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VAST Vast Resources Plc

0.33
0.01 (3.12%)
Last Updated: 10:24:51
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Vast Resources Plc LSE:VAST London Ordinary Share GB00BQ7WTT20 ORD 0.1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.01 3.12% 0.33 0.32 0.34 0.33 0.32 0.32 3,094,918 10:24:51
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Nonmtl Minrl Svcs, Ex Fuels 3.72M -10.51M -0.0024 -1.38 14.34M

Vast Resources PLC Open Offer to raise up to £1.23 million (4456X)

24/11/2017 7:01am

UK Regulatory


Vast Resources (LSE:VAST)
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TIDMVAST

RNS Number : 4456X

Vast Resources PLC

24 November 2017

Vast Resources plc / Ticker: VAST / Index: AIM / Sector: Mining

24 November 2017

Vast Resources plc

("Vast" or the "Company")

Open Offer to raise up to GBP1.23 million

Vast Resources plc, the AIM-listed mining company with operating mines in Romania and Zimbabwe, announces that further to the Company's announcement of 21 November a circular, including an Application Form, will be posted to Shareholders today (the 'Circular'). A copy of the Circular and Application Form will be available to view on the Company's website www.vastresourcesplc.com.

The total subscription proceeds payable by Shareholders under the Open Offer shall be less than EUR5 million (or an equivalent Sterling amount) in aggregate. Therefore, in accordance with Section 85 and Schedule 11A of FSMA, the Circular is not, and is not required to be, a prospectus for the purposes of the Prospectus Rules and has not been prepared in accordance with the Prospectus Rules. Accordingly, the Circular has not been, and will not be, reviewed or approved by the Financial Conduct Authority of the United Kingdom, pursuant to sections 85 and 87 of FSMA, the London Stock Exchange, any securities commission or any other authority or regulatory body. In addition, this document does not constitute an admission document drawn up in accordance with the AIM Rules for Companies.

The definitions that apply throughout this announcement can be found at the end of this announcement.

   1.     Introduction 

As announced on 21 November 2017, subject to admission to AIM, the Company completed a placing with new investors to raise GBP1 million at a price of 0.525 pence per Ordinary Share (the "Placing"). This followed the approval by Shareholders at the Company's General Meeting on 10 November 2017 of resolutions concerning the Company's ability to issue Ordinary Shares.

Supplemental to the Placing, and in order to allow all Shareholders to participate on the same terms as those investors in the Placing, the Company is now undertaking an 1 (One) for 20 Open Offer to raise up to approximately GBP1.23 million.

Through its recent announcements the Company has signalled that its Directors have estimated a strategic financial requirement for its operations of US$ 10 million (details of which are set out below) and the Company believes it is in a good position to obtain non-equity diluting off-take financing that will see both the Company's Baita Plai Polymetallic Mine and the Manaila Polymetallic Mine reach their objectives. It is believed that a significant portion of the capital requirements of the Company can be funded by these sources or by other non-dilutionary methods.

While such measures are being negotiated the Company requires finance towards its overall $10 million requirement which it believes should be satisfied by the Placing supplemented by such amount as it raises in the Open Offer.

   2.     Background to the Company 

Vast Resources plc is an international mining company with operations in Romania and Zimbabwe.

In Romania, the Company owns a 100 per cent. interest in the Manaila Polymetallic Mine in Suceava County, northern Romania ('MPM') where economic mineralisation is comprised of copper, lead, zinc, gold and silver. The Company also holds an 80 per cent. interest in the well-developed, underground, Baita Plai Polymetallic Mine ("BBPM"), located in the Apuseni Mountains, Transylvania, an area which hosts Romania's largest polymetallic and uranium mines. The Company is currently awaiting finalisation of the award of the association licence to mine at Baita Plai, which is expected imminently.

In Zimbabwe, the Company holds a controlling 25 per cent. interest in the Pickstone-Peerless Gold Mine ("PPGM"), and the Giant Gold Mine ("GGM").

In the short-term, the Company is focused on:

-- optimising mining operations at Manaila Polymetallic Mine and exploring and developing the proximal area with the objective of establishing a multi-pit mining operation and new metallurgical processing complex;

-- subject to the award of the association licence, to commission Baita Plai Polymetallic Mine ; and

-- completion of the construction of the sulphide plant at PPGM.

Additionally, the Company is now evaluating recommencement of operations at GGM which is proximal to PPGM.

The Board sees that MPM and BPPM will serve as a test case for future developments in Romania, which includes pursuing the Company's relationship with Remin SA., amongst other interesting prospects.

The Company also has a pipeline of additional assets at various stages in the development curve, from deposit discovery to previously producing mines; the Board aims to realise these assets within a sensible time frame. In the interim, the Company is committed to keeping a low-cost base and generating revenues.

   3.     The Open Offer and Placing 

The Company is proposing to raise, assuming the issue of the maximum number of New Ordinary Shares pursuant to the Open Offer, gross proceeds of approximately GBP1.23 million (before expenses) by the issue of up to 234,261,876 New Ordinary Shares at the Issue Price, being 0.525 pence per New Ordinary Share.

The Open Offer is supplemental to the Placing to raise GBP1 million (before expenses) at the same Issue Price which was announced on 21 November 2017. The Ordinary Shares to be issued pursuant to the Placing will not qualify for the Open Offer..

Qualifying Shareholders on the register of members at the close of business on 22 November 2017 are being given the opportunity to subscribe for Open Offer Shares at the Issue Price pro rata to their holdings of Existing Ordinary Shares on the Record Date up to approximately GBP1.23 million (before expenses) on the basis of:

1 (One) Open Offer Share for every 20 Existing Ordinary Shares then held

The New Ordinary Shares, when issued and fully paid, will rank pari passu in all respects with the Existing Ordinary Shares including the right to receive all dividends and other distributions declared in respect of such Ordinary Shares by reference to a record date falling after the date of issue of the New Ordinary Shares.

Qualifying Shareholders are also being given the opportunity, provided that they take up their Open Offer Entitlement in full, to apply for Excess Shares through the Excess Application Facility.

Application is being made for the New Ordinary Shares to be admitted to trading on AIM and it is expected that Admission will become effective and dealings in the New Ordinary Shares will commence on 13 December 2017.

Following Admission and assuming the issue of all the New Ordinary Shares, the total issued share capital of the Company will be 5,110,975,579 Ordinary Shares.

The Open Offer is conditional upon admission of the Placing Shares and the Open Offer Shares to AIM by 20 December 2017. In the event that this condition is not satisfied by 20 December 2017, or such later date as the Company may decide (being no later than 8.00 a.m. on 29 December 2017), the Open Offer will not proceed. In such circumstances, application monies will be returned at the applicant's risk without payment of interest, as soon as practicable thereafter.

Fractions of Open Offer Shares will not be allotted; instead, each Qualifying Shareholder's entitlement under the Open Offer will be rounded down to the nearest whole number. The fractional entitlements may be aggregated and made available via the Excess Application Facility.

Qualifying Shareholders with holdings of Existing Ordinary Shares in both certificated and uncertificated form will be treated as having separate holdings for the purpose of calculating the Open Offer Entitlements.

Further details concerning the Open Offer are given in paragraph 6 below.

   4.     Current Trading and Outlook 

The Company has made significant progress over the last 20 months, over which it has completed its transition from an explorer to a miner.

Manaila Polymetallic Mine

-- This is an open-pit mine with a current JORC Indicated and Inferred mineral resource of 2,600,000 tonnes open pit at 1.0% copper and 0.9% zinc at a cut-off grade of 0.25% copper, together with considerable exploration targets.

   --    The Group has increased its holding in the mine to 100%. 

-- A licence extension has been obtained that increases the total prospecting licence area by more than 20 times.

   --    Production has increased over the time period and optimisation initiatives undertaken. 
   --    A zinc flotation line has been installed to establish a second revenue stream. 

-- A gravity concentrator has been installed to extract a pyrite concentrate containing gold credits.

-- A phase 1, ten-hole drill programme for 1,000 metres at the Carlibaba prospect located adjacent to the current Manaila open pit has been completed and results announced on 4 October 2017. Phase 2 drilling to test the extension of the ore body at depth has been completed and assays sent to an independent external laboratory for analysis.

-- It is the Group's objective to establish a second open pit mining operation at Carlibaba and to establish an enlarged mining complex that will utilise a centralised metallurgical processing facility for both open pits.

Baita Plai Polymetallic Mine

-- This is a skarn deposit comprising several veins in calcareous sediments in 5 distinct pipes with a reserve and resource under the Romanian reporting system of 1,800,000 tonnes copper-lead-zinc, gold and silver with uncategorised resources of molybdenum, tungsten and bismuth.

   --    This has uncategorised resources in other pipes and a substantial exploration upside. 

-- After an extremely long and difficult process due to the insolvency of the previous owner, the point has been reached where the Directors believe that the grant of an association licence giving the right to mine is imminent.

   --    The mine is expected to become operational within 6 months of the grant of the licence. 

-- The budgeted expenditure before first revenue is $1.5 million (CAPEX $1.2m + resource drilling $0.3m). This low figure reflects the fact that the Group has acquired 60 years of infrastructure development and investment that would take 5-10 years to build today. Basic care and maintenance has been undertaken by the company to ensure access to the underground infrastructure is unimpeded.

Additional Romanian Interests

Commencing prospecting activities at Piciorul Zimbrului and Magura Neagra (74km from Manaila) in October 2017. Initial estimates derived from open source literature related to the mineralisation at Magura Neagra have indicated an exploration target (non JORC compliant) of up to 3,000MT of ore to a depth of 600 metres at grades of up to 0.8% copper and 0.5 grams per tonne gold.

Pickstone Peerless Gold Mine

   --    Significantly increased production and revenues have been achieved. 

-- A new sulphide plant is nearly completed and due for commissioning imminently. This is estimated to increase production to at least 35,000 tonnes per month from the current level of 20,000 tonnes per month.

   5.     Reasons for the Placing and the Open Offer 

Through its recent announcements, the Company has signalled that its Directors have estimated a strategic financing requirement for its operations of US$10 million, to be applied as follows:

 
                                                    US$ 
 Manaila Polymetallic Mine new 
  metallurgical complex                             4.0m 
 Baita Plai Polymetallic Mine 
  reopening                                         1.2m 
 Baita Plai Polymetallic 
  Mine underground 
  resource drilling         pre-opening     0.3m    0.6m 
  post opening                              0.3m 
 Piciorul Zimbrului and Magura 
  Neagra prospecting                                0.4m 
 UK and Romania overheads - 12 
  months                                            1.2m 
 Repayment of SSGI loan to finalise 
  Baita Plai exploitation licence                   1.6m 
 General working capital                            1.0m 
 TOTAL                                             10.0m 
 

As announced on 6 October 2017, encouraged by the drilling results to date at Carlibaba, the Company believes it is in a good position to obtain substantial offtake debt finance from metal traders. The Company has started an offtake contract bidding process linked to pre-shipping finance, funded by the retention of a portion of subsequent concentrate sale proceeds, and it is believed that a significant proportion of the capital requirements of the Company can be funded from these sources or by other non-dilutionary methods.

While such measures are being negotiated, the Company requires finance on account of its overall requirement, which it believes should be satisfied by an equity fundraise of a minimum GBP1 million together with a likely further sum capped at GBP1.23 million. It has accordingly completed a Placing to raise GBP1 million, and in order to give shareholders the right to contribute on the same terms is raising the further sum by an Open Offer to its shareholders to raise up to a further GBP1.23 million at the same Issue Price.

   6.     Further details concerning the Open Offer Excess Application Facility 

Provided that they take up their Open Offer Entitlement in full, Qualifying Shareholders may apply to subscribe for Excess Shares using the Excess Application Facility, should they wish. Qualifying Non-CREST Shareholders wishing to subscribe for Excess Shares may do so by completing the relevant sections on the Application Form. Qualifying CREST Shareholders who wish to apply to subscribe for more than their Open Offer Entitlement will have Excess CREST Open Offer Entitlements credited to their stock account in CREST.

Applications for Excess Open Offer Entitlements will be satisfied only and to the extent that corresponding applications by other Qualifying Shareholders are not made or are made for less than their Open Offer Entitlements. Once subscriptions by Qualifying Shareholders under their respective Open Offer Entitlements have been satisfied, the Company shall, in its absolute discretion, determine whether to meet any excess applications in full or in part and no assurance can be given that applications by Qualifying Shareholders under the Excess Application Facility will be met in full, in part or at all.

Qualifying non-CREST Shareholders

If you are a Qualifying non-CREST Shareholder you will have received an Application Form with this document which gives details of your maximum entitlement under the Open Offer (as shown by the number of Open Offer Entitlements allocated to you). If you wish to apply for Open Offer Shares under the Open Offer (whether in respect of your Open Offer Entitlement or both your Open Offer Entitlement and any Excess Open Offer Entitlements), you should complete the accompanying Application Form.

Qualifying CREST Shareholders

If you are a Qualifying CREST Shareholder and do not hold any Ordinary Shares in certificated form, no Application Form accompanies this document and you will receive a credit to your appropriate stock account in CREST in respect of the Open Offer Entitlements representing your maximum entitlement under the Open Offer except (subject to certain exceptions) if you are an Overseas Shareholder who has a registered address in, or is a resident in or a citizen of a Restricted Jurisdiction. Applications by Qualifying CREST Shareholders for Excess Open Offer Entitlements in excess of their Open Offer Entitlements should be made in accordance with the procedures set out.

Qualifying CREST Shareholders who are CREST sponsored members should refer to their CREST sponsors regarding the action to be taken in connection with this document and the Open Offer.

The latest time for applications under the Open Offer to be received is 11.00 a.m. on 11 December 2017. The procedure for application and payment depends on whether, at the time at which application and payment is made, you have an Application Form in respect of your entitlement under the Open Offer or have Open Offer Entitlements credited to your stock account in CREST in respect of such entitlement.

In any event, the Directors will continue to assess suitable available funding options for the Company going forward for the purposes of bolstering the Company's working capital position and securing the funding necessary to pursue its corporate strategy.

   7.     Directors' interests 

Following completion of the Placing (as described above), the interests of the Directors in the Company are, as shown below. The Directors will not be participating in the Open Offer as they deem that they are in a Close Period with respect to publication of their interim financial results for the half year ended 30 September 2017 which may not be announced prior to the closing date of the Open Offer.

 
 Directors,            No. of Ordinary   % of Currently    % of Enlarged 
  senior managers     Shares currently     Issued Share    Share Capital 
  and associated                  held          Capital 
  holdings 
 Brian Moritz                      nil              nil              nil 
 Roy Pitchford                     nil              nil              nil 
 Roy Tucker                 31,607,029             0.67             0.62 
 Eric Diack                        nil              nil              nil 
 Total                      31,607,029             0.67             0.62 
 

Notes:

* The above assumes full take-up of the Open Offer and that no Open Offer Shares are issued to Directors pursuant to the Open Offer and no new or existing options are granted or exercised.

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

Expected date of admission of the Placing Shares 27 November 2017

   Record Date for entitlement under the Open Offer                        22 November 2017 
   Announcement of the Open Offer and Ex-Entitlement Date 7.00 a.m. on             24 November 2017 

Posting of this document to Qualifying

non-CREST shareholders only, the Application Form 24 November 2017

Open Offer Entitlements and Excess CREST Open Offer 27 November 2017 Entitlements credited to stock accounts in CREST of

Qualifying CREST Shareholders

   Latest recommended time and date for requesting withdrawal of        4.30 p.m. on 5 December 2017 

Open Offer and Excess CREST Open Offer Entitlements from CREST

Latest time for depositing Open Offer Entitlements and Excess CREST 3.00 p.m. on 6 December 2017

Open Offer Entitlements into CREST

Latest time and date for splitting Application Forms (to satisfy bona fide 3.00 p.m. on 7 December 2017

market claims)

Latest time and date for receipt of completed Application 11.00 a.m. on 11 December 2017

Forms and payment in full from Qualifying Shareholders under the Open Offer or settlement of relevant CREST instruction (as appropriate)

Expected date of announcement of results of the Open Offer 12 December 2017

Admission effective and dealings in the New Ordinary Shares expected 13 December 2017

to commence

Expected date for crediting of the New Ordinary Shares in uncertificated 13 December 2017

form to CREST accounts

Expected date of despatch of definitive share certificates for new ordinary 20 December 2017

shares in certificated form

Notes:

(1) If you have any questions on the procedure for acceptance and payment, you should contact Link Asset Services on 0371 664 0321. Calls are charged at standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. The helpline is open between 9.00 a.m. - 5.30 p.m., Monday to Friday excluding public holidays in England and Wales. Please note that Link Asset Services cannot provide any financial, legal or tax advice and calls may be recorded and monitored for security and training purposes.

(2) The dates set out in the Expected Timetable of Principal Events above and mentioned throughout this document may be adjusted by Vast Resources in which event details of the new dates will be notified to AIM and, where appropriate, to Shareholders.

   (3)    All references to time in this document are to time in London, United Kingdom. 

OPEN OFFER STATISTICS

 
Issue Price                                              0.525 pence 
Number of Existing Ordinary Shares 
 in issue as at the date of this document              4,685,237,513 
Number of Post Placing Ordinary Shares 
 expected to be in issue*                              4,876,713,703 
Basis of the Open Offer                                 1 (One) Open 
                                                         Offer Share 
                                                           for every 
                                                         20 Existing 
                                                     Ordinary Shares 
Maximum number of New Ordinary Shares 
 expected to be issued pursuant to the 
 Open Offer:                                             234,261,876 
Enlarged Share Capital immediately 
 upon Admission of the Open Offer Shares               5,110,975,579 
Percentage of the Enlarged Share Capital 
 represented by the Open Offer Shares                          4.58% 
Gross proceeds of the Open Offer* (approximately)    GBP1.23 million 
ISIN of the Open Offer Entitlement                      GB00BF41DP97 
ISIN of the Excess Open Offer Entitlements              GB00BF41DQ05 
 

* This includes 1,000,000 Ordinary Shares issued on the same day as the Placing (21 November 2017) following an exercise of warrants The Placing Shares do not qualify for the Open Offer.

Definitions

Definitions included in this Announcement are derived from the Company's Open Offer Circular. The following definitions apply throughout this announcement unless the context otherwise requires:

 
 "2006 Act" or "Act"               the Companies Act 2006 
 "Admission"                       admission of the New Ordinary 
                                    Shares to trading on AIM and 
                                    such admission becoming effective 
                                    in accordance with Rule 6 of 
                                    the AIM Rules for Companies 
 "AIM"                             the market of that name operated 
                                    by the London Stock Exchange 
 "AIM Rules for Companies"         the AIM Rules for Companies, 
                                    as published and amended from 
                                    time to time by the London 
                                    Stock Exchange 
 "AIM Rules for Nominated          the rules for nominated advisers 
  Advisers"                         to AIM companies, as published 
                                    and amended from time to time 
                                    by the London Stock Exchange 
 "Applicant"                       a Qualifying Shareholder or 
                                    a person entitled by virtue 
                                    of a bona fide market claim 
                                    who lodges an Application Form 
                                    under the Open Offer 
 "Application Form"                the application form which 
                                    accompanies this document on 
                                    which Qualifying non-CREST 
                                    Shareholders may apply for 
                                    Open Offer Shares under the 
                                    Open Offer 
 "Articles"                        the existing articles of association 
                                    of the Company as at the date 
                                    of this document 
 "Beaumont Cornish"                Beaumont Cornish Limited 
 "Board" or "Directors             the directors of the Company 
                                    from time to time 
 "BBPM"                            the Baita Plai polymetallic 
                                    mine in Transylvania, Romania 
 "Business Day"                    any day (other than a Saturday 
                                    or Sunday) upon which commercial 
                                    banks are open for business 
                                    in London 
 "Brandon Hill"                    Brandon Hill Capital Limited, 
                                    a joint broker to the Company 
 "Company" or "Vast                Vast Resources plc 
  Resources" 
 "CREST"                           the relevant system for the 
                                    paperless settlement of trades 
                                    and the holding of uncertificated 
                                    securities operated by Euroclear 
                                    UK & Ireland in accordance 
                                    with the CREST Regulations 
 "CREST Manual"                    the rules governing the operation 
                                    of CEST, consisting of the 
                                    CREST Reference Manual, CREST 
                                    International Manual, CREST 
                                    Central Counterparty Service 
                                    Manual, CREST Rules, Registrars 
                                    Service Standards, Settlement 
                                    Discipline Rules, CCSS Operations 
                                    Manual, Daily Timetable, CREST 
                                    Application Procedure and CREST 
                                    Glossary of Terms (all as defined 
                                    in the CREST Glossary and Terms 
                                    promulgated by Euroclear and 
                                    as amended from time to time) 
 "CREST member"                    a person who has been admitted 
                                    by Euroclear UK & Ireland as 
                                    a system-member (as defined 
                                    in the CREST Regulations) 
 "CREST participant"               a person who is, in relation 
                                    to CREST, a system participant 
                                    (as 
                                    defined in the CREST Regulations) 
 "CREST payment"                   shall have the meaning given 
                                    in the CREST Manual issued 
                                    by Euroclear UK & Ireland 
 "CREST Regulations"               the Uncertificated Securities 
                                    Regulations 2001, as amended 
 "CREST Sponsor"                   a CREST participant admitted 
                                    to CREST as a CREST sponsor 
 "Directors"                       the directors of the Company 
 "Disclosure and Transparency      the disclosure rules and transparency 
  Rules"                            rules made by the UK Listing 
                                    Authority under Part VI of 
                                    FSMA (as amended from time 
                                    to time) 
 "Enlarged Share Capital"          the issued ordinary share capital 
                                    of the Company immediately 
                                    following Admission assuming 
                                    issue of the Placing Shares 
                                    and that the Open Offer is 
                                    fully subscribed 
 "euro", "EUR" or "EUR"            the official currency of the 
                                    European Union 
 "Euroclear UK & Ireland"          Euroclear UK & Ireland Limited, 
                                    the operator of CREST 
 "Excess Application               the arrangement pursuant to 
  Facility"                         which Qualifying Shareholders 
                                    may apply for additional Open 
                                    Offer Shares in excess of their 
                                    Open Offer Entitlements and 
                                    which may be subject to scaling 
                                    back in accordance with the 
                                    provisions of this document 
                                    in accordance with the terms 
                                    and conditions of the Open 
                                    Offer 
 "Excess CREST Open                in respect of each Qualifying 
  Offer Entitlements"               CREST Shareholder, the entitlement 
                                    to apply for Open Offer Shares 
                                    in addition to his Open Offer 
                                    Entitlement credited to his 
                                    stock account in CREST, pursuant 
                                    to the Excess Application Facility 
                                    which is conditional on him 
                                    taking up his Open Offer Entitlement 
                                    in full and which may be subject 
                                    to scaling back in accordance 
                                    with the provisions of this 
                                    document 
 "Excess Open Offer                an entitlement for each Qualifying 
  Entitlement"                      Shareholder to apply to subscribe 
                                    for Open Offer Shares in addition 
                                    to his Open Offer Entitlement 
                                    pursuant to the Excess Application 
                                    Facility which is conditional 
                                    on him taking up his Open Offer 
                                    Entitlement in full and which 
                                    may be subject to scaling back 
                                    in accordance with the provisions 
                                    of this document 
 "Excess Shares"                   Open Offer Shares in addition 
                                    to the Open Offer Entitlement 
                                    for which Qualifying Shareholders 
                                    may apply under the Excess 
                                    Application Facility 
 "Excluded Overseas                an Overseas Shareholder who 
  Shareholder"                      is resident in, or who has 
                                    a registered mailing address 
                                    in a Restricted Jurisdiction 
 "Existing Issued Share            the issued ordinary share capital 
  Capital"                          of the Company as at the date 
                                    of this document 
 "Existing Ordinary                the existing Ordinary Shares 
  Shares"                           as at the date of this document 
 "FCA"                             the Financial Conduct Authority 
                                    of the United Kingdom 
 "FSMA"                            the Financial Services and 
                                    Markets Act 2000 (as amended) 
 "GGM"                             the Giant gold mine in Zimbabwe 
 "Group"                           the Company together with its 
                                    subsidiaries from time to time 
 "ISIN"                            International Securities Identification 
                                    Number 
 "Issue Price"                     0.525 pence per New Ordinary 
                                    Share 
 "Link"                            Link Asset Services, a trading 
                                    name of Link Market Services 
                                    Ltd 
 "London Stock Exchange"           London Stock Exchange plc 
 "Money Laundering                 the Money Laundering Regulations, 
  Regulations"                      Terrorist Financing and Transfer 
                                    of Funds (Information on the 
                                    Payer) Regulations 2017 (as 
                                    amended) 
 "MPM"                             the Manaila polymetallic mine 
                                    in Suceava County, Romania 
 "New Ordinary Shares"             the new Ordinary Shares to 
                                    be issued pursuant to the Open 
                                    Offer 
 "Official List                    the daily official list maintained 
                                    by the Financial Conduct Authority 
 "Open Offer"                      the invitation to Qualifying 
                                    Shareholders to apply to subscribe 
                                    for Open Offer Shares on the 
                                    terms and subject to the conditions 
                                    set out in Part III of this 
                                    document and, where relevant, 
                                    in the Application Form 
 "Open Offer Entitlement"          the pro rata basic entitlement 
                                    for Qualifying Shareholders 
                                    to apply to subscribe for 1 
                                    (One) Open Offer Share for 
                                    every 20 Existing Ordinary 
                                    Shares held by them on the 
                                    Record Date pursuant to the 
                                    Open Offer 
 "Open Offer Shares"               the 234,261,876 New Ordinary 
                                    Shares for which Qualifying 
                                    Shareholders are being invited 
                                    to apply under the terms of 
                                    the Open Offer 
 "Ordinary Shares"                 the ordinary shares of 0.1 
                                    pence each in the capital of 
                                    the Company 
 "Overseas Shareholder"            a Shareholder who is resident, 
                                    or who is a citizen of, or 
                                    which are corporations, partnerships 
                                    or entities created or organised 
                                    under the laws of countries, 
                                    or who has a registered address 
                                    in a jurisdiction outside the 
                                    United Kingdom 
 "Participant ID"                  the identification code or 
                                    membership number used in CREST 
                                    to identify a particular CREST 
                                    member or other CREST participant 
 "Placing"                         the placing announced on 21 
                                    November 2017 
 "Placing Shares"                  the Ordinary Shares issued 
                                    pursuant to the Placing 
 "Post Placing Issued              the expected issued ordinary 
  Share Capital"                    share capital of the Company 
                                    post admission of the Placing 
                                    Shares to AIM 
 "Post Placing Ordinary            the Ordinary Shares that are 
  Shares"                           expected to be in issue post 
                                    admission of the Placing Shares 
                                    to AIM 
 "PPGM"                            the Pickstone Peerless gold 
                                    mine in Zimbabwe 
 "Prospectus Rules"                the rules made by the FCA under 
                                    Part VI of FSMA in relation 
                                    to offers of transferable securities 
                                    to the public and admission 
                                    of transferable securities 
                                    to trading on a regulated market 
 "Qualifying CREST                 Qualifying Shareholders whose 
  Shareholders"                     Existing Ordinary Shares on 
                                    the register of members of 
                                    the Company at the close of 
                                    business on the Record Date 
                                    were held in uncertificated 
                                    form 
 "Qualifying non-CREST             Qualifying Shareholders whose 
  Shareholders"                     Existing Ordinary Shares on 
                                    the register of members of 
                                    the Company at the close of 
                                    business on the Record Date 
                                    were held in certificated form 
 "Qualifying Shareholders"         holders of Existing Ordinary 
                                    Shares on the register of members 
                                    of the Company at the Record 
                                    Date (but excluding any Overseas 
                                    Shareholders who are resident 
                                    in, or who are citizens of, 
                                    or who have a registered address 
                                    in a Restricted Jurisdiction) 
 "Record Date"                     22 November 2017 
 "Receiving Agent"                 Link Asset Services, Corporate 
                                    Actions, The Registry, 34 Beckenham 
                                    Road, Beckenham, Kent, BR3 
                                    4TU 
 "Registrars"                      Link Asset Services, The Registry, 
                                    34 Beckenham Road, Beckenham, 
                                    Kent, BR3 4TU 
 "Relevant Securities"             Ordinary Shares and/or rights 
                                    to subscribe for or convert 
                                    any security into Ordinary 
                                    Shares 
 "Restricted Jurisdiction"         each and any of the United 
                                    States of America, Australia, 
                                    Canada, Japan, New Zealand, 
                                    the Republic of South Africa, 
                                    Singapore and any other jurisdiction 
                                    where the extension or availability 
                                    of the Open Offer would or 
                                    might breach any applicable 
                                    law or regulations 
 "SEC"                             the US Securities Exchange 
                                    Commission 
 "Shareholder"                     a holder of Ordinary Shares 
 "Share Register"                  the register of Shareholders 
                                    of the Company 
 "sterling", "pounds               the lawful currency of the 
  sterling","GBP",                  United Kingdom 
  "pence" or "p" 
 "stock account"                   an account within a member 
                                    account in CREST to which a 
                                    holding of a particular share 
                                    or other security in CREST 
                                    is credited 
 "SVS"                             SVS Securities plc, a joint 
                                    broker to the Company 
 "UK Listing Authority"            the FCA acting in its capacity 
                                    as the competent authority 
                                    for the purposes of Part VI 
                                    of FSMA 
 "United Kingdom" or               the United Kingdom of Great 
  "UK"                              Britain and Northern Ireland 
 "United States" or                the United States of America 
  "US" 
 "US$" or "US dollar"              the lawful currency of the 
                                    United States of America 
 "US Securities Act"               the United States Securities 
                                    Act of 1933 
 

**ENDS**

For further information, visit www.vastresourcesplc.com or please contact:

 
Vast Resources plc                                www.vastresourcesplc.com 
 Roy Pitchford (Chief Executive Officer)           +44 (0) 20 7236 1177 
Beaumont Cornish - Financial & Nominated Adviser  www.beaumontcornish.com 
 Roland Cornish                                    +44 (0) 020 7628 3396 
 James Biddle 
Brandon Hill Capital Ltd - Joint Broker           www.brandonhillcapital.com 
 Jonathan Evans                                    +44 (0) 20 3463 5016 
SVS Securities Plc - Joint Broker                 www.svssecurities.com 
 Tom Curran                                        +44 (0) 20 3700 0100 
 Ben Tadd 
 
  St Brides Partners Ltd                            www.stbridespartners.co.uk 
  Susie Geliher                                     +44 (0) 20 7236 1177 
  Charlotte Page 
 

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR").

Notes

Vast Resources plc is an AIM listed mining and resource development company focussed on the rapid advancement of high quality brownfield projects and recommencing production at previously producing mines in Romania.

Vast Resources currently own and operates the Manaila Polymetallic Mine in Romania, which was commissioned in 2015. The Company's portfolio also includes the Baita Plai Polymetallic Mine in Romania, where work is currently underway towards obtaining the relevant permissions to start developing and ultimately commissioning the mine.

The Company also has interests in a number of projects in Southern Africa including a 25 per cent. interest in the producing Pickstone-Peerless Gold Mine in Zimbabwe.

This information is provided by RNS

The company news service from the London Stock Exchange

END

OUPKMMZMVDVGNZG

(END) Dow Jones Newswires

November 24, 2017 02:01 ET (07:01 GMT)

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