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REG - Ariana Resources PLC - Result Placing and Subscription & PDMR Dealing

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RNS Number : 3141C  Ariana Resources PLC  26 March 2025

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY THE COMPANY TO
CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION
(EU) NO. 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW PURSUANT TO THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED. UPON THE PUBLICATION OF
THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS
CONSIDERED TO BE IN THE PUBLIC DOMAIN.

26 March 2025

 

Ariana Resources plc

 

("Ariana" or the "Company")

 

Result Placing and Subscription

PDMR Dealing

Ariana Resources plc (LSE: AAU), the AIM-listed mineral exploration and
development company with gold project interests in Africa and Europe,
confirms, further to its announcement of 7:00 a.m. on 26 March 2025 that it
has successfully closed the Placing and Subscription which raised in aggregate
£1.05m.

Capitalised terms used but not otherwise defined in this announcement shall
have the meanings ascribed to such terms in Appendix I of the Company's
announcement issued at 7:00 a.m. on 26 March 2025, unless the context requires
otherwise.

Result of Placing and Subscription

Subject to the satisfaction of the conditions referred to below, the Placing
has raised, in aggregate, gross proceeds of £700k through the placing of
46,599,997 new Ordinary Shares (the "Placing Shares") at a price of 1.5 pence
per share and issued, in aggregate, 3,727,998 Ordinary Shares to the Company's
broker Zeus Capital and its associated placing agent Fortified Securities in
lieu of fees connected to the Placing (the "Broker Shares"). The Subscription
has raised £347k through the issue of 6,666,667 new Ordinary Shares to
Directors and management and 16,439,272 new Ordinary Shares to consultants to
the Company in lieu of fees (together the "Subscription Shares").

In addition, the Company is expecting to receive an additional subscription
letter for £77k (for the issue of 5,153,000 ordinary shares at 1.5p) and is
expecting to receive agreement to issue another 1,950,508 Ordinary Shares at
1.5p in lieu of service fees of £29k. Whilst no guarantee can be provided
that these additional arrangements will be entered into, the Directors are
confident that they will be. A further announcement  will be made in due
course if these arrangements are entered into.

The allotment and issue of the Placing Shares, the Subscription Shares and the
Broker Shares is conditional, inter alia, upon:

·     Admission becoming effective by no later than 8.00 a.m. on or
around 7 April 2025 (or such other time and/or date, being no later than 8.00
a.m. on 30 April 2025, as Zeus and the Company may agree);

·     the conditions in the Placing Agreement in respect of the Placing
Shares being satisfied or (if applicable) waived; and

·      the Placing Agreement not having been terminated in accordance
with its terms prior to Admission.

Accordingly, if any of such conditions are not satisfied or, if applicable,
waived, the Placing and the Subscription will not proceed.

Use of Proceeds

The net proceeds from the Fundraise will be used to provide working capital
for the Company and to provide funds to complete certain desktop and field
work to support the ongoing feasibility study at the Dokwe Project.

The net proceeds from the Placing and Subscription will ensure that the
Company has sufficient working capital and funds for its immediate project
exploration and development needs until July 2025. Accordingly, the Company
aims to secure additional funding and is currently in discussions with various
parties regarding other funding arrangements. Further updates will be given in
due course.

Dr. Kerim Sener, Managing Director of the Company, commented:

"We welcome the support of several new investors into this placing and the
associated support of our advisors and consultants. This placing is designed
to enable us to complete the initial technical work on the Dokwe Gold Project
feasibility study to showcase a revised Ore Reserve and to establish the basis
for further project development. We are excited to advance Dokwe through its
feasibility study over the remainder of this year, as this represents the most
significant development asset in our advanced portfolio. We recognise the
value of this asset and the importance of unlocking the true value for our
shareholders."

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for admission of the
Placing Shares, Subscription Shares and the Broker Shares, a total of
73,433,934 new Ordinary Shares to trading on AIM (the "New Shares". It is
expected that Admission will become effective and dealings in the New Shares
will commence on AIM at 8.00 a.m. on or around 7 April 2025 (or such later
date as may be agreed between the Company and the Zeus, but no later than 30
April 2025) ("Admission").

The New Shares will be issued fully paid and will rank pari passu in all
respects with the Company's existing Ordinary Shares.

Following Admission, the total number of Ordinary Shares in the capital of the
Company in issue will be 1,936,495,262 with voting rights. This figure may be
used by shareholders as the denominator for the calculations by which they
will determine if they are required to notify their interest in, or a change
to their interest in, the Company's share capital pursuant to the Financial
Conduct Authority's Disclosure Guidance and Transparency Rules.

Director Participation

Certain directors of the Company participated in the Fundraising, details of
which are outlined below:

 Name                 Position                Number of New Ordinary Shares subscribed for   Shareholding following Admission  Percentage of enlarged share capital
 Michael de Villiers  Chairman                1,466,667                                      66,216,667                        3.42%
 William Payne        Non-Executive Director  1,333,333                                      12,692,647                        0.66%
 Chris Sangster       Non-Executive Director  666,667                                        8,593,954                         0.44%
 Andrew du Toit       Operations Director     533,333                                        533,333                           0.03%
 Nicholas Graham      Non-Executive Director  666,667                                        358,613,540                       18.52%
 Kerim Sener          Managing Director       2,000,000                                      23,523,526                        1.21%

 

For further information, please contact:

Enquiries:

 

 Ariana Resources plc                            Tel: +44 (0) 20 7407 3616

 Michael de Villiers, Chairman

 Kerim Sener, Managing Director

 Beaumont Cornish Limited (Nominated Adviser)    Tel: +44 (0) 20 7628 3396

 Roland Cornish / Felicity Geidt

 Zeus (Broker)                                   Tel: +44 (0) 203 829 5000

 Harry Ansell / Katy Mitchell

 Yellow Jersey PR Limited (Financial PR)         Tel: +44 (0) 7983 521 488

 Dom Barretto / Shivantha Thambirajah /          arianaresources@yellowjerseypr.com

 Bessie Elliot

 

Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated
Adviser and is authorised and regulated by the FCA. Beaumont Cornish's
responsibilities as the Company's Nominated Adviser, including a
responsibility to advise and guide the Company on its responsibilities under
the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed
solely to the London Stock Exchange. Beaumont Cornish is not acting for and
will not be responsible to any other persons for providing protections
afforded to customers of Beaumont Cornish nor for advising them in relation to
the proposed arrangements described in this announcement or any matter
referred to in it.

 

About Ariana Resources:

Ariana is an AIM-listed mineral exploration and development company with an
exceptional track-record of creating value for its shareholders through its
interests in active mining projects and investments in exploration companies.
Its current interests include a major gold development project in Zimbabwe,
gold production in Türkiye and copper-gold exploration and development
projects in Cyprus and Kosovo.

 

Ariana owns 100% of the Dokwe Gold Project ("Dokwe") in Zimbabwe. Dokwe is
made up of the Dokwe North and Dokwe Central gold deposits which are located
in the Tsholotsho District near the city of Bulawayo. The deposits have a
combined JORC Measured, Indicated and Inferred Resource of over 1.83 million
ounces of gold (as at June 2024) and the project represents the largest
undeveloped gold project in Zimbabwe.

 

The Company holds 23.5% interest in Zenit Madencilik San. ve Tic. A.S. a
joint venture with Ozaltin Holding A.S. and Proccea Construction Co. in
Türkiye which contains a depleted total of c. 2.2 million ounces gold
equivalent (as at March 2024, using a price ratio of 90 Ag to 1 Au). The joint
venture comprises the Kiziltepe Mine and the Tavsan and Salinbas projects.

 

The Kiziltepe Gold-Silver Mine is located in western Türkiye and contains a
depleted JORC Measured, Indicated and Inferred Resource of 171,700 ounces gold
and 3.3 million ounces silver (as at March 2024). The mine has been in
profitable production since 2017 and has been producing at an average rate of
c.22,000 ounces of gold per annum. A Net Smelter Return ("NSR") royalty of
2.5% on production is being paid to Franco-Nevada Corporation.

 

The Tavsan Gold Mine is located in western Türkiye and contains a JORC
Measured, Indicated and Inferred Resource of 311,000 ounces gold and 1.1
million ounces silver (as at March 2024). Following the approval of its
Environmental Impact Assessment and associated permitting, Tavsan is being
developed as the second gold mining operation in Türkiye and is currently in
construction. A NSR royalty of up to 2% on future production is payable to
Sandstorm Gold.

 

The Salinbas Gold Project is located in north-eastern Türkiye and contains
a JORC Measured, Indicated and Inferred Resource of 1.5 million ounces of gold
(as at July 2020). It is located within the multi-million ounce Artvin
Goldfield, which contains the "Hot Gold Corridor" comprising several
significant gold- copper projects including the 4 million ounce Hot Maden
project, which lies 16km to the south of Salinbas. A NSR royalty of up to 2%
on future production is payable to Eldorado Gold Corporation.

 

Ariana owns 76% of UK-registered Western Tethyan Resources Ltd ("WTR"),
which operates across south-eastern Europe and is based in
Pristina, Republic of Kosovo. The company is targeting its exploration on
major copper-gold deposits across the porphyry-epithermal transition. WTR is
being funded through a five-year Alliance Agreement with Newmont Ventures
Limited (www.newmont.com) and is separately earning-in to up to 85% of the
Slivova Gold Project.

 

Ariana owns 61% of UK-registered Venus Minerals PLC ("Venus") which is
focused on the exploration and development of copper-gold projects in Cyprus,
some of which are in application, containing a combined JORC Indicated and
Inferred Resource of 16.6Mt @ 0.45% to 0.80% copper (excluding additional
gold, silver and zinc).

 

Ariana owns several investments in listed and private companies via its
Australian subsidiary Asgard Metals Pty. Ltd. ("Asgard"), which also
provides technical input into the various investee company exploration
programmes. Investments have been made in high-value potential,
discovery-stage mineral exploration companies located across the Eastern
Hemisphere and within easy reach of Ariana's operational hubs in Australia,
Türkiye, UK and Zimbabwe. Its most advanced interest is through a 2%
holding of Panther Metals Limited (ASX: PNT).

 

Zeus Capital Limited is the broker to the Company and Beaumont Cornish Limited
is the Company's Nominated Adviser.

 

For further information on Ariana, you are invited to visit the Company's
website at www.arianaresources.com.

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         1.    Michael de Villiers

                                                                  2.    William Payne

                                                                  3.    Chris Sangster

                                                                  4.    Andrew du Toit

                                                                  5.    Nicholas Graham

                                                                  6.    Kerim Sener
 2   Reason for the notification
 a)  Position/status                                              Director/PDMR
 b)  Initial notification /Amendment                              Initial Notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Ariana Resources plc
 b)  LEI                                                          213800LVVY7GZY21LH22
 4   Details of the transaction(s): section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv) each
     place where transactions have been conducted
 a)  Description of the financial instrument, type of instrument

     Identification code                                          Ordinary shares of 0.1p each

                                                                  GB00B085SD50
 b)  Nature of the transaction                                    Subscription for new ordinary shares
 c)  Price(s) and volume(s)

Price          Volume
                                                                  1.    1.5p     1,466,667
                                                                  2.    1.5p     1,333,333
                                                                  3.    1.5p     666,667
                                                                  4.    1.5p     533,333
                                                                  5.    1.5p     666,667
                                                                  6.    1.5p     2,000,000
 d)  Aggregated information

Price          Volume
                                                                  1.    1.5p     1,466,667

                                                            2.    1.5p     1,333,333
                                                                  3.    1.5p     666,667
                                                                  4.    1.5p     533,333
                                                                  5.    1.5p     666,667
                                                                  6.    1.5p     2,000,000

 

 e)  Date of the transaction                                      26 March 2025
 f)  Place of the transaction                                     London Stock Exchange, AIM

d)

Aggregated information

 

 

 

 Price          Volume
 1.    1.5p     1,466,667
 2.    1.5p     1,333,333
 3.    1.5p     666,667
 4.    1.5p     533,333
 5.    1.5p     666,667
 6.    1.5p     2,000,000

 

 

e)

Date of the transaction

26 March 2025

f)

Place of the transaction

London Stock Exchange, AIM

 

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