Trading Symbols
AIM: AGQ
FWB: I3A
10 May
2018
Placing to raise
£602,000 and Board changes
Arian Silver Corporation (“Arian” or the “Company”) is pleased
to announce that it has raised £602,000 (before expenses) by way of
a non-brokered private placing at a 4.2% premium to the closing
market price on 9 May 2018, in
conjunction with key changes to its board of directors, as detailed
below.
Board Changes
Jim Williams, one of two
co-founders of Arian and CEO since May
2006, has announced his retirement as a director and CEO of
the Company with effect from the date of Admission (as defined
below). Jim Williams will avail
himself to the Company in an advisory capacity, when required, over
the next 12 months.
Tony Williams, who co-founded
Arian with Jim Williams, and who
served as Executive Chairman during the same period, has also
announced his retirement as a director and Executive Chairman of
the Company, with effect from the date of Admission.
Pursuant to the terms of their Directors Service Contracts, both
Jim Williams and Tony Williams will receive a settlement payment
equal to their annual Directors’ fee from the Company (the
“Settlement Payments”). The Settlement Payments will be made partly
in cash and partly through the issuance of common shares of no par
value in the capital of the Company (“Common Shares”) at a price of
0.25p per Common Share (the “Settlement Shares”).
Dennis Edmonds has been appointed
as Executive Chairman of the Company with effect from the date of
Admission and succeeds Tony Williams
as Chairman of the Board.
Dennis practiced as a corporate solicitor in the Republic of
South Africa and in England and has extensive experience of
corporate acquisitions and restructurings. Dennis was later
employed at board level in the investment banking and venture
capital industries and his experience includes structuring deals
and running companies.
Dennis Vernon Edmonds, aged 61,
is a director/partner or has been a director/partner of the
following companies/partnerships during the previous five
years:
Current
Directorships
Draganfly Investments Limited
Bubblr Limited
Bubblr Holdings Ltd |
Former Directorships
within the past 5 years
Upbeat Productions Ltd
Healthcare IT Strategy Solutions Limited
Opus Family Office Services Ltd |
Upon his appointment as Executive Chairman, the Company will
grant Mr Edmonds options over 17,142,373 Common Shares exercisable
at a price of 0.25p each, for a period of five years from the date
of grant. The exercise price represents a premium of 4.2% to
Arian’s closing price on 9 May 2018.
Mr Edmonds has no other interests in the Company’s Common
Shares.
Chris Gordon has been appointed
as an independent Non-Executive Director with effect from the date
of Admission.
Chris Gordon has a Bachelor of
Economics degree awarded by the University of London and over 10 years' experience in the
financial services sector in London, working in dealing and trading roles
with a focus on raising capital for listed companies. Chris
Gordon previously acted as a non-executive director for Gunsynd plc
which is listed on AIM.
Christopher Charles Gordon, aged
32, is a director/partner or has been a director/partner of the
following companies/partnerships during the previous five
years:
Current
Directorships
Gordon Global Index |
Former Directorships
within the past 5 years
Gunsynd Plc
MV Biscuits Limited |
Upon his appointment as Non-Executive Director, the Company will
grant Mr Gordon options over 17,142,373 Common Shares exercisable
at a price of 0.25p each, for a period of five years from the date
of grant. Mr Gordon has no other interests in the Company’s Common
Shares.
Save for the information disclosed above there is no other
information to be disclosed in respect of either Messrs Edmonds or
Gordon under Schedule 2(g) of the AIM Rules.
Private Placing
Arian has raised a total of £602,000 before expenses by way of a
non-brokered placing of 240,800,000 Common Shares at a price of
0.25p each (the “Placing Shares”) to new investors, at a premium of
approximately 4.2% to Arian’s closing price on 9 May 2018 (the “Placing”).
The Company intends to use the net proceeds of the Placing to
actively look for new mining projects that Arian could develop in
order to contribute to the Company’s future growth strategy.
The Placing is conditional on the Placing Shares, which will
rank pari passu with the existing Common Shares, being
admitted to trading on AIM (“Admission”). Application for the
Admission of the Placing Shares will be made and it is expected
that Admission of the Placing Shares will become effective at
8:00am on or around 15 May 2018.
Jim Williams commented,
“On behalf of all the directors, I would like to welcome Dennis
and Chris to the Board. We are excited and optimistic about Arian’s
prospects under Dennis’ leadership and I wish him, the Board and
our shareholders well for the future.”
Dennis Edmonds, Chairman of
Arian, commented, “I am delighted to be taking on this role
at such an important time. I would like to thank Jim and Tony for
their evident tenacity and commitment to the Company over the past
12 years, and look forward to having opportunity to share my vision
for the Arian in due course.”
Significant Shareholders and Total
Voting Rights
Following the Admission of both the Placing Shares and the
Settlement Shares and assuming no exercise of share options or
warrants prior to that date, the following companies and
individuals will have significant shareholdings in the Company:
Shareholder |
Common Shares held
following the Admission |
Percentage of Common
Shares held following the Admission with voting rights
|
King Dragon (Far East)
Limited |
120,000,000 |
17.10% |
Jim Williams |
27,900,000 |
3.98% |
Roderick McIllree |
24,000,000 |
3.42% |
Following Admission of the Placing Shares and the Settlement
Shares and assuming no exercise of share options or warrants prior
to that date, the Company will have 701,694,941 Common Shares in
issue. The Company has no shares in treasury, therefore the figure
of 701,694,941 Common Shares should 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 of their
interest in, the share capital of the Company under the FCA’s
Disclosure and Transparency Rules.
This announcement contains inside
information for the purposes of Article 7 of Regulation (EU)
596/2014.
In addition, market soundings (as
defined in MAR) were taken in respect of the Placing with the
result that certain persons became aware of inside information (as
defined in MAR), as permitted by MAR. This inside information is
set out in this Announcement. Therefore, those persons that
received inside information in a market sounding are no longer in
possession of such inside information relating to the Company and
its securities.
For further
information please contact:
Arian Silver
Corporation
Jim Williams, CEO
David Taylor, Company Secretary
Tel: +44 (0)20 7887 6599 |
Northland Capital
Partners Limited
David Hignell / John Howes / Dugald J. Carlean / Jamie
Spotswood
Tel: +44 (0)203 861 6625 |
OR |
|
Yellow Jersey
Charles Goodwin / Harriet Jackson
Tel: +44 (0)7747 788 221 |
|