KAT Katoro Gold Plc

TIDMKAT

RNS Number : 6832V

Katoro Gold PLC

11 April 2023

Katoro Gold plc (Incorporated in England and Wales )

(Registration Number: 9306219)

Share code on AIM: KAT

ISIN: GB00BSNBL022

('Katoro' or 'the Company')

Dated: 11 April 2023

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

Settlement of Accrued Director Fees

Director/PDMR Shareholding

Total Voting Rights

Katoro Gold PLC (AIM: KAT), the gold and nickel exploration and development company, announces that it has issued GBP11,085 of new ordinary shares at 0.1 pence per share in settlement of accrued director fees outstanding as further detailed below.

Details of the Directors' Fee Settlement

The Company has issued a total of 11,085,100 new Ordinary Shares ("Director Fee Shares") at 0.1p being the same price at which the Fundraise announced on 3 April 2023 was undertaken together with 11,085,100 warrants on the same terms as the Financing Warrants ("Director Warrants") to Paul Dudley in satisfaction of accrued Directors' fees outstanding as set out below.

In addition to the Director Warrants, the Company currently has 364,166,666 warrants outstanding, including 198,000,000 warrants held by participants of the April 2023 fundraise which includes 68,000,000 director warrants, exercisable at 0.1 pence per warrant; 36,666,666 warrants held by participants of the June 2020 fundraise which includes 1,666,666 director warrants, exercisable at 3 pence per warrant; 48,000,000 warrants held by participants of the December 2020 fundraise, exercisable at 3 pence per warrant; and 81,500,000 warrants held by participants of the November 2021 fundraise, exercisable at 1.5 pence per warrant.

The details of the shares to be issued to a director as follows:

 
                   BEFORE SETTLEMENT                                            AFTER SETTLEMENT 
   Name        Position        Shares       % Holding        Number         Number       Total value     % Holding 
                                held         in Katoro     of Director     of Katoro     of Director      in Katoro 
                                prior         before       Fee Shares     shares held    Fee Shares      after issue 
                              to issue         issue         issued       after issue   and Director     of Director 
                                 of         of Director                   of Director   Subscriptions    Fee Shares 
                              Financing     Fee Shares                    Fee Shares      issued at 
                               Shares                                                   deemed value 
                                                                                        of 0.1 pence 
                                                                                         per Katoro 
                                                                                            share 
           ---------------  ------------  -------------  -------------  -------------  --------------  ------------- 
   Paul     Non-Executive 
  Dudley       Director       1,833,333        0.28        11,085,100     12,918,433      GBP11,085         1.93 
           ---------------  ------------  -------------  -------------  -------------  --------------  ------------- 
 

Table 1: Directors' shareholding before and after fundraising

 
              BEFORE SETTLEMENT                             AFTER SETTLEMENT 
     Name          Position        Warrants        Number       Expiry       Total 
                                  held prior     of Director     Date        number 
                                   to issue       Warrants                 of warrants 
                                  of Director    exercisable 
                                  Fee Shares       at 0.2 
                                                 pence each 
               ---------------  -------------  -------------  ---------  ------------- 
                Non-Executive                                  10 April 
 Paul Dudley       Director        333,333       11,085,100      2026      11,418,433 
               ---------------  -------------  -------------  ---------  ------------- 
 

Table 2: Directors' warrant-holding position before and after placing

The directors and management of the Company shown in the above tables are Persons Discharging Managerial Responsibility ('PDMRs') under the Market Abuse Regulation 2016 ('MAR'). In compliance with MAR and the Company's Share Dealing Code, the PDMR's have submitted dealing request forms to the designated Company executives to seek permission to participate in the Fundraise and authority has been granted. Dealing notification forms will be completed by the PDMRs and submitted to the FCA within three (3) days of completion of the Fundraise in accordance with MAR.

Admission and Total Voting Rights

Application will be made for the Admission of the Director Fee Shares being 11,085,100 new Ordinary Shares, which will rank pari passu with existing Ordinary Shares, with such Admission expected to become effective on or around 14 April 2023. Following Admission, the share capital of the Company will comprise 669,497,693 Ordinary Shares.

Each Ordinary Share has one voting right. No Ordinary Shares are held in treasury. Accordingly, the total number of voting rights will be 669,497,693 and this figure may be used by shareholders as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, Katoro Gold PLC under the FCA's Disclosure Guidance and Transparency Rules.

Following the issue of the Financing Shares and Admission, Kibo Energy PLC will be interested in, in aggregate, 96,138,738 Ordinary Shares that represent approximately 14.36% of the Company's then-issued share capital.

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

**S**

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

 
 Louis Coetzee     info@kibo.energy                Kibo Energy PLC       Chief Executive 
                                                                          Officer 
 James Biddle      +44 207 628 3396                Beaumont Cornish      Nominated Adviser 
  Roland Cornish                                    Limited 
                  ------------------------------  --------------------  ------------------ 
 Nick Emmerson     +44 148 341 3500                SI Capital Ltd        Broker 
  Sam Lomanto 
                  ------------------------------  --------------------  ------------------ 
 Zainab Slemang    zainab@lifacommunications.com   Lifa Communications   Investor and 
  van Rijmenant                                                           Media Relations 
                                                                          Consultant 
                  ------------------------------  --------------------  ------------------ 
 

Annexure: PDMR Notification Forms

The notifications below are made in accordance with the requirements of the Market Abuse Regulation.

 
 1.   Notification and public disclosure of transactions by Persons 
       Discharging Managerial Responsibilities ('PDMRs') and persons 
       closely associated with them 
 a)   Name                             Paul Dudley 
     -------------------------------  ---------------------------------------------- 
 b)   Position/Status                  Non-Executive Director 
     -------------------------------  ---------------------------------------------- 
 c)   Initial notification/Amendment   Initial notification 
     -------------------------------  ---------------------------------------------- 
 2.   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               A. Ordinary share of GBP0.001 each 
       financial instrument,            B. Unlisted warrants exercisable at GBP0.002 
       type of instrument               on or before 10 April 2026 
                                        A. GB00BSNBL022 
       Identification code              B. Not applicable 
     -------------------------------  ---------------------------------------------- 
 b)   Nature of the transaction        Purchase of 11,085,100 ordinary shares 
     -------------------------------  ---------------------------------------------- 
 c)   Price(s) and volume(s)           A. 0.1 pence and 11,085,100 ordinary shares 
                                        B. 11,085,100 warrants at nil cost 
     -------------------------------  ---------------------------------------------- 
 d)   Aggregated information:          A. 11,085,100 ordinary shares 
       Aggregated volume                B. 11,085,100 warrants 
     -------------------------------  ---------------------------------------------- 
 e)   Date of the transaction          11 April 2023 
     -------------------------------  ---------------------------------------------- 
 f)   Place of the transaction         London Stock Exchange 
     -------------------------------  ---------------------------------------------- 
 

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April 11, 2023 02:00 ET (06:00 GMT)