Last checked at 25 Jun 2020 07:00
25 June 2020
Kore Potash Plc
("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 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.
For further information, please visit www.korepotash.com or contact:
Kore Potash Brad Sampson - CEO
| Tel: +27 11 469 9140 | |
Tavistock Communications Jos Simson Edward Lee
| Tel: +44 (0) 20 7920 3150 | |
Canaccord Genuity - Nomad and Broker James Asensio Henry Fitzgerald-O'Connor
| Tel: +44 (0) 20 7523 4600 | |
Shore Capital - Joint Broker Jerry Keen Toby Gibbs Mark Percy | Tel: +44 (0) 20 7408 4090 |
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 of instrument
| Ordinary Shares of US$0.001 each |
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 | |
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 of instrument
| Performance Rights |
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 of instrument
| Options |
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 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 of instrument
| Performance Rights |
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 |
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 of instrument
| Options |
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 |