The agreement will provide A$8 million in near-term funding and support a metallurgical sampling and testwork programme, as well as advance the Definitive Feasibility Study for the Dokwe Gold Project in Zimbabwe, which Ariana owns in full.
Highlights*:
· Xinhai to make an A$8 million equity investment to be completed in Ariana CDIs, inclusive of the payment of a A$500,000 signing fee, at a price of A$0.30 per CDIs (Issue Price). The signing fee is paid on signing of the term sheet.
· Xinhai will provide technical services in relation to a Metallurgical Sampling and Testwork Programme for A$1 million and complete the Definitive Feasibility Study of Dokwe, under the management of Ariana, for up to A$2 million to be paid in CDIs at the Issue Price.
· Xinhai to be granted up to 18,333,333 options over CDIs on a 1 option per 2 CDI basis to acquire CDIs at A$0.50 per CDI exercisable until 31 December 2027.
· The Definitive Agreements are expected to be completed by 31 January 2026.
· Xinhai to nominate one member to the Ariana board following the completion of the Definitive Agreements.
· Up to a further A$2 million of equity may be raised through a follow-on placement conducted by Shaw and Partners Limited on the same terms.
* Subject to and conditional on execution of Definitive Agreements and satisfaction of other conditions precedent.
Dr. Kerim Sener, Managing Director, commented:
"We are very excited to be entering into this funding term sheet with Xinhai at this pivotal time for our business. Xinhai has recognised the value of the Dokwe Gold Project and the exploration and development capabilities of Ariana. In turn, we recognise in Xinhai the opportunity to build a lasting partnership capable of unlocking the value of Dokwe through the acceleration of the feasibility study programme with a view to progressing Dokwe to production as swiftly as possible. Xinhai has demonstrated significant capacity to undertake large-scale projects, such as Dokwe, globally and has a substantial in-country presence in Zimbabwe, undertaking a number of projects. We look forward to developing our partnership with Xinhai in the years ahead and seeing Dokwe through to production."
Mr. Yunlong Zhang, Chairman of Xinhai, commented:
"We are pleased to build a long-term partnership with Ariana Resources through this strategic investment in the Dokwe Gold Project in Zimbabwe. This initiative represents a significant step in Xinhai's commitment to developing high-quality, long-life mineral assets in emerging resource regions. We believe the project holds strong geological potential and aligns with our vision of responsible, technology-driven growth. We look forward to combining Xinhai's integrated EPC+M+O strengths with Ariana's regional expertise to accelerate Dokwe toward development and long-term value creation. Importantly, we are confident this collaboration will create long-term value for all stakeholders and contribute positively to regional development."
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