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REG - Kore Potash PLC - Review of Operations for Quarter to 30 June 2024

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RNS Number : 4537Y  Kore Potash PLC  31 July 2024

31 July 2024

 

Kore Potash Plc

("Kore Potash" or "the Company")

 

Review of Operations for the Quarter ended 30 June 2024

 

Kore Potash (AIM: KP2, ASX: KP2, JSE: KP2, A2X: KP2), the potash development
company with 97%-ownership of the Kola Potash Project ("Kola" or the "Kola
Project") and Dougou Extension ("DX") Potash Project in the Sintoukola Basin,
located in the Republic of Congo ("RoC"), provides its quarterly update for
the period ended 30 June 2024 (the "Quarter").

 

Quarterly Highlights

 

Projects

·    PowerChina International Group Limited ("PowerChina") delivered the
Engineering, Procurement and Construction ("EPC") proposal and draft EPC
contract to the Company on 6 February 2024.

·    Kore Potash and PowerChina commenced further detailed negotiation on
the EPC proposal and draft EPC contract. The Company met senior PowerChina
officials in Beijing in May 2024 and again in Dubai in July 2024, where both
parties satisfactorily resolved all outstanding commercial points. The
agreements are now with the respective legal counsels of both parties to
finalise the agreements. When the agreements are in final state Kore Potash
and PowerChina will work towards fixing a date for signing ceremony with the
Minister of Mines and his colleagues of the Republic of Congo in Brazzaville.
Following the signing ceremony relevant details of the agreement will be made
public.

 

Corporate

·    On 4 April 2024, the Company announced the appointment of Mr J. M.
André ("André") Baya as non-board Chief Executive Officer ("CEO") effective
from 15 April 2024.

·    On 15 April 2024, the Company granted options over 35,000,000 new
Ordinary Shares ("new Ordinary Shares") to management.

·    On 7 May 2024, the Company announced a secondary listing on the A2X
exchange ("A2X") with effect from 14 May 2024.

·    The Company held a General Meeting on 13 May 2024 to approve a
conditional fundraise of US$150,000.

·    The Company held its Annual General Meeting on 6 June 2024.

·    On 27 June 2024, the Company announced the appointment of Amit Mehta
as a non-executive director to the Board, nominated by Oman Investment
Authority ("OIA"), with effect from 26 June 2024.

·    As of 30 June 2024, the Company held US$0.96 million in cash.

·    Successful completion of US$1.221 million fundraise on 1 July 2023
with a further US$60,000 conditionally raised subject to shareholder approval
at a General Meeting to be held on 23 August 2024.

 

Operational Activities

 

Kola EPC

Kore Potash signed a Memorandum of Understanding with the Summit Consortium
("Consortium") in April 2021 for the Optimisation of Kola, the provision of an
EPC contract proposal, and a debt and royalty financing proposal for the total
construction cost of Kola.

The results of the Optimisation Study ("Study") announced on 27 June 2022
supported moving to the next phase of Kola's development.

On 28 June 2022, the Company announced that it had signed a Heads of Agreement
("HoA") for the construction of Kola with SEPCO Electric Power Construction
Corporation ("SEPCO"). Under the HoA, SEPCO undertook to continue negotiations
with Kore Potash towards an EPC contract for the construction of Kola.
Importantly, the HoA recognised that the Study's outcomes confirmed the
capital cost of Kola, the construction period and related EPC contract terms.

Recognising the world-class scale of Kola, the length of the proposed
construction period and the total financing requirement, Kore Potash requested
that SEPCO's parent company, PowerChina, provide the typically required EPC
contract guarantees, including performance and retention bonds supporting the
completion of construction and the operating performance of Kola.

On 8 August 2023, Kore Potash entered into a revised agreement ("Agreement")
with SEPCO to provide the Company with an EPC contract for the construction of
the Kola Project. Following the completion of SEPCO's parent company,
PowerChina's, review of the Kola design and construction schedule, one of the
agreed outcomes was that further engineering design works must be completed
before PowerChina and SEPCO jointly present an EPC proposal and EPC contract
to the Company.

PowerChina subcontracted five technical groups who commenced additional design
and engineering works. Specific design areas included the underground mine,
mineral processing jetty and transhipment operations, energy transportation
and storage, conveyor systems and material handling (the "Works"). PowerChina
advised the Company that the Works would cost in excess of US$10 million to
complete. Illustrating PowerChina's commitment to Kola, it capped Kore
Potash's contribution at a maximum of US$5 million, with the balance of the
costs to be paid by PowerChina.

Two payments of US$1.0 million each were made in August and November 2023, as
required under the Agreement. The remaining payments are contingent upon the
Company completing further fund raises and PowerChina and SEPCO's delivery of
the EPC contract. The remaining payments are planned to be paid in two
tranches, 12 months from date of the execution of the EPC contract.

PowerChina, SEPCO and the subcontractors, in pursuit of the timeline
objectives, commenced the Works before reaching an agreement with the Company
on costs.

PowerChina delivered the EPC proposal and draft EPC contract on 6 February
2024.

Kore Potash and PowerChina continue to negotiate the EPC proposal and draft
the EPC contract. The Company met PowerChina senior officials in Beijing in
May 2024 and then again in Dubai in July 2024 where both parties
satisfactorily resolved all outstanding commercial points to enable Kore
Potash and PowerChina to conclude the agreements. The agreements are now with
the respective legal counsels of both parties to finalise the agreements. When
the agreements are in final state Kore Potash and PowerChina will work towards
fixing a date for signing ceremony with the Minister of Mines and his
colleagues of the Republic of Congo in Brazzaville. Following the signing
ceremony relevant details of the agreement will be made public.

Kola Financing

Kore Potash continues to work with the Consortium to provide financing for the
total construction cost of Kola, which is intended to be based on royalty and
debt finance.

The successful outcomes of the Study were in line with the Consortium's
requirements and supported the ongoing financing discussions. The financing
parties of the Consortium have again reinforced their ongoing strong interest
in financing Kola and await the finalisation of the EPC contract terms.

The Consortium has advised that the financing proposal for the total
construction cost of Kola will be provided to the Company within six weeks of
the execution of the EPC Contract.

Kore Potash maintains that the Consortium members can provide the required
financing for Kola's construction of Kola and that pursuing this financing
opportunity remains the best path forward for Kore Potash's shareholders.

 

Congo Government Relations

On 21 August 2023, the Minister of Mines wrote a letter to the Company that
pledged the Ministry and the RoC's support for Kore's development of its
projects at Kola and Dougou ("Projects").

The Minister acknowledged that some of the development objectives for the
Projects, as outlined in the Mining Convention, have not yet been met. He also
assured the Ministry's steadfast support, in the form of a moral guarantee, to
assist in addressing the remaining challenges to completing the financing of
Kola. The Minister reaffirmed the validity of the Company's mining tenement
titles and the Mining Convention, which is the operating agreement between the
Company and the Government.

The Minister of Mines of the RoC showed further support for the Company's
development of the Kola Project during a visit to the Kola Project in
September 2023.

Kore Potash held a ceremony at the intended location of the Kola processing
plant in recognition of the extensive development work completed by Kore
Potash. The ceremony also recognised the commencement of work on the ground at
the Kola site by SEPCO.

The ceremony was held near the village of Yanga in the Kouilou province of the
RoC. The Minister, members of his Ministry and local dignitaries were in
attendance, along with the Chairman of Kore Potash, David Hathorn, Warren
Thompson from the Summit Consortium and SEPCO Vice President Zhang Quan.

 

On 24 February 2024 David Hathorn and Warren Thompson met with The Minister of
Mines of the RoC to update him on the EPC progress.

 

The Company's CEO, André Baya was received by His Excellency, Minister Pierre
Oba, and his Adviser, Professor Hilaire Elenga, in Brazzaville on 18 April
2024. He updated the Minister of Mines of the RoC regarding the Kola EPC
contracting progress. Minister Oba reiterated the full support of the
Congolese Government in the development of Kola which is in line with the
Government's plan to develop and create jobs in the region in which Kola is
located.

 

While discussions with PowerChina were progressing, the CEO also engaged with
the Ministry of Mines in the RoC to plan the organization of the signature
ceremony which should take place in Brazzaville. The Company are waiting to
update the Minister and finalise the date and venue as soon as the legal
process is completed.

 

 

DX Potash Project

At present, the Company remains focused on completing the financing of Kola
and moving forward to construction of Kola as soon as possible. The Company is
also exploring what strategic options are available for the DX project.

Corporate

On 4 April 2024, the Company announced the appointment of André Baya as
non-board CEO effective from 15 April 2024.

 

André has over 20 years of experience in the global mining and agriculture
sectors and brings significant African experience including having held senior
positions for groups with operations in the RoC.  Immediately prior to
joining Kore Potash, André worked as a management consultant, leading the
corporate re-engineering of Fraser Alexander (Pty) Ltd.'s African subsidiaries
and the corporate development of Fortescue Mining Group's Belinga iron ore
project in Gabon.

 

Prior to this, André was Country and General Manager for a variety of global
mining corporations including Sundance Resources, Cominco, Roxgold, Alliance
Mining Commodities, Orezone and Central Copper Resources. Other notable
positions include Chief Operating Officer at Managem Group, the international
Moroccan mining group, where he was responsible for the management of the
Managem Group's operations and development projects across eight African
nations.

 

Between 1985 and 2001, André spent 15 years in trade and agriculture, in both
technical and managerial roles for industrial chemicals and agrochemicals
businesses in Africa and beyond.

 

On 15 April 2024, the Company granted options over 35,000,000 new Ordinary
Shares to management.

 

On 7 May 2024, the Company announced a secondary listing on A2X, with effect
from 14 May 2024.

 

The Company held a General Meeting on 13 May 2024 where a conditional
fundraise of US$150,000 was approved.

 

The Company held its Annual General Meeting on 6 June 2024.

 

On 27 June 2024, the Company announced the appointment of Amit Mehta as a
non-executive director to the Board, nominated by OIA, with effect from 26
June 2024.

 

Mr Mehta is the Senior Manager in the Private Equity team at OIA, the
Sovereign Wealth fund of Oman. He oversees the diversified investments
strategy covering the Metals and Mining investments, Renewables and Energy
Transition sector. He has over 14 years of Private Equity and Investment
Banking experience working across the New York and Middle East regions. His
position within OIA gives him commercial and corporate perspectives that will
be of value to Kore Potash.

 

As at 30 June 2024, the Company held US$0.96 million in cash.

 

On 1 July 2024 the Company raised US$1,221,000 via the issue of 87,503,183 new
ordinary shares of US$0.001 each in the Company (the "Unconditional
Subscription Shares") with existing and new shareholders at a price of 1.1
pence per share ("Subscription Price").

 

On 1 July 2024 the Company also announced that David Hathorn, Chairman of Kore
Potash conditionally subscribed for 4,299,454 new Ordinary Shares of US$0.001
each in the Company at a price of 1.1 pence per new Ordinary Share, for a
total consideration of US$60,000 (the "Conditional Subscription"). The
Conditional Subscription is subject to approval by the shareholders at a
General Meeting scheduled to be held on 23 August 2024.

 

There were no mining production or construction activities during the Quarter.

 

Quarterly cashflow report

In accordance with the ASX Listing Rules, the Company will also lodge its
cashflow report for the Quarter today.

The Company invested US$492,000 in exploration in the Quarter, which comprised
US$489,000 related to the Kola Study and US$3,000 for the DX DFS Study. The
Company ended the Quarter with c.US$0.96 million in cash.

This announcement has been approved for release by the Board of Kore Potash.

 

Market Abuse Regulation

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Company's obligations under Article 17 of
MAR.

ENDS

 

 

For further information, please visit www.korepotash.com
(https://url.avanan.click/v2/___http:/www.korepotash.com___.YXAxZTpzaG9yZWNhcDphOm86MDlkN2QxNGJhNDk0MzNjMTI4MTVmZjFjOWJhOTQ0MDg6NjplMTY5OjNlYWYwYmY3Zjk2NzhjZDU2NzQxOGU4ZmYwZGE1ZmE3MDNiODhlZTk1Y2QzYTg1YjE3ZmMzMTY2MDYwYzc2YmY6cDpGOk4)
or contact:

 

 Kore Potash                                      Tel: +44 (0) 20 3963 1776

 André Baya, CEO

 Andry Maruta, CFO
 Tavistock Communications                         Tel: +44 (0) 20 7920 3150

 Nick Elwes

 Josephine Clerkin
 SP Angel Corporate Finance - Nomad and Broker    Tel: +44 (0) 20 7470 0470

 Ewan Leggat

 Charlie Bouverat

 Shore Capital - Joint Broker                     Tel: +44 (0) 20 7408 4050

 Toby Gibbs

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

 Doné Hattingh

 

 

Tenement Details and Ownership

The Company is incorporated and registered in England and Wales and wholly
owns Kore Potash Limited of Australia. Kore Potash Limited has a 97%
shareholding in Sintoukola Potash SA ("SPSA") in the RoC. SPSA has 100%
ownership of Kola Potash Mining SA ("KPM"). KPM has 100% ownership of the Kola
Mining Lease on which the Kola Deposit is situated. The Kola Deposit is
located within the Kola Mining Lease. SPSA is also the 100% owner of the
Dougou Mining Lease. The Dougou Mining lease hosts the Dougou Deposit and the
DX Deposit.

 

Under the existing Mining Convention, the RoC Government is entitled to 10%
ownership in the Kola and DX Projects. The transfer of this 10% awaits
instructions from the Government and the Mineral Resources and Ore Reserves
are shown below in gross and 90% attributable bases.

 

 

Table 1: Schedule of mining tenements (Republic of Congo)

 Project & Type       Tenement Issued                               Company Interest        Title Registered to

 Kola                 Decree 2013-412                               100%                    Kola Potash Mining S.A.

 Mining               of 9 August 2013                              potassium rights only

 Dougou               Decree 2017-139                               100%                    Sintoukola Potash S.A.

 Mining               of 9 May 2017                                 potassium rights only

                      Revised Decree No 2021-389 of 2 August 2021

Kore Potash Mineral Resources and Ore Reserves - Gross and according to future
90% interest (10% by the RoC government)

 

 KOLA SYLVINITE DEPOSIT
                                 Gross                                            Net Attributable (90% interest)
 Mineral Resource Category       Sylvinite        Average Grade  Contained KCl    Sylvinite          Average Grade  Contained KCl

                                 Million Tonnes   KCl %          million tonnes    Million Tonnes    KCl %          million tonnes
 Measured                        216              34.9           75.4             194                34.9           67.8
 Indicated                       292              35.7           104.3            263                35.7           93.9
 Sub-Total Measured + Indicated  508              35.4           179.7            457                35.4           161.7
 Inferred                        340              34.0           115.7            306                34.0           104.1
 TOTAL                           848              34.8           295.4            763                34.8           265.8

                                 Gross                                            Net Attributable (90% interest)
 Ore Reserve Category            Sylvinite        Average Grade  Contained KCl    Sylvinite          Average Grade  Contained KCl

                                 Million Tonnes   KCl %          million tonnes   Million Tonnes     KCl %          million tonnes
 Proved                          62               32.1           19.8             56                 32.1           17.9
 Probable                        91               32.8           29.7             82                 32.8           26.7
 TOTAL                           152              32.5           49.5             137                32.5           44.6
 Ore Reserves are not in addition to Mineral Resources but are derived from
 them by the application of modifying factors

 DOUGOU EXTENSION SYLVINITE DEPOSIT (HWSS and TSS)
                                 Gross                                            Net Attributable (90% interest)
 Mineral Resource Category       Sylvinite        Average Grade  Contained KCl    Sylvinite          Average Grade  Contained KCl

                                 Million Tonnes   KCl %          million tonnes   Million Tonnes     KCl %          million tonnes
 Measured                         20              32.4            6.5             18                 32.4           5.9
 Indicated                       8                23.1           1.8              7                  23.1           1.6
 Sub-Total Measured + Indicated  28               29.9           8.3              25                 29.9           7.5
 Inferred                        101              23.5           23.8             91                 23.5           21.4
 TOTAL                           129              24.8           32.1             116                24.8           28.9

 

                                              Gross                                                                Net Attributable (90% interest)
 Ore Reserve Category                         Sylvinite        Average Grade                   Contained KCl       Sylvinite           Average Grade  Contained KCl

                                              Million Tonnes   KCl %                           million tonnes      Million Tonnes      KCl %          million tonnes
 Proved                                       6.1              32.5                            2.0                 5.5                 32.5           1.8
 Probable                                     3.2              41.8                            1.3                 2.9                 41.8           1.2
 TOTAL                                        9.3              35.7                            3.3                 8.4                 35.7           3.0
 Ore Reserves are not in addition to Mineral Resources but are derived from
 them by the application of modifying factors

 DOUGOU CARNALLITE DEPOSIT
                                 Gross                                                                   Net Attributable (90% interest)
 Mineral Resource Category       Million Tonnes                       Average Grade  Contained KCl       Million Tonnes      Average Grade                      Contained KCl

                                 carnallite                           KCl %          million tonnes      carnallite           KCl %                             million tonnes
 Measured                        148                                  20.1           29.7                133                 20.1                               26.8
 Indicated                       920                                  20.7           190.4               828                 20.7                               171.4
 Sub-Total Measured + Indicated  1,068                                20.6           220.2               961                 20.6                               198.2
 Inferred                        1,988                                20.8           413.5               1,789               20.8                               372.2
 TOTAL                           3,056                                20.7           633.7               2,750               20.7                               570.3

 KOLA CARNALLITE DEPOSIT
                                 Gross                                                                   Net Attributable (90% interest)
 Mineral Resource Category       Million Tonnes                       Average Grade  Contained KCl       Million Tonnes      Average Grade                      Contained KCl

                                 carnallite                           KCl %          million tonnes      carnallite          KCl %                              million tonnes
 Measured                        341                                  17.4           59.4                307                 17.4                               53.5
 Indicated                       441                                  18.7           82.6                397                 18.7                               74.4
 Sub-Total Measured + Indicated  783                                  18.1           142.0               705                 18.1                               127.8
 Inferred                        1,266                                18.7           236.4               1,140               18.7                               212.8
 TOTAL                           2,049                                18.5           378.5               1,844               18.5                               340.6

 

Competent Persons Statements

All Mineral Resource and Ore Reserves are reported in accordance with the JORC
Code (2012 edition). Numbers are rounded to the appropriate decimal place.
Rounding 'errors' may be reflected in the "totals".

 

The Kola Mineral Resources were reported 6 July 2017 in an announcement titled
'Updated Mineral Resource for the High -Grade Kola Deposit'. It was prepared
by Competent Person Mr. Garth Kirkham, P.Geo., of Met-Chem division of DRA
Americas Inc., a subsidiary of the DRA Group, and a member of the Association
of Professional Engineers and Geoscientists of British Columbia. The Ore
Reserves for sylvinite at Kola was first stated on 29 January 2019 in an
announcement titled "Kola Definitive Feasibility Study" and was prepared by
Met-Chem. The Competent Person for the estimate was Mr Mo Molavi, member of
good standing of Engineers and Geoscientists of British Columbia. The Ore
Reserves were reviewed when the changes to the underlying assumptions (as
detailed in the 27 June 2022 announcement "Kola Project optimisation study
outcomes") were made and Mr Molavi verified that the Ore Reserves remained
unchanged.

 

The Dougou carnallite Mineral Resources were reported on 9 February 2015 in an
announcement titled 'Elemental Minerals Announces Large Mineral Resource
Expansion and Upgrade for the Dougou Potash Deposit'. It was prepared by
Competent Persons Dr. Sebastiaan van der Klauw and Ms. Jana Neubert, senior
geologists and employees of ERCOSPLAN Ingenieurgesellschaft Geotechnik und
Bergbau mbH and members of good standing of the European Federation of
Geologists.

 

The Dougou Extension sylvinite Mineral Resource Estimate and Ore Reserve
Estimate were reported in an announcement titled "Updated Dougou Extension
(DX) PFS and Production Target" on 24 January 2023. Dr. Douglas F. Hambley,
Ph.D., P.E., P.Eng., P.G of Agapito Associates Inc., for the Exploration
Results and Mineral Resources. Mr. Hambley is a licensed professional
geologist in states of Illinois (Member 196-000007) and Indiana (Member 2175),
USA, and is an Honorary Registered Member (HRM) of the Society of Mining,
Metallurgy and Exploration, Inc. (SME, Member 1299100RM), a Recognized RPO
included in a list that is posted on the ASX website from time to time and Dr.
Michael Hardy was the Competent Person for the Ore Reserves, and he is a
registered member in good standing (Member #01328850) of Society for Mining,
Metallurgy and Exploration (SME) which is an RPO included in a list that is
posted on the ASX website from time to time.

 

The Company confirms that, it is not aware of any new information or data that
materially affects the information included in the original market
announcements and, in the case of estimates of Mineral Resources or statements
of Ore Reserves that all material assumptions and technical parameters
underpinning the estimates in the relevant market announcement continue to
apply and have not materially changed. The Company confirms that the form and
context in which the Competent Person's findings are presented have not been
materially modified from the original market announcement.

 

Forward-Looking Statements

This release contains certain statements that are "forward-looking" with
respect to the financial condition, results of operations, projects and
business of the Company and certain plans and objectives of the management of
the Company. Forward-looking statements include those containing words such
as: "anticipate", "believe", "expect," "forecast", "potential", "intends,"
"estimate," "will", "plan", "could", "may", "project", "target", "likely" and
similar expressions identify forward-looking statements. By their very nature
forward-looking statements are subject to known and unknown risks and
uncertainties and other factors which are subject to change without notice and
may involve significant elements of subjective judgement and assumptions as to
future events which may or may not be correct, which may cause the Company's
actual results, performance or achievements, to differ materially from those
expressed or implied in any of our forward-looking statements, which are not
guarantees of future performance. Neither the Company, nor any other person,
gives any representation, warranty, assurance or guarantee that the occurrence
of the events expressed or implied in any forward-looking statement will
occur. Except as required by law, and only to the extent so required, none of
the Company, its subsidiaries or its or their directors, officers, employees,
advisors or agents or any other person shall in any way be liable to any
person or body for any loss, claim, demand, damages, costs, or expenses of
whatever nature arising in any way out of, or in connection with, the
information contained in this document.

 

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