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TORONTO, Dec 24, 2020 (GLOBE NEWSWIRE) – Cardinal Resources Limited (ASX / TSX: CDV) (Cardinal or the company) takes note of the press release published this morning by Dongshan Investments Limited (Dongshan) (attached for reference) which indicates that Dongshan intends to make an off-market takeover bid of A $ 1.20 per share to acquire all of the issued capital of Cardinal, subject to a number of conditions set out herein below (Dongshan indicative offer).
It is important to note that apart from the indicative offer from Dongshan, there has been no proposal or formal offer from Dongshan to acquire Cardinal shares which is currently subject to acceptance, and there has been no it is not certain that a formal proposal will ultimately be made.
The Dongshan Indicative Offer is subject, among others, to:
- Dongshan obtaining a relevant interest in at least 50.1% (by number) of the Cardinal Shares (on a fully diluted basis);
- FIRB approval and other regulatory approvals;
- Dongshan securing committed funding; and
- Cardinal provides Dongshan with due diligence information and Dongshan initiates due diligence investigations regarding Cardinal and the Namdini Project.
The full list of conditions is provided in Annex 1 of Dongshan’s press release.
The Board is currently reviewing the Dongshan Tentative Offer in detail, working with the Special Purpose Committee and its financial and legal advisors. Having regard to the provisions of the Offer Implementation Agreement with Shandong Gold Mining (HongKong) Co., Limited (Shandong Gold) and Shandong Gold Mining Co., Limited (which contains, among other things, “corresponding rights” in favor of Shandong Gold which are animated in certain circumstances), shareholders are urged to DO NOT ACT at this time in relation to the indicative offer of Dongshan.
Cardinal will provide an update to shareholders as soon as possible.
Cardinal’s co-financial advisers are Maxit Capital LP, BMO Capital Markets, Euroz Hartleys Limited and Canaccord Genuity Corp. Cardinal’s legal advisers are HopgoodGanim Lawyers (Australia) and Bennett Jones LLP (Canada).
ABOUT CARDINAL
Cardinal Resources Limited (ASX / TSX: CDV) is a West African-focused gold exploration and development company with interests in properties in Ghana, West Africa.
The Company is focused on the development of the Namdini gold project and published its feasibility study on October 28, 2019.
Cardinal confirms that it is not aware of any new information or data significantly affecting the information included in its announcement of the ore reserve of April 3, 2019. All the important assumptions and technical parameters underlying this estimate continue to apply. apply and have not changed significantly.
*The Namdini project has a published gold 5.1 Moz ore reserve (138.6 Mt @ 1.13 g / t Au; 0.5 g / t threshold), including proven 0.4 Moz (7.4 Mt @ 1.31 g / t Au; 0.5 g / t threshold) and 4.7 Moz Probable (131.2 Mt @ 1.12 g / t Au; 0.5 g / t threshold).
Authorized for publication by the Board of Directors of Cardinal Resources Limited.
For more information, contact:
Sarah Shipway
Company Secretary
Cardinal Resources Limited
Phone: +61 8 6558 0573
E: [email protected]
Competent / Qualified Person Declaration
The scientific and technical information contained in this announcement regarding the exploration results, mineral resources and ore reserves of the Namdini Gold Project has been reviewed and approved by Mr. Richard Bray, a Chartered Professional Geologist of the Australian Institute of Geoscientists and Mr. Ekow Taylor, Chartered Professional Geologist at the Australasian Institute of Mining and Metallurgy. Mr. Bray and Mr. Taylor have more than five years of experience relevant to the styles of mineralization and type of deposit considered and the activity undertaken to qualify as a Competent Person, as defined in the 2012 edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves and as a Qualified Person for the purposes of NI43-101. Mr. Bray and Mr. Taylor are full-time employees of Cardinal and hold equity securities of the Company.
For more information on the Namdini project, please consult the feasibility study (FS) of the Namdini Gold Project, titled “Namdini Gold Project Feasibility Study 43-101 Report” by David Gordon, FAusIMM, Daryl Evans, FAusIMM, Nicolas Johnson , MAIG MPRm and Glenn Turnbull, FIMMM, MAusIMM, which was released on October 28, 2019. The technical report on the feasibility study, pursuant to Regulation 43-101 of the Canadian Securities Administrators, was posted on SEDAR at www .sedar.com on November 28, 2019.
Warning
Cardinal confirms that it is not aware of any new information or data significantly affecting the information included in its announcement of the ore reserve of April 3, 2019. All the important assumptions and technical parameters underlying this estimate continue to apply and no have not changed significantly.
This ASX / TSX press release was prepared by Cardinal Resources Limited (ABN: 56,147,325,620) (“Cardinal” or “the Company”). Neither the ASX nor the TSX nor their regulatory service providers accept responsibility for the adequacy or accuracy of this press release.
This press release contains summary information about Cardinal, its subsidiaries and their activities, which is current as of the date of this press release. The information contained in this press release is general in nature and does not purport to be complete or contain all of the information that a potential investor may need in order to evaluate a possible investment in Cardinal.
By its very nature, mineral exploration is a high-risk activity and may not be suitable for some investors. Cardinal’s titles are speculative. Potential investors should consult their broker or financial advisor. There are a number of risks, both specific to Cardinal and of a general nature, which may affect Cardinal’s future operational and financial performance and the value of an investment in Cardinal, including, but not limited to, economic conditions, stock market fluctuations, movements in the price of gold. , regional infrastructure constraints, timing of approvals from relevant authorities, regulatory risks, operational risks and reliance on key personnel and currency fluctuations.
With the exception of legal liability which cannot be excluded and subject to applicable law, each of Cardinal’s officers, employees and advisers expressly disclaims all responsibility for the accuracy or completeness of the information contained in this press release. and excludes all liability whatsoever (including negligence) for any loss or damage which may be suffered by any person as a result of any information contained in this advertisement or any errors or omissions here. Except as required by applicable law, the Company has no obligation to update any person regarding any inaccuracies, omissions or changes in the information contained in this press release or any other information made available to any person. nor any obligation to provide the person with additional information. . The recipients of this press release should make their own independent assessment and determination of the prospects of the company, its activities, its assets and liabilities and the matters dealt with in this press release.
Forward-looking statements
Certain statements contained in this press release, including information about the future financial or operational performance of Cardinal and its projects may also include statements that are “ forward-looking statements ” which may include, among other things, statements regarding objectives, the planned schedule of the feasibility study (EF) of the Namdini project, the estimates and assumptions regarding mineral resources and the anticipated grades and recovery rates, production and prices, costs and results of upgrading, capital expenditures and are or may be based on assumptions and estimates relating to technical, economic, market, political, social and other conditions. These “ forward-looking statements ” are necessarily based on a number of estimates and assumptions which, although considered reasonable by Cardinal, are inherently subject to significant technical, commercial, economic, competitive, political uncertainties and contingencies. and social and involve known and unknown risks. and uncertainties that could cause actual events or results to differ materially from the estimated or expected events or results reflected in such forward-looking statements.
Cardinal disclaims any intention or obligation to publicly update or publish any revision of any forward-looking statement, whether as a result of new information, future events, circumstances or results or otherwise after today’s date. hui or to reflect the occurrence of unforeseen events, other than required by the Corporations Act and the ASX and TSX listing rules. The words “believe”, “expect”, “anticipate”, “indicate”, “consider”, “target”, “plan”, “intend to”, “continue”, “budget”, “estimate” “,” may “,” will “,” schedule “and similar expressions identify forward-looking statements.
All forward-looking statements made in this press release are qualified by the foregoing cautionary statements. Investors are cautioned that forward-looking statements are not guarantees of future performance and, therefore, investors are cautioned not to place undue reliance on forward-looking statements because of the inherent uncertainty therein.
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