Centamin Share Discussion Threads

[larry laffer] 11/10/2024 19:41

Well all thats very useful 1gw but wtf as it got to do with AngloGold short changing Centamin shareholders, or the number of votes cast against the offer. Have you got anything more relevant to offer in terms of the likely voting turnout for the resolutions. Maybe include Disney Group in your list perchance.

[1gw] 11/10/2024 18:49

If you're in a group of 100's of retail shareholders who are all on the register in their own names then that's impressive. I look forward to seeing the confirmation that 100's of shareholders have in fact voted against the offer. I would have thought you were in quite a strong position if that's really true.

Looking for results of other "majority in number" votes I came across:

i3 Energy / Gran Tierra Energy got 60 votes for and 18 against.

Virgin Money / Nationwide got 393 for and 51 against

And going back a bit for a bigger turnout:

Home Retail Group / Sainsbury got 1955 for and 72 against

...and for a particularly relevant one, perhaps:

Acacia / Barrick Gold got 153 for and 9 against.

[tnt99] 11/10/2024 18:17

Let's hope the share rises on quarter results which should be good as had unsold gold to go into this quarter Plus institution buying should be filling their boots and maybe another bidder will enter the fray???

[larry laffer] 11/10/2024 18:11

I'm in a group of Centamin retail shareholders who mostly feel the same. The majority of us feel its a poor deal.

[1gw] 11/10/2024 18:07

Good for you then, you're one of the lucky ones in being able to vote for the purposes of the "majority in number" test.

Are you part of a concert party if you know that 100's of other shareholders on the register have voted against? Or are you close to the registrar?

[larry laffer] 11/10/2024 18:05

Yes

If you check the entries in the section Indexed under L you should find me there. Do you want my address as well to make sure its me.

[1gw] 11/10/2024 17:43

So you're on the register in your own right?

[larry laffer] 11/10/2024 17:42

1gw

Yes and I have voted NO. Like 100's of others.

No doubt when they publish the results of the votes we will see what appetite there is for the offer.

[1gw] 11/10/2024 17:23

So do you have a vote, Larry, for the "majority in number" test?

[larry laffer] 11/10/2024 17:12

since firm offer date

Gold up circa 6%

AngloGold share price down 6%

Every other gold miner up by a minimum of 3%

Even Endeavour, who may lose lucrative licenses in Burkino Faso, are up 10%

Vote the offer down.

[1gw] 11/10/2024 17:09

This is a good one as well. Someone had the bright idea of splitting a small number of shares between lots of different people in order to load the vote for the "majority in number" test. As it turns out they were unsuccessful.



It contains a very clear statement of the issue on the nominee having the vote:

"As the holding of shares through nominees or central depositaries has become more commonplace the actual number of members of a company has become more and more out of sync with the numbers of individuals with the sole beneficial or economic interest in the shares. Nevertheless, it is the member, who is a person whose has agreed to become a member and whose name is entered on the register of members (s.112 of the Companies Act 2006) whose vote must be counted."

[larry laffer] 11/10/2024 16:58

beeezzz

"it's just a token gesture...makes no difference to outcome.."

Just consider this

There are about 20 declarations everyday by entities that have over 1% of Centamin. If all 20 vote for the motion in the court meeting we only need 20 retail investors to vote against and their votes are negated.

There are obviously some holders with less than 1% who dont have to declare so its not possible to work out how many retail NO votes are needed to make the resolution fail. I would suggest anyone who doesnt want the offer to go through should make sure they cast their votes accordingly and hope for the best outcome.

There are lots of people moaning about "city boys" ripping them off now the country bumpkins have a chance to stop that happening.

[larry laffer] 11/10/2024 16:46

1gw

"The "majority in number" condition isn't as useful to dissenting retail shareholders as we might hope. My understanding is that you will only count as a shareholder for this purpose if you are on the shareholder register in your own right. If you hold your shares through a nominee (e.g. Hargreaves Lansdown, Interactive Investor) then it is that nominee who has the (single) vote in this particular instance.

Where have you seen that documented.

As a nominee attending several general meetings I have never known anyone take note of whether the voter was a nominee holder or not. That includes votes where a show of hands was required. i.e. 1 man 1 vote and only going to shareholdings if necessary.

You couldn't just be making this up could you. ?

[larry laffer] 11/10/2024 16:40

elbrus55

this is in the offer document.

"The Scheme will be governed by Jersey law and will be subject to the jurisdiction of the courts of Jersey and to the conditions and further terms set out in this document. The Transaction and the Scheme will be subject to the applicable requirements of the Code, the Panel, the London Stock Exchange, the FCA, the SEC, the Toronto Stock Exchange, the New York Stock Exchange, the Johannesburg Stock Exchange, the A2X, the Ghana Stock Exchange and applicable securities laws...."

I'm not certain how much control the FCA can excersise but I'm sure they will let me know if they have no intention of following up.

[rose_by_another_name] 11/10/2024 14:44

Talking about the "majority in number" condition as discussed
by 1gw above, elbrus. That is a separate condition from the
number of shares voted. Both are required.

[elbrus55] 11/10/2024 13:11

This isn't right. It is not possible to discuss with shareholders in advance of a public announcement due to takeover code requiremnts on secrecy. Tacit wink-wink conversations aren't going to fly either.If you did so, due to some exceptional circumstances, they would become insiders, making it impossible for them to trade without committing a crime. That would probably annoy them.

[elbrus55] 11/10/2024 12:57

It is by number of shares.

[rose_by_another_name] 11/10/2024 12:01

If enough of the underlying investors under a nominee vote
no, then the nominee must also be counted as a no, surely.

[1gw] 11/10/2024 11:54

The "majority in number" condition isn't as useful to dissenting retail shareholders as we might hope. My understanding is that you will only count as a shareholder for this purpose if you are on the shareholder register in your own right. If you hold your shares through a nominee (e.g. Hargreaves Lansdown, Interactive Investor) then it is that nominee who has the (single) vote in this particular instance.

[beeezzz] 11/10/2024 11:48

I'll vote against, it's just a token gesture...makes no difference to outcome..

[geckotheglorious] 11/10/2024 10:21

The fact a second offer hasnt already appeared says it all imo.

Other major gold producers simply arent interested.

Disappointingly so

[troc1958] 11/10/2024 10:13

The offer as it stands is set out below. Its very likely that the majority of shareholders will accept this offer when voted upon later this month. Institutions and large shareholders would have been consulted to get their tacit agreement way before this announcement. So all this talk about an increased offer will not happen, unless a second bidder emerges with a higher offer; which is unlikely unless the gold price rockets up this month ...THE OFFER DETAILS:for each Centamin Share:0.06983 New AngloGold Ashanti Shares; andUS$0.125 in cashThe terms of the Transaction value each Scheme Share at 163 pence based on the Closing Priceof US$28.80 per AngloGold Ashanti Share and a £:US$ exchange rate of £1:US$1.3080 on9 September 2024 (being the last Business Day before the Announcement Date) (the "OfferValue").This represents a premium of approximately:• 36.7 per cent. to the Closing Price of 120 pence per Centamin Share on 9 September2024; and• 37.6 per cent. to the 30-day volume-weighted average Centamin share price as of9 September 2024, based on the 30-day volume-weighted average share price of AngloGoldAshanti as at the same date. This date represents the last Business Day before theAnnouncement Date.The Offer Value implies Centamin's entire issued and to be issued share capital is valued atapproximately £1.9 billion or US$2.5 billion.In addition, eligible Centamin Shareholders were paid and are entitled to retain the Centamin

[zangdook] 11/10/2024 08:59

A few large shareholders can't do it.

"To become Effective, the Scheme must be approved by a majority in number of those Centamin Shareholders as at the Scheme Voting Record Time present and voting (and entitled to vote), either in person or by proxy at the Court Meeting representing three-fourths (3/4ths) or more of the voting rights of all the Centamin Shares voted."

[shayadfn] 11/10/2024 08:01

I understand as of yesterday 86% of the shares is held by institutions
Source: