Variscan Mines Limited ('Variscan' or 'Company') is pleased to announce a 2 for 3 renounceable entitlement offer ('Rights Issue' or 'Offer') to raise approximately A$2.067m (before costs) to accelerate the development of its existing and new mineral projects in Spain and provide additional working capital.
Variscan Mines CEO, Stewart Dickson, commented on the Rights Issue: 'To successfully raise funds in this market and to bring in new first-rate investors, is a huge endorsement of our high-quality zinc development projects in Spain and the progress made to date. We look forward to using the funds raised to continue to principally advance the Novales-Udias Project towards production. Key deliverables are drilling results, an updated Mineral Resource Estimate and the Mine Re-start Study. These are all value accretive development milestones. The Board considers this attractively priced Rights Issue will allow all shareholders to participate equally in our future growth with the confidence that it is well supported. Our exploration team are very excited to following-up and drill-testing the recently announced high grade sampling results at the Udias Mine complex. With supporting studies about to start, we are poised to unlock further value from one of the highest-grade, development stage zinc deposits in Europe, which is continuing to make good progress towards re-starting production. We have always maintained our growth mindset. Having the opportunity to evaluate additional zinc projects in Europe providing potential exploration upside and further company-level scale to the advanced, de-risked projects we currently own in Spain is attractive. The Board welcomes the support we have received from our largest shareholder and other sophisticated and professional investors, and recommend the Renounceable Entitlement Offer to shareholders.'
Rights Issue Details
Eligible Variscan shareholders are being offered the opportunity to acquire new ordinary shares in the capital of the Company via a renounceable pro rata entitlement issue. The Rights Issue is being made to Eligible Shareholders (refer below) on the basis of two (2) New Shares for every three (3) shares held by Eligible Shareholders registered at 5pm (Sydney) on Monday, 30 September 2024 (the 'Record Date'). Each New Share has an offer price of 0.7cents. Eligible Shareholders will also receive one (1) free attaching New Option for every four (4) New Shares subscribed for and issued under the Offer. The New Options will be unlisted, exercisable at 1.5cents and will have an expiry date of two years from the date of issue. Eligible Shareholders will also be given the opportunity to apply for additional new shares in excess of their entitlement. Further details of the Offer, including how to apply for entitlement and additionalshares are set out in a prospectus to be dated 25 September 2024 ('Prospectus') which has been lodged the ASIC and ASX and which will be made available to all Eligible Shareholders in accordance with the timetable set out below. Whairo Capital Pty Ltd (ACN 618 944 568) (Corporate Authorised Representative (number 1282684) of Redleaf Securities Pty Ltd (ACN 606 000 800) the holder of Australian Financial Services Licence number 510097) has been appointed as Lead Manager and Underwriter to the Rights Issue. Assuming all entitlements are accepted, or if all shortfall shares are placed, following completion the Offer, the Company will have issued approximately 295.3 million New Shares, resulting in a total of approximately 738.3 million fully paid ordinary shares on issue.
Eligible Shareholders
The eligible shareholders to whom the Offer is being made are those shareholders who are: (a) registered as a holder of Variscan's Shares as at the Record Date; (b) have a registered address in Australia, New Zealand, Germany, Spain, Singapore or United Kingdom; (c) not in the United States, are not a 'U.S. person', as defined in Regulation S under the U.S. Securities Act of 1933 ('U.S. Person'), and are not acting for the account or benefit of any person in the United States or any 'US Person and (d) eligible under all applicable securities laws to receive an offer under the Entitlement Offer. Shareholders with registered addresses outside Australia, New Zealand, Germany, Spain, Singapore or United Kingdom are considered Ineligible Shareholders and cannot participate in the Offer. The Company has determined that it is not practicable for Ineligible Shareholders to participate in the Offer having regard to the number of Ineligible Foreign Shareholders, the number and value of New Shares they would be offered and the costs of complying with the regulatory requirements of those jurisdictions. Pursuant to ASX Listing Rule 7.7 and section 615 of the Corporations Act 2001 (Cth), the Company has appointed Whairo Capital Pty Ltd as nominee to sell the entitlements to which Ineligible Shareholders are entitled. The Company will seek to obtain ASIC approval for the appointment of the nominee, as required by section 615 of the Corporations Act.
Enquiries
Eligible Shareholders will be sent further details about the Rights Issue in the Prospectus. Shareholders should read the Prospectus carefully before making any investment decision regarding the Rights Issue. The Prospectus and associated ASX releases will be made available shortly on the Company's website at: www.variscan.com.au and on ASX. Shareholders who have questions relating to the Rights Issue should contact the Company Secretary on email at info@variscan.com.au during the offer period for the Rights Issue
This ASX announcement has been approved by the Board and authorised for issue by Mr Stewart Dickson, Managing Director and CEO, Variscan Mines Limited For further information, please contact: Variscan Mines Limited (ASX:VAR) Stewart Dickson Managing Director & CEO E: stewart.dickson@variscan.com.au T: +44 (0) 7799 694195 Media & Investor Enquiries The Capital Network Julia Maguire E: julia@thecapitalnetwork.com.au P: +61 2 8999 3699
About Variscan Mines Limited (ASX:VAR)
Variscan Mines Limited (ASX:VAR) is a growth oriented, natural resources company focused on the acquisition, exploration and development of high-quality strategic mineral projects. The Company has compiled a portfolio of highimpact base-metal interests in Spain, Chile and Australia. Its primary focus is the development of its advanced zinc projects in Spain. The Company's name is derived from the Variscan orogeny, which was a geologic mountain building event caused by Late Paleozoic continental collision between Euramerica (Laurussia) and Gondwana to form the supercontinent of Pangea.
Competent Person Statement
The information in this announcement that relates to technical information about the Novales-Udias project is based on, and fairly represents information and supporting documentation compiled and reviewed by Dr. Mike Mlynarczyk, Principal of the Redstone Exploration Services, a geological consultancy acting as an external consultant for Variscan Mines. Dr. Mlynarczyk is a Professional Geologist (PGeo) of the Institute of Geologists of Ireland, and European Geologist (EurGeol) of the European Federation of Geologists, as well as Fellow of the Society of Economic Geologists (SEG). With over 10 years of full-time exploration experience in MVT-style zinc-lead systems in several of the world's leading MVT provinces, Dr. Mlynarczyk has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the December 2012 edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves' ('JORC Code'). Dr. Mlynarczyk consents to the inclusion in the report of the matters based upon the information in the form and context in which it appears. The information in this document that relates to previous exploration results was prepared pre-2012 JORC code. It is the opinion of Variscan that the exploration data is reliable. Although some of the data is incomplete, nothing has come to the attention of Variscan that causes it to question the accuracy or reliability of the historic exploration.
Forward Looking Statements
Forward-looking statements are only predictions and are not guaranteed. They are subject to known and unknown risks, uncertainties and assumptions, some of which are outside the control of the Company. Past performance is not necessarily a guide to future performance and no representation or warranty is made as to the likelihood of achievement or reasonableness of any forward-looking statements or other forecast. The occurrence of events in the future are subject to risks, uncertainties and other factors that may cause the Company's actual results, performance or achievements to differ from those referred to in this announcement. Given these uncertainties, recipients are cautioned not to place reliance on forward looking statements. Any forward-looking statements in this announcement speak only at the date of issue of this announcement. Subject to any continuing obligations under applicable law and the ASX Listing Rules, the Company, its directors, officers, employees and agents do not give any assurance or guarantee that the occurrence of the events referred to in this announcement will occur as contemplated
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