To view the PDF file, sign up for a MySharenet subscription.

KORE POTASH PLC - Issue of Equity, Performance Rights and Options and Cancellation of certain Performance Rights

Release Date: 25/06/2020 08:00
Code(s): KP2     PDF:  
Wrap Text
Issue of Equity, Performance Rights and Options and Cancellation of certain Performance Rights

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”)

   Issue of Equity, Performance Rights and Options and Cancellation of certain Performance Rights

Kore Potash plc, the potash exploration and development company whose flagship asset is the 97%-
owned Sintoukola Potash Project (“Kola” or the “Project”), announces the following Issues of Equity,
Performance Rights and Options and the cancellation of certain Performance Rights.

Issues of Equity
A total of 2,258,333 new Ordinary Shares of US$0.001 each in the Company have been issued to certain
current and former employees of the Company to satisfy the conversion of vested Performance Rights
in ordinary shares. Of these, 1,410,000, have been issued to Gavin Chamberlain, the Company’s Chief
Operating Officer. In order to subscribe for the shares in respect of the vested Performance Rights each
recipient was required to pay the aggregate of US$0.001 per share.

For ASX’s purposes, these securities are issued under exception 9 of ASX Listing Rule 7.2.

Additionally, Align Research Limited (“Align Research”), an unrelated party to the Company, has
initiated coverage on the Company and will provide on-going equity research services to the Company.
As consideration for these services, 4,000,000 new Ordinary Shares of US$0.001 each in the Company
are being issued to Align Research at an agreed price of 0.75p per share, being the prevailing price at
the date of signing the agreement.

For ASX’s purposes, these securities are issued under ASX Listing Rule 7.1.

Accordingly, application has been made for a total of 6,258,333 new Ordinary Shares of US$0.001 each
in the Company to be admitted to trading on AIM, the JSE Limited and the Australian Securities
Exchange on 30 June 2020. These shares rank pari passu with the existing Ordinary Shares in issue.

Following these issues, the Company’s issued share capital consists of 1,556,531,836 Ordinary Shares.
No shares are held in treasury. Therefore, the total number of voting rights in the Company is
1,556,531,836.

The above 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 to their interest in, the
Company under the Financial Conduct Authority’s Disclosure Guidance and Transparency Rules.

Issue of Performance Rights
The Company has issued 2,250,000 Performance Rights (“the Performance Rights”) to employees
under its Short Term Incentive Plan with the same performance criteria as the performance rights
currently in issue with vesting conditions based on required service periods. These include the award

                                                    1
of 850,000 Performance Rights to Gavin Chamberlain and 200,000 Performance Rights to Andrey
Maruta, the Company’s Chief Financial Officer.

For ASX’s purposes, these securities are issued under exception 13 of ASX Listing Rule 7.2.

Issue of Options
33,000,000 unlisted options to acquire Ordinary Shares in the Company (“Options”) have been issued
to certain employees under the Company’s Long Term Incentive Plan. These Options are exercisable
at £0.022 each with an expiry date of 1 January 2024. The Options vest over 3 years on a one third
basis per annum. These include the award of 12,000,000 Options to each of Gavin Chamberlain and
Andrey Maruta.

For ASX’s purposes, these securities are issued under exception 13 of ASX Listing Rule 7.2.

Cancellation of Performance Rights and Performance Shares
Following the determination by the Board that the applicable vesting conditions within each category
would not be achieved, 11,579,107 Performance Rights and Performance Shares previously issued
have been cancelled as follows:

          Performance Rights expiring 6 December 2020 (Employees)                     1,001,250
          Performance Rights expiring 1 March 2021 (ex-Director)                        850,000
          Performance Shares vesting on 31 May 2019                                     700,000
          Performance Shares under Short Term Incentive Scheme Plan                      52,004
          Performance Shares under Long Term Incentive Plan                           8,975,853


This announcement has been approved for release by the Board.

25 June 2020
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
James Asensio
Henry Fitzgerald-O'Connor

Shore Capital - Joint Broker                                 Tel: +44 (0) 20 7408 4090
Jerry Keen
Toby Gibbs

                                                    2
Mark Percy




Notification of transaction by Person Discharging Managerial Responsibilities ("PDMR")

1    Details of the person discharging managerial responsibilities/person closely associated
a)   Name                                              Gavin Chamberlain
2    Reason for the notification
a)   Position/status                                   COO
b)   Initial notification/Amendment                    Initial notification
3    Details of the issuer, emission allowance market participant, auction platform, auctioneer or
     auction monitor
a)   Name                                              Kore Potash Plc
b)   LEI                                                213800NWX7EHG4UVC107
4    Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each
     type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)   Description of the financial instrument, type Ordinary Shares of US$0.001 each
     of instrument


     Identification code                            GB00BYP2QJ94
b)   Nature of the transaction                      Conversion of Performance Rights
c)   Price(s) and volume(s)                         Price: US$0.001

                                                    Volume: 1,410,000
d)   Aggregated information                         Aggregated volume: N/A

                                                    Price: N/A
e)   Date of the transaction                        22 June 2020
f)   Place of the transaction                       Outside a trading venue

 Notification of transaction by Person Discharging Managerial Responsibilities ("PDMR")

1    Details of the person discharging managerial responsibilities/person closely associated
a)   Name                                           Gavin Chamberlain
2    Reason for the notification
a)   Position/status                                COO
b)   Initial notification/Amendment                 Initial notification
3    Details of the issuer, emission allowance market participant, auction platform, auctioneer or
     auction monitor


                                                   3
a)   Name                                              Kore Potash Plc
b)   LEI                                                213800NWX7EHG4UVC107
4    Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each
     type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)   Description of the financial instrument, type Performance Rights
     of instrument


     Identification code                            GB00BYP2QJ94
b)   Nature of the transaction                      Award of Performance Rights
c)   Price(s) and volume(s)                         Price: US$0.001

                                                    Volume: 850,000
d)   Aggregated information                         Aggregated volume: N/A

                                                    Price: N/A
e)   Date of the transaction                        22 June 2020
f)   Place of the transaction                       Outside a trading venue




Notification of transaction by Person Discharging Managerial Responsibilities ("PDMR")

1    Details of the person discharging managerial responsibilities/person closely associated
a)   Name                                              Gavin Chamberlain
2    Reason for the notification
a)   Position/status                                   COO
b)   Initial notification/Amendment                    Initial notification
3    Details of the issuer, emission allowance market participant, auction platform, auctioneer or
     auction monitor
a)   Name                                              Kore Potash Plc
b)   LEI                                                213800NWX7EHG4UVC107
4    Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each
     type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)   Description of the financial instrument, type Options
     of instrument


     Identification code                            GB00BYP2QJ94
b)   Nature of the transaction                      Award of Options1
c)   Price(s) and volume(s)                         Price: 2.2p

                                                    Volume: 12,000,000
d)   Aggregated information                         Aggregated volume: N/A



                                                   4
                                                    Price: N/A
e)   Date of the transaction                        22 June 2020
f)   Place of the transaction                       Outside a trading venue




Notification of transaction by Person Discharging Managerial Responsibilities ("PDMR")

1    Details of the person discharging managerial responsibilities/person closely associated
a)   Name                                              Andrey Maruta
2    Reason for the notification
a)   Position/status                                   CFO
b)   Initial notification/Amendment                    Initial notification
3    Details of the issuer, emission allowance market participant, auction platform, auctioneer or
     auction monitor
a)   Name                                              Kore Potash Plc
b)   LEI                                                213800NWX7EHG4UVC107
4    Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each
     type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)   Description of the financial instrument, type Performance Rights
     of instrument


     Identification code                            GB00BYP2QJ94
b)   Nature of the transaction                      Award of Performance Rights
c)   Price(s) and volume(s)                         Price: US$0.001

                                                    Volume: 200,000
d)   Aggregated information                         Aggregated volume: N/A

                                                    Price: N/A
e)   Date of the transaction                        22 June 2020
f)   Place of the transaction                       Outside a trading venue




Notification of transaction by Person Discharging Managerial Responsibilities ("PDMR")

1    Details of the person discharging managerial responsibilities/person closely associated
a)   Name                                           Andrey Maruta
2    Reason for the notification
a)   Position/status                                CFO
b)   Initial notification/Amendment                 Initial notification

                                                   5
3    Details of the issuer, emission allowance market participant, auction platform, auctioneer or
     auction monitor
a)   Name                                              Kore Potash Plc
b)   LEI                                                213800NWX7EHG4UVC107
4    Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each
     type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)   Description of the financial instrument, type Options
     of instrument


     Identification code                            GB00BYP2QJ94
b)   Nature of the transaction                      Award of Options
c)   Price(s) and volume(s)                         Price: 2.2p

                                                    Volume: 12,000,000
d)   Aggregated information                         Aggregated volume: N/A

                                                    Price: N/A
e)   Date of the transaction                        22 June 2020
f)   Place of the transaction                       Outside a trading venue




                                                   6

Date: 25-06-2020 08:00:00
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.

Share This Story