Issues Shares to Shandong Gold
Shandong Gold has agreed to acquire 100% of the issued and outstanding ordinary shares in Cardinal at a price of A$0.60 cash per share, by way of an off-market takeover offer ("Offer"). The proposed off-market takeover offer requires a number of conditions to be met, including a 50.1% minimum acceptance condition.
Shareholder approval is not required for this Placement as the Company is issuing the shares under its Listing Rule 7.1 placement capacity.
The funds raised by this Placement will be used to ensure Cardinal may continue advancing the Namdini Project towards development and for working capital.
Timetable and Next Steps
Detailed information relating to the Shandong Gold Offer, will be set out in the Bidder's Statement and Target's Statement, which are currently expected to be dispatched to Cardinal shareholders on or about 22 July 2020.
The Bidder's Statement and Target's Statement will set out important information, including how to accept the Shandong Gold Offer, information about Shandong Gold and the key reasons why Cardinal Shareholders should accept the Shandong Gold Offer in the absence of a superior proposal.
As contemplated in the announcement dated 18 June 2020, the completion of the Placement was subject to and conditional upon no competing proposal being received by Cardinal within 14 days from entering into the BIA (Protection Period) which the Cardinal Board of Directors consider to be superior to the Shandong Gold Offer (Superior Proposal). No such Superior Proposal emerged during the Protection Period or as at the date of this announcement from any party. Accordingly, the Company cautions any trading on speculation that another formal proposal capable of acceptance or Superior Proposal will arise.
About Cardinal Resources Ltd
The Company is focused on the development of the Namdini Project with a gold Ore Reserve of 5.1Moz (0.4 Moz Proved and 4.7 Moz Probable) and a soon to be completed Feasibility Study.
Exploration programmes are also underway at the Company's Bolgatanga (Northern Ghana) and Subranum (Southern Ghana) Projects.
Cardinal confirms that it is not aware of any new information or data that materially affects the information included in its announcement of the Ore Reserve of 3 April 2019. All material assumptions and technical parameters underpinning this estimate continue to apply and have not materially changed.
Shandong Gold Mining Company Limited
Cardinal Resources Ltd