REG - Gensource Potash - PDMR Dealings & Promissory Note Maturity Amendment

Gensource PotashAnnouncement

24/04/2023 07:15

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RNS Number : 1290X  Gensource Potash Corporation  24 April 2023

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STATES

 

Gensource Potash Announces PDMR Dealings and Amendment of Maturity of
Promissory Note

 
SASKATOON, Saskatchewan and London, U.K.  - April 24, 2023 - Gensource Potash
Corporation ("Gensource" or the "Company") (AIM/TSXV: GSP), a fertilizer
development company focused on sustainable potash production, announces the
transactions below by PDMR's in the Company's Common Shares and an amendment
to the maturity date of the following promissory note (the "Promissory Note")
issued to Michael Ferguson, CEO and a director of the Company:

·      Promissory Note                     $250,000
principal amount outstanding

·      Original Terms
Unsecured and bears interest at a rate of 0% per annum

·      Original Maturity Date           July 1,2023

·      Amended Maturity Date       July 1, 2024

 

As the director is an insider of the Company, the amendment to the maturity
date of the Promissory Note is deemed to be a "related party transaction" as
defined under MI 61-101. The Company is exempt from the formal valuation and
minority approval requirements for related party transactions pursuant to
Subsection 5.5(a) and Subsection 5.7(a) of MI 61-101, respectively.

The Company varying the terms of the Promissory Note with Mr. Ferguson
constitutes a related party transaction under Rule 13 of AIM Rules for
Companies. The directors of the Company, other than Mr. Ferguson, confirm,
having consulted with the Company's nominated adviser, Strand Hanson Limited,
that they consider that the amendment to the maturity date of the Promissory
Note to be fair and reasonable insofar as its shareholders are concerned.

Michael Ferguson, Executive Director, acquired 75,000 Common Shares on April
20, 2023, at $0.11 per Common Share, Stephen Dyer, Non-Executive Director,
acquired 100,000 Common Shares on April 21, 2023 at C$0.12 per Common Share
and Robert Theoret, Vice-President Finance & Business Development,
acquired 50,000 Common Shares on April 19, 2023, at $0.10 per Common Share.

 1   Details of the person discharging managerial responsibilities/person closely
     associated
 a)  Name                                                         Michael Ferguson
 2   Reason for the notification
 a)  Position/status                                              Executive Director
 b)  Initial notification/Amendment                               Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Gensource Potash Corporation
 b)  LEI                                                           213800WAVVOPS85N2205
 4   Details of the transaction(s): section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv) each
     place where transactions have been conducted
 a)  Description of the financial instrument, type of instrument  Gensource Potash Corp Common Shares

     Identification code

                                                                  ISIN:  CA3725X1042
 b)  Nature of the transaction                                    The acquisition of common shares of no par value each in the Company
 c)  Price(s) and volume(s)                                       Price  Volume

                                                            $0.11  75,000

 d)  Aggregated information

- Aggregated volume

     - Price                                                      Same as above
 e)  Date of the transaction                                      April 20, 2023
 f)  Place of the transaction                                     TSX-V Exchange

d)

Aggregated information

 -  Aggregated volume
 -  Price

 

Same as above

e)

Date of the transaction

April 20, 2023

f)

Place of the transaction

TSX-V Exchange

 

As a result, Michael Ferguson's total beneficial interest in the Company is
17,947,708 Common Shares, representing 3.97 percent of the Company's issued
share capital.

 1   Details of the person discharging managerial responsibilities/person closely
     associated
 a)  Name                                                         Stephen Dyer
 2   Reason for the notification
 a)  Position/status                                              Non-Exectuive Director
 b)  Initial notification/Amendment                               Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Gensource Potash Corporation
 b)  LEI                                                           213800WAVVOPS85N2205
 4   Details of the transaction(s): section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv) each
     place where transactions have been conducted
 a)  Description of the financial instrument, type of instrument  Gensource Potash Corp Common Shares

     Identification code

                                                                  ISIN:  CA3725X1042
 b)  Nature of the transaction                                    The acquisition of common shares of no par value each in the Company
 c)  Price(s) and volume(s)                                       Price  Volume

                                                            $0.12  100,000

 d)  Aggregated information

- Aggregated volume

     - Price                                                      Same as above
 e)  Date of the transaction                                      April 21, 2023
 f)  Place of the transaction                                     TSX-V Exchange

d)

Aggregated information

 -  Aggregated volume
 -  Price

 

Same as above

e)

Date of the transaction

April 21, 2023

f)

Place of the transaction

TSX-V Exchange

 

As a result, Stephen Dyer's total beneficial interest in the Company is
475,000 Common Shares, representing .11 percent of the Company's issued share
capital.

 

 

 1   Details of the person discharging managerial responsibilities/person closely
     associated
 a)  Name                                                         Robert Theoret
 2   Reason for the notification
 a)  Position/status                                              Vice-President Finance & Business Development
 b)  Initial notification/Amendment                               Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Gensource Potash Corporation
 b)  LEI                                                           213800WAVVOPS85N2205
 4   Details of the transaction(s): section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv) each
     place where transactions have been conducted
 a)  Description of the financial instrument, type of instrument  Gensource Potash Corp Common Shares

     Identification code

                                                                  ISIN:  CA3725X1042
 b)  Nature of the transaction                                    The acquisition of common shares of no par value each in the Company
 c)  Price(s) and volume(s)                                       Price  Volume

                                                            $0.10  50,000

 d)  Aggregated information

- Aggregated volume

     - Price                                                      Same as above.
 e)  Date of the transaction                                      April 19, 2023
 f)  Place of the transaction                                     TSX-V Exchange

d)

Aggregated information

 -  Aggregated volume
 -  Price

 

Same as above.

e)

Date of the transaction

April 19, 2023

f)

Place of the transaction

TSX-V Exchange

 

As a result, Robert Theoret's total beneficial interest in the Company is
10,080,750 Common Shares, representing 2.23 percent of the Company's issued
share capital.

For further information on Gensource Potash, please contact:

 

 Gensource Potash Corporation
 Mike Ferguson - President & CEO                             +1-306-974-6414

 Strand Hanson Limited (Nominated & Financial Adviser)       +44 (0) 20 7409 3494
 Ritchie Balmer / Rory Murphy / Charles Hammond

 Peel Hunt LLP (Broker)                                      +44 (0) 20 7418 8900
 Ross Allister / David McKeown / Georgia Langoulant

 Camarco (Financial PR)                                      +44 (0) 20 3757 4997
 Gordon Poole / Charlotte Hollinshead / Lily Pettifar

 

For any press enquiries please contact us on gensource@camarco.co.uk

 

Further information on Gensource Potash Corporation can be found at
www.gensourcepotash.ca (http://www.gensourcepotash.ca)

Follow us on twitter @GensourcePotash

 

About Gensource

Gensource is a fertilizer development company based in Saskatoon, Saskatchewan
and is on track to become the next fertilizer production company in that
province. With a modular and environmentally leading approach to potash
production, Gensource believes its technical and business model will be the
future of the industry. Gensource operates under a business plan that has two
key components: (1) vertical integration with the market to ensure that all
production capacity built is directed, and pre-sold, to a specific market,
eliminating market-side risk; and (2) technical innovation which will allow
for a modular and economic potash production facility, that demonstrates
environmental leadership within the industry, producing no salt tailings,
therefore eliminating decommissioning risk, and requiring no surface brine
ponds, thereby removing the single largest and negative environmental aspect
of potash mining.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.

Caution Regarding Forward-Looking Statements

This news release may contain forward looking information and Gensource
cautions readers that forward- looking information is based on certain
assumptions and risk factors that could cause actual results to differ
materially from the expectations of Gensource included in this news release.
This news release includes certain "forward-looking statements", which often,
but not always, can be identified by the use of words such as "believes",
"anticipates", "expects", "estimates", "may", "could", "would", "will", or
"plan". These statements are based on information currently available to
Gensource and Gensource provides no assurance that actual results will meet
management's expectations.

Forward looking statements include estimates and statements with respect to
Gensource's future plans, objectives or goals, to the effect that Gensource or
management expects a stated condition or result to occur, including any
offering of securities by Gensource. Since forward-looking statements are
based on assumptions and address future events and conditions, by their very
nature they involve inherent risks and uncertainties. Actual results could
differ materially from those currently anticipated in such statements for many
reasons such as: failure to receive final approval of the TSX Venture Exchange
and any other approvals for the extension of the Promissory Note; failure to
finance the Tugaske Project or other projects on terms which are economic or
at all; failure to settle a definitive joint venture agreement with a party
and advance and finance the Tugaske Project; changes in general economic
conditions and conditions in the financial markets; the ability to find and
source off-take agreements; changes in demand and prices for potash;
litigation, legislative, environmental and other judicial, regulatory,
political and competitive developments; technological and operational
difficulties encountered in connection with Gensource's activities; an
inability to predict and counteract the effects of COVID-19 on the business of
Gensource, including but not limited to the effects of COVID-19 on the price
of commodities, capital market conditions, restriction on labour and
international travel and supply chains, failure to obtain required regulatory
approvals; and other matters discussed in this news release and in filings
made with securities regulators. This list is not exhaustive of the factors
that may affect any of Gensource's forward-looking statements. These and other
factors should be considered carefully, and readers should not place undue
reliance on Gensource's forward-looking statements. Gensource does not
undertake to update any forward-looking statement that may be made from time
to time by Gensource or on its behalf, except in accordance with applicable
securities laws.

 

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