Condor Gold Accepts £67.5 Million Offer from Metals Exploration PLC

Highlights

• Condor Gold agrees to a cash and share deal worth £67.5 million with Metals Exploration.
• Shareholders to receive New MTL Shares, cash, and Contingent Value Rights (CVRs) as part of the offer.
• The deal includes potential future payments linked to first gold production at La India in Nicaragua.

Condor Gold PLC (LSE:CNR, TSX:COG, OTC:CNDGF) has accepted a £67.5 million cash and share offer from Metals Exploration PLC (AIM:MTL), backed by entrepreneur Nick Candy. The agreement marks a significant step for both companies, combining assets and creating opportunities for future growth.

Details of the Offer
Under the terms of the deal, Condor Gold shareholders will receive the following:

• 4.0526 New MTL Shares for each Condor Gold share.
• 9.9p in cash per share.
• 1 Contingent Value Right (CVR) per share, entitling shareholders to a pro-rata share of up to $14.4 million based on the first gold production at the La India mining operations in Nicaragua.

The total consideration amounts to approximately 33p per Condor Gold share. On completion, Condor shareholders will own approximately 33.8% of Metals Exploration’s enlarged share capital, reflecting the strategic integration of the two companies.

Future Payments via CVRs
The CVRs provide an additional layer of value to Condor shareholders, tied directly to the success of the La India project. Payments under the CVRs will be issued either as new MTL Shares or unsecured loan notes, with a maximum payout of $28.8 million, equivalent to 11.1p per Condor Gold share.

Strategic Implications
This acquisition reflects Metals Exploration’s commitment to expanding its footprint in the mining sector and leveraging the high potential of the La India project. For Condor Gold, the deal provides immediate value while enabling shareholders to participate in the future upside of the combined entity.

The La India mining operation in Nicaragua remains central to the transaction, offering promising prospects for gold production. The integration of resources and expertise is expected to drive operational efficiencies and unlock new opportunities for development.

Market Reaction
Shares in Condor Gold eased 1.8% to 27.8p following the announcement, as investors absorbed the details of the deal and its implications for the future. The transaction signals confidence in the combined capabilities of Condor and Metals Exploration to deliver long-term value.

Looking Ahead
As the offer progresses toward completion, the focus will shift to integrating the two companies’ operations and advancing the La India project. With potential payouts linked to gold production, the deal aligns the interests of all stakeholders in the success of future mining activities.

This agreement represents a pivotal moment for both Condor Gold and Metals Exploration, setting the stage for enhanced growth and value creation in the mining sector.