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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) Unlisted options exercisable at £0.022 each and
expiring on 19 July 2024
2 Number of +securities issued or to be issued (i) 646,914,254 Fully paid ordinary shares (AIM)
(if known) or maximum number which may (ii) 26,900,000 Unlisted options
be issued
3 Principal terms of the +securities (e.g. if (i) Same terms as other fully paid ordinary shares
options, exercise price and expiry date; if (ii) Exercisable at £0.022 each and expiring on 19 July
partly paid +securities, the amount 2024
outstanding and due dates for payment; if
+convertible securities, the conversion price
and dates for conversion)
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
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 (i) £0.016 per ordinary share
(ii) Nil
6 Purpose of the issue (i) Ordinary shares issued pursuant to the Fundraise
(If issued as consideration for the as approved by shareholders at the General
acquisition of assets, clearly identify those Meeting held on 17 July 2019 (Resolution 1)
assets) (ii) Options issued to Mr Brad Sampson as approved
by shareholders at the General Meeting held on 17
July 2019 (Resolution 8)
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.
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 19 July 2019
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 232,333,233 Chess Depository Interests (CDI) at a
on ASX (including the +securities in section ratio of 1 CDI representing 1 fully paid
2 if applicable) ordinary share as issued on the ASX
(noting that an additional 1,277,320,710
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)
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
4,062,500 Performance Rights expiring 22 May
2022 (Dir)
4,000,000 Unlisted Options exercisable at £0.11
each expiring on 27 June 2020
26,900,000 Unlisted Options exercisable at £0.022
each expiring on 19 July 2024
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
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
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: 19 July 2019
Joint Company Secretary
Print name: Henko Vos
19 July 2019
JSE Sponsor: Rencap Securities (Pty) Limited
Date: 19/07/2019 11:00:00
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