Placing to raise £602,000 and Board changes

May 10th, 2018

Related documents

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

.