KORE POTASH PLC - CDI Monthly Movement

Release Date: 07/08/2018 10:32
Code(s): KP2
 
Wrap Text
CDI Monthly Movement

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”)

                                          CDI Monthly Movement

Kore Potash advises the following movements in CDIs over its ordinary shares during July 2018:

Balance – 30 June 2018                          431,112,811

Net Movement *                                   (2,475,757)

Balance – 31 July 2018                          428,637,054

* Increase/(Decrease) in the number of CDIs quoted on ASX as a result of transfers between CDIs quoted
on ASX and ordinary shares quoted on AIM and JSE, as required by the ASX to be reported on a monthly
basis.

A copy of the Appendix 3B lodged with the ASX reflecting the movement is attached below.



                                                   ENDS
7 August 2018
JSE Sponsor: Rencap Securities (Pty) Limited

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
 Martin Davison
 James Asensio

 Renaissance Capital – JSE Sponsor                               Tel: +27 (11) 750 1448
 Yvette Labuschagne
                                                                                                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                 CHESS Depositary Interests corresponding
                                                                            to fully paid ordinary shares (CDIs)



   2       Number of +securities issued or to be issued                     CDIs:
           (if known) or maximum number which may
           be issued                                                        As at 30 June 2018                               431,112,811

                                                                            Net transfers*                                  (2,475,757)

                                                                            As at 31 July 2018                               428,637,054

                                                                            * Transfers between CDIs quoted on ASX and
                                                                            ordinary shares quoted on AIM and JSE


   3       Principal terms of the +securities (e.g. if                      Increase/(Decrease) in the number of CDIs
           options, exercise price and expiry date; if                      quoted on ASX as a result of transfers
           partly paid +securities, the amount                              between CDIs quoted on ASX and ordinary
           outstanding and due dates for payment; if                        shares quoted on AIM and JSE, as required to
           +convertible securities, the conversion price                    be reported on a monthly basis.
           and dates for conversion)
  4       Do the +securities rank equally in all            Yes
          respects from the +issue date 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

  5       Issue price or consideration                      Nil


  6       Purpose of the issue                              Notification to ASX of the movement of CDIs quoted
          (If issued as consideration for the               on ASX and ordinary shares quoted on AIM and JSE.
          acquisition of assets, clearly identify those
          assets)


  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




+ See chapter 19 for defined terms.

04/03/2013                                                                      Appendix 3B Page 3
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.

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                                                    Movements during July 2018
     Note: The issue date may be prescribed by ASX (refer to the
     definition of issue date in rule 19.12). For example, the issue
     date for a pro rata entitlement issue must comply with the
     applicable timetable in Appendix 7A.

     Cross reference: item 33 of Appendix 3B.




                                                                       Number         +Class
8    Number and +class of all +securities quoted                       428,637,054    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 432,215,639 ordinary
                                                                                      shares are at 31 July 2018 quoted on
                                                                                      either the AIM market of the London
                                                                                      Stock Exchange or the Johannesburg
                                                                                      Stock Exchange).


                                                                       Number         +Class

9    Number and           +class
                            of all          not +securities            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
  9                                                       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




+ See chapter 19 for defined terms.

04/03/2013                                                                 Appendix 3B Page 5
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

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




+ See chapter 19 for defined terms.

04/03/2013                                                                                              Appendix 3B Page 7
    39   Class of +securities for which
         quotation is sought


    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: 7 August 2018
                      Joint Company Secretary

Print name:           Henko Vos

                                                 == == == == ==




+ See chapter 19 for defined terms.

04/03/2013                                                                                              Appendix 3B Page 9

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