Member Info for VanVan

Master G - By my reckoning the authority will need to be increased to issue all the shares, required for the merger.

Interesting. Thanks. Could I post that on ADVFN? Somehow someone will need to make sure the Nomad is on top of this or a voting error could be made, which I guess might make the transaction null & void?

John - Just google - Does a Listed public Co in the UK need a Special Resolution to issue more shares?? or similar

This is the sort of response you will get.

"You generally need a resolution to issue new shares in a UK company. The Companies Act 2006 requires private companies to pass an ordinary resolution, while public companies need to pass a special resolution."

Question 26:- I can't see how the Co. regard this as only needing an "Ordinary Resolution" which requires 51% of the vote in favour.

I think that is wrong. I believe the Co. need a Special Resolution with 76% voting in favour.

Ordinary Business (Ordinary Resolutions) includes the following business:

Adoption of final accounts.

Declaration of the dividend.

Retirement and appointment of Directors.

Retirement and appointment of Auditors and fixing their remuneration.

You need a resolution to issue new shares in a UK company. The Companies Act 2006 requires private companies to pass an ordinary resolution, while public companies need to pass a special resolution.

With a Special Resolution (SR) you also need 76% in favour (three times higher than the votes cast against it.)

The notice of the general meeting should be duly given to the members, and the notice should contain the intention to purpose the resolution as SR to be mentioned specifically.

The resolution is required to be passed by any methods, such as voting on a show of hands or polling or electronically by the members present in person or proxy or postal ballot.

PLEASE CORRECT ME IF I AM WRONG

Thanks John. Have done!

Very good. I had a laugh. Could I copy that across to ADVFN? I'm sure some would appreciate that.

And this John.

"we anticipate advancing the Dokwe project towards production within the next three years"

Very Motherhood type words. Advancing towards - what does that mean? Not we will be in production in 3 years.

The slide with production from Salinbas is also a joke as was the comment that we are a dividend paying Co.

We need more honesty and much greater clarity. Gritty hard hinting statements.

They need to put themselves in the shoes of shareholders and consider where there are coming from. Consider carefully what they want to hear, primarily of course a focus on how actions will increasing value and reward via dividends.

The need for a Corporate savvy communicator with contacts etc. will only get bigger as they expand and face Institutional interest. It is still very poor currently and we can see that in the recent trading reaction. They have failed so far to excite investors with this new opportunity, perhaps also due to the track record to date.

Posted this!

I agree we did see a better performance from MdV this morning. Sceptically, perhaps he fears the re-election vote!! But yes as he ages he must be looking for a shorter return than one that keeps getting pushed into the long grass.

But as my wife said to me this morning, weren't we promised a dividend once Tavsan was up and running. Have they now rescinded on that? Given the age profile of many here I'm sure that is seen as a very poor show. If you promised to do something important like that and talk about wanting the "financial discipline" etc. it brings, then you have to stand by your word. Given they have been doing DD on Dowke for around a year, they must have had an inkling of what they intended to do. Promising a dividend and thereby perhaps encouraging people to buy shares or certainly hold on and then do the opposite, as though it matters not, is very poor form in my opinion. Those wanting that regular dividend, who were perhaps prepared to hold on ignoring share price gyrations whilst they got an income, could well now decide to sell or reduce their holding. I wonder if they have any concept of how frustrating missed deadlines and failed promises are. Like promises over Salinbas, Cyprus and dividends etc. one starts to loose faith and trust.

Agreed John. That is why I believe we need to know they have sought outside advice to protect our interests. Yes he might be a good Geologist, but that doesn't make him a good Corporate analysts capable of securing the most appropriate deal. I think the outcome of the Ozaltin JV after 5 years is proving that point, as you say. I believe they sort no help at that time either. But Zimbabwe. Not my cup of tea. If we wait for the HizHizarliyayla and Salinbas results ( over due?) then perhaps our share price would be higher and we could negotiate from a stronger position. Issuing all these 687,817,998 shares, diluting our current core assets (including assets producing hard cash) doesn't seem right to me. But I need help to understand why this is a good deal as I expect many others do. We can't take it on face value.

It was on a public Telegraph Group apparently . I believe it was mentioned by Ben the CEO who said they passed over on Dowke, but I haven't seen it myself. They might have passed over due to lack of funds of course and now are now just a bit jealous. Who knows? I have no idea how you find these Telegraph Groups.

Hi John,

Weren't we expecting a lot more than 20,000 ozs; certainly not that long ago it was c. 50,000 ozs from the two with a further 50000 ozs from Salinbas by 2027 I believe. As it has taken so long to bring Tavsan into production, Kiziltepe is being run down and will now rely on ore being trucked in. So the numbers will never be achieved, but perhaps it is all just spread out over a longer period.

But even though we have given away half of these core, cash generating tangible assets to the JV (for no benefit in our Mkt Cap over nearly 5 years - in fact we've gone backwards) we now want apparently to give even more away to Rockover and its shareholders, who are perhaps looking for an out. The Director's are retirement age and it has been suggested by Kavango that Dowke is technically demanding and costly, so they need a fairy godmother. Apparently it is under deep Kalahari sand and this may be one of the reason it hasn't been developed todate. Perhaps we will learn more tomorrow.

But on top of all that, we have talk of needing finance (how much and from where?) and or existing partners joining the pot. Does anyone consider the AAU shareholders and potential depletion of our assets, or are we expected to forego our promised dividends for a capital return in 3 but more likely 5 years? And during that period I believe Zimbabwe has an election. Would Ariana shareholders choose to invest in Zimbabwe if they were starting from a clean piece of paper?

It seems to me that Kerim has a great deal to do tomorrow morning to convince us this isn't riddled with red flags.

I would be interested to hear what Panmure Gordon make of it. Has the Co. had outside Independent Financial Consultants helping them ensure this is a fair deal. If they had done so with the Ozaltin JV deal perhaps we wouldn't have seen such a poor outcome. So I hear to be convinced, but Zimbabwe is a no no for me.

SP ANGEL this morning/ Buy Note has been issued. This is just the conclusion.

"No change to our BUY rating and 66p/share TP

We think the shares have traded sideways over the last 6M partly due to delays to the UK drilling programme, which management has now diversified by acquiring material interests in US projects with near term drilling catalysts. Investors can look to benefit from this uptick in investment activity in both the UK and US over the next 12M, which should add tangible value on success and provide investors with significant potential for value creation on success."

*SP Angel acts as Corporate Broker and Nomad to Union Jack Oil

That is based on the whole thing. You can read their latest Flash Notes on the Co's web site under Analysts Coverage if you are interested.

In terms of Value/sh., I believe P.G. value Salinbas at $2.81 per share or 2.23p based on our 23.5% - from their last Company Note dated 21st Nov. 2022. Venus was valued at just 0.37p.

I think they realise a lot of these numbers need updating and I was told that a Full Note is being prepared. No idea when it will be released.

I have not seen a more recent one

Continues

TAVSAN: They also say the exploration potential at Tavsan on the periphery of the system could yield c. 1.4Mt which they suggest would give an additional Reserve of c. 42,800/61,500 ozs

NUMBERS - RESERVES - JORC + POTENTIAL

Kiziltepe: JORC 47,700 ozs

Kiziltepe: Exploration potential: (Av.) 31,500 ozs - Co. Est. at this stage

Tavsan: JORC 200,900 ozs

Tavsan: Exploration potential: (Av) 51,500 ozs - Co. Est. at this stage

TOTAL: 331,600 ozs

THAT WOULD SUGGEST A MORE ACCEPTABLE 7.4 yr Mine Life at 45,000 ozs p.a. , OR 10 years at 33,000 ozs p.a.

(Gold-silver projects via 23.5% ownership of Zenit Madencilik (and affiliates).

CONCLUSION:

The Co. has been under pressure to complete this essential Resource and Reserve work, as the only all important Reserve was the depleted Kiziltepe one, which was suggesting a very short Life of Mine left.

Releasing the Tavsan numbers (the first ever Reserve numbers for Tavsan) appears to have been expedited out of necessity, even though further imminent results from 450 metres of core drill are still awaited. These will enhance the overall Resource and Reserve further and present, no doubt, an even more encouraging picture with a very respectable production and Life of Mine expectation.

This new “Interim” Reserve of 248,600 ozs is well up on what the Market was currently living with, as the Market only had a fast reducing Reserve at Kiziltepe.

So the Co. has told the Market it can keep it’s highly efficient Kiziltepe mine operative for a good number of years using higher grade ore from other feed sources, including Tavsan, our satellite mines like Kepez, Kizilcukur, Karakavak and Ivrindi and hopefully from other local mines, given its higher Recovery rate (CIL plant - 90% plus) whilst also commencing to produce alongside in parellel from the Heap Leach plant at Tavsan.

I think it is reasonable to expect as much as 20,000 ozs p.a. plus throughput at Kiziltepe and up to say 30,000 ozs, p.a , but probably less, through Tavsan from 2025. (45,000/50,000 ozs p.a. as we originally expected).

This year remains a bit of an unknown until the Co. is able to start trucking ore to Kiziltepe (but why can’t they start this soon?) and process lower grade ore through the Heap Leach at Tavsan. Heap Leach start up can take time.

A seven year plus mine life, with good production numbers looks very feasible, with hopefully Kiziltepe kept in operation throughout all of this period. That makes economic sense and maintains high levels of output.

NOTE: The Brokers continue to maintain their 5.5p share price targets.

CAVEAT: These are my interpretation of the numbers and the messages released.

I feel confident that they give a good reflection of the current position as communicated by the Co’s recent RNS.

Recent production performance at Kiziltepe:

28,421 ozs - 2022

20,737 ozs - 2021

18,914 ozs - 2020

Operational cash cost: US$650/oz

Hi all,

April 2024

Ariana Resources

Kiziltepe/Tavsan: Crucial de-risking Resource and Reserve update providing for up to 10 years of production

I have been re-reading the RNS plus the Broker Notes from WH Ireland & Panmure Gordon.

I can see this is a major piece of work by various parties which has been underway for quite some years as they pulled together all the elements into one big Resource/Reserve. That is a major step forward and they must feel relieved it is completed especially as Reserves were getting worryingly low.

My discoveries indicate that Kerim is probably right in the way he has portrayed the numbers at this point in time, even if he could have made it a bit easier to understand.

What I have discovered is that the “depleted” Gold Reserve for the Kiziltepe Sector (that is Kiziltepe, Kepez, Kizilcukur, Karakavak and Ivrindi) is 47,700 oz of gold at an average grade of 1.8 g/t - the av. grade has fallen of course. The Reserve is down from 80,500 ozs @ 2.38g/t in Feb. 2022 when they said their expectations was for the mine to run to 2026.

I am not sure we fully appreciated quite how much the Kiziltepe Sector has been depleted over the last few years and how close we were to a “red flag”. As this was their only JORC Reserve, Kiziltepe was getting close to desparate for new feed to keep it in economic operation.

But now we finally have the all important “Interim” Tavsan Sector Resource (updated) and maiden Reserve numbers. Significantly, this is the first time we have had a Reserve for Tavsan, so that in itself is a major de-risking milestone. I hadn’t appreciated that I must say! The new numbers are after completion of 10,285.7m of drilling. In respect of the Resource, these reveal a circa 15% increase over the 2020 numbers which is perhaps a bit disappointing given the amount of drilling and use of a lower cut-off grade of 0.5g/t as opposed to 0.7g/t. (Lower grade material is now considered economic given higher gold prices.) The grades have also declined - (1.76g/t to 1.26 g/t). But and importantly there is more to come. These are just the quote, “Interim” numbers.

We are told further results are pending for 444.7m of drill core from the North and Main Zones and further “optimisation and planning” will be carried out once they have these results, so it is reasonable to expect the Tavsan Reserve will improve.

The calculated current Reserve for the Tavsan Sector is 200,900 ozs @ 1.4 g/t.

ADD THIS TO THE DEPLETED KIZILTEPE SECTOR RESERVE OF 47,700 ozs & WE GET THE STATED 248,600 ozs (the rounded 249,000 ozs).

Obviously there is also silver.

EXPLORATION POTENTIAL:

KIZILTEPE: Ariana say that remaining exploration potential on additional Vein systems at Kiziltepe could yield 800,000 ozs at 1 g/t which they suggest would give an additional Reserve of c. 25,700/38,400 ozs

TAVSAN: They also say the exploration potential at Tavsan on the periphery of the system could yield

David Hunter is arguing $20,000 gold 😳

https://www.youtube.com/watch?v=2YuQGB6cXik

Thanks to Xow98 on the other BB

hTTps://investingstrategy.co.uk/stock-tips/why-do-some-ceos-remain-silent-as-the-share-price-tanks/

Back over 2p by 15th March for me John. Over 3p by end of June.

I posted this on the ADVFN Starvest blog. Might be of interest.

Re: Ariana Resources, this might be of interest to those coming into ownership of AAU shares.

Tom Winnifrith in his "bearcast" yesterday apparently says he has exchanged an email with Kerim, CEO of AAU. Kerim confirmed all going ok. Tavsan (the second gold mine owned 23.5%) is, if anything, ahead of expectations. (Production expected mid this year). News on (the drill programme) at Salinbas still on schedule. He did mention the Starvest situation as well apparently. (The Board are aware these shares are being released as part of the Starvest cancellation). Tom has decided to hold onto his AAU shares (in his SIPP) for the expected re-rate and he likes dividend payers. (Ariana have said they want the financial discipline of being a dividend payer, which is expected to happen once the two gold mines are providing cash flow. The Co. is of course debt free. Hopefully this could start end 2024 early 2025. My estimate) Listen to the "bearcast" if you can to get more reassurance.

Spot on John. I think they will look to accelerate and then monetise certain assets like they did very successfully with lithium in Australia a few years back. Do you recall. That was small beer, but a great return on their investment. The big one could be Hizarliyayla of course. How transformational could that be? It hasn't been easy to get to the deep high (Brechia Pipe) type mineralisation, but let's hope 2024 will reveal something extraordinary. But I think they have this plan of "prove up and sell" for other assets as well. We shall see. Obviously they have to play these cards close to their chest one assumes.

I also asked this question re: dividends.

Question: Reference dividends, Kerim wasn't very clear on when he expected the Co. to adopt this "capital discipline". He said - " Once Tavsan is on stream and some other projects I've been talking about". What are these "other projects" and what does this mean more specifically for timescales?

A: We have been clear on this point for years: profitable production from Tavsan is key to unlocking the potential for future dividends. The other projects referred to relate to any one of our investments potentially. If any one of these is successful and yields a substantial capital return beyond our immediate requirements, we will look to pay dividends accordingly. In other words, dividends do not necessarily relate to those derived from production but could be deal- related too.