Katoro Gold plc (Incorporated in England and Wales)
(Registration Number:
9306219)
Share code on AIM: KAT
ISIN: GB00BSNBL022
('Katoro' or 'the Company')
Dated: 21 February 2024
Katoro Gold
PLC ('Katoro' or the 'Company')
Settlement of Director
Fees
Issue of Equity &
TVR
Katoro Gold PLC (AIM: KAT), the
strategic and precious minerals exploration and development
company, announces the settlement of the outstanding director fees
has been agreed through an issue of locked-in equity.
Louis Scheepers, Non-executive
Director has agreed with the Company to settle in full all
outstanding director fees on the same basis as that outlined for
Louis Coetzee and Lukas Marthinus ("Tinus") Maree in the Company
announcement on 12 February 2024, which may be viewed through the
link below:
https://polaris.brighterir.com/public/katoro_gold/news/rns/story/xljg7pr
Mr Scheepers previously agreed to
voluntarily reduce his outstanding board fees from £27,000, due for
the period April 2023 to January 2024 inclusive, to £21,205.96 (the
"Director Fees").
The Director Fees of £21,205.96 will
be settled in full through the issue of 21,205,960 Katoro ordinary
shares of 0.1p ("Director Shares") at the same issue price as the
financing announced on 12.2.24 of 0.1p per share. For clarity Mr
Scheepers will not receive any warrants with this settlement of
Board fees.
The Director Shares will be subject
to a hard lock-in for 12 months from today's date (with no sale of
stock allowed unless approved by the new Board of the Company after
the formal appointment of two new directors).
The issue of the Director Shares is
a related party transaction under the AIM Rules (the "Transaction")
and accordingly, Tinus Maree Non-executive Director of the Company
and Louis Coetzee, current Executive Chairman of the Company, the
directors independent of this Transaction, having consulted with
the Company's nominated adviser, Beaumont Cornish Limited, consider
the terms of the Transaction to be fair and reasonable insofar as
shareholders are concerned.
Following issue of the Director
Shares, Mr Scheepers will hold 33,872,627 shares representing 2.12%
of the then issued share capital of the Company.
Louis Scheepers is a Person
Discharging Managerial Responsibility ('PDMR') under the Market
Abuse Regulation 2016 ('MAR'). In compliance with MAR and the
Company's Share Dealing Code, the PDMR has submitted dealing
request forms to the designated Company executives to seek
permission in respect of this transaction which has been granted.
Dealing notification forms will be completed by the PDMR and
submitted to the FCA within three (3) days of completion of the
Transaction in accordance with MAR. See PDMR Notification
section below for further information.
ADMISSION AND TOTAL VOTING
RIGHTS
Application will be made for the
21,205,960 Director Shares to be admitted to trading on AIM which
is expected to occur on or around 27 February 2024 ("Admission").
The Director Shares will rank pari passu in all respects with the
existing Ordinary Shares currently traded on AIM.
Following Admission, the Company's
issued share capital will comprise 1,596,420,573 ordinary shares of
0.1 pence each. This number will represent the total voting rights
in the Company and may be used by shareholders as the denominator
for the calculation by which they can 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
and Transparency Rules.
PDMR DISCLOSURE
The notification below, made in
accordance with the requirements of the EU Market Abuse Regulation,
provide further detail on the director's share dealing.
|
1
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
|
a)
|
Name
|
Louis Scheepers
|
|
2
|
Reason for the notification
|
|
a)
|
Position/status
|
Non-executive Director
|
|
b)
|
Initial notification
/Amendment
|
Initial Notification
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
Katoro Gold Plc
|
|
b)
|
LEI
|
213800Q9L29ZXI53T558
|
|
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 1p
each
|
|
|
|
|
Identification code
|
ISIN: GB00BSNBL022
|
|
|
|
|
b)
|
Nature of the transaction
|
Purchase of ordinary
shares
|
|
c)
|
Price(s) and volume(s)
|
|
|
|
|
|
|
|
Price(s)
|
Volume(s)
|
|
|
|
|
0.1p
|
21,205,960
|
|
|
|
|
|
|
|
|
d)
|
Aggregated information
|
|
|
|
|
|
- Aggregated volume
|
21,205,960
|
|
|
|
|
- Price
|
0.1p
|
|
|
|
|
e)
|
Date of the transaction
|
20 February 2024
|
|
f)
|
Place of the transaction
|
Off Market
|
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:
|
Louis Coetzee
|
Info@katorogold.com
|
Katoro Gold PLC
|
Executive Chairman
|
|
James Biddle
Roland Cornish
|
+44 207 628 3396
|
Beaumont Cornish Limited
|
Nominated Adviser
|
|
Nick Emmerson
Sam Lomanto
|
+44 148 341 3500
|
SI Capital Ltd
|
Broker
|
Beaumont Cornish Limited ('Beaumont Cornish') is the Company's
Nominated Adviser and is authorised and regulated by the FCA.
Beaumont Cornish's responsibilities as the Company's Nominated
Adviser, including a responsibility to advise and guide the Company
on its responsibilities under the AIM Rules for Companies and AIM
Rules for Nominated Advisers, are owed solely to the London Stock
Exchange. Beaumont Cornish is not acting for and will not be
responsible to any other persons for providing protections afforded
to customers of Beaumont Cornish nor for advising them in relation
to the proposed arrangements described in this announcement or any
matter referred to in it.