£770,000 Placing and Equity Swap
29 January 2014
AIM: AAU
£770,000 PLACING AND EQUITY SWAP
Ariana Resources plc ("Ariana" or "the Company"), the gold exploration and development company focused on Turkey, is pleased to announce that it has conditionally raised £770,000 (before expenses) by way of a subscription for 85,555,556 ordinary shares of 0.1p each at a price of 0.9p per share (the "Subscription").
Highlights:
Lanstead Capital L.P. ("Lanstead") has maintained its approx. 25% shareholding in the Company through the subscription of 21,111,111 ordinary shares.
Significant support provided by Ariana directors, staff and individuals associated with the Company both in Turkey and internationally - approximately 20% of the funds raised from these sources.
Funds raised will enable the acceleration of exploration activities on the wider Kiziltepe area of the Red Rabbit Gold Project in western Turkey - previous results have demonstrated the potential to increase current resources.
Dr. Kerim Sener, Managing Director, commented:
"We have advanced the Kiziltepe Sector of the Red Rabbit Gold Project though to pre-production, and following the grant of the final applicable permits, our Joint Venture partners, Proccea Construction, will progress with the building of the mine. With an initial project reaching maturity in the development curve, and revenue generation from Kiziltepe anticipated following the mine going into production, Ariana is now turning its attention to the wider Kiziltepe area. This is an area that has to date yielded highly encouraging exploration results.
"This recent exploration work at Kiziltepe, and the new exploration plan that we initiated in November 2013, has highlighted the potential for us to increase the current mineable resources at the Kiziltepe Sector over the next two years, focusing initially on existing exploration targets. This work is now our over-arching priority, as we look to enhance the overall economics of the Kiziltepe Sector, extend the mine life and thereby increase the attributable value of this asset.
"With this in mind, the funds raised will provide us with capital to complete a programme of airborne geophysics and drill-target definition in order to advance exploration and resource delineation. I would also like to note the significant support provided by my fellow directors, Ariana employees and numerous other individuals involved with the Company and project, both in Turkey and overseas. Their participation in this fundraising not only highlights all parties' confidence in the quality of the project and the significant resource upside potential still achievable at Kiziltepe, but also underlines how aligned we are to the success of this project over the coming years."
Use of Proceeds
The funds will be used by the Company to advance exploration in the vicinity of the Company's planned Kiziltepe mine in western Turkey and for general working capital. Following the approval of the Environmental Impact Assessment the Company is expecting to advance the permitting necessary for construction with its Joint Venture partners, Proccea Construction. Once permitting has been finalised, the Company expects construction to conclude within eight months of start-up.
While permitting and construction matters are being advanced, the Company has determined that the most efficient way to advance further regional and local scale exploration in the vicinity of the planned Kiziltepe mine will be to complete a programme of airborne geophysics and drill-target definition. It is the intention of the Company to apply part of the funds raised to delivering on these objectives. In addition, funds will be used for working capital and investment in the equity swap as set out below.
The Subscription
The Company has conditionally raised £770,000 (before expenses) by way of Subscription. The 85,555,556 new ordinary shares of 0.1p each ("the Shares") will rank pari passu with all existing ordinary shares and application will be made for the Shares to be admitted to trading on AIM ("Admission"). Of the subscription, Lanstead, an institutional investor, has subscribed for 21,111,111 new ordinary shares of 0.1p each (the "Lanstead Subscription Shares") at 0.9p per share for an aggregate consideration of £190,000. Admission is expected to take place on or around 4 February 2014.
Certain Directors and their families have also participated in the Placing and have subscribed in aggregate for 3,999,999 new Ordinary Shares of 0.1p each at a price of 0.9p per share for an aggregate consideration of £36,000. The subscriptions by the Directors, together with their interests in the enlarged issued share capital, are set out below:
| Director | Current holding of Ordinary Shares | New Ordinary Shares subscribed for in the Placing | Enlarged holding of Ordinary Shares on completion of the Placing | Percentage interest in the enlarged issued share capital |
| A. Kerim Sener* | 8,299,091 | 1,888,888 | 10,187,979 | 1.59% |
| Michael J. de Villiers | 10,000,000 | 1,000,000 | 11,000,000 | 1.71% |
| William J.B. Payne** | 2,557,178 | 1,111,111 | 3,668,289 | 0.57% |
* the new ordinary shares were purchased by members of Dr. Sener's immediate family.
** Mr Payne's holding includes ordinary shares owned by members of his immediate family.
The Equity Swap
In addition, the Company has entered into an Equity Swap Agreement with Lanstead, which allows the Company to retain much of the economic interest in the Lanstead Subscription Shares. The Equity Swap Agreement will allow the Company to secure much of the potential upside arising from near term news flow.
The Equity Swap Agreement provides that the Company's economic interest will be determined and payable in 24 monthly settlement tranches as measured against a Benchmark Price of 1.2 pence per share. If the measured share price exceeds the Benchmark Price, for that month, the Company will receive more than 100 per cent of the monthly settlement due. There is no upper limit placed on the additional proceeds receivable by the Company as part of the monthly settlements. Should the share price be below the Benchmark Price, the Company will receive less than 100 per cent of the expected monthly settlement on a pro rata basis. Of the Lanstead subscription proceeds of £190,000, the Company will use £38,000 for working capital and £152,000 for investment in the Equity Swap under the Agreement as described above. In no case would a decline in the Company's share price result in any increase in the number of ordinary shares received by Lanstead or any other advantage accruing to Lanstead.
The Company will also issue 2,111,111 new ordinary shares to Lanstead in consideration for the Equity Swap Agreement. The mid-market price of an ordinary share at the close of business on 27 January 2014 (being the latest practicable day prior to the publication of this announcement) was 1.035p. Application has been made for the 2,111,111 new ordinary shares of 0.1p each, which when issued will rank pari passu with the existing shares in issue, to be admitted to trading on AIM and such admission is expected to become effective on 4 February 2014.
The Directors consider that the arrangements with Lanstead provide the Company with flexibility in continuing to advance the Red Rabbit Project while realising results as well as maintaining a constant source of funds covering a substantial part of the Company's longer term cash flow requirements.
Following the issue of the new ordinary shares, the Company's issued share capital will consist of 642,616,141 Ordinary Shares with a nominal value of 0.1p each, with voting rights ("Ordinary Shares"). The Company does not hold any Ordinary Shares in Treasury. Therefore the total number of Ordinary Shares in the Company with voting rights is 642,616,141.
Contacts:
| Ariana Resources plc | Tel: +44 (0) 20 7407 3616 |
| Michael de Villiers, Chairman | |
| Kerim Sener, Managing Director | |
| Beaumont Cornish Limited | Tel: +44 (0) 20 7628 3396 |
| Roland Cornish / Felicity Geidt | |
| Beaufort Securities Limited | Tel: +44 (0) 20 7382 8387 |
| Guy Wheatley | |
| Loeb Aron & Company Ltd. | Tel: +44 (0) 20 7628 1128 |
| John Beresford-Peirse / Dr. Frank Lucas | |
| St Brides Media & Finance Ltd | Tel: +44 (0) 20 7236 1177 |
| Susie Geliher / Lottie Brocklehurst | |
Editors' note:
About Ariana Resources:
Ariana is an exploration and development company focused on epithermal gold-silver and porphyry copper-gold deposits in Turkey. The Company is developing a portfolio of prospective licences selected on the basis of its in-house geological and remote-sensing database, on its own in western Turkey and in Joint Venture with Eldorado Gold Corporation in north-eastern Turkey. Eldorado owns 51% of this joint venture and are fully funding all exploration work on the JV properties, while Ariana owns 49%. The total resource inventory within this JV is 1.09 million ounces of gold.
The Company's flagship assets are its Kiziltepe and Tavsan gold projects which form the Red Rabbit Gold Project. Both contain a series of prospects, within two prolific mineralised districts in the Western Anatolian Volcanic and Extensional (WAVE) Province in western Turkey. This Province hosts the largest operating gold mines in Turkey and remains highly prospective for new porphyry and epithermal deposits. These core projects, which are separated by a distance of 75km, are presently being assessed as to their economic merits and now form part of a Joint Venture with Proccea Construction Co. The total resource inventory at the Red Rabbit Project stands at 475,000 ounces of gold equivalent.
Beaufort Securities Limited and Loeb Aron & Company Ltd. are joint brokers 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.
Ends
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Ariana Resources plc via Globenewswire
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