SANDERSON CLN CONVERSION

Katoro Gold plc (Incorporated in England and Wales)

(Registration Number: 9306219)

Share code on AIM: KAT

ISIN: GB00BSNBL022

("Katoro" or "the Company")

4 March 2020

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

SANDERSON CLN CONVERSION

Katoro Gold plc (AIM: KAT), the AIM listed gold and nickel exploration and development company, announces that, further to its announcement of 25 February 2020, it has received notification from Sanderson Capital Partners Ltd ('Sanderson') that it has elected to convert the full remaining balance of £300,000 due pursuant to the Sanderson convertible loan note ('Sanderson CLN') at a conversion price of 1.5 pence.  As a result, the Company will issue Sanderson with 20,000,000 new ordinary shares of 1 pence each in the Company ('Ordinary Shares') ('Conversion Shares') and following the conversion, the Sanderson CLN will have been fully paid up and settled with no outstanding balance remaining.

Admission and Total Voting Rights

Application will be made for the Conversion Shares to be admitted to trading on AIM, and dealings are expected to commence on or around 10 March 2020 ('Admission').  Following Admission, the share capital of the Company will comprise 211,022,129 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 211,022,129 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 45.56% of the Company's then issued share capital, and Sanderson will be interested in 20,000,000 Ordinary Shares representing approximately 9.48% 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: