy, has secured irrevocable undertakings from a number of Condor Gold investors in recent days to vote in favour of the proposed deal, according to Sky.

Jim Mellon, a well-known metals investor is Condor’s main shareholder and chairman.

Condor put its La India gold project in Nicaragua up for sale two years ago and last week said several new parties had expressed an interest in the asset and been granted access to the data room.

Metals Exploration currently has a market capitalisation of just under £100 million having doubled over the past year while Condor Gold is up by two-thirds over the same period, Sky noted.

Canada-listed Calibre Mining, meanwhile, said that while it had engaged in discussions with Condor regarding the potential acquisition of the La India asset, it is not currently in discussions with Condor nor does it have an active offer.

“At this time, unless Condor is willing to reengage in meaningful discussions, Calibre does not envision completing an acquisition”

A bid of £150 million is the sort of level Jim Mellon would be looking for as an opening bid I would imagine. It’s 3x the sp on Friday even though that is still a low valuation for the company. I like Proactive’s number but I am not sure that it follows from the Sky report.

Frenchie is highlighting the heading which says Intention not to make an offer. However it is important to look at the content of the Notice particularly:

“ However, Calibre confirms that it is not currently in discussions with Condor, nor does it have an active offer. “

The use of the word “currently” clearly leaves open the possibility that in the coming days it could reopen the previous discussions it has had with CNR and could make an offer. The previous statement by Calibre which I commented on last night suggests that Calibre do want to acquire CNR and the only stumbling block is the price. CNR by obtaining other offers will force Calibre to come back to the table with a higher offer.

The Calibre response makes it clear that Calibre are interested in CNR and have been for some time. The only issue has clearly been price with Calibre hoping to get it for a song. Jim Mellon was not going to accept a low price and has continued to fund CNR for as long as it takes to get the proper value. Getting this offer period underway is going to force Calibre to make a realistic bid as they will not want to lose CNR. Calibre know better than anyone the true value of CNR and would have no problem financing the purchase. I would be very happy to take Calibre shares.

I have mentioned this on previous occasions, Calibre is the obvious Acquirer of CNR. It is the mine next door and Calibre has made the company from its profits in Nicaragua. Calibre can start making money straight away by trucking to its hub and spoke mill. Calibre have a full management team nearby so their overhead costs would be lower than any other bidder. Calibre have been playing games for years refusing to agree to toll milling presumably hoping to get CNR very cheaply. My guess would be MTL are being used to flush out a decent bid for CNR from Calibre. It would be very bad business for Calibre to let anyone else acquire the literal gold mine next door that is Condor imho.

“Exclusive: Metals Exploration, a London-listed mining group backed by the financier Nick Candy, is close to agreeing a cash-and-shares deal to acquire Nicaraguan-focused gold miner Condor Gold which will value the combined group at over £150m. Full story here soon.”

When they say it will value the combined group at over £150 million it would appear they have got to that number by simply adding together the current market caps of MTL and CNR which are nearly £100 million and nearly £50 million respectively.

The report also states:

“ Mining industry sources said a deal could be announced as soon as this week at a substantial premium to Condor Gold's current valuation.” If CNR are going to achieve a substantial premium the value of the combined group would need to be a long way north of £150 million.

If CNR were to go for 50p which is double the current sp (which is nowhere near what the actual value of CNR’s shares) then that group value would need to be £200 million.

Tomorrow should be very interesting and hopefully the start of a bidding war if MTL’s offer isn’t high enough.

This is a new interview released 3 hours ago by Crux Investor :

https://youtu.be/ru-uWwgcYnI?si=LvsTsfIkOwk02hXj

The Crux interviewer is particularly interested in the Uranium JV.

POW are definitely in the right place at the right time regarding Power Arabia as illustrated by this extract from a Mining.com article:

“ Saudi Arabia inked on Tuesday nine metals and mining investment deals worth more than 35 billion riyals (about $9.32bn) with companies including India’s Vedanta and China’s Zijin Group.

Vedanta Copper, a subsidiary of India’s Vedanta Limited (NSE: VEDL), will invest $2 billion in copper-processing facilities in Saudi Arabia, a fresh boost to the kingdom’s aspirations to establish itself as a global hub for metals and mining.

The investment will fund the construction of a state-of-the-art smelter and refinery with an annual capacity of 400,000 tonnes, the company said.

Vedanta also plans to develop a facility capable of producing up to 300,000 tonnes per year of copper rods —an essential component in electric cable manufacturing.

The announcement is part nine investment deals inked by Saudi Arabia on Tuesday valued at over 35 billion riyals ($9.32 billion). The agreements include partnerships with other major foreign companies, including China’s Zijin Group, and are considered a significant boost for Riyadh’s efforts to attract foreign direct investment to help diversify the kingdom’s economy”

There is no shortage of cash in Saudi for investment in commodities for Power Arabia to get involved with.

Sean is doing his best to extricate POW from involvement with RRR which was a Paul Johnson investment. RRR is a lifestyle company for Andrew Bell and I can’t imagine why anyone would have anything to do with him or his company. Just look at how much money it has raised over the last 20 years and its current market cap. Let’s see what Sean can salvage but I wouldn’t hold my breath waiting for cash from Andrew Bell.

Trading on the US OTC listing has been light during November compared with September and October which is surprising as one would expect increasing US based interest. In September there were days with no trades at all but there were days when volume was 250000,158000 and the highest daly volume ever of 711000.

In October there was trading most day’s mostly less than 20000 per day but with a high of 257000.

In November there have been 10 days with no trades at all with total volume for the month of circa 220000 and the highest volume day was on Monday at 109000.

There is clearly scope to boost the share price if more US investors become aware of it beyond the strategic US investors that have been involved in placings. I think that when Oliver hits the US interview circuit with the latest drill results and the China ban on Tungsten exports,we could see fireworks on the share price.

RNS Further Very High Grade Tungsten and Copper results:

“ Oliver Friesen, CEO of Guardian Metal, commented:

"Tungsten, classified as a 'Dual-Use' metal, is indispensable in both modern industrial and military applications, making it critical for U.S. national and economic security. Given the current geopolitical climate and the United States' tungsten import reliance, the timing could not be better for Guardian Metal to be advancing its 100% owned Pilot Mountain tungsten Project located in mining friendly Nevada.

"With these latest high-grade tungsten and copper drill assay results now reported, we are one step closer to updating the Mineral Resource and mine plan for inclusion in our pre-feasibility study and to the Company's ultimate goal of supporting the United States' onshoring efforts for this very important Dual-Use metal."