Member Info for RodneyT

RC, I don't quite agree with what you say about JCC and voting as they referred to a S of A and that is key.

As we know, there is no firm offer on the table. What JCC announced is a non-binding, indicative proposal under Rule 2.4 of the Takeover Code. Nothing can be accepted, voted on, or implemented unless and until a Rule 2.7 firm intention is announced.

Despite that, JCC has deliberately referred to a scheme of arrangement as its preferred structure. This is not because a deal is close, but because it helps frame expectations. A scheme signals a friendly, board-recommended, clean takeover of 100% of the company. It conditions the market to think in terms of inevitability and collective approval rather than individual shareholder choice.

Importantly, JCC has also kept its options open by reserving the right to switch to a contractual offer later with Panel consent. That confirms the scheme reference is aspirational rather than binding.

If a scheme were pursued, JCC cannot vote its own shares. With just over 3.0bn shares in issue and JCC owning around 12%, only about 2.64bn shares would be eligible to vote. Approval would require 75% of the shares actually voting, plus a majority in number. With likely high turnout, this creates a very high bar.

The disclosed letters of intent from BHP, Newmont, Maxit and Nicholas Mather total about 858m shares, representing only around 32.5% of the eligible voting pool. These letters are explicitly non-binding and provide no certainty of outcome. JCC would still need well over 1bn additional yes votes from institutions and private investors.They could have pointed to a contractual offer, where their own shares count, but doing so would signal weakness and uncertainty. By talking up a scheme instead, JCC is trying to project board support and inevitability. The trade-off is simple: once you choose the scheme narrative, only price secures the deal. In my view, the price that secure the deal is nowhere near 28p. All to play for here. Just the opening whistle at kickoff. Exciting times at Solgold. By the way, Stack, I was just at Bank Tube which, as I'm sure you know, has several exits. I checked all of them but couldn't find you. I had in mind to offer you some shares at 5p what with it being Christmas and all. I did see a chap close to the Cheapside exit and thought it might be you so I had word with him only to find he was collecting for the Jehovah's Witnesses. :-)

Good morning Add, Giving a non-binding -unambiguous' commitment is a sort of 'Bill Clinton' strategy when the latter was under oath referring to his behaviour with Miss Lewinsky. Again, I see Friday before last as posturing and nothing more. Nothing there binds anyone to anything.

Thank you Fort. I read your first line and that's what I wanted to read. You are correct, I am not an insider. Goodnight.

Fort, No confusion at all. Your post of 1625 and mine of 1639. Very straightforward, you inferred that I was an insider and I asked you to confirm your position. It is an important point.

Fort,

Please confirm clearly whether you are asserting that I am an insider at SolGold.

Earlier today you implied that I was. That is a serious claim.

I am therefore asking a straightforward question requiring a direct answer:

Are you stating that I am an insider at SolGold — yes or no.

Thank you.

Sid, I see you have little to nothing good to say about our Board or share price prospects.

Your notion that our Board is “managing the exit” assumes intent without evidence. There is no binding deal, no surrendered optionality, and no extinguished competition. Non-binding support, controlled disclosure, and message discipline are entirely consistent with our Board playing a longer game to maximise leverage under the Takeover Code yet you feel fit to give our Directors little credit for doing their duty on our behalf.

The facts we know can support two narratives. One assumes weakness and capitulation(presumably your assumption given what you say). The other assumes strategy, patience, and trust in the Board’s understanding of takeover dynamics. The latter fits both the incentives and the rulebook far better.

Your stance treats every non-binding signal as weakness. In takeover game theory, that is exactly backwards.

Fort, It is quite clear that you have nothing good to say about the Board of Solgold and prospects for the share price. The perplexing thing, of course, is why that might be? DV and team presumably get no credit in your eyes for overseeing the progress made this year since their appointment. It is all odd to me, Fort. Odd.

Sid, Based on non-binding declarations and information publicly available, can you prove what you say or is it your opinion? Moreover, were you able to prove what you say, should you not share the underpinning evidence along with your allegations with the TP and FCA immediately as well as Companies House?

Fort,

You say I’m skirting the point, but I’ve addressed it directly. Under the Takeover Code, restrictions apply to the same bidder or parties acting in concert, not to genuinely independent companies. That’s why, in your example, if BHP had walked away, Newcrest would not have been prohibited from bidding. The same principle applies regardless of nationality, Chinese companies are not treated differently from Australian ones. The test is control and concert behaviour, nothing else. The TP will review the ownership of companies as an integral part of their work.

What you haven’t done is engage with that answer. Instead, you’ve shifted the discussion onto personalities, which looks rather like projection rather than rebuttal although I'm sure you didn't intend this outcome.

One other thing I want to be clear on: are you actually alleging that I am an insider or have access to inside information? Yes or no? If you are, please say it plainly. If you are not, then please stop implying it. Disagreeing on rules and governance is not the same thing as alleging wrongdoing and I referred to this yesterday in the context of things you were saying here about our Board and our Company. What on earth has got into you recently, Fort?

Spot on MS. Personally, I much prefer the style and tone of NM,DV and co. They are NOT city slickers in my opinion and I like that they are not. I think they want to 'win' though. It's a bit like the Wallabies at RU. RU is a marginal sport in Australia. Aussie Rules and League are bigger. Yet Australia have won the RUWC twice. That's a big overachievement. I think our Board are overachievers and take their duties to shareholders like us extremely seriously.

Just to clarify, Fort, your remarks about endless Chinese companies coming and going on this doesn't hold.Under UK Takeover Panel rules, the Panel looks at substance over form and focuses on control and concert-party behaviour, not the badge on the bid vehicle. If the TP considers PRC-linked miners to be under common influence or acting in concert, they are treated as a single bidder. That means one group cannot simply rotate between different Chinese companies to reset the process or regain leverage if one party is locked out or walks away. Any restrictions, cool-off periods or lock-outs apply to the concert group as a whole, not just to one named entity. The idea that “the Chinese” can endlessly stand off, let the company weaken, and then re-enter through another vehicle is therefore a pressure narrative, not how the Takeover Code actually operates.

Oh Fort, for whatever reason you seem to want to perpetually knock SolGold and our Board these days.

What you’re saying leans much more on pressure narratives than on binding constraints. You keep talking about inevitability, but you haven’t pointed to a single hard trigger that actually forces our Board’s hand. Instead it rests on the non-binding views of a roughly 40% bloc that has no legal or voting compulsion.

Criticising our Board is easy. Showing that it is genuinely compelled to act against shareholders’ interests is much harder. On the evidence available, I don’t think that case has been made. Indeed, where is the evidence that shows our Board is as bad as you suggest? Have they broken the law? Have they failed in their duties? Have they shown lack of integrity? Have they acted in ways unbecoming of company directors of an LSE listed company? If any of these have done any of these things and you can prove it, why not immediately report them to the TP rather than launch into them here?

I don't agree with any of that Sid. In fact, I believe in Santa more. 1. There is no firm bid or commitment from any party. 2. We have no reason to believe are Board is not fit for purpose and will fulfil its duties with diligence. DV has clearly stated on the record his view of the derisked NAV per share I.e. 165p. On what basis would DV have that along will all his other comments on the record and then stand aside as the company is sold for a song?

Add, it is indeed. Absurd to envisage NM rolling over. In my opinion, NM is a rough diamond. Of course there are those here who disagree but I speak as I find. NM has been blunt but fair when I have had contact with him. I have never caught him lying to me so it follows that I find him to have integrity.

Needy, yet again I state the simple fact that no party offered anything last Friday and no party accepted anything either. It was posturing, games and the start of proceedings so as to be virtually irrelevant but not quite. As of now, let's see what JCC do prior to their deadline. Lashings of 'non binding, minded and so on' . Pantomime act. The serious business lies ahead.

Warren Buffett's long term business partner, ' the big money is not in the buying and selling, it's in the waiting'. Aye to that. Goodnight all.

One more thing from me and then it will be goodnight from me, quote from Charlie Munger RIP, Wa

Rc, no party has offered or accepted anything. It is all posturing, noise and negotiation with all to play for subject to TP rules which are useful because they bring rules and order. All to play for here.

Stack, you need to read the TP rules, amongst other things. Your theory sounds clever, but it overstates how much freedom JCC actually has. If no bid lands, it doesn’t “prove” SolGold can’t be sold at a higher price it just means no one would pay that price at that moment. That doesn’t cap value permanently, especially if the asset continues to advance. The idea that JCC could quietly spend six months hoovering up stock via shells is also far more constrained than people think. Sub-1% positions are silent, yes but aggregation, acting-in-concert rules and Panel scrutiny don’t disappear just because a bid lapses. Coordinated buying at scale is very hard to hide in practice.And coming back later with a lower offer only works if nothing improves in the meantime. If SolGold delivers progress, a lower bid won’t fly with holders or the market. The Code is an interesting read, Stack. I recommend it to you as it is a vital part of where we are as shareholders currently.

Fort, you make it all sound like a done deal at 28p yet there hasn't even been any firm offer yet! The Board’s job now is not to please commentators but to maximise optionality inside the TP Code. That means keeping bidders engaged, preventing a hostile or opportunistic grab, and ensuring that if an offer comes, it reflects the strategic value of Cascabel rather than distress pricing. It also explains why you don’t see loud buying, grandstanding or “signal” behaviour. Serious money doesn’t advertise itself at times like these. Staying below disclosure thresholds, avoiding price spikes, and waiting for clarity is rational behaviour not evidence of apathy or failure. As I said earlier today, some extremely bright people are behind the strategies being played out at Solgold now. As a small shareholder now, it is quite simple: support your Board or don't support your Board. I would imagine those in the latter camp would sell out or have already sold out.