Member Info for RodneyT

Just sell then Mathers. Sell now and take your money. I am not saying you shouldn't. I'm voting No and want to challenge the Scheme and the Board. I don't want to sell the assets forever at 28p. The Board of this company has decided this course of action, it sold the Solgold Canada shares to JCC last year without a tender and appointed JCC a technical assistant. Meanwhile, we do not have news on tranche 3 and several other outstanding points. I want to challenge all this and will be voting no. There is no going concern issue at the company otherwise a MAR 17 announcement would have to be made. We need a fresh start ASAP. I have voted No and won't be changing. The road could well be bumpy but we are where we are - see above.

No worries at all Bozi. I know you can spell! I also appreciate our debate. This is a debating board about different views and ideas! :-)

Sure, Bozi, I accept that what you say about the parties might be right. We are currently on a railroad that all Schemes create - they become the focalpoint. They focus on a destiny, the votes and the Hearing..The scheme was decided on by the Board which set aside the choice of pursuing tranche 3 and its previous stated objectives. I would prefer all this swept away, market forces fully engaged and in place, no railroad, new management and fresh ideas comfortable that the assets are still owned and have not been sold forever. Frankly, I don't like the about face, I don't want to be involved with a Scheme and I want a fresh start. For these reasons and more, I have voted No. I am also working on ideas for the Hearing covering the Scheme Documentation and process.

Needy, 'Peril'? Why? Why that? And if it is so so bad and there is any chance of it, the person can sell now and be done with it. Why does a successful No vote worry you so much Needy? Shareholders would still own the assets, new management can be selected. Why would this scenario be worse than selling everything forever at 28p Needy? Peril? 😀

Yes, DBW, over the last 5 or 6 weeks I have often thought about principles and the types of people who start businesses from scratch or dedicate themselves to things such as medicine. What I mean is taking severe and personal risk if things go wrong or dedicating one's life to focusing on the care of others. Then I thought about corporate people who move from one established business to another, do a few things, tell a few stories, try to get promotes, polish the CV...not necessarily in that order...then move on. Voting No here, don't want to sell the asset at fire sale price. Would rather retain ownership, accept some SP volatility, get new leadership and press on. Don't want to sell these assets for a song. Don't want to watch stakeholders of JCC doing great for decades, don't want to melt when things get tricky. Press on from here and think about principles. Also looking very carefully at the Scheme Document, what it says and what it doesn't say in light of announcements made beforehand by the company.

Page 68

Part 6 – Additional Information, paragraph 9 (“No significant change”)

“There has been no significant change in the financial or trading position of the SolGold Group since 30 September 2025, being the date to which the latest published financial statements of the SolGold Group were prepared.”

The £20m figure in the Scheme Document is the total estimated cost envelope, not a bill payable on one day.

Since the MD&A date (30 Sept) and before the Scheme Document (21 Jan), it would be reasonable to assume that a material portion of these costs has already been incurred or accrued potentially several million pounds, not the full £20m.

The Scheme Document itself states there has been “no significant change” in SolGold’s financial position since 30 Sept, which suggests these costs had not exhausted the Company’s cash runway at that point.

As referenced, today’s RNS refers to funding for development activities, not to “keeping the lights on”. If it was a case of the latter, the Company would have to have stated this material difference under MAR 17 and it has not done so.

I am very well thank you Stack. A shareholder with no MAR 17 reference/going concern drama to be distracted by. In the absence of FN tranche 3 monies, the RNS today refers to JCC monies to go forward with Cascabel development. I don't mind pausing that but I do mind selling the asset forever at a fire sale price. That is why I am voting No.

Matt,

The 15-month cash runway is stated in the Going Concern section of the MD&A (page 12). Page 25 contains standard forward-looking statement disclaimers, but these are expressly “subject to applicable law.” If circumstances later changed such that the 15-month assessment was no longer valid, the Company could not rely on the page-25 disclaimer to stay silent. UK MAR Article 17(1) would require prompt disclosure of any material deterioration.

Forward-looking disclaimers do not override MAR, FCA disclosure rules, IFRS going-concern requirements, or directors’ duties.

I'm sticking with what I said earlier Matt, the company has not changed what it stated in the MD&A and today's RNS refers to development money that would have otherwise have been provided by the so far absent FN tranche 3. Put another way, there is no going concern near term cash requirement.

Pardon me, Matt. Page 12 of the MD&A at the top. Heading 'Going Concern'. A clear statement from the Company which I have referenced this afternoon.

It does not work like that, Matt. The MD&A, Going Concern and MAR17 rules are the drivers and the former is the reference document. The company is required to state if there have been any material changes since then and it has not done so. What has been said today relates to what tranche 3 would have been used for - development - and this is not the same as the going concern statement. This is why today's RNS needs careful reading. I do not know what trache 3 has not been forthcoming. in short, the MD&A statement re going concern stands and the company is acting lawfully. What has been said today is consistent with what it said in the MD&A i.e. the distinction between 'going concern runway' and cascabel development which is a different topic requiring extra funding. This is what the RNS was referring to today. A like to have not a need to have.

Great, so you'll know this then Stack.

The September MD&A states the Company has funding for at least 15 months. If that position had materially changed, UK MAR Article 17(1) would require immediate disclosure.Today’s RNS does not withdraw or qualify that statement. It refers only to funding needed to continue development activities, not to remain a going concern. On the face of the disclosures, the MD&A going-concern position still stands. The thing is Stack, I am confident the company is lawful which means your 'keeping the lights on' drama is just that otherwise MAR 17 would require immediate disclosure. No 5p raise in the past Stack and no 5p raise now! The company has ample cash and is a going concern, otherwise, it is acting unlawfully. Is the company acting unlawfully, Stack?

Stack, Have you actually read the documents? You must know that the MD&A is a key document and the company clearly states that it is a going concern and has no need for cash for 15 months but then explains the cash requirement to advance development of Cascabel. Today’s RNS does not say SolGold lacks cash to remain a going concern.It says that, based on current plans and spend, additional funding would be needed by Q2 2026 to continue development activities at Cascabel.That is distinct from solvency. The RNS also notes that this development funding would not be required if the JCC transaction completes. This is a development timing issue, not a statement that the Company cannot continue operating on its existing cash runway.

Stack, just to make sure you do not mislead readers interested in considering the facts as they stand, let me restate what I said about today's RNS and how this relates to the company's Going Concern statement from the MD& A quoted in my previous post.

No FN Tranche 3 means SolGold doesn’t have funding to accelerate Cascabel development, not that it is running out of cash. The Q1 FY2026 MD&A (approved mid-Nov) says caUS$34m cash and at least 15 months runway as a going concern, after downside scenarios i.e. plenty of time to keep operating, pursue alternative funding (e.g. copper stream), or satisfy Tranche 3 conditions. Today’s RNS talks about funding needed by Q2 2026, but that’s about maintaining a particular development pace, not survival. Those are different things, and the Scheme materials don’t clearly explain the shift. This is a key point to consider and think about. Are we all clear with this distinction?

Oh really, Stack? oh really?

Verbatim quote page 12 MD&A 2026

“At period end, SolGold plc (the “Company”) and its subsidiaries (the “Group”) had cash on hand of US$34.1 million and net current assets of US$19.2 million. The period-end cash position provides funding for the Group’s forecast activities for at least 15 months from the date of approval of these Interim Financial Statements, including permitting and feasibility-study activities for Cascabel and associated corporate costs.”

Cast iron fact from the company's own document word for word. Solgold is a perfectly strong going concern as of now and for many months with no need for extra cash based on the criteria outlined in its own MD&A. My key point about today stands, Stack.

....had a 15 month runway to keep going, press for FN Tranche 3 or alternative funding, and manage costs. Instead they’ve chosen certainty via the Scheme . A legitimate choice, but one that conveniently sidesteps the harder work of continuing independently and earning the next stage of funding. I have voted No and don't want to sell these fabulous assets forever at 28p a share.

No FN Tranche 3 means SolGold doesn’t have funding to accelerate Cascabel development, not that it is running out of cash. The Q1 FY2026 MD&A (approved mid-Nov) says caUS$34m cash and at least 15 months runway as a going concern, after downside scenarios i.e. plenty of time to keep operating, pursue alternative funding (e.g. copper stream), or satisfy Tranche 3 conditions. Today’s RNS talks about funding needed by Q2 2026, but that’s about maintaining a particular development pace, not survival. Those are different things, and the Scheme materials don’t clearly explain the shift. This is a key point to consider and think about. Are we all clear with this distinction?

Oh, you still hanging on for that 5p raise, Stack? :-) Based on the company's own Q1 MD&A, there is no need to raise funds for many months. When directors state in an MD&A that a group has adequate resources for at least 15 months, that is a serious, regulated conclusion. Today's RNS does not override that because there is no reference to any material change of circumstances.

Matt, 'vindicated'? Do you mean still owning the full long term value of the assets we curently own but with a lower share price than now; at least in the shorter term rather than selling them forever at 28p? My answer to that would be 'Yes', I would prefer to still own the assets even though the share price could well be lower in the short term. This is why I have voted 'No' to the deal and the RNS today has not changed that decison. 'No' is my vote.

Given the proximity of the shareholder vote, the Court/Judge may wish to consider whether we were given sufficient clarity as to why earlier disclosures describing a 15-month liquidity runway and available mitigations are not reflected, or are differently emphasised, in the Scheme Document and today's RNS, particularly where no material update is provided on several expected project milestones such as CIPA. Noted on 77 NMM, thanks.

The Q1 FY2026 MD&A, approved in mid-November 2025, states that SolGold had around US$34m of cash at bank and, after considering downside scenarios and mitigations, adequate resources for at least 15 months taking the runway well into early 2027. Importantly, FN Tranche 3 is not included as cash and is treated as conditional upside, not as a prerequisite for survival. Against that backdrop, it is notable that neither the Scheme Document nor today’s RNS explains why shareholders are now being presented with a far more compressed and cautionary funding narrative, including suggestions of near term funding pressure by Q2 2026 if the Scheme fails. There is no reconciliation of this change in emphasis, no statement that circumstances have materially deteriorated since the MD&A, and no update on expected news items such as CIPA or Hole 77, leaving shareholders to assess an irreversible proposal without clarity as to why previously stated runway and optionality are no longer reflected. Can I ask what is exactly is going on at Solgold? There's the evidence right there from the actual documents, the Q12026 MD&A , the SD and today's RNS. Do you know, Needy?