Shanta Gold Takeover Rumours (SHG)

Everyone has been robbed twice, once on the takeover and once on the time it takes to get your money with gold and other miners flying before you can get your money out

They formed a new Company for the takeover with a massive bridging loan which by its nature is not long term. I wonder how Saturn resources will repay this facility and finance West Kenya. I will certainly be following this all with interest.

Or preparing the announcement for a conventional takeover process?

Completely underhanded release. Even the way these management goons worded it was to deceive shareholders to believe a peripheral Tanzania competition approval was somehow endorsement/approval of their derisory takeover heist. ??????They’re sooo desperate to steal our shares it’s obvious. No wonder given the gold price continues to rocket & Shanta is probably spewing out gobs & gobs of cash here!!

Just received from HL- panic over! Update: Your Shanta Gold shares We are contacting you further to our recent correspondence regarding the takeover offer for Shanta Gold. Since our previous correspondence, we have now been informed that votes given for the original shareholder meetings are valid for the new meetings. Any votes you have previously submitted will be counted for the new meetings. If you’ve already voted, there is therefore no need for you to vote again. Please also be assured that if you have resubmitted a vote, this is also a valid vote and will only be counted once. We have also been made aware of a comment on the online voting form for the new meeting, suggesting these votes will not be counted. We have been assured by our vote service provider this message was added in error and can be ignored. Please accept our sincere apologies for this oversight and any confusion it may have caused you.

Just contacted iWeb and this is what I received back from them "we do not auto send these to all holders .you have to specifically ask us to flag your account so you do receive these..the majority of our customers have no interest in voting so we set the default setting for no voting details to be sent" You would think it had been written by the Patels! Will now have to sit on the phone until I get this sorted out. As for the dividend - was it increased by the board before the takeover? I assumed we were due the usual 0.1p and the 0.15p was a dividend to bee paid if the deal went through The Patels at this moment in time do not hold the purse strings of the company - so they cannot offer this dividend unless they assume control. Jumping the gun a bir I would say

noobiedoobie, every takeover is different and you need to look at where the Patel's might get their votes from. They need over 45 out of 70 of the remaining votes, although you can probably guess around 20% of shares will fail to be voted making the challenge over 30 out of 50.I believe PIs still hold around 20% of Shanta and probably will deliver 15% of the 20% required to block. I don't believe the Patel's can win if that happens. I also don't believe they will move to a conventional takeover in the event of winning over 50%. If I'm correct, the bid will fail and disappear early April.

Interims ebitda $33m For simplification let's double it for full year, so $66m X6 reasonable takeover price $396m Convert to £312m That's over double current mcap at 13.9p FAIR VALUE would be at least 25p+ We're being sold a lie. Lots of them . They think we're dumb

Quick Google search says most companies accept takeover of 4 to 6 times EBITDA Do the maths

hTTps://invst.ly/140r-f technically we are good for a breakout since month aroon signal ☑ï¸￾ on monthly ichimoku cloud Bull breakout. Just need the takeover to not happen then we can get moving properly as MMs will have suppressed price long enough so will want to make easy £ from buyers after not doing so for few months. Primed

chestnuts, you are posting as if what you say is a fact when you have no more clue than anyone else. We will only know for sure when the music stops. Don't forget, the Patel's are still able to move to a traditional takeover should they wish. The hedge funds could be gambling on a higher bid and exit if the bid disappears. There are all sorts of moving parts here and having your blinkered approach could lead to a financial mishap.

Since the takeover announcement the SP has been stifled when other gold miners have flourished in value. The SP without this would have been well north of the 13.5p mark by now. The good thing to come out of this is that the board have shown their hand as a bunch of money grabbing shysters who were only interested in themselves and not adding shareholder value as was often quoted by two faced Zurrin. The Patels might sell at a loss and all I can say is good riddance to them as they tried to buy this on the cheap. They probably had no intention of taking on the WK asset as past history tells us that there is no love lost between the Kenyans and themselves. So hold on tight and hope the gold run continues to shore up the SP when the shit hats the fan but remember this "we are sitting on a gold mine" .

No sane investor would've bought after takeover announcement 🤷ðŸ￾¼â€￾♂ï¸￾ hedgies have no idea anyway. If they did then they would've bought when Odey dumped like rest of us Indians are cheap. Patels won't give more. At least understand the culture

MMs unlikely to let this go when takeover is 13.5p. they'll keep lid on it. They have some scruples

So the Scheme meeting was pulled because they couldn’t get over the necessary 75% By the same token they will know if they can get 50%+ So presumably they will talk to the hedgies about an acceptable price Or Proceed with a takeover offer Or Pull the whole thing :-)

A Scheme is binding on all shareholders if approved A takeover must reach 90% if squeeze out is to be achieved

How does scheme of arrangement differ from takeover. I don’t mean percentage of vote needed.Why didn’t Patel just go for takeover in first place.

kennyp52, if the vote is completely withdrawn, I feel you are correct about the SP. However, the hedge funds that have been loading up recently will be very disappointed if that happens. My feeling is there is a deal to be struck. Whether that takes the form of a higher price for 75% or a standard takeover, I don't know. As usual, PI's are left in the dark.

jasper, chances are the existing votes are all null and void. They will either have a different price to vote against or the entire vote may be changed to a standard takeover. Of course, they may completely withdraw the offer. At the moment, the SP is providing no real clue.

NAV_Mike, we don't know how close they got with 13.5p. If they got over 50% but not close to 75%, they may just convert to a standard takeover. If they are close to 75%, a higher offer is likely. If they were under 50%, they will most likely walk away. A lot of people will know where the votes stand and so it will come out in today's pricing.

Is it 75% of all the votes cast or is it 75% of all the votes in circulation at the time that the takeover details were announced?

If they had given up on the 75% and were pursuing a standard takeover, they may then have been active in the market. The fact they have not suggests they believe 75% is possible.

Not sure how a standard takeover would suit the Patelslugs as surely taking this private would be part of their skullduggery? Once private, they could carry out their end game away from the highly visible, listed world

I expect the SP to give us clues on the likely vote outcome over the next 3 days. If the price falls, it will indicate the vote is likely to fail with little prospect of being turned into a standard takeover. If the price rises, it will indicate a higher offer is likely to be made. If it remains stable, it will indicate the current bid will win, either through the proposed arrangement or by standard takeover. Most votes will be visible by the end of Wednesday and some visibility will be available as of now.

It is now clear we are unlikely to receive a competing bid and the Patel's are unlikely to improve their offer prior to the vote. I still believe it is inconceivable they will receive 75% acceptances and so the question is, what happens next?If they get 50%, will they turn it into a conventional takeover? If so, I will sell as I would not wish to be a minority shareholder.If they get less than 50%, will they improve their offer or walk away? IMV, it will depend how close they are to 50%. If close, they may add a small amount to get them over the line. If not close, they will probably walk away.In the event of the Patel's walking away, I can see the SP falling to single figures with turmoil as we change directors. Eventually, better management will deliver higher value than the bid but it could be a long time coming.

Just seen this. I repost it unadorned. I think the "leading" bit is very disparaging and very telling. Shanta Gold Ltd - East Africa-focused gold producer - Saturn Resources Ltd, a subsidiary of ETC Holdings (Mauritius) Ltd which agreed in late December to acquire Shanta, updates on recommended cash takeover. Saturn says that Institutional Shareholder Services and Glass Lewis, "leading" independent proxy advisory firms, are advising their institutional shareholder subscribers to vote in favour of the scheme of arrangement for the takeover.

I can’t believe institutions pay for the advice given by ISS, I can only surmise that it is fence sitting outfits such legal and general that use a service like this. I can’t imagine Lombard Odier or Ruffer being told to accept this as a sensible price by some pen pusher at ISS. I can see they have a role in governance but determining what the price of a takeover is well outside their skillset.

Agree with price drop but dont rule out a conventional takeover where they will settle for 50%+

Why do you suppose the bidder reserves the right to make a conventional takeover if the Scheme fails? Think about it

Indeed....incredibly low volume for a potential takeover target Presumably the unscrupulous BoD will be canvassing large holders ahead of the court hearing...will that give us any clues I wonder? If it becomes clear that the vote wont pass, will they let the price rise as an indicator they will have to pay more?

Phillis What happens is that Saturn Resources make a proper takeover off for the Company. The scheme of arrangement is a dead duck but there is still plenty of time for other bidders . All these shares changing hands recently suggest something else is afoot.

Zurin .. what was the value of the 3 competing bidders .. come on .. what price did the board say was not enough when the price at the time was 10.75p .. https://www.proactiveinvestors.co.uk/companies/news/995691/shanta-gold-mulls-three-takeover-approaches-995691.html 16p - 25p was muted . Come on .. it’s bordering fraudulent to not tell your shareholders given the insider offer . What is your problem not disclosing the truth? Given Yintai was a cash offer .. Chaarat a share for share which was probably a non starter and another competing Chinese bid . Now we have 13.5p on the table 🤷â€￾♂ï¸￾

michael I think we are all hoping that is the case it’s a bit worrying if nobody comes forward that maybe the takeover price is all it’s worth and the people that sell soon are the real winners, I hold one point three million shares here and the same amount in GGP which is also just as difficult as SHA, I think chestnuts has put it very well ,I’m in AAZ and I’ve recently bought some SRB who was also thought my be another suitor here, good luck,

This is an extract from the bids and offers section of the 12th January issue of Investors Chronicle (some mentioned it some time ago but I couldn’t find it in my digital edition and asked IC where I could find it. I have just had a response that it only appears in the print edition but they will work to rectify this): Shanta Gold (SHG) AIM: GOLD MINING Saturn Resources MINING 13.5p £142mn Target Bidder Terms Value East Africa-focused Shanta Gold has agreed to a £142mn takeover bid by Tanzania-based Saturn Resources. Under the deal, Shanta shareholders will be entitled to receive 13.5p a share, which represents a 6.7 per cent premium to the closing price of 12.65p on the day prior to the offer. Shareholders will also be entitled to receive an interim dividend of up to 0.15p a share. Reject. The IC advice is to REJECT the bid.

Just to be picky most people have asked their nominees to vote in a certain way but those votes have almost certainly not yet been lodged I am with AJ Bell and I have until 22 Feb to tell them how to vote my shares - always assuming of course that I have not sold by then Why I wonder did TAM sell their entire holding at 13p when they could have earned an extra £17k through a successful takeover It may have been an internal transfer but I wonder why the purchaser has yet to post the required RNS Curiouser and curiouser

Out of curiosity, has anyone on this BB voted in favour of the takeover? If so, then please tell us!

I'd add that clearly most the institutionals aren't keen on this deal. Shanta will have asked them all for irrevocables and they got 1 irrevocable and 1 letter of intent. Tells you what the rest of them think. That's a pretty weak starting point for a scheme of arrangement. Whether they are apathetic or actively vote against isn't clear but it would only take 1 or 2 of them to vote against to likely sink this bid. If the scheme fails, and Bidco flip to takeover, they likely won't get 50%. Bidco either need to accept minority holdings or improve the offer. Latter is more in their interests. Can only hope institutionals see that they ultimately hold the cards here, if they're willing to act on it.

Just voted via II against the takeover.Holding 270,000 shares.I urge others to do the same.ATB

I think one of the big problems here is Zurin.He’s been spouting on about how undervalued Shanta is for years.Then he’s leaving, then nothing,then a takeover offer at just above the market price and as CEO of Shanta, he says nothing.I agree the share price has struggled over the years but it looks bad to make on offer at just above market rate with gold looking to move into a bull market.They have offered the bare minimum and they would call it a fair offer, I call it taking the piss

Hi Alan, If no succeeds, I see a few possible options: 1. No wins by a large margin and Patels either have to increase bid or leave altogether. Increase bid likely because it's still far more in their interests to pay more for 100% rather than walk away altogether. Ketan Patel has been with Shanta since 2001 - he knows how good of an opportunity this is. 2. No wins but close vote. Expect Bidco will resort to takeover offer and the threat of control and diminished liquidity may push larger shareholders over the line. Patels acquire any shares voting in favour and leave minority holding. 3. Yes wins and it's a (terrible) done deal Definitely happy for other thoughts from people about how they think it could play out. I would strongly argue there is very little to lose from voting against and much more to gain

Court meeting is 29 Feb and votes need to be cast by 27 Feb It seems this scheme has a good chance of failing given the very limited support from large shareholders. It is in my view an appallingly low offer. I would imagine some larger shareholders are concerned that if the scheme fails, then the board will proceed to a takeover offer. The board cannot buy out all shares with a takeover offer unless they get 90%, but getting 50% would give them too much control. I would expect a strong vote against from the retail base would likely force a higher offer as it's more in Bidco's interests to pay a little more to try and get 100% than get a large minority holding at 13.5p. Looks like the retail holding is about 50% of the company and has a real chance to make itself heard. These are all just my thoughts, not investment advice or voting advice.

LOL someone with a sense of humour selling 5 shares once a minute How long before this trading strategy affects the takeover bid :)

be careful what you wish for M5 The Scheme will probably not achieve 75% necessary but you dont want to be a minotity shareholder if a takeover achieves 50% +1 and the offeror decides that is sufficient

No mention of the WK FS because they don't want this information to come forward ahead of the takeover and which may question the value of the offer. Eric's presentation is technically worthless (by design) as it's without slides which are referred to but not shown and not available on the Shanta website.

thanks phillis, i found it difficult to identify how many institutions are supporting this takeover? and to guess who they are. without having a new bidder by the end of this month, i think the patels will submit a takeover document and a court proceeding should go ahead, right?

Phillis, they only have 20% support and need another 30% for a conventional takeover. I don't believe they will achieve the support needed at 13.5p. I believe the current SP is sitting at a level which would be achieved if the bid were not on the table. In fact, the SP may even have been higher. At the end of the day, all I can do is vote no and see what happens.

LT The sp is below the offer price - still Absent another bid the offer is funded and will succeed If not via the Scheme of Arrangement then via a conventional takeover Why do you think they have provided for the latter option?

Stevea171, very true, we need to see what people are willing to pay. There are many examples of bids which get pushed higher during a takeover process. We need to see how this plays out.

Eric is so bought & paid for. His deliberately unenthusiastic RNS this morning clearly tries to hide what are actually really amazing drill results!They really are trying to steal our company away from us on the cheap. Low class turncoat management needs to be removed for failing in their legal duties once this attempted theft takeover is quelled. Disgusting individuals all of them.

LT The offeror has made provision for this to revert to a conventional takeover if the Scheme is voted down They have indicated that they might accept 50% plus 1 Is this just a threat or do they mean it?

lol Q4 update will be flat imo. Why would it be presented as anything else to highlight the poor takeover price? This is being taken over for the 13.5p of that I’m sure. Am I’m happy no, is it a disgrace, not far off imo.

Pointless argument around what we will be sold for. Shanta are in play and will sell for whatever people think it's worth. I honestly don't believe 13.5p will be enough for even 50%+1 but that decision is outside my control. If a bid achieves 50%+1, I will sell regardless of my feelings towards value. IMV, there will be a competing bid. Ideally, I would like to see a bidding war but such events are rare. I don't believe the Patels would be knocked out by a competing 15p bid. The takeover has a long way to travel and there will be plenty of twists and turns along the way. Strap in and enjoy the ride.

I wouldn’t include the letter of intent I would be pretty sure they would drop away in the event SHG go the takeover route

Red They don’t need anymore funding to elect to make a Takeover All they need is 50% + 1 to introduce a completely new Board and begin to make life difficult for the dissenters It has been done before

because the patels knew that the takeover price will be paid back in less than 4 years from nlgm and singido. west kenyo is just a bonus, massive bonus

sounds very dodgy erico has recommended a very low takeover price.

Steve "So these sharks are responsible for the offer price being way below the 13.5p of the takeover cash offer and shafting further holders who are wanting to reduce or exit." I'd be interested to learn how BR and Ruffer, in buying many millions of shares, are responsible for holding the price down. I've always been led to believe that markets worked the other way round.

Gold $2070. High for today. Ruffer & BlackRock piling in. What do they know? Ruffer 22 million. 2.1%. BlackRock 13 million. 1.2%. It seems they won't bid against each other and won't pay more than c.12.95p. So these sharks are responsible for the offer price being way below the 13.5p of the takeover cash offer and shafting further holders who are wanting to reduce or exit. What is their exit strategy as it's assumed they will not be LT holders? Is one or both buying for the Patels to get even cheaper stock than their offer?

Sense is this. Management have sold shareholders in return for padded seats in the takeover company Saturn. They used the AIM market listing to make UK Investors pay for 5 continuous years of acquisitions & capex & gold mine build & processing plant build only to try and steal it on the cheap JUST AS the company started achieving gold production & big new cash flow & revenue just before a full reporting year has been published. ITS A HEIST. VOTE NO.!!!

how many times erico said that he and the boards recon shonto has value far away than this price. even when it was 15p wihout singida up and running and also west kenyo was just being bought. erico is one of the evils in this takeover process

At which point the FCA will look at the potential irregularity of shonto takeover? or someone should report to them firstly?

Agree. Zurrin is an overly paid & compromised puppet. The fact He has given an irrevocable commitment to this terrible offer using all his free shares (given to him by all of us as investors by the way !) shows he’s not working in the interests of shareholders, but trying to buy himself into another cushy position. He’s clearly going to be in the new post takeover team plans. Ie bought & paid for by Ketan Patel imo ;)

To some of the points raised. There's no reason for SP to be constrained by the current bid, and current SP is often shy of the bid price in a takeover, reflecting confidence or otherwise in it succeeding. Similarly often SP higher than a bid, market assuming a higher one will materialise. The latter though in recent years was when cost of capital was very low. BoD could have looked at a stand-alone sale of West Kenya if they didn't like the thought of capital to develop it. Would leave a 100,00oz profitable going concern. Or could mothball or go-slow until market conditions improve. I think there are many options other than a sale at this price, so I HOPE this is to draw out further suitors. I won't be selling much at this price except if I need some cash.

if gold price hit $2,250 per oz and shonto stay under 13p between now and takeover, can it be classified as rigging?

do you think the takeover deal needs approval from tanzania and kenya government? the position of local companies won't change, right? it is more about who will own the parent company, i think.

Who wants to set up a Shanta Gold Action Group (SGAG) ?The aim is to get 26% to block the Cash takeover ?

Who wants to set up a Shanta Gold Action Group (SGAG) ?The aim is to get 26% to block the Cash takeover ?

Appendix 3 "The following Independent Shanta Directors have each given an irrevocable undertaking to vote (or procure the voting, as applicable) in favour of the Scheme at the Court Meeting and the Resolution(s) at the General Meeting, or to accept, or procure the acceptance of, the Takeover Offer (if the Acquisition is implemented as a Takeover Offer), in respect of their beneficial holdings of Shanta Shares: ... Eric Zurrin 13,750,544 " Zurrin the POS has undertaken to vote for this sick mugging of shareholders. Wonder what they have on him? Or what does the c*nt have to gain I wonder? I hope he rots in hell, and soon.

IMV, the most likely scenario is they fail to achieve either the 75% required for this approach or 50%+1 for the traditional takeover approach. As this becomes apparent, I believe they will improve the offer. While this plays out, I expect the Chinese will consider a counter offer. I suspect we will end up somewhere between 15p and 20p. Still daylight robbery.

They have an option to convert to a standard takeover offer if they fail to meet the 75% threshold. To give them control, they would then only need 50%+1 although they couldn't delist at that level. IMV, even 50%+1 is unlikely.

how could liberum recommend the takeover price very low?

what a joke ketan is too greedy. at the point of net cash position now, surely the right issue price of 16.5p (to fund west kenyo) is a minimum fair price for takeover

Takeover talk about to surface?

Going to be a massive rise this week guys. Hard to decipher if it's a takeover offer or what the funds flying in for rec expectation. They see easy money anyway for sure. Redhills Mrs is a hefty sow Vlad. He took it personally

To add it’s worth just been in here for the eventual takeover surge on the bid One day this will be north of 20P for starters It’s worth that in a fire sale