REG - Shanta Gold Limited Shanta Gold Limited Shandong Gold Group Chaarat Gold Hlgs Ld - Statement regarding possible offers

Shanta GoldAnnouncement

19/10/2022 07:00

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RNS Number : 3836D  Shanta Gold Limited  19 October 2022

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE
A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS
AND MERGERS (THE "CODE") AND DOES NOT CONSTITUTE AN ANNOUNCEMENT OF A FIRM
INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE. THERE CAN BE NO
CERTAINTY THAT ANY OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY OFFER
MIGHT BE MADE.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW
BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR"), AND IS
DISCLOSED IN ACCORDANCE WITH THE COMPANY'S OBLIGATIONS UNDER ARTICLE 17 OF
MAR

FOR IMMEDIATE RELEASE

 

19 October 2022

 

Shanta Gold Limited

 ("Shanta" or the "Company")

Statement regarding possible offers

Further to its announcements of 18 October 2022, in which the Board of Shanta
Gold Limited ("Shanta") confirmed that it has received approaches from
Shandong Gold Group Co., Ltd ("Shandong"), Yintai Gold Co., Ltd ("Yintai") and
Chaarat Gold Holdings Ltd ("Chaarat") which may or may not result in an offer
for the Company, Shanta further confirms that based on further discussions,
any offer from Yintai is also likely to be solely in cash.

This announcement has not been made with the consent of Shandong, Yintai or
Chaarat.

The person responsible for arranging this announcement on behalf of Shanta
Gold Limited is Eric Zurrin, Chief Executive Officer.

 

 

For further information, please contact:

 Shanta Gold Limited                                                   +44 (0) 14 8173 2153
 Eric Zurrin (CEO)

 Luke Leslie (CFO)
 Liberum Capital Limited (Joint Financial Adviser, NOMAD and Broker)    +44 (0)20 3100 2000
 Corporate Broking

 Scott Mathieson / Ed Thomas / Nikhil Varghese / Lucas Bamber

 M&A

 Tim Medak / Mark Harrison

 Treadstone Resource Partners (Joint Financial Adviser)                +61 (0) 2 9210 5600
 Ross King / Adam Bill

 FTI Consulting (Media enquiries)                                      + 44 (0) 203 727 1000
 Sara Powell
 Nick Hennis

Liberum Capital Limited (Joint Financial Adviser, NOMAD and Broker)

 +44 (0)20 3100 2000

Corporate Broking

Scott Mathieson / Ed Thomas / Nikhil Varghese / Lucas Bamber

M&A

Tim Medak / Mark Harrison

 

 

 

Treadstone Resource Partners (Joint Financial Adviser)

+61 (0) 2 9210 5600

Ross King / Adam Bill

 

FTI Consulting (Media enquiries)

+ 44 (0) 203 727 1000

Sara Powell

Nick Hennis

 

Notice related to financial advisers

Liberum Capital Limited ("Liberum"), which is authorised and regulated by the
Financial Conduct Authority in the United Kingdom, is acting exclusively for
Shanta Gold Limited and for no one else in connection with the subject matter
of this announcement and will not be responsible to anyone other than Shanta
Gold Limited for providing the protections afforded to its clients or for
providing advice in connection with the subject matter of this announcement.

 

Disclosure requirements of the Takeover Code

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of
any class of relevant securities of an offeree company or of any securities
exchange offeror (being any offeror other than an offeror in respect of which
it has been announced that its offer is, or is likely to be, solely in cash)
must make an Opening Position Disclosure following the commencement of the
offer period and, if later, following the announcement in which any securities
exchange offeror is first identified. An Opening Position Disclosure must
contain details of the person's interests and short positions in, and rights
to subscribe for, any relevant securities of each of (i) the offeree company
and (ii) any securities exchange offeror(s). An Opening Position Disclosure by
a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm
(London time) on the 10th business day following the commencement of the offer
period and, if appropriate, by no later than 3.30 pm (London time) on the 10th
business day following the announcement in which any securities exchange
offeror is first identified. Relevant persons who deal in the relevant
securities of the offeree company or of a securities exchange offeror prior to
the deadline for making an Opening Position Disclosure must instead make a
Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1%
or more of any class of relevant securities of the offeree company or of any
securities exchange offeror must make a Dealing Disclosure if the person deals
in any relevant securities of the offeree company or of any securities
exchange offeror. A Dealing Disclosure must contain details of the dealing
concerned and of the person's interests and short positions in, and rights to
subscribe for, any relevant securities of each of (i) the offeree company and
(ii) any securities exchange offeror(s), save to the extent that these
details have previously been disclosed under Rule 8. A Dealing Disclosure by a
person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm
(London time) on the business day following the date of the relevant dealing.

 If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire or control an interest
in relevant securities of an offeree company or a securities exchange offeror,
they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by
any offeror and Dealing Disclosures must also be made by the offeree company,
by any offeror and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be made
can be found in the Disclosure Table on the Takeover Panel's website at
www.thetakeoverpanel.org.uk, including details of the number of relevant
securities in issue, when the offer period commenced and when any offeror was
first identified. You should contact the Panel's Market Surveillance Unit on
+44 (0)20 7638 0129 if you are in any doubt as to whether you are required to
make an Opening Position Disclosure or a Dealing Disclosure.

 Website publication

In accordance with Rule 26.1 of the Code, a copy of this announcement will be
published on the Company's website at www.shantagold.com
(http://www.shantagold.com) promptly and by no later than 12 noon (London
time) on the business day following this announcement.  The content of this
website is not incorporated in, and does not form part of, this announcement.

 Rule 2.9 disclosure

In accordance with Rule 2.9 of the Code, Shanta Gold Limited confirms that, as
at the date of this announcement, its issued and fully paid share capital
consists of 1,048,258,658 ordinary shares of 0.01p each. The International
Securities Identification Number (ISIN) for the ordinary shares is
GB00B0CGR828.

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