11 May 2010 17:13
FORM 8.3 PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE Rule 8.3 of the Takeover Code (the "Code")
1. KEY INFORMATION
(a) Identity of the person whose positions/ Mason Hill Advisers LLC dealings are being disclosed:
(b) Owner or controller of interests and short Equinox Partners L.P. positions disclosed, if different from 1(a):
Mason Hill Advisors LLC, as The naming of nominee or vehicle companies is discretionary investment insufficient manager, makes investment decisions and controls the voting rights attached to the shares of Cluff Gold PLC which are owned by and registered in the names of Equinox Partners L.P. (c) Name of offeror/offeree in relation to Cluff Gold PLC whose relevant securities this form relates: Use a separate form for each offeror/offeree (d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: (e) Date position held/dealing undertaken: 1 February 2010 (f) Has the discloser previously disclosed, or NO are they today disclosing, under the Code in
respect of any other party to this offer? If YES, specify which:
2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE
(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)
Class of relevant security: Interests Short positions Number % Number % (1) Relevant securities owned 6,122,600 5.0 and/or controlled: (2) Derivatives (other than options): (3) Options and agreements to purchase/sell: TOTAL: 6,122,600 5.0
All interests and all short positions should be disclosed.
Details of any open derivative or option positions, or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).
(b) Rights to subscribe for new securities (including directors' and other executive options)
Class of relevant security in relation to which subscription right exists: Details, including nature of the rights concerned and relevant percentages:
If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.
3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE
(a) Purchases and sales
Class of relevant Purchase/sale Number of Price per unit
security securities
(b) Derivatives transactions (other than options)
Class of Product Nature of dealing Number of Price per relevant description reference unit security e.g. opening/closing a securities e.g. CFD long/short position, increasing/reducing a long/short position
(c) Options transactions in respect of existing securities
(i) Writing, selling, purchasing or varying
Class of Product Writing, Number of Exercise Type Expiry Option relevant description purchasing, securities price
date money security e.g. call selling, to which per unit e.g. paid/
option varying option American, received etc. relates European per unit etc. (ii) Exercising Class of relevant Product Number of Exercise price per
security description securities unit e.g. call option
(d) Other dealings (including subscribing for new securities)
Class of relevant Nature of dealing Details Price per unit
security (if applicable) e.g. subscription, conversion
The currency of all prices and other monetary amounts should be stated.
Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.
4. OTHER INFORMATION
(a) Indemnity and other dealing arrangements
Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
If there are no such agreements, arrangements or understandings, state "none"
None
(b) Agreements, arrangements or understandings relating to options or derivatives
Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
(i) the voting rights of any relevant securities under any option; or
(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
If there are no such agreements, arrangements or understandings, state "none"
None (c) AttachmentsIs a Supplemental Form 8 (Open Positions) attached? YES/NO Date of disclosure: 11 May 2010 Contact name: Brian Tsai Telephone number: 001 212 832 1290
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk . The Panel's Market Surveillance Unit is available for consultation in relation to the Code's dealing disclosure requirements on +44 (0)20 7638 0129.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk .
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