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Amazing how these posters who have just arrived, seem to know the decision of the FDA reviewers ahead of everybody else.

I am wondering who the strategic investor was who requested the lock-in till 26 February (covering Elphick; Greymont; Regatta). It would be bizarre if it was RAM/Heeney & they requested a lock-in of their own shares - i.e Greymont & Regatta.

Mitch this is true. AT should be the primary target for legal and regulatory attention.

Hi Ex

Indeed exactly my take, this is a crude stitch up by a bunch of traders who intend to 'pass the parcel'. They are intending to flip this to a major once they have got the EGM result they want. They do not have the finance or the intention to develop & operate this themselves. They are very likely going to try for the Kami based valuations they were promoting only a couple of weeks ago. That is they will flip it to a major at say 200-400p. But here in lies their vulnerability - we are a single asset listed company , it is in any 'real' buyers economic interest to buy in the stockmarket now (or at least build up a sizeable, negotiable stake). At our current price, & even maybe leverage, a full 'offer' that our Board would have to consider regardless of 'exclusivity clauses'

GGG. I wish you all the best in your campaign. All of those concerned hate publicity & the regulatory attention. TW is a formidable ally, they really really don't like him driving negative publicity their way. If you are contemplating pre-emptive legal action, one name I would put out there is the lawyer who took up the COPL Action Group claim - Michael Cotter. I think AT is extremely vulnerable, as a ZIOC corporate officer, to issues regarding multiple conflicts of interest.

I intend to focus on the prospects for getting competing bids via our Stockmarket listing, as that is my background and area of expertise.

Indeed Ex, please see my post on the other board for more detailed analysis. I don't think it's over in summary & yes Elphick will be the obvious contact point He surely cannot be happy with AT, our new shareholders or the way the whole thing has played out.

Hi Extrader

The Alternative Transaction Fee is defined here “In addition, where Break Fee has become payable or if an alternative transaction is announced prior to the meeting at which the approval of ZIOC shareholders is sought and the ZIOC shareholders do not approve the transaction and, definitive documents for an alternative transaction are executed within twelve months following the end of the exclusivity period (including any extensions thereof), then a further alternative transaction fee will be payable to RAM equal to 10% of the consideration under the alternative transaction."

I have mixed thoughts about the transaction. To begin with, I have always hoped for a competitive bidding contest, that IMO would have been potentially triggered by an initial strategic investor making a first move. This in turn spurs all other interested parties to show their hands or lose the asset for good. This clearly is such a transaction that will lock up the asset once approved, and therefore should force other interested parties to show their hand. Of course RAM are aware of this & have taken steps to protect themselves but there is still a pathway.

The exclusivity clause does not stop unsolicited takeover offers for the ZIOC share capital having to be considered by the Board. If superior they would potentially need to be analysed vs the RAM offer; & even recommended. If such a takeover offer were to take place with a closing date before 30 June 2026 my take is that the break fee of US$1.5m would be payable, but that the Alternative Transaction Fee would not be payable. But I stress this is my take & specialist legal opinion may be otherwise!

Clearly with such a lowball transaction as a precedent we are very unlikely to be receiving bids in the pounds. It must surely bug Elphick that on IPO in 2010 he achieved an extrapolated valuation for 100% of Zanaga of around $1400m & now years later with all the additional work & licences we end up in this situation. Elphick is a highly capable corporate finance guy, and he currently has a Board majority, even if Martly & Phil Mitchell are in the RAM camp. I don't think it is over until the EGM approves the transaction.

I am reading the wording that this transaction as structured would only need to meet the hurdle of an ‘ordinary resolution’ at an EGM which is 50% +1 of shareholders present at an EGM & not the higher threshold of a ‘special resolution’ requiring 75%.

So everything now depends on whether there exist alternative bidders prepared to join the fray. Regardless as the company & posters have pointed out the transaction as envisaged does put a theoretical floor under the share price above that in the current market.

I wonder where this leaves Elphick. He has put a big chunk of his working life into this and remains a significant shareholder & Chairman. My take is that the Board can't actively seek alternative strategic investors for the project due to the exclusivity clause. But they can (indeed must) consider and offers for ZIOC listed company that could emerge & if one is more attractive than the RAM offer they could even recommend it & pay the $1.5m break fee. That's my take, anyone any other thoughts?

Sadako is correct this is a clear pathway to a higher share price. The deal is subject to shareholder approval at an EGM, so we have a veto.

The terms include "ZIOC has agreed to exclusivity provisions until 30 June 2026" and "a Break Fee of US$1.5 million payable to RAM".

But there is nothing to stop any third party launching a bid in the market for ZIOC shares whenever they choose.

Also the Goldman Sachs wizzkid Eric Mindich who has 4.35%

The presentation on P17 estimates ZIOC valuation per share at the end of the first Phase to be 61p per share, rising to 160p at the end of the second phase.

Mitch - from the RNS:

"Andrew Trahar acts as Corporate Development & Investor Relations Manager of ZIOC, pursuant to a consultancy arrangement with ZIOC. Given Andrew Trahar's extensive Project expertise, the ZIOC Board has consented to him also providing consultancy services to RAM, to assist RAM in its subsequent engagement with strategic stakeholders."

From the RNS:

"RAM is controlled by Heeney Capital, which is a related party of ZIOC for the purposes of the AIM Rules by virtue of being an associate of a Substantial Shareholder of ZIOC. Heeney Capital controls and makes all investment decisions for, Greymont Bay I LLC and Regatta HCRP I LP, which in aggregate own 25.26% of ZIOC's issued share capital. Therefore, RAM is a related party of ZIOC for the purposes of the AIM Rules."

From the lock-in RNS, major holders;

Greymont 18.28%

Regatta 6.98%

Elphick 9.60%

We also have Gupta's holding.....

Any interested bidders for the Zanaga mine now know they have to make a move before the mine is swallowed by RAM. Given the state of the market they could bid a relatively low amount per share and get a sizeable stake, possibly north of 51%. Surely there must be parties out there who view the mine as worth more than the current share price.

Dust, that is my take as well, that this could force out another offer.

What about the 26 February lockdown - is this RAM or another entity?

Eagle Eye has today emerged as a strategic investor in Cora Gold.

https://www.lse.co.uk/rns/CORA/fundraise-and-strategic-investor-hsu1sdz9fktoqkl.html

I have been buying heavily the last 3 weeks, almost entirely at 7.40p, a price which lasted until around midday Friday when I had to pay 7.60 & 7.68 for my last tranches. I am now more heavily invested in ZIOC than I have ever been. My take is we are heading into a de facto bidding contest, and tomorrow's presentation will kickstart the final process by giving the 'market' the full details of the project & hopefully de-risking many of the concerns various strategic investors have previously expressed.

I am particularly interested in whether there will be any personnel announcements - for example, as we know, Cozmo Kampanaos appears on LInkedin as Strategy Director, but the company has not yet formally announced this. My big hope is for BOD changes with Mark Cutifani (Chairman?) and Tony O'Neill joining Phil Mitchell on the Board, this would be the 'dream team' to drive the project forward.

The agent will of course inform NFX immediately they receive the news, so that will effectively be instantaneous. So it becomes an issue of the time the letter takes to get to the agent, apparently the administrative gap between sending the letter & putting it on the public database is a 1-2 weeks. So there is still a chance we would get news via an RNS prior to the public release on the database.

The company is informed first, then the public via the FDA website. So NFX should inform us by RNS before the news is published on the FDA website.

Direct Notification: Once the Office of Orphan Products Development (OOPD) determines a drug is eligible, they send a formal designation letter directly to the sponsor.

Publicity Requirement: Per federal regulations (21 CFR 316.24(c)), the FDA only publicizes the designation after it has been granted and the sponsor has been notified in writing.

Snap, I also made my first fateful 'investment' in NFX in December 2017.

I was pleased to only pay a small premium over the IPO price of 4p.