- Cardinal Resources (CDV) has entered into a bid implementation agreement with Hong Kong-based Shandong Gold in an all-cash offer
- Shandong wants to acquire 100 per cent of the issued and outstanding ordinary shares in Cardinal at a price of 60 cents per share
- 50.1 per cent of Cardinal shareholders will need to accept the bid for the takeover to occur
- The Cardinal board unanimously recommends the offer, which is higher than the previous bid by Russian company Nordgold, who offered 45 cents per Cardinal share
- As well as the cash takeover offer, Shandong has agreed to provide Cardinal with interim funding of almost $12 million, by subscribing for 26 million ordinary shares priced at 46 cents each
- Cardinal is up 27.4 per cent in midday trade, with shares priced at 59.3 cents each
Cardinal Resources (CDV) has entered into a bid implementation agreement with Hong Kong-based Shandong Gold in an all-cash offer.
Under the terms of the bid implementation agreement, which was released to the Australian market today, Shandong will acquire 100 per cent of the issued and outstanding ordinary shares in Cardinal at a price of 60 cents per share.
The offer is an increase from the previous bid by Russian-based Nordgold, which proposed back in March an offer of 45.7 cents per share.
The Cardinal board have all agreed to the bid as it currently stands, and recommended it to shareholders as the superior offer.
Meanwhile, Cardinal’s Directors, who collectively hold approximately 6.37 per cent of Cardinal’s ordinary shares, intend to accept the offer.
“The board of directors of Cardinal has negotiated what we consider a strong offer for our shareholders and one which delivers a significant premium to Cardinal’s market price, at a time of considerable volatility and uncertainty in global markets,” said Cardinal’s Chief Executive Officer and Managing Director Archie Koimtsidis.
The agreement is subject to a number of conditions, including a 50.1 per cent minimum acceptance by Cardinal shareholders, regulatory approvals and no material adverse changes in relation to Cardinal.
Shandong Gold Chairman Li Guohong also promised to continue working constructively with the West African communities centred around the Namdini Mining Project.
“We have tremendous respect for the Cardinal organisation for the manner in which it has advanced Namdini to its current development status,” he said.
“We are conscious of the strong working relationship Cardinal has developed
with its local Ghanaian community over many years and how important the development of Namdini is to both the local community and to the country of Ghana,” Li added.
Alongside the cash takeover offer, Shandong has also offered to provide Cardinal with interim funding of $11.96 million, by subscribing for 26 million ordinary shares priced at 46 cents each.
The placement will go ahead as long as no competing proposal is received by
Details relating to the entire Shandong offer are expected to be sent out to Cardinal shareholders on July 21, 2020.
Cardinal is up 27.4 per cent in midday trade, with shares priced at 59.3 cents each at 1:24 pm AEST.