Exercise of Warrants

Katoro Gold plc (Incorporated in England and Wales)

(Registration Number: 9306219)

Share code on AIM: KAT

ISIN: GB00BSNBL022

("Katoro" or "the Company")

14 February 2020

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

EXERCISE OF WARRANTS

Katoro Gold plc (AIM: KAT), the gold and nickel exploration and development focused company, is pleased to announce that it has received notices to exercise warrants, in aggregate, over 4,800,000 ordinary shares of 1 pence in the Company at an exercise price of 1.5 pence (the 'Warrant Shares').

Kibo Energy PLC ('Kibo'), the Company's majority shareholder, and clients of SI Capital, the Company's broker, who both participated in the October 2019 fundraise (the 'Fundraise'), have exercised warrants over 1,800,000 and, in aggregate, 3,000,000 Warrant Shares respectively. All funds, amounting to, in aggregate, £72,000, from the exercise of the warrants have been received by the Company and will be used for general working capital purposes.

Following the exercise of the foregoing warrants, 15.2 million warrants remain outstanding, including 10 million warrants held by Power Metal Resources plc (LON:POW) ('POW') exercisable at 1.25 pence and 5.2 million held by participants in the Fundraise exercisable at 1.50 pence. Should all remaining warrants be exercised, the Company would receive an additional £203,000 in cash.

Admission and Total voting rights

Application will be made for the Warrant Shares to be admitted to trading on AIM, and dealings are expected to commence on or around 21 February 2020 ('Admission').  The Warrant Shares will rank pari passu with the ordinary shares of the Company in issue. Following Admission, the share capital of the Company will comprise 184,355,462 ordinary shares.

Each ordinary shares has one voting right and no ordinary shares are held in treasury. Accordingly, the total number of voting rights will be 184,355,462 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 Warrant Shares and Admission, Kibo will be interested in, in aggregate, 96,138,738 Ordinary Shares representing approximately 52.1% 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: