Duyuru • Jul 01
Catalyst Metals Limited (ASX:CYL) completed the acquisition of Superior Gold Inc. (TSXV:SGI). Catalyst Metals Limited (ASX:CYL) entered into a definitive agreement to acquire Superior Gold Inc. (TSXV:SGI) for CAD 54.9 million on February 22, 2023. Under the terms of the transaction, common shareholders of Superior will receive 0.3571 of one ordinary share of Catalyst for each Superior common share held. The Exchange Ratio represents the equivalent of CAD 0.44 per Superior Share and a total equity value for Superior of approximately CAD 54 million on a fully-diluted basis. Upon completion of the proposed transaction, existing Catalyst shareholders and former Superior shareholders will own approximately 78% and 22% of the combined company, respectively. As of March 30, 2023, CYL has completed its placement for proceeds of AUD 21.5 million (CAD 19.5 million) and announces a standby loan facility of CAD 5 million with Auramet International Inc. for working capital for the proposed transaction. In case of termination under certain circumstances, Superior to pay Catalyst a termination payment of CAD 2 million.The transaction will be implemented by way of a court-approved plan of arrangement under the Business Corporations Act (Ontario) and will require the approval of at least 66 2/3% of the votes cast by the shareholders of Superior at special meeting of Superior expected to be held in the second quarter of 2023. As of May 28, 2023, Shareholders meeting is scheduled to be held on June 26,2023. In addition to Superior shareholder approval, the transaction is also subject to the receipt of applicable court approval, dissent rights have not been exercised and not withdrawn with respect to more than 5% of the issued and outstanding common shares, third party approval, Catalyst shareholder approval and the satisfaction of certain other closing conditions, including Catalyst's completion of a financing of at least AUD 20 million (CAD 18.47 million) and up to AUD 50 million (CAD 46.17 million), Superior receiving a fairness opinion as well as other customary closing conditions. A special committee comprised entirely of independent directors of Superior unanimously recommended the transaction to the Board of Directors of Superior. Superior Board has evaluated the agreement with the Company's management and legal and financial advisors and following the receipt and review of a unanimous recommendation from the Special Committee, the Board has unanimously determined that the transaction is in the best interests of the Company and recommends that shareholders of Superior vote in favour of the transaction. Catalyst Metals board of directors has unanimously resolved to support the transaction. Each of the directors and senior officers of Superior have entered into voting and support agreements with Catalyst pursuant to which they have agreed to vote all Superior Shares they own or control in favour of the proposed transaction. Greywolf Capital Management LP, owning approximately 6.33% of the outstanding shares of Superior announced its intention to vote against the proposed acquisition. The transaction has been approved by the shareholders of Superior Gold. Subject to the satisfaction of these conditions, Catalyst and Superior expect that the transaction will be completed in the second quarter of 2023. The transaction is expected to become effective on June 29, 2023, following the Canadian Court approval hearing for which is scheduled for June 28, 2023. Ontario Superior Court of Justice approved the arrangement on June 28, 2023.Superior's financial advisor is National Bank Financial Inc., its Canadian legal counsel is Bennett Jones LLP, and its Australian counsel is Grondal Bruining Pty Ltd. National Bank Financial Inc. has also been retained to provide a fairness opinion to the Board that the consideration offered under the transaction is fair, from a financial point of view to the shareholders of Superior. Catalyst's financial advisor is Argonaut Securities Pty Ltd, its Canadian legal counsel is Cassels Brock & Blackwell LLP, its Australian legal counsel is Gilbert + Tobin, its tax advisor is PwC (in both Canada and Australia), and Entech is a technical consultant to Catalyst. Institutional Shareholder Services Inc. ("ISS") and Glass, Lewis & Co., LLC ("Glass Lewis"), have both recommended that Superior Gold Inc. shareholders vote for the resolution approving the acquisition of the Superior Gold by Catalyst Metals Limited.Catalyst Metals Limited (ASX:CYL) completed the acquisition of Superior Gold Inc. (TSXV:SGI) on June 29, 2023. Duyuru • Jun 30
Superior Gold Applies to De-List the Common Shares from the TSX Venture Exchange, Effective on the Close of Markets, June 30, 2023 Superior Gold Inc. ("Superior" or the "Company") and Catalyst Metals Limited announced the completion of the previously announced plan of arrangement (the "Arrangement"), whereby Catalyst has acquired all of the issued and outstanding common shares in the capital of the Company (the "Common Shares") by way of a court-approved plan of arrangement under the Business Corporations Act (Ontario). The Catalyst Shares are listed for trading on the Australian Securities Exchange (the "ASX"). The Company has applied to de-list the Common Shares from the TSX Venture Exchange (the "TSXV"), which is expected to be effective on the close of markets, June 30, 2023. Duyuru • Jun 16
Superior Gold To Be Delisted From TSXV Upon Completion of Arrangement Superior Gold Inc. (Superior or the Company) announced that leading independent proxy advisory firms, Institutional Shareholder Services Inc. ("ISS") and Glass, Lewis & Co., LLC ("Glass Lewis"), have both recommended that Company shareholders vote FOR the resolution approving the acquisition of the Company by Catalyst Metals Limited ("Catalyst") by way of a plan of arrangement in accordance with the Business Corporations Act (Ontario) (the "Arrangement") at the Company's Special meeting to be held on June 26, 2023. Following the completion of the Arrangement, Catalyst will maintain its primary listing on the ASX, and Superior will be delisted from the TSXV. Reported Earnings • Apr 27
Full year 2022 earnings released: US$0.12 loss per share (vs US$0.081 profit in FY 2021) Full year 2022 results: US$0.12 loss per share (down from US$0.081 profit in FY 2021). Revenue: US$112.6m (down 18% from FY 2021). Net loss: US$14.2m (down 243% from profit in FY 2021). Revenue is forecast to grow 19% p.a. on average during the next 3 years, compared to a 1.1% decline forecast for the Metals and Mining industry in Europe. Over the last 3 years on average, earnings per share has increased by 64% per year but the company’s share price has fallen by 34% per year, which means it is significantly lagging earnings. Duyuru • Jan 26
Superior Gold Inc. Provides Production Guidance for 2023 Superior Gold Inc. provided Production guidance for 2023. For the year, the company expected Gold production of Low of 65,000 oz to High of 74,000 oz. Reported Earnings • Nov 27
Third quarter 2022 earnings released: US$0.032 loss per share (vs US$0.009 profit in 3Q 2021) Third quarter 2022 results: US$0.032 loss per share (down from US$0.009 profit in 3Q 2021). Revenue: US$25.7m (down 25% from 3Q 2021). Net loss: US$3.96m (down 463% from profit in 3Q 2021). Revenue is forecast to grow 9.8% p.a. on average during the next 3 years, compared to a 3.0% decline forecast for the Metals and Mining industry in Europe. Over the last 3 years on average, earnings per share has increased by 102% per year but the company’s share price has fallen by 13% per year, which means it is significantly lagging earnings. Reported Earnings • Aug 18
Second quarter 2022 earnings released: US$0.016 loss per share (vs US$0.01 profit in 2Q 2021) Second quarter 2022 results: US$0.016 loss per share (down from US$0.01 profit in 2Q 2021). Revenue: US$31.5m (down 8.5% from 2Q 2021). Net loss: US$2.00m (down 267% from profit in 2Q 2021). Over the next year, revenue is forecast to grow 15%, compared to a 21% growth forecast for the Metals and Mining industry in Germany. Over the last 3 years on average, earnings per share has increased by 102% per year but the company’s share price has fallen by 5% per year, which means it is significantly lagging earnings. Reported Earnings • May 26
First quarter 2022 earnings released: EPS: US$0.011 (vs US$0.029 in 1Q 2021) First quarter 2022 results: EPS: US$0.011 (down from US$0.029 in 1Q 2021). Revenue: US$30.2m (down 3.3% from 1Q 2021). Net income: US$1.40m (down 60% from 1Q 2021). Profit margin: 4.6% (down from 11% in 1Q 2021). The decrease in margin was primarily driven by higher expenses. Over the next year, revenue is forecast to grow 18%, compared to a 37% growth forecast for the industry in Germany. Over the last 3 years on average, earnings per share has increased by 92% per year but the company’s share price has only increased by 15% per year, which means it is significantly lagging earnings growth. Reported Earnings • Mar 09
Full year 2021 earnings: Revenues and EPS in line with analyst expectations Full year 2021 results: EPS: US$0.081 (up from US$0.047 loss in FY 2020). Revenue: US$137.7m (up 30% from FY 2020). Net income: US$9.90m (up US$14.7m from FY 2020). Profit margin: 7.2% (up from net loss in FY 2020). The move to profitability was driven by higher revenue. Revenue was in line with analyst estimates. Over the next year, revenue is forecast to grow 10%, compared to a 25% growth forecast for the mining industry in Germany. Over the last 3 years on average, earnings per share has increased by 81% per year but the company’s share price has only increased by 18% per year, which means it is significantly lagging earnings growth. Reported Earnings • Nov 17
Third quarter 2021 earnings released: EPS US$0.009 (vs US$0.021 loss in 3Q 2020) The company reported a strong third quarter result with improved earnings, revenues and profit margins. Third quarter 2021 results: Revenue: US$34.2m (up 26% from 3Q 2020). Net income: US$1.10m (up US$3.15m from 3Q 2020). Profit margin: 3.2% (up from net loss in 3Q 2020). The move to profitability was driven by higher revenue. Recent Insider Transactions • Sep 23
Independent Chairman of the Board recently bought €98k worth of stock On the 20th of September, Mark Wellings bought around 301k shares on-market at roughly €0.33 per share. In the last 3 months, they made an even bigger purchase worth €187k. Mark has been a buyer over the last 12 months, purchasing a net total of €285k worth in shares. Recent Insider Transactions • Sep 12
Independent Chairman of the Board recently bought €187k worth of stock On the 9th of September, Mark Wellings bought around 500k shares on-market at roughly €0.37 per share. This was the largest purchase by an insider in the last 3 months. This was Mark's only on-market trade for the last 12 months. Reported Earnings • Aug 11
Second quarter 2021 earnings released: EPS US$0.01 (vs US$0.004 loss in 2Q 2020) The company reported a strong second quarter result with improved earnings, revenues and profit margins. Second quarter 2021 results: Revenue: US$34.4m (up 38% from 2Q 2020). Net income: US$1.20m (up US$1.56m from 2Q 2020). Profit margin: 3.5% (up from net loss in 2Q 2020). The move to profitability was driven by higher revenue. Executive Departure • Jul 13
Director Michael Mulroney has left the company On the 1st of July, Michael Mulroney's tenure as Director ended after 2.2 years in the role. We don't have any record of a personal shareholding under Michael's name. A total of 2 executives have left over the last 12 months. The current median tenure of the management team is 2.33 years. Reported Earnings • May 12
First quarter 2021 earnings released: EPS US$0.029 (vs US$0.04 loss in 1Q 2020) The company reported a strong first quarter result with improved earnings, revenues and profit margins. First quarter 2021 results: Revenue: US$31.2m (up 18% from 1Q 2020). Net income: US$3.53m (up US$7.36m from 1Q 2020). Profit margin: 11% (up from net loss in 1Q 2020). The move to profitability was primarily driven by higher revenue. Reported Earnings • Mar 11
Full year 2020 earnings released: US$0.047 loss per share (vs US$0.12 loss in FY 2019) The company reported a decent full year result with reduced losses and improved control over expenses, although revenues were weaker. Full year 2020 results: Revenue: US$106.1m (down 8.2% from FY 2019). Net loss: US$4.80m (loss narrowed 60% from FY 2019). Production and reserves: Gold Production: 63.065 troy koz (83.035 troy koz in FY 2019) Number of mines: 2 (2 in FY 2019) Analyst Estimate Surprise Post Earnings • Mar 11
Revenue misses expectations Revenue missed analyst estimates by 2.8%. Over the next year, revenue is forecast to grow 17%, compared to a 19% growth forecast for the Metals and Mining industry in Germany. Is New 90 Day High Low • Mar 04
New 90-day low: €0.35 The company is down 11% from its price of €0.40 on 04 December 2020. The German market is up 9.0% over the last 90 days, indicating the company underperformed over that time. It also underperformed the Metals and Mining industry, which is up 55% over the same period. According to the Simply Wall St valuation model, the estimated intrinsic value of the company is €1.65 per share. Reported Earnings • Nov 19
Third quarter 2020 earnings released: US$0.022 loss per share The company reported a solid third quarter result with reduced losses and improved revenues and control over expenses. Third quarter 2020 results: Revenue: US$27.2m (up 2.3% from 3Q 2019). Net loss: US$2.10m (loss narrowed 49% from 3Q 2019). Is New 90 Day High Low • Nov 05
New 90-day low: €0.42 The company is down 16% from its price of €0.50 on 07 August 2020. The German market is down 1.0% over the last 90 days, indicating the company underperformed over that time. It also underperformed the Metals and Mining industry, which is down 3.0% over the same period. According to the Simply Wall St valuation model, the estimated intrinsic value of the company is €11.18 per share. Is New 90 Day High Low • Oct 21
New 90-day low: €0.44 The company is down 42% from its price of €0.75 on 23 July 2020. The German market is down 2.0% over the last 90 days, indicating the company underperformed over that time. It also underperformed the Metals and Mining industry, which is up 6.0% over the same period. According to the Simply Wall St valuation model, the estimated intrinsic value of the company is €6.71 per share. Is New 90 Day High Low • Sep 24
New 90-day low: €0.47 The company is down 11% from its price of €0.53 on 26 June 2020. The German market is up 3.0% over the last 90 days, indicating the company underperformed over that time. It also underperformed the Metals and Mining industry, which is up 12% over the same period. According to the Simply Wall St valuation model, the estimated intrinsic value of the company is €8.69 per share.