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Appendix 3B
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”)
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
New issue announcement,
application for quotation of additional securities
and agreement
Information or documents not available now must be given to ASX as soon as available. Information and
documents given to ASX become ASX’s property and may be made public.
Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12,
04/03/13
Name of entity
Kore Potash PLC (ASX: KP2)
ARBN
621 843 614
We (the entity) give ASX the following information.
Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).
1 +Class of +securities issued or to be issued (i) Fully paid ordinary shares (AIM)
(ii) Equity warrants – exercisable at A$0.30
each expiring on 29 March 2021
(iii) Performance Rights
(iv) Unlisted Options exercisable at £0.11
each expiring on 27 June 2020
(v) Unlisted Options exercisable at £0.11
each expiring on 27 June 2028
+ See chapter 19 for defined terms.
04/03/2013 Appendix 3B Page 1
2 Number of +securities issued or to be issued (i) 1,618,250 Fully paid ordinary shares (AIM)
(if known) or maximum number which may (ii) 250,000 Equity warrants
be issued (iii) 4,500,000 Performance Rights
(iv) 4,000,000 Unlisted Options
(v) 17,200,000 Unlisted Options
3 Principal terms of the +securities (e.g. if (i) Same terms as other fully paid ordinary
options, exercise price and expiry date; if shares
partly paid +securities, the amount (ii) Exercisable at A$0.30 each expiring on 29
outstanding and due dates for payment; if March 2021
+convertible securities, the conversion price (iii) Unconditional vesting in three equal
and dates for conversion) tranches on the first, second and third
anniversary of the Company’s admission
to the AIM, expiry date of 22 May 2022.
(iv) Exercisable at £0.11 each expiring on 27
June 2020
(v) Exercisable at £0.11 each expiring on 27
June 2028
4 Do the +securities rank equally in all (i) Yes, same as other fully paid ordinary shares
respects from the +issue date with an (ii) No, only when exercised to fully paid ordinary
existing +class of quoted +securities? shares
(iii) No, only when exercised to fully paid ordinary
If the additional +securities do not rank shares
equally, please state: (iv) No, only when exercised to fully paid ordinary
• the date from which they do shares
(v) No, only when exercised to fully paid ordinary
• the extent to which they participate for
shares
the next dividend, (in the case of a trust,
distribution) or interest payment
• the extent to which they do not rank
equally, other than in relation to the
next dividend, distribution or interest
payment
5 Issue price or consideration (i) Deemed price of A$0.20 per fully paid ordinary
share
(ii) Included in (i) at a deemed price of one equity
warrant for each US$1.00 invested
(iii) Nil (Replacement Performance Rights)
(iv) Nil
(v) Nil
6 Purpose of the issue (i) Conversion of US$250,000 convertible loan into
(If issued as consideration for the fully paid ordinary shares following shareholder
acquisition of assets, clearly identify those approval at the AGM held on 27 June 2018 (refer
assets) Resolution 14)
(ii) Issue of equity warrants accompanying the
convertible note under (i) at a deemed price of
one equity warrant for each US$1.00 invested.
(iii) Cancellation of existing Performance Rights
held by Directors and issue of new Performance
Rights following shareholder approval at the
AGM held on 27 June 2018 (refer Resolution 15
to 19)
(iv) Issue of unlisted options following shareholder
approval at the AGM held on 27 June 2018 (refer
Resolution 20)
(v) Issue of unlisted options following shareholder
approval at the AGM held on 27 June 2018 (refer
Resolution 21)
6a Is the entity an +eligible entity that has No
obtained security holder approval under
rule 7.1A?
If Yes, complete sections 6b – 6h in relation
to the +securities the subject of this Appendix
3B, and comply with section 6i
6b The date the security holder resolution N/A
under rule 7.1A was passed
6c Number of +securities issued without N/A
security holder approval under rule 7.1
6d Number of +securities issued with security N/A
holder approval under rule 7.1A
6e Number of +securities issued with security N/A
holder approval under rule 7.3, or another
specific security holder approval (specify
date of meeting)
6f Number of +securities issued under an N/A
exception in rule 7.2
6g If +securities issued under rule 7.1A, was N/A
issue price at least 75% of 15 day VWAP as
calculated under rule 7.1A.3? Include the
+issue date and both values. Include the
source of the VWAP calculation.
+ See chapter 19 for defined terms.
04/03/2013 Appendix 3B Page 3
6h If +securities were issued under rule 7.1A for N/A
non-cash consideration, state date on
which valuation of consideration was
released to ASX Market Announcements
6i Calculate the entity’s remaining issue N/A
capacity under rule 7.1 and rule 7.1A –
complete Annexure 1 and release to ASX
Market Announcements
7 +Issue dates (i) 27 July 2018
Note: The issue date may be prescribed by ASX (refer to the
(ii) 27 July 2018
definition of issue date in rule 19.12). For example, the issue (iii) 1 August 2018
date for a pro rata entitlement issue must comply with the (iv) 1 August 2018
applicable timetable in Appendix 7A.
(v) 1 August 2018
Cross reference: item 33 of Appendix 3B.
Number +Class
8 Number and +class
of all +securities
quoted 431,112,811 Chess Depository Interests at a ratio of
on ASX (including the +securities in section 1 CDI representing 1 fully paid ordinary
2 if applicable) share as issued on the ASX (noting that
an additional 429,739,882 ordinary
shares are quoted on either the AIM
market of the London Stock Exchange
or the Johannesburg Stock Exchange).
Number +Class
9 Number and +class of all +securities not 50,000,000 Unlisted Options exercisable at AUD
quoted on ASX (including the +securities in 0.30 each expiring 15 Nov 2019
section 2 if applicable)
1,886,996 Class C Performance Rights each
expiring 16 September 2019 (Emp)
2,255,000 Performance Rights expiring 6
December 2020 (Emp)
5,881,250 Performance Rights expiring 1 March
2021 (Dir)
660,000 Performance Rights vesting on 31 May
2019 (Dir)
1,405,000 Performance Shares vesting on 31 May
2019
3,747,005 Performance Shares under a Short
Term Incentive Scheme Plan for 2017
11,734,853 Performance Shares under the Long
Term Incentive Plan
13,144,659 Equity Warrants exercisable at A$0.30
each expiring 29 March 2021
4,500,000 Performance Rights expiring 22 May
2022 (Dir)
4,000,000 Unlisted Options exercisable at £0.11
each expiring on 27 June 2020
17,200,000 Unlisted Options exercisable at £0.11
each expiring on 27 June 2028
10 Dividend policy (in the case of a trust, N/A
distribution policy) on the increased capital
(interests)
Part 2 - Bonus issue or pro rata issue
11 Is security holder approval N/A
required?
12 Is the issue renounceable or N/A
non-renounceable?
13 Ratio in which the +securities N/A
will be offered
14 +Class of +securities to which N/A
the offer relates
15 +Record date to determine N/A
entitlements
16 Will holdings on different N/A
registers (or subregisters) be
aggregated for calculating
entitlements?
17 Policy for deciding entitlements N/A
in relation to fractions
18 Names of countries in which the N/A
entity has security holders who
will not be sent new offer
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19 Closing date for receipt of N/A
acceptances or renunciations
20 Names of any underwriters N/A
+ See chapter 19 for defined terms.
04/03/2013 Appendix 3B Page 5
21 Amount of any underwriting fee N/A
or commission
22 Names of any brokers to the N/A
issue
23 Fee or commission payable to N/A
the broker to the issue
24 Amount of any handling fee N/A
payable to brokers who lodge
acceptances or renunciations on
behalf of security holders
25 If the issue is contingent on N/A
+security holders’ approval, the
date of the meeting
26 Date entitlement and N/A
acceptance form and will be
sent to persons entitled
27 If the entity has issued options, N/A
and the terms entitle option
holders to participate on
exercise, the date on which
notices will be sent to option
holders
28 Date rights trading will begin (if N/A
applicable)
29 Date rights trading will end (if N/A
applicable)
30 How do security holders sell N/A
their entitlements in full
through a broker?
31 How do security holders sell N/A
part of their entitlements
through a broker and accept for
the balance?
32 How do security holders N/A
dispose of their entitlements
(except by sale through a
broker)?
33 +Issue date N/A
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
34 Type of securities
(tick one)
(a) +Securities described in Part 1
(b) All other +securities
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid,
employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible
securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing the information or
documents
35 If the +securities are +equity securities, the names of the 20 largest holders of the
additional +securities, and the number and percentage of additional +securities
held by those holders
36 If the +securities are +equity securities, a distribution schedule of the additional
+securities setting out the number of holders in the categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
37 A copy of any trust deed for the additional +securities
Entities that have ticked box 34(b)
38 Number of +securities for which
+quotation is sought
39 Class of +securities for which
quotation is sought
+ See chapter 19 for defined terms.
04/03/2013 Appendix 3B Page 7
40 Do the +securities rank equally in
all respects from the +issue with an
existing +class of quoted
+securities?
If the additional +securities do not
rank equally, please state:
- the date from which they do
- the extent to which they
participate for the next
dividend, (in the case of a trust,
distribution) or interest
payment
- the extent to which they do not
rank equally, other than in
relation to the next dividend,
distribution or interest
payment
41 Reason for request for quotation
now
Example: In the case of restricted securities, end
of restriction period
(if issued upon conversion of
another +security, clearly identify
that other +security)
Number +Class
42 Number and +class
of all
+securities quoted on ASX
(including the +securities in clause
38)
Quotation agreement
1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may
quote the +securities on any conditions it decides.
2 We warrant the following to ASX.
- The issue of the +securities to be quoted complies with the law and is not for
an illegal purpose.
- There is no reason why those +securities should not be granted +quotation.
- An offer of the +securities for sale within 12 months after their issue will not
require disclosure under section 707(3) or section 1012C(6) of the Corporations
Act.
Note: An entity may need to obtain appropriate warranties from subscribers
for the securities in order to be able to give this warranty
- Section 724 or section 1016E of the Corporations Act does not apply to any
applications received by us in relation to any +securities to be quoted and that
no-one has any right to return any +securities to be quoted under sections 737,
738 or 1016F of the Corporations Act at the time that we request that the
+securities be quoted.
- If we are a trust, we warrant that no person has the right to return the
+securities to be quoted under section 1019B of the Corporations Act at the
time that we request that the +securities be quoted.
3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim,
action or expense arising from or connected with any breach of the warranties in this
agreement.
4 We give ASX the information and documents required by this form. If any
information or document is not available now, we will give it to ASX before +quotation
of the +securities begins. We acknowledge that ASX is relying on the information and
documents. We warrant that they are (will be) true and complete.
[ signed electronically ]
Sign here: ............................................................Date: 1 August 2018
Joint Company Secretary
Print name: Henko Vos
2 August 2018
JSE Sponsor: Rencap Securities (Pty) Limited
Date: 02/08/2018 08:01:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
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