Ariana Resources PLC (LON:AAU) said that Özaltin Holding A.S., through its subsidiary, Özaltin Insaat, Ticaret and Sanayi A.S., has formally committed to proceeding with its acquisition of 53% of both the Salinbas Project and the Zenit Madencilik San. ve Tic. A.S. joint venture which is currently owned by Ariana in a 50:50 partnership with Proccea Construction Co.
The AIM-listed exploration and development company operating in Europe announced on November 25, 2019, that it intends to partially dispose various interests held in Turkey to Özaltin, including jointly with Proccea, 53% of Zenit for US$50mln - to be split equally by Ariana and Proccea -, as well as an initial 17% of the Salinbas Project for US$mln. In addition, Özaltin committed to injecting a further US$8mln of equity into the Salinbas Project in order to acquire 53% of the project.
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It is envisaged Özaltin will ultimately hold 53% of Zenit, with Ariana and Proccea each holding 23.5% and that the Salinbas Project ultimately will be acquired by Zenit, such that the respective shareholdings do not change.
In a statement, Dr Kerim Sener, Ariana’s managing director, commented: "We are very pleased that our incoming partners, Özaltin Holding A.S., have formally committed to completing the definitive agreements necessary for our proposed transaction to proceed. This follows the completion of extensive due diligence conducted by SRK Consulting UK on the Salinbas Project and on the Zenit production and development assets.”
He added: "Ariana, Özaltin and Proccea are now working through the necessary steps, including seeking Ministerial approval, in order to complete the transaction. This will lay the foundations for the completion of our transaction, substantially as proposed in the MoU, but including various minor modifications to ensure robust legal documentation, structural changes in the type of company and practical outcomes in the context of Turkish Law.
“In addition, at the earliest possible opportunity, Ariana will make the necessary arrangements to seek shareholder approval for the transaction via a General Meeting.”
Sener concluded: "This transaction will crystallise significant value for the Company and substantially de-risks the deliverability of the Salinbas Project, at an important time in its development. Accordingly, we fully expect shareholders to support the transaction, definitive agreements for which are expected to be concluded by the end of August 2020."
Özaltın Holding A.Ş., is a conglomerate active in Turkey and several other countries, in the construction, transportation, energy, tourism and agriculture sectors, which was initially established as Özaltın Construction in 1965 by Nuri Özaltın, who originated from Artvin Province in Turkey.