Sprott's Offer for Central GoldTrust Again Fails to Achieve the Minimum Tender Condition; GoldTrust Trustees Correct Sprott's Inaccurate Statements

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Central GoldTrust ("GoldTrust")
GTU
(C$)
GTU
(US$) (NYSE MKT:
GTU
) (US$) confirmed today that the unsolicited offer by Sprott Asset Management LP and Sprott Physical Gold Trust ("Sprott PHYS"; and collectively, "Sprott") for all of the outstanding Units of GoldTrust has once again failed to achieve sufficient acceptance to satisfy the required minimum tender condition. As a result, Sprott has yet again, for the 6(th) time, extended the expiry date of the offer, which is now set to expire on November 20, 2015. The Board of Trustees of GoldTrust (the "Board") has reaffirmed its recommendation that Unitholders should continue to reject Sprott's inadequate offer, which provides no material premium to GoldTrust Unitholders. GoldTrust Unitholders should retain their Units, withdraw any tendered Units and support GoldTrust's proposed enhanced cash redemption feature, which your Trustees believe will provide greater benefits to ALL long-term GoldTrust Unitholders than Sprott's physical redemption feature. The Trustees again wish to set the record straight by informing Unitholders of key deficiencies in Sprott's offer and correcting several of Sprott's misleading statements: -- The affairs of GoldTrust are overseen by an independent Board of Trustees for the benefit of its Unitholders. The majority of the Trustees are independent of the Spicer family, which founded and originally funded GoldTrust and which owns a controlling interest in GoldTrust's administrator. The executives of GoldTrust and its administrator take their direction from the Board, which has always acted in the best interests of Unitholders, keeping administration fees low and stewarding Unitholders' bullion assets in the most secure and tax effective manner. The independent members of the Board have made all decisions and recommendations regarding Sprott's offer after careful consideration and consultation with the Board, its counsel and the Special Committee's financial advisors and legal counsel. The administrator and the Spicer family have been supportive of the Board since GoldTrust was established in 2003 and have never dictated how the Board should decide on any matter. -- The Trustees will continue to act in the best interests of ALL Unitholders and cannot endorse a deficient offer that does not benefit ALL Unitholders. Principally because we don't agree with them, Sprott has waged a smear campaign claiming poor governance and entrenchment of the Trustees. Their numerous unfounded allegations are intended to distract Unitholders from the deficiencies of their inadequate offer: no material premium, higher management fees, lower bullion security and safeguards, significantly reduced governance rights and higher potential tax liability for certain U.S. Unitholders1. -- Sprott's claims that GoldTrust Units have "traded for most of their existence at double-digit discounts"2 are completely false. In fact, GoldTrust Units have traded at an average premium to net asset value ("NAV") of 1.5% since GoldTrust was established in 20033. -- To address the recent trading discounts to NAV, which have occurred as a result of the protracted bear market for gold, the Trustees have approved and intend to implement an enhanced cash redemption feature at 95% of NAV. This enhanced cash redemption feature would be available to ALL GoldTrust Unitholders, large and small, at any time. By contrast, Sprott's physical redemption feature is only available on a monthly basis and would only be available to GoldTrust Unitholders with holdings greater than approximately US$450,000, which represents less than 1% of all Unitholders. This enhanced cash redemption feature would also be accretive to non-redeeming Unitholders, reduce the likelihood of physical gold bullion arbitrage by hedge funds and avoid the potential negative tax implications of Sprott's physical redemption feature. For these reasons, your Trustees have concluded that this proposed enhanced cash redemption feature is a superior alternative to Sprott's physical redemption feature, a similar version of which was overwhelmingly rejected by Unitholders in May of this year. Through legal intervention, Sprott has thus far managed to deprive all GoldTrust Unitholders of the clear benefits of this enhanced cash redemption feature in order to facilitate their self-serving, hostile takeover bid. -- Sprott's poor track record as a fund manager should concern GoldTrust Unitholders. A review of Sprott's performance shows their abysmal track record as a fund manager, and yet despite this poor track record, they would charge GoldTrust Unitholders 75% higher management fees4. Sprott PHYS has seen the number of its outstanding units decline by approximately 25% due to redemptions by its own investors5. Sprott's assets under management have declined by approximately 24% since the third quarter of 20126. Sprott Inc., Sprott's flagship publicly-traded company, whose shareholders are funding Sprott's hostile takeover bid, has lost approximately 75% of its value since its IPO7. Sprott Resource Corp. has seen its NAV decline by 62% over the past year and was trading at a 57% discount to NAV according to Sprott Resource Corp.'s most recent quarterly filings8. In addition, the market price of Sprott PHYS units has declined by 7% since its IPO in 2010, while the market price of GoldTrust Units has risen by over 175% since GoldTrust's IPO in 20039. Sprott's interest in GoldTrust has nothing to do with benefiting GoldTrust's Unitholders, their offer is nothing more than a desperate attempt to offset the precipitous decline in Sprott's asset base and plummeting fee income. Bruce Heagle, Chair of the Special Committee of the Board of Trustees of GoldTrust stated: "Sprott initiated this whole process with an inadequate, deficient offer, which has remained substantially unchanged since it was announced in April. Principally because we don't agree with them, Sprott has embarked on a drawn-out smear campaign. Moreover, Sprott's opposition to GoldTrust's proposed enhanced cash redemption feature has deprived Unitholders, at least for the time being, of a superior alternative to Sprott's physical redemption feature, and has resulted in costly litigation. Nothing material has changed in Sprott's offer, and neither has the recommendation of the Trustees. GoldTrust Unitholders are urged to send a clear message to Sprott that it is time to stop destroying investors' capital, stop harassing Unitholders and terminate their inadequate offer. We thank GoldTrust Unitholders for their patience and continued support." GoldTrust Trustees continue to recommend that Unitholders REJECT Sprott's offer, TAKE NO ACTION, DO NOT TENDER their Units to Sprott's offer and WITHDRAW their Units if already tendered. Unitholders who have already tendered to Sprott's offer should withdraw their Units immediately by contacting D.F. King & Co at 1-800-251-7519, or via email at inquiries@dfking.com
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