Result of General Meeting

Ariana Resources PLC

26 June 2024

 

26 June 2024

AIM: AAU

RESULT OF GENERAL MEETING

Ariana Resources plc ("Ariana" or "the Company"), the AIM-traded mineral exploration and development company with gold project interests in Africa and Europe, is pleased to announce that at a General Meeting held at 12 noon today (the "Meeting"), an ordinary resolution for the Acquisition by Merger with Rockover Holdings Limited was approved by shareholders on a poll.

Completion of the all-share merger of the Company and Rockover Holdings Limited ("Rockover") in accordance with the merger implementation agreement ("Merger") is expected to take place on 28 June 2024.  Based on the merger ratio, the Company will issue 687,817,998 new ordinary shares of 0.1p each ("Ordinary Shares") (being the Merger Shares) to acquire all the Rockover shares not already owned by Asgard Metals Fund (a company 100% owned by Ariana).

On completion of the Merger, the Company will confirm the appointments of the new directors, Nicholas Graham and Andrew du Toit, containing the information required under the AIM Rules.

Application has as previously announced been made to the London Stock Exchange for the admission of the Merger Shares, which will rank pari passu with all existing Ordinary Shares, to trading on AIM ("Admission"). Admission is expected to occur and dealings are expected to commence in the Merger Shares at 8.00 a.m. on 28 June 2024.

Upon Admission, the Enlarged Issued Share Capital will be 1,834,181,328 Ordinary Shares.

The results of the poll put after the Meeting were as follows:

RESOLUTION	VOTES FOR	%	VOTES AGAINST	%	VOTES TOTAL	% of ISC VOTED	VOTES WITHHELD
1	298,256,487	70.27%	126,157,417	29.73%	424,413,904	37.02%	126,685

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms part of UK Domestic Law by virtue of the European Union (Withdrawal) Act 2018 ("UK MAR").

Contacts:

Ariana Resources plc	Tel: [phone]
Michael de Villiers, Chairman
Kerim Sener, Managing Director
Beaumont Cornish Limited (Nominated Adviser)	Tel: [phone]
Roland Cornish / Felicity Geidt
Panmure Gordon (UK) Limited (Joint Broker)	Tel: [phone]
Hugh Rich / Atholl Tweedie / Rauf Munir
WHIreland Limited (Joint Broker) Harry Ansell / Katy Mitchell / George Krokos Yellow Jersey PR Limited (Financial PR)	Tel: [phone] Tel: [phone]
Dom Barretto / Shivantha Thambirajah / Bessie Elliot	[e-mail]

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.

Editors' Note:

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 gold production in Türkiye and copper-gold exploration and development projects in Cyprus and Kosovo.

The Company holds 23.5% interest in Zenit Madencilik San. ve Tic. A.S. a joint venture with Özaltin 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 Tavsan mines and the 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 100% of Australia-registered Asgard Metals Fund ("Asgard"), as part of the Company's proprietary Project Catalyst Strategy. The Fund is focused on investments 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.

Ariana owns 75% 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 Mining Corporation (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 assets in Cyprus which contain a combined JORC Indicated and Inferred Resource of 16.6Mt @ 0.45% to 0.80% copper (excluding additional gold, silver and zinc.

Panmure Gordon (UK) Limited and WH Ireland Limited are 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.

 

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