Oct 28 (Reuters) - Nord Gold S.E.:
* WILL MAKE OFF-MARKET TAKEOVER FOR ALL OUTSTANDING SHARE CAPITAL OF CARDINAL ON SAME TERMS AS ITS ON- MARKET OFFER
* IF A HIGHER COMPETING OFFER IS MADE, CO MAY INCREASE ITS OFFER PRICE UNDER OFF-MARKET OFFER, INCLUDING TO A$1.05 PER SHARE
* OFF-MARKET OFFER FOR CARDINAL WILL BE FREE OF CONDITIONS, AND OFFER PRICE OF A$1.00
* PROPOSES TO OFFER TO HOLDERS OF CERTAIN CARDINAL OPTIONS TO ACQUIRE THEIR CARDINAL OPTIONS ON SAME TERMS AS THOSE OFFERED BY SHANDONG