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KORE POTASH PLC - Results of General Meeting and Issue of Shares

Release Date: 05/05/2021 15:20
Code(s): KP2     PDF:  
Wrap Text
Results of General Meeting and Issue of Shares

Kore Potash plc
(Incorporated in England and Wales)
Registration number 10933682
ASX share code: KP2
AIM share code: KP2
JSE share code:KP2
ISIN: GB00BYP2QJ94
(“Kore Potash” or the “Company”)

5 May 2021

                       Results of General Meeting (”GM”) and Issue of Shares

Kore Potash plc, the potash development company whose flagship asset is the 97%-owned Sintoukola
Potash Project, is pleased to announce that the resolutions put to its 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 462,310,392 new ordinary shares (“Ordinary
Shares”) in the Company at 1.1p (2.0 Australian cents) per share in line with the Company’s
announcements of 19 April 2021. Application has been made for the Ordinary Shares to be admitted
to trading on 6 May 2021.

The Company is pleased to report that as a result of its close period ending, Chairman, David Hathorn,
has confirmed his participation in the proposed fundraise, for a total of 23,056,653 New Ordinary
Shares for a total value of approximately US$350,000.

Princess Aurora Company Pte Ltd ("OIA”) has now also signed a subscription agreement confirming
their purchase of 92,226,613 new ordinary shares (“OIA Shares”) at 1.1p for a total cash consideration
of US$1.4 million. Application will be made for the OIA Shares to be admitted to trading on 11 May
2021.

As a substantial shareholder, OIA’s investment is deemed to be a related party transaction for the
purposes of AIM Rule 13. The directors of the Company, other than Sameer Oundhakar, having
consulted with the Company's nominated adviser, Canaccord Genuity, consider that the terms of OIA's
investment are fair and reasonable insofar as Shareholders are concerned. These shares will, for ASX
purposes, be issued under ASX listing rule 10.11, having received the relevant shareholder approvals
at today’s GM.

Both David Hathorn’s and OIA’s participation in the fundraising will result in each holding the following
number of shares:

 Shareholder               Number of existing        Number     of   New   Total   number of
                           Ordinary Shares           Ordinary Shares       Ordinary Shares
 OIA                       569,658,558               92,226,613            661,885,171
 David Hathorn             118,080,363               23,056,653            141,137,016


Following the issue of the Placing Shares, Subscription Shares, Fee Shares and the OIA Shares, the
Company’s issued share capital will consist of 3,371,823,700 ordinary shares of US$0.001. Accordingly,
the total number of voting rights in the Company is 3,371,823,700. This figure may be used by
shareholders 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 Company under the Financial Conduct
Authority’s Disclosure Guidance and Transparency Rules.

The following statistics, as detailed in the attached Annexure A, are provided in respect of each
resolution on the Agenda of Kore Potash plc’s GM.

Those defined terms not defined within this announcement will have the same meaning as that set in
the announcement 8 April 2021 and 14 April 2021.

This announcement was approved for release by the Board of Directors.


                                                ENDS

Market Abuse Regulation

This announcement is released by Kore Potash plc and contains inside information for the purposes
of the UK version of the EU Market Abuse Regulation (EU 596/2014) ("UK MAR") and is disclosed in
accordance with the Company's obligations under MAR.

For further information, please visit www.korepotash.com or contact:
 Kore Potash                                                    Tel: +27 11 469 9140
 Brad Sampson – CEO

 Tavistock Communications                                       Tel: +44 (0) 20 7920 3150
 Jos Simson
 Edward Lee

 Canaccord Genuity – Nomad and Broker                           Tel: +44 (0) 20 7523 4600
 James Asensio
 Henry Fitzgerald-O’Connor

 Shore Capital – Joint Broker                                   Tel: +44 (0) 20 7408 4050
 Jerry Keen
 Toby Gibbs
 James Thomas

 Questco Corporate Advisory – JSE Sponsor                       Tel: +27 (11) 011 9208
 Mandy Ramsden

ANNEXURE A:

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

                                                                                                                 FOR
                                                                                           TOTAL VOTES                                   VOTES
                                                RESOLUTION                                                    (including    AGAINST
                                                                                           VALIDLY CAST                                 WITHHELD
                                                                                                              discretion)
                                                                                                                              742,676     1,146,646
                  Resolution 1 – Allot shares                                              1,537,073,078    1,536,330,402
                                                                                                                              742,676     1,150,146
                  Resolution 2 – Securities for investors                                  1,535,069,578    1,534,326,902
                                                                                                                              795,376     1,060,446
                  Resolution 3 – Securities for director                                   1,537,159,278    1,536,363,902
                                                                                                                              851,376     1,060,446
                  Resolution 4 – Securities issue to SQM                                   1,537,159,278    1,536,307,902
                                                                                                                              851,376   495,138,275
                  Resolution 5 – Securities issue to SGRF                                  1,010,716,449    1,009,865,073
                                                                                                                              742,676     1,061,646
                  Resolution 6 – Placing Shares                                            1,535,158,078    1,534,415,402
                                                                                                                              479,772     1,145,446
                  Resolution 7 – Issue of Shares                                           1,537,074,278    1,536,594,506
                                                                                                                              782,093     1,046,646
                  Resolution 8 – Allot Shares                                              1,537,173,078    1,536,390,985
                                                                                                                              779,813     1,231,146
                  Resolution 9 - Pre-emption rights 1                                      1,536,988,578    1,536,208,765
                                                                                                                              845,813     1,165,146
                  Resolution 10 – Pre-Emption rights 2                                     1,537,054,578    1,536,208,765

Date: 05-05-2021 03:20:00
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