Member Info for mattlilly

I am exactly that NRL...

Only 28.5% in support

It now requires a 75% vote in a General Meeting which will probably not take place for at least 4/5 weeks...

During this time there could be a FIRM BID, which could immediately invalidate this 'Scheme'

This, I believe, is the Board and Nick's plan...

By agreeing a Scheme of Arrangement with JCC they have started the clock and effectively invited bids but also forced JCC to commit.

Its a dangerous strategy but do any of us honestly believe the 12 other 'majors' will just roll over and let JCC walk off with the best Tier 1 and the biggest prospective portfolio in Ecuador for a pittance?

So yes...the Noront Board voted Unanimously to support BHP's bid at 55c and it ultimately went to Wyloo for $1,10...

And Maxit (Sangha) was Wyloo's advisor)

"Consideration of C$0.55 per share represents a 129% premium to Noront’s unaffected closing price on May 21, 2021 and a 69% premium to Noront’s closing price on July 26, 2021, the last trading day prior to announcing this transaction.

The members of the Noront Board who voted on the matter unanimously recommend shareholders accept the offer.

Noront directors and senior management and a major shareholder holding an aggregate of 9.9% of the Noront shares on a fully diluted basis have agreed to tender all of their Noront shares to the offer."

Yes if you want more than 28p...plenty of time for this to happen...

And if another puts in a BID (rather than this 'Scheme of Arrangement') the clock will start ticking with a 60 day deadline for any other bid...

You're entitled to take the cash but if you wait for it it could be a very long time.

If you sell now you would be missing out on 10% anyhow if you believe this is it but...

Read my post "the game is NOT over" and profit...this is a Scheme of Arrangement that needs 75% support in a General Meeting..

Read my post "the game is not over" and save money...

Read my post "the game is not over..."

And for the umpteenth time SOLG is NOT on AIM!!!!!!

Read my post "the game is not over"

OK the RNS is out with a recommended cash offer of 28p and irrevocable undertakings from BHP, Newmont and Maxit but this only amounts to 25.7%; with the Board the total is 28.5%

So note NICK and his associated companies have NOT given an irrevocable undertaking. and...

There is a stipulation that the Bid must be approved in a General Meeting and a Court Meeting

Its not a Takeover Offer, its a "Scheme of Arrangement"

A scheme of arrangement is a Court-sanctioned process under the Companies Act, offering greater control certainty (binding all shareholders after 75% approval) and flexibility for friendly deals, but it's more complex, slower, and requires target cooperation, making it unsuitable for hostile bids.

Neither the Court nor the General Meeting needs to take place before the 22nd day after the "expected date" which will only be known once the 'Scheme Document' has been produced:

"The Scheme Document...will be distributed to SolGold Shareholders...as soon as reasonably practicable"

So this process could drag on for at least a month or two...

PLUS

It needs the approval of 50% of those voting in the Court (which must be at least 75%)

AND

More important...it needs the approval of 75% in the General Meeting so...

All this throws the door wide open for competing bids

AND

While some people may throw the towel in and sell at 28p or below...

If JCC buy ANY shares in the market at more than 28p the WHOLE bid price goes up to that price paid...

So in conclusion...

There is no need to sell your shares below 28p unless you need the money...

Nick has NOT sold us down the river...

Red Rock has reaffirmed its price target of 45p DESPITE the 28p offer...

What does that tell you?

The clock has started and the fat lady isn't even gargling...like 'the Mouse Trap" this one will run and run...

GLA...Seasons Greetings...and hers to a mutually prosperous New Year!

L&G and Global X still buying...

"There are currently no open short positions in SolGold."

Thats 17 million shares...JCC haven't bought them so who has...?

Holding £20k of OMI

By my reckoning JCC have bought 28.1 million and sold 26.6 and they haven't RNSed a new TR1....so they surely still have just over 12%...

The total trades since 8 December to yesterday are 163 million of which they've accounted for only 33% so nobody is really selling in size and L&G have bought 11 million since 2 December at an average well above the current SP...they're not mugs...

What an utterly ridiculous, naive idea...

7.5 million shares sold to JCC at sub 26p...jeez!

So Bozi....based on your posts, why aren't you selling?

Watch this space...

Bozi you couldn't be more wrong...

"If they're proposal becomes binding tomorrow it has more than 40% behind it straight off the bat."

They have only provided a "Letter of Intent". Until they give an 'Irrevocable Commitment" the only support JCC has for a 'Firm Bid', id indeed they make it, is their own 12%...

Do you seriously think Nick will make an 'Irrevocable Commitment' to sell his shares at 28p if they make a Firm bid...?

You have to read behind this...its a smart play...by announcing JCC's "revised non-binding indicative cash offer" together with the LOIs they are forcing JCC to decide...

If JCC do nothing by 26 December they must go away for 6 months...is that really going to happen...?

So JCC now have to follow through with a Firm Bid at 28p or more...

If they make a bid at less than 28p the LOIs will be withdrawn and there will be no irrevocable commitments...we already know that because a bid of 26p was turned down.

Once they make a Firm Bid the 60 day clock starts ticking, JCC have shown their hand and all the other majors that have shown an interest in SOLG (13 ib the data room) then also have at least 46 days to decide whether to counterbid unless JCC get over 50% acceptance.

That won't happen at 28p for all the reasons that the smart posters have enunciated on here...

JCC have done the predictable things so far:

They've made an informal approach

They've started with a 'low ball' implicit offer to sound out the market and you know what? Hardly anyone is selling...look at their Form 8.5s...

If they had started at 40p they would have set the final bar much higher than they might want to. At 28p they have tested the market.

Their timing is also predictable...before the publication of material news that Solgold cannot publish before a Firm Bid is made and which they've no doubt held back as part of the bid defence.

But also, its Christmas...dealing activity dies down up to and over Christmas, a festival the Chinese don't celebrate...

But they did invent fireworks and I believe those will begin no later that 23 December...

Best wishes

Sorry mate but you haven't the first idea what you are talking about...

People are selling on fear or taking profits, not realising that unless JCC walks away, 28p is the floor...

Thanks Rodney....respect mate.

No addict...see my post and they can't say a thing until/unless JCC makes a FORMAL bid...

Conclusion: 28p is the floor and JCC has to 'put up or shut up' by making a formal offer by 26 December, otherwise they have to go away...theres no way they'll go away, with over 12% of the shares and having put 2 'informal' bids to the SOLG Board

So...SOLG have done what they have to do and can do no more.

My suspicion is that JCC made an informal approach to BHP and Newmont asking them if they would be prepared to sell their shares at the right price? Nobody believes 28p is the right price and...

Both have issued a "NON BINDING 'letter of intent' basically saying they would consider selling at 28p...why wouldn't they? It forces all seriously interested parties to 'sharpen their pencils' and MAKE A DECISION...are they going to bid? And that includes BHP and Newmont because they have not given an IRREVOCABLE COMMITMENT to sell. Nobody would until at least there is a FORMAL BID.

Equally the other parties that have issue a non-binding' LETTER OF INTENT have NOT committed to selling their shares, even if JCC makes a Formal Bid at 28p...

Meanwhile Solgold are PRECLUDED from issuing any information whatsoever that might affect the perceived value of the company or influence shareholders on whether to accept a Formal Bid when it emerges...hence why its so quiet...

So the worst case is that JCC does nothing by 26 December in which case they must go away for at least 6 months and the SP would be likely to fall back in the absence of any other bidder emerging.

Once they make a bid the clock starts ticking for up to 60 days...during that time they can buy shares in the market AT OR BELOW the Bid Price. If they more than 28p if that is the price, say 29p, they must then offer all shareholders the same higher price.

If another bidder emerges the 60 day clock starts again for all existing bidders for 60 days.

If JCC are unable to gain 50% of the shares by 60 days, their offer will lapse or if they otherwise withdraw, they must then go away for 12 months, so...

Solgold have acted properly but also smartly by 'outing' JCC, first without their consent and now with their consent.

Unless something dramatic happens like a market or copper price crash you can bet that JCC will make a bid at least at 28p by 23 December (because to all intents and purposes markets shut down on 24 December because its a half day an virtually no dealing gets done.

However, its not Xmas in China...once JCC make a formal bid the game is on and, unless its very much higher than 28p, expect counterbid(s) maybe even from BHP or Newmont.

You see if they and Solgold had done nothing, JCC would have had control of the game...

He lives in London and he's tied by the Takeover Code until JCC make a formal bid