|
Condor Gold
plc
7/8 Innovation
Place
Douglas
Drive
Godalming
Surrey
GU7 1JX
Tel: +44 (0) 207 493
2784
|
17 December 2024
Condor Gold
Plc
("Condor" or the
"Company")
Form 8 (DD)
FORM 8 (DD)
PUBLIC DEALING DISCLOSURE BY
A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT (INCLUDING DEALINGS
FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT
CLIENTS)
Rules 8.1, 8.2 and 8.4 of the
Takeover Code (the "Code")
1. KEY
INFORMATION
(a) Full name of
discloser:
|
John Ian Stalker
|
(b) Owner or controller of
interests and short positions disclosed, if different from
1(a):
The
naming of nominee or vehicle companies is insufficient. For a
trust, the trustee(s), settlor and beneficiaries must be
named.
|
|
(c) Name of offeror/offeree
in relation to whose relevant securities this form
relates:
Use
a separate form for each offeror/offeree
|
Condor Gold Plc
|
(d) Status of person making
the disclosure:
e.g. offeror, offeree, person acting in concert with the
offeror/offeree (specify name of offeror/offeree)
|
Non-Executive Director of Condor Gold
Plc (Offeree)
|
(e) Date dealing
undertaken:
|
16 December 2024
|
(f) In addition to the
company in 1(c) above, is the discloser making disclosures in
respect of any other party to the offer?
If it is a cash offer or
possible cash offer, state "N/A"
|
NO
|
2. POSITIONS
OF THE PERSON MAKING THE DISCLOSURE
If
there are positions or rights to subscribe to disclose in more than
one class of relevant securities of the offeror or offeree named in
1(c), copy table 2(a) or (b) (as appropriate) for each additional
class of relevant security.
(a) Interests and
short positions in the relevant securities of the offeror or
offeree to which the disclosure relates following the
dealing
Class of relevant
security:
|
Ordinary Shares of
0.1p
|
|
Interests
|
Short
positions
|
Number
|
%
|
Number
|
%
|
(1) Relevant securities owned
and/or controlled:
|
476,894
|
0.23%
|
|
|
(2) Cash-settled
derivatives:
|
|
|
|
|
(3) Stock-settled derivatives
(including options) and agreements to
purchase/sell:
|
|
|
|
|
TOTAL:
|
476,894
|
0.23%
|
|
|
All
interests and all short positions should be
disclosed.
Details of any open stock-settled derivative positions
(including traded options), or agreements to purchase or sell
relevant securities, should be given on a Supplemental Form 8
(Open Positions).
Details of any securities borrowing and lending positions or
financial collateral arrangements should be disclosed on a
Supplemental Form 8 (SBL).
(b) Rights to
subscribe for new securities (including directors' and other
employee options)
Class of relevant security in relation to which subscription
right exists:
|
2,300,000 Options- as follows:
John Ian Salker
|
Exercise Price
(p)
|
Grant Date
|
Latest Exercise
Date
|
Number of
Options
|
|
42
|
01 June
2020
|
31 May
2025
|
300,000
|
|
48
|
01 June
2021
|
31 May
2026
|
400,000
|
|
28.5
|
13 Sept
2022
|
13 Sept
2027
|
300,000
|
|
23
|
06 July
2023
|
05 July
2028
|
300,000
|
|
28
|
29 May
2024
|
29 May
2029
|
1,000,000
|
|
Details, including nature of the rights concerned and relevant
percentages:
|
|
3. DEALINGS BY
THE PERSON MAKING THE DISCLOSURE
Where there have been dealings in more than one class of
relevant securities of the offeror or offeree named in 1(c), copy
table 3(a), (b), (c) or (d) (as appropriate) for each additional
class of relevant security dealt in.
The
currency of all prices and other monetary amounts should be
stated.
(a) Purchases and
sales
(i) Party to
an offer or person acting in concert (except for a principal trader
in the same group as a connected adviser)
Class of relevant
security
|
Purchase/sale
|
Number of
securities
|
Price per
unit
|
|
|
|
|
(ii) Principal
trader where the sole reason for the connection is that the
principal trader is in the same group as a connected
adviser
Class of relevant
security
|
Purchases/
sales
|
Total number of
securities
|
Highest price per unit
paid/received
|
Lowest price per unit
paid/received
|
|
|
|
|
|
(b) Cash-settled
derivative transactions
Class of relevant
security
|
Product
description
e.g. CFD
|
Nature of
dealing
e.g. opening/closing a
long/short position, increasing/reducing a long/short
position
|
Number of reference
securities
|
Price per
unit
|
|
|
|
|
|
(c) Stock-settled
derivative transactions (including options)
(i) Writing,
selling, purchasing or varying
Class of relevant
security
|
Product
description e.g. call
option
|
Writing, purchasing, selling,
varying etc.
|
Number of securities to which
option relates
|
Exercise price per
unit
|
Type
e.g. American, European
etc.
|
Expiry date
|
Option money paid/ received
per unit
|
|
|
|
|
|
|
|
|
(ii)
Exercise
Class of relevant
security
|
Product
description
e.g. call
option
|
Exercising/ exercised
against
|
Number of
securities
|
Exercise price per
unit
|
Oridnary Shares of 0.1p
|
Option
|
Exercised
|
100,000
|
22p per Ordinary Share
|
(d) Other dealings
(including subscribing for new securities)
Class of relevant
security
|
Nature of
dealing
e.g. subscription,
conversion
|
Details
|
Price per unit (if
applicable)
|
|
|
|
|
4. OTHER
INFORMATION
(a) Indemnity and
other dealing arrangements
Details of any indemnity or option arrangement, or any
agreement or understanding, formal or informal, relating to
relevant securities which may be an inducement to deal or refrain
from dealing entered into by the party to the offer or person
acting in concert making the disclosure and any other
person:
Irrevocable commitments and letters of intent should not be
included. If there are no such agreements, arrangements or
understandings, state "none"
|
None
|
(b) Agreements,
arrangements or understandings relating to options or
derivatives
Details of any agreement, arrangement or understanding, formal
or informal, between the party to the offer or person acting in
concert making the disclosure and any other person relating
to:
(i) the voting rights
of any relevant securities under any option; or
(ii) the voting rights or
future acquisition or disposal of any relevant securities to which
any derivative is referenced:
If there are no such
agreements, arrangements or understandings, state
"none"
|
None
|
(c)
Attachments
Are
any Supplemental Forms attached?
Supplemental Form 8 (Open Positions)
|
NO
|
Supplemental Form 8 (SBL)
|
NO
|
Date of disclosure:
|
17
December 2024
|
Contact name:
|
John
Ian Stalker
|
Telephone number:
|
+44
(0) 20 7493 2784
|
-
Ends -
For further information please visit
www.condorgold.com or contact:
Condor Gold plc
|
Mark Child, CEO
+44 (0) 20 7493 2784
|
Beaumont Cornish Limited
|
Roland Cornish and James
Biddle
+44 (0) 20 7628 3396
|
SP Angel Corporate Finance
LLP
|
Ewan Leggat
+44 (0) 20 3470 0470
|
H&P Advisory Limited
|
Andrew Chubb, Matt Hasson, Jay
Ashfield
+44 207 907 8500
|
Cassopedia Limited
|
Stefania Barbaglio
+44 7949690338
|
Neither the Toronto Stock Exchange
nor the London Stock Exchange, nor any other securities regulatory
authority, has approved or disapproved of the contents of this
announcement.
Important information
This announcement is not intended
to, and does not, constitute, represent or form part of any offer,
invitation or solicitation of an offer to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of any securities
or the solicitation of any vote or approval in any jurisdiction
whether pursuant to this announcement or otherwise.
The distribution of this
announcement in jurisdictions outside the UK may be restricted by
law and therefore persons into whose possession this announcement
comes should inform themselves about, and observe, such
restrictions. Any failure to comply with the restrictions may
constitute a violation of the securities law of any such
jurisdiction.
Beaumont Cornish ("BCL"), which is
regulated by the Financial Conduct Authority ("FCA"), is acting as
financial adviser exclusively for Condor and for no one else in
connection with the matters referred to in this announcement and
will not be responsible to anyone other than Condor for providing
the protections afforded to its clients or for providing advice in
relation to the matters referred to in this announcement. Neither
BCL, nor any of its affiliates, owes or accepts any duty, liability
or responsibility whatsoever (whether direct or indirect, whether
in contract, in tort, under statute or otherwise) to any person who
is not a client of BCL in connection with this announcement, any
statement contained herein or otherwise.
SP Angel Corporate Finance LLP ("SP
Angel"), which is regulated by the FCA, is acting as adviser
exclusively for Condor and for no one else in connection with the
matters referred to in this announcement and will not be
responsible to anyone other than Condor for providing the
protections afforded to its clients or for providing advice in
relation to the matters referred to in this announcement.
Neither SP Angel, nor any of its affiliates, owes or accepts
any duty, liability or responsibility whatsoever (whether direct or
indirect, whether in contract, in tort, under statute or otherwise)
to any person who is not a client of SP Angel in
connection with this announcement, any statement contained herein
or otherwise.
H&P Advisory
Limited ("H&P"), which is regulated by the FCA, is acting
as adviser exclusively for Condor and for no one else in connection
with the matters referred to in this announcement and will not be
responsible to anyone other than Condor for providing the
protections afforded to its clients or for providing advice in
relation to the matters referred to in this announcement. Neither
H&P, nor any of its affiliates, owes or accepts any duty,
liability or responsibility whatsoever (whether direct or indirect,
whether in contract, in tort, under statute or otherwise) to any
person who is not a client of H&P in connection with this
announcement, any statement contained herein or
otherwise.
MAR
The information contained within
this announcement is deemed by the Company to constitute inside
information as stipulated under the Market Abuse Regulations (EU)
No. 596/2014 as it forms part of UK Domestic Law by virtue of the
European Union (Withdrawal) Act 2018. The person responsible
for releasing this statement on behalf of the Company is Mark
Child.