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Advance on Open Offer Commitment

25 Mar 2015 07:00

RNS Number : 3954I
SolGold PLC
25 March 2015
 



25 March, 2015

 

SolGold plc

("SolGold" or the "Company")

 

 

Advance on Open Offer Funding from DGR Global and Director Fee Conversion

 

The Board of SolGold (AIM code: SOLG) wishes to advise that the Company has agreed with DGR Global Limited ("DGR Global") to advance part of its binding Open Offer commitment pledged at the time of the announcement of the Open Offer on 18 March 2015.

 

Pursuant to a loan agreement entered into today, DGR Global will make available to SolGold up to A$300,000 (approximately £155,000) in short-term debt funding. The principal terms of the loan are as follows:

 

Principal sum: A$300,000

 

Interest rate: 9.5% per annum

 

Term: The earlier of the closing of the Open Offer or 30 June 2015.

 

As detailed in the announcement and circular dated 18 March 2015 ("Circular"), DGR Global has irrevocably committed to take up its full Open Offer Entitlement amounting to approximately A$527,000 (approximately £265,000), and in addition has stated its intention to apply for approximately A$633,000 (approximately £317,000) of Excess Shares (with allocation subject to the Excess Open Offer Formula outlined in the Circular). Accordingly, it is intended by the parties that the A$300,000 loan be treated as an advance on DGR Global's Open Offer commitment which will be converted into Open Offer Shares.

 

Brian Moller and Nicholas Mather, are Directors of both SolGold and DGR Global. The loan by DGR Global to SolGold constitutes a related party transaction under the AIM Rules. The Directors other than Messrs Moller and Mather consider, having consulted with SP Angel, the Company's nominated adviser, that the terms of the loan are fair and reasonable insofar as its Shareholders are concerned.

 

Director Participation

 

In addition, as announced and detailed in the Circular, Messrs Mather, Moller, Bovard and Weinberg intend to take up their full Open Offer Entitlement, with Mr Nicholas Mather also intending to apply for 9,080,072 Excess Shares (with allocation subject to the Excess Open Offer Formula outlined in the Circular).

 

The following Directors have agreed with the Company to offset Directors' fees owing to them to fully or partially meet the costs of their subscription for Open Offer Shares:

 

Director

Outstanding Fees

Equivalent amount in Open Offer Shares

Open Offer Entitlement under the Open Offer

Nicholas Mather

$37,500

646,551

10,919,928

Robert Weinberg

$16,667

287,362

445,498

John Bovard

$31,973

551,259

551,259

 

Shareholders are reminded that the latest time and date for receipt of completed Application Forms, and payment in full under the Open Offer or settlement of relevant CREST instructions (as appropriate) is 11.00am on 8 April 2015.

 

It is expected that the results of the Open Offer will be announced at 8.00am on 9 April 2015.

 

Unless otherwise stated, capitalised terms used herein shall bear the same meanings as defined in the Circular.

 

By order of the Board

Karl Schlobohm

Company Secretary

 

 

Contacts:

Mr Alan Martin

SolGold Plc (CEO and Managing Director) Tel: +61(0) 488 223 828

amartin@solgold.com.au

 

Mr Nicholas Mather Tel: +61 (0) 7 3303 0665

SolGold Plc (Executive Director) +61 (0) 417 880448

nmather@solgold.com.au

Mr Karl Schlobohm Tel: +61 (0) 7 3303 0661

SolGold Plc (Company Secretary)

kschlobohm@solgold.com.au

 

Mr Ewan Leggat / Ms Katy Birkin Tel: +44 (0) 20 3470 0470

SP Angel Corporate Finance LLP (NOMAD and Broker)

Ewan.leggat@spangel.co.uk

 

Richard Greenfield / Alexandra Carse Tel: +44 (0) 20 7647 2800

GMP Securities Europe LLP (Joint Broker)

richard.greenfield@gmpeurope.com

 

Mr Dominic Barretto / Ms Anna Legge Tel: +44 (0) 7747 788 221

Yellow Jersey PR Limited (Financial PR)

dominic@yellowjerseypr.com

 

Follow us on twitter@SolGold_plc

 

 

NOTES TO EDITORS

 

SolGold is a Brisbane based, AIM-listed (SOLG) copper gold exploration and development company with assets in Ecuador, the Solomon Islands and Australia. The Company's objective is to create substantial shareholder value by discovering and defining world-class copper-gold deposits. SolGold's Board and Management Team have significantly vested interests in the Company as well as strong track records in the areas of exploration mine development, investment, finance and law.

 

Cascabel, the Company's flagship copper-gold porphyry project, is located in North West Ecuador on the under-explored northern section of the richly endowed Andean Copper Belt. SolGold owns 85% of ExploracionesNovomining S.A. ("ENSA") and approximately 11% of TSX-V-listed Cornerstone Capital Resources, which holds the remaining 15% of ENSA, the Ecuadorian registered company which holds 100% of the Cascabel concession. To date the Company has completed geological mapping, soil sampling programme, 14km2 and 9km2 Induced Polarisation and Magnetotelluric "Orion" survey at the Alpala target and Aguinaga target respectively. Diamond drilling continues.

 

In Queensland, Australia the Company is evaluating the forward exploration for the Mt Perry, Rannes and Normanby projects. Joint venture agreements are still being investigated with the strategy for the joint venture partner to commit funds and carry out exploration to earn in interest in the tenements.

 

In the Solomon Islands, SolGold holds three tenements; Kuma, Lower Koloula and Malukuna. Results for the soil and rock sampling program from the Kuma tenement are being interpreted to determine the next stage of exploration.

 

SolGold's Board includes accomplished professionals with strong track records in the areas of exploration, mine development, investment, finance and law. Board and Management have significantly vested interests in the Company, holding approximately 14% of its issued share capital.

 

SolGold is based in Brisbane, Queensland, Australia. The Company listed on London's AIM Market in 2006, under the AIM code 'SOLG' and currently has a total of 685,745,030 fully paid ordinary shares, 12,820,000 options exercisable at 50p, 12,730,000 options exercisable at 28p and 9,730,000 options exercisable at 14p.

 

CAUTIONARY NOTICE

 

The news release may contain certain statements and expressions of belief, expectation or opinion which are forward looking statements, and which relate, inter alia, to the Company's proposed strategy, plans and objectives or to the expectations or intentions of the Company's directors. Such forward-looking statementsinvolve known and unknown risks, uncertainties and other important factors beyond the control of the Company that could cause the actual performance or achievements of the Company to be materially different from such forward-looking statements. Accordingly, you should not rely on any forward-looking statements and save as required by the AIM Rules for Companies or by law, the Company does not accept any obligation to disseminate any updates or revisions to such forward-looking statements.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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