REG - Kore Potash PLC - Results of General Meeting

Kore PotashAnnouncement

07/12/2023 13:00

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RNS Number : 0694W  Kore Potash PLC  07 December 2023

7 December 2023

 

Kore Potash Plc

("Kore Potash" or the "Company")

 

Results of General Meeting

Issue of Shares

 

Kore Potash, the potash development company with 97% ownership of the Kola and
DX Potash Projects in the Sintoukola Basin, located in the Republic of Congo,
is pleased to announce that the resolutions put to its General Meeting ("GM")
held earlier today were duly passed. The resolutions were all duly passed on a
poll by the requisite majority.

 

The GM was held, inter alia, to approve the issue of 205,675,000 new ordinary
shares of US$0.001 each in the Company ("Ordinary Shares") at 0.38p per
Ordinary Share in line with the Company's fundraising announcement of 31
October 2023 ("Fundraise"). Application will be made for the Ordinary Shares
to be admitted to trading which is expected to commence on or around
14 December 2023, ("Admission").

 

David Hathorn, the Chairman and Interim CEO of Kore Potash, participated in
the Fundraise for a total of 162,375,000 New Ordinary Shares for a total value
of US$750,000. These shares will be issued under ASX listing rule 10.11.1,
having received the relevant shareholder approvals at today's GM.

 

On Admission, David Hathorn will hold a beneficial interest in 337,708,061
Ordinary Shares representing 8.2 per cent. of the issued share capital of the
Company.

 

The following statistics, as detailed in the attached Annexure A, are provided
in respect of each resolution on the Agenda of Kore Potash GM. Those defined
terms not defined within this announcement will have the same meaning as that
set in the announcement dated 31 October 2023.

 

Total voting rights

Following the issue of the 205,675,000 new Ordinary Shares, the Company's
total issued share capital will consist of 4,119,667,120 Ordinary Shares. No
shares are held in treasury. Accordingly, the total number of voting rights in
the Company will be 4,119,667,120.

 

The above figure 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 Financial Conduct Authority's Disclosure Guidance and
Transparency Rules.

 

Market Abuse Regulation

Market Abuse Regulation (MAR) Disclosure 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 which has been
incorporated into UK law by the European Union (Withdrawal) Act 2018. Upon the
publication of this announcement via Regulatory Information Service ('RIS'),
this inside information is now considered to be in the public domain.

 

The Company will also lodge an Appendix 3G - Notification of issue, conversion
or payment up of equity

+securities and Appendix 3Y - Change of Director's Interest Notice, with the
ASX notifying of the issues.

 

This announcement has been approved for release by the Board. For further
information, please visit www.korepotash.com (http://www.korepotash.com/) or
contact:

 

 Kore Potash                                                     Tel: +27 84 603 6238

 David Hathorn - Chairman & Interim CEO
 Tavistock Communications                                        Tel: +44 (0) 20 7920 3150

 Nick Elwes Adam Baynes
 SP Angel Corporate Finance- Nomad and Joint Broker Ewan Leggat  Tel: +44 (0) 20 7470 0470

 Charlie Bouverat
 Shore Capital- Joint Broker Toby Gibbs                          Tel: +44 (0) 20 7408 4050

 James Thomas
 Questco Corporate Advisory- JSE Sponsor Doné Hattingh           Tel: +27 (11) 011 9205

ANNEXURE A:

 

In respect of each resolution the total number of votes exercisable by all
validly appointed proxies was as follows:

 

 

                                                                                TOTAL VOTES VALIDLY                                         VOTES WITHHELD

 RESOLUTION                                                                                          FOR            DISCRETION   AGAINST
 Resolution 1 - Authority to allot shares in connection with the Fundraise      1,515,238,882        1,513,584,335  0            1,654,547  277,064

 Resolution 2 - Approval of securities issue to Non-Affiliated Investors under  1,515,238,882        1,512,926,211  0            2,312,671  277,064
 the Fundraise
 Resolution 3 - Approval of securities issue to Director under the Fundraise -  1,515,121,072        1,513,415,161  0            1,705,911  394,874
 David Hathorn as beneficiary of the Belle Terre and Stapleford Trusts

 Resolution 4 - Ratification of issue of Unconditional Subscription Shares      775,990,435          773,985,888    0            2,004,547  284,274

 Resolution 5 - General approval to allot shares                                1,515,234,072        1,513,629,525  0            1,604,547  281,874

 Resolution 6 - Disapplication of pre-emption rights in connection with the     1,513,673,305        1,512,307,394  0            1,365,911  1,842,641
 Fundraise

 Resolution 7 - Disapplication of pre-emption rights for general authority      1,513,673,305        1,512,265,394  0            1,407,911  1,842,641

Notification of transaction by Person Discharging Managerial Responsibilities
("PDMR")

 

 1   Details of the person discharging managerial responsibilities/person closely
     associated
 a)  Name                                                         Belle Terre Trust
 2   Reason for the notification
 a)  Position/status                                              A Trust closely associated with David Hathorn, Chairman

                                                                  and PDMR
 b)  Initial notification/Amendment
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Kore Potash Plc
 b)  LEI                                                          213800NWX7EHG4UVC107
 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 US$0.001 each

     Identification code

                                                                  GB00BYP2QJ94
 b)  Nature of the transaction                                    Issue of 81,187,500 ordinary shares of US$0.001 each.
 c)  Price(s) and volume(s)                                       Price: 0.38 pence

                                                                  Volume: 81,187,500
 d)  Aggregated information                                       Price: 0.38 pence

                                                                  Aggregated volume: 81,187,500
 e)  Date of the transaction                                      7 December 2023
 f)  Place of the transaction                                     London Stock Exchange

 

 

 1   Details of the person discharging managerial responsibilities/person closely
     associated
 a)  Name                                     Stapleford Trust
 2   Reason for the notification
 a)  Position/status                          A Trust closely associated with David Hathorn, Chairman

                                              and PDMR
 b)  Initial notification/Amendment           Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                     Kore Potash Plc
 b)  LEI                                      213800NWX7EHG4UVC107
 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 US$0.001 each

     Identification code

                                                                  GB00BYP2QJ94
 b)  Nature of the transaction                                    Issue 81,187,500 ordinary shares of US$0.001 each.
 c)  Price(s) and volume(s)                                       Price: 0.38 pence

                                                                  Volume: 81,187,500
 d)  Aggregated information                                       Price: 0.38 pence

                                                                  Aggregated volume: 81,187,500
 e)  Date of the transaction                                      7 December 2023
 f)  Place of the transaction                                     London Stock Exchange

 

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