CLN Conversion

Katoro Gold plc (Incorporated in England and Wales)

(Registration Number: 9306219)

Share code on AIM: KAT

ISIN: GB00BSNBL022

("Katoro" or "the Company")

19 May 2020

Katoro Gold plc ('Katoro' or the 'Company')

CLN CONVERSION

Katoro Gold plc (AIM: KAT), the AIM listed gold and nickel exploration and development company, announces that, further to its announcement of 30 January 2020, it has received notices from certain clients of SI Capital, the Company's broker, who participated in the January 2020 Convertible Loan Note ('CLN') to convert, in aggregate, over £293,000 principal value of the CLN at a conversion price of 1.4 pence. As a result, the Company will issue the relevant CLN holders with 20,928,564 new ordinary shares of 1 pence each in the Company ('Ordinary Shares') ('Conversion Shares') and following the conversion, the CLN will have a principal outstanding balance remaining amounting to £104,000. The CLN accrues interest at 20% per annum on a daily basis and the total accrued interest relating to the foregoing conversions amount to £16,536.44 which will be settled in cash.

Admission and Total Voting Rights

Application will be made for 20,928,564 new Ordinary Shares to be admitted to trading on AIM, and dealings are expected to commence on or around 26 May 2020 ('Admission'). Following Admission, the share capital of the Company will comprise 249,150,693 Ordinary Shares.

Each Ordinary Share has one voting right and no Ordinary Shares are held in treasury. Accordingly, the total number of voting rights will be 249,150,693 and this figure may be used by shareholders in the Company 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, Katoro under the FCA's Disclosure Guidance and Transparency Rules.

Following the issue of the Conversion Shares and Admission, Kibo Energy PLC will be interested in, in aggregate, 96,138,738 Ordinary Shares representing approximately 38.59% of the Company's then issued share capital, and Sanderson will be interested in 20,000,000 Ordinary Shares representing approximately 8.03% of the Company's then issued share capital.

This announcement contains inside information as stipulated under the Market Abuse Regulations (EU) no. 596/2014.

**ENDS**

For further information please visit www.katorogold.com or contact: