REG - Keras Resources PLC - Issue of Shares to Russell Lamming

Keras ResourcesAnnouncement

14/08/2025 16:45

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RNS Number : 4106V  Keras Resources PLC  14 August 2025

Keras Resources plc / Index: AIM / Epic: KRS / Sector: Mining

 

14 August 2025

 

Keras Resources plc ('Keras' or the 'Company')

 

Issue of Shares to Russell Lamming

 

Keras Resources plc (AIM: KRS) announces that it has issued 4,285,714 new
ordinary shares of 1p each ("Ordinary Shares") in the Company at a price of
1.4 pence per new Ordinary Share, the same as the Open Offer price, in lieu of
payment of £60,000 owed to Russell Lamming, Executive Chairman of the
Company.

Application has been made for the 4,285,714 new Ordinary Shares to be admitted
to trading on AIM which is expected to occur on or around 21 August 2025. The
new Ordinary Shares will rank pari passu with the existing Ordinary Shares
which are currently traded on AIM, along with the Ordinary Shares issued under
the Open Offer and pursuant to the conversion of the CLNs as announced earlier
today.

 

Total Voting Rights

Following the issue of the Open Offer Shares, the shares issued pursuant to
the CLNs and the issue of shares to Russell Lamming, the Company's issued
share capital will comprise of 156,873,054 Ordinary Shares with voting rights.

 

This figure of 156,873,054 Ordinary Shares may be used by shareholders in the
Company as the denominator for the calculations by which they will determine
if they are required to notify their interest in, or a change in their
interest in, the share capital of the Company under the Disclosure Rules and
Transparency Rules of the United Kingdom Financial Conduct Authority.

 

Related Party Transaction

Russell Lamming is a Related Party of the Company as defined under the AIM
Rules, and the issue of new Ordinary Shares to Mr Lamming as set out above is
therefore deemed to be a Related Party Transaction pursuant to AIM Rule 13 of
the AIM Rules for Companies.

 

The Directors of the Company independent of the share issue, being Brian
Moritz and Claire Parry, consider, having consulted with the Company's
Nominated Adviser, SP Angel Corporate Finance LLP, that the proposed terms of
the issue are fair and reasonable insofar as the Company's Shareholders are
concerned.

 

Following admission of the new Ordinary Shares (including the Ordinary Shares
issued under the Open Offer and pursuant to the CLNs) the beneficial interest
of Russell Lamming in the issued Ordinary Shares will be as follows:

 

 Director         Current interest in Ordinary Shares  Shares issued in lieu of amounts owed  Interest in Ordinary Shares following Admission  % interest in Ordinary Shares following Admission

 Russell Lamming  6,428,681                            4,285,714                              10,714,395                                       6.83

 Total            6,428,681                            4,285,714                              10,714,395                                       6.83

 

See the Appendix below for further information on dealings by persons
discharging managerial responsibilities.

 

 

 

 

**ENDS**

 

For further information please visit www.kerasplc.com
(http://www.kerasplc.com/) , follow us on X (formerly Twitter) @kerasplc or
contact the following:

 

 Russell Lamming                       Keras Resources plc             info@kerasplc.com (mailto:info@kerasplc.com)

 Nominated Adviser & Joint Broker      SP Angel Corporate Finance LLP  +44 (0) 20 3470 0470

 Ewan Leggat / Jen Clarke

 Joint Broker                          Shard Capital Partners LLP      +44 (0) 207 186 9900

 Damon Heath / Erik Woolgar

 

Notes:

Keras Resources (AIM: KRS) wholly owns the Diamond Creek organic phosphate
mine in Utah, US. Diamond Creek is one of the highest-grade organic
phosphate deposits in the US and is a fully integrated mine to market
operation with in-house mining and processing facilities. The operation
produces a variety of organic phosphate products that can be tailored to
customer organic fertiliser requirements.

 

The Company is focused on continuing to build market share through its
traditional milled dry rock products as well as its joint venture with Phosul
LLC in the fast-growing US organic fertiliser market and build Falcon Isle
Resources into the premier organic phosphate producer in the US.

 

Appendix

 

 1.  Details of the person discharging managerial responsibilities/person closely
     associated
 a)  Name:                                                         Russell Lamming
 2.  Reason for the notification
 a)  Position/status:                                              Executive Chairman

 b)  Initial notification/amendment:                               Initial notification

 3.  Details of the issuer emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name:                                                         Keras Resources plc

 b)  LEI:                                                          213800OZFKFM2N4R4F47

 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:  Ordinary shares of 1 pence each

     Identification code:

                                                                   ISIN:    GB00BMY2T534

 b)  Nature of the transaction:                                    Issue of Shares in lieu of fees

 c)  Price(s) and volume(s):

Prices(s)  Volume(s)
                                                                   1.4 pence  4,285,714

 d)  Aggregated information:

Prices(s)  Volume(s)
                                                                   1.4 pence  4,285,714

     Aggregated volume:

     Price:
 e)  Date of transaction:                                          14 August 2025

 f)  Place of transaction                                          London Stock Exchange, AIM

d)

Aggregated information:

 

Aggregated volume:

 

Price:

 

 Prices(s)  Volume(s)
 1.4 pence  4,285,714

e)

Date of transaction:

14 August 2025

 

f)

Place of transaction

London Stock Exchange, AIM

 

 

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