£1.1m Raised in Oversubscribed Placing

Katoro Gold plc (Incorporated in England and Wales)

(Registration Number: 9306219)

Share code on AIM: KAT

ISIN: GB00BSNBL022

("Katoro" or "the Company")

 

Dated: 25 June 2020

 

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

 

Katoro Gold Raises £1.1m in Oversubscribed Placing

 

Katoro Gold PLC (AIM: KAT), the gold and nickel exploration and development company, is pleased to announce that is has raised £1.1m (gross), through an oversubscribed placing and subscription of new ordinary shares at 1.5 pence per share (the 'Fundraise').

 

Fundraising Rationale:

 

The recent disposal of the Imweru Gold Project to Lake Victoria Gold Limited ('LVG') has enabled Katoro Gold to focus on its core assets - The Blyvoor Gold Project and The Haneti Polymetallic Project. With both the Blyvoor and Haneti projects at a pivotal moment in their development / commercialisation, our bolstered financial strength now enables the company to accelerate the development strategies for all projects aggressively.

 

Louis Coetzee, Executive Chairman of Katoro Gold plc commented:

"I am delighted with the support shown from our current shareholders and welcome a number of new high net worth investors to our register. This is indicative of the significant progress Katoro Gold has made over the last 6 months on our strategic base and precious metal portfolio. The Company is particularly pleased that funding in the latest oversubscribed placing was offered directly to the Company, originating from current and new high net worth investors who are eager to see the developing business model gain further traction."

"The board believes that the Katoro projects hold the potential for near term cashflow generation, royalty streaming and tier-one exploration discoveries. The oversubscribed placing, augmented by the proceeds of the recent sale of Imweru, provides Katoro with the ability to drive forward at pace on multiple fronts".

 

"The Company will provide the market in the near term with further updates related to progress on our core projects."

Use of Proceeds:

 

The Blyvoor Gold Project:

The recent positive announcement of the Blyvoor Gold Scoping Study saw significant interest from 14 possible funders, looking at providing the necessary financing to support the construction and development of the Project. Further updates to these financing discussions will be provided in due course.

 

With long term working capital now secure, the Company can immediately navigate from a position of strength and deliver the best possible financing package that allows the Company to drive the project towards commercialisation and strengthen shareholder value.

 

The Haneti Polymetallic Project:

In recent months, Katoro has received mid and tier 1 approaches with a view to earn-in, joint venture or similar, in respect of the Haneti Project, with a primary focus on the nickel sulphide potential.

 

Whilst these discussions are ongoing, the Company will continue to enhance the intrinsic value of the project through further exploration work. In this regard the Company intends to finalize and execute an exploration drill program over the existing drill ready targets at Haneti. (For further information on Haneti please see RNS dated 26 June 2019)

 

Details of Fundraise:

·        Katoro has raised £1.1m (gross) through a placing and subscription of 73,333,333 new ordinary shares of 1 pence each in the capital of the Company ('Ordinary Shares') ('Financing Shares') at 1.5 pence per share with new and existing shareholders; and

·        Every two Financing Shares has an attaching warrant to subscribe for a further new Ordinary Share at an exercise price of 3 pence per warrant, with a life to expiry of 3 years from the Financing Shares admission to trading on AIM ('Admission'), creating 36,666,666 new warrants ('Financing Warrants').

In addition to the Financing Warrants, the Company currently has 32.4 million warrants outstanding, including 10 million warrants held by Power Metal Resources plc (LON: POW) exercisable at 1.25p per warrant, 5.2 million warrants held by participants in the October 2019 fundraise exercisable at 1.50p per warrant, and 17.2 million warrants held by participants in the March 2020 fundraise exercisable at 2p per warrant.

 

The Directors also participated in the Fundraise. Details of the shares purchased by Directors are as follows:

 

Table 1: Directors' Shareholding Before & After Fundraise

 

		BEFORE FUNDRAISE			AFTER FUNDRAISE
		Shares Held Prior to Issue of Financing Shares	% Holding in Katoro Before Issue of Financing Shares		Number of Financing Shares Issued	Number of Katoro Shares Held after Issue of Financing Shares	Total Value of Financing Shares Issued at Deemed Value of GBP 0.015 per Katoro Share	% Holding in Katoro After Issue of Financing Shares
Name	Position
Paul Dudley	Non-Exec. Director	1,166,667	0.47		666,666	1,833,333	£10,000	0.57
Myles Campion	Non-Exec. Director	1,750,000	0.70		666,666	2,416,666	£10,000	0.75
Tinus Maree	Non-Exec. Director	0	0		666,667	666,667	£10,000	0.21
Louis Scheepers	Non-Exec. Director	0	0		666,667	666,667	£10,000	0.21
Louis Coetzee	Executive Chairman	0	0		666,667	666,667	£10,000	0.21

 

Table 2: Directors' Warrant Holding Position Before & After Placing

 

		BEFORE FUNDRAISE		AFTER FUNDRAISE
		Warrants Held Prior to Issue of Financing Shares		Number of Financing Warrants exercisable at 3p each	Expiry Date	Total Number of Warrants
Name	Position
Paul Dudley	Non-Exec. Director	0		333,333	8 July 2023	333,333
Myles Campion	Non-Exec. Director	0		333,333	8 July 2023	333,333
Tinus Maree	Non-Exec. Director	0		333,333	8 July 2023	333,333
Louis Scheepers	Non-Exec. Director	0		333,333	8 July 2023	333,333
Louis Coetzee	Executive Chairman	0		333,334	8 July 2023	333,334

 

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 they have submitted dealing request forms to the designated Company executives seeking 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 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 Financing Shares, with such Admission expected to become effective on or around 9 July 2020.  Following Admission, the share capital of the Company will comprise 323,698,310 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 323,698,310 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 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 representing approximately 29.7% 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:

 

Louis Coetzee	[email protected]	Katoro Gold plc	Executive Chairman
Bhavesh Patel Andrew Thomson	+44 20 3440 6800	RFC Ambrian Limited	Nominated Adviser
Nick Emmerson Sam Lomanto	+44 (0) 1483 413 500	SI Capital Ltd	Broker
Isabel de Salis Beth Melluish	+44 (0) 20 7236 1177	St Brides Partners Ltd	Investor and Media Relations Adviser

 

 

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 and persons closely associated with them.
a)	Name:	Louis Lodewyk Coetzee
b)	Position/Status:	Executive Chairman
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 financial instrument, type of instrument:   Identification code:	A.    Ordinary share of £0.01 each B.    Unlisted warrants exercisable at £0.03 on or before 8 July 2023   A.    GB00BSNBL022 B.    Not applicable
b)	Nature of the transaction:	Purchase of 666,667 ordinary shares
c)	Price(s) and Volume(s):	A.    1.5p and 666,667 ordinary shares B.    333,334 warrants at nil cost
d)	Aggregated Information: - Aggregated Volume	A.    666,667 ordinary shares B.    333,334 warrants
e)	Date of the transaction:	25 June 2020
f)	Place of the transaction:	London Stock Exchange

 

1.	Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
a)	Name:	Myles Campion
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 financial instrument, type of instrument:   Identification code:	A.    Ordinary share of £0.01 each B.    Unlisted warrants exercisable at £0.03 on or before 8 July 2023   A.    GB00BSNBL022 B.    Not applicable
b)	Nature of the transaction:	Purchase of 666,666 ordinary shares
c)	Price(s) and Volume(s):	A.    1.5p and 666,666 ordinary shares B.    333,333 warrants at nil cost
d)	Aggregated Information: - Aggregated Volume	A.    666,666 ordinary shares B.    333,333 warrants
e)	Date of the transaction:	25 June 2020
f)	Place of the transaction:	London Stock Exchange

 

 

1.	Notification and public disclosure of transactions by persons discharging managerial responsibilities 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 financial instrument, type of instrument:   Identification code:	A.    Ordinary share of £0.01 each B.    Unlisted warrants exercisable at £0.03 on or before 8 July 2023   A.    GB00BSNBL022 B.    Not applicable
b)	Nature of the transaction:	Purchase of 666,666 ordinary shares
c)	Price(s) and Volume(s):	A.    1.5p and 666,666 ordinary shares B.    333,333 warrants at nil cost
d)	Aggregated Information: - Aggregated Volume	A.    666,666 ordinary shares B.    333,333 warrants
e)	Date of the transaction:	25 June 2020
f)	Place of the transaction:	London Stock Exchange

 

 

 

1.	Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
a)	Name:	Tinus Maree
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 financial instrument, type of instrument:   Identification code:	A.    Ordinary share of £0.01 each B.    Unlisted warrants exercisable at £0.03 on or before 8 July 2023   A.    GB00BSNBL022 B.    Not applicable
b)	Nature of the transaction:	Purchase of 666,667 ordinary shares
c)	Price(s) and Volume(s):	A.    1.5p and 666,667 ordinary shares B.    333,333 warrants at nil cost
d)	Aggregated Information: - Aggregated Volume	A.    666,667 ordinary shares B.    333,333 warrants
e)	Date of the transaction:	25 June 2020
f)	Place of the transaction:	London Stock Exchange

 

 

1.	Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
a)	Name:	Louis Scheepers
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 financial instrument, type of instrument:   Identification code:	C.    Ordinary share of £0.01 each D.    Unlisted warrants exercisable at £0.03 on or before 8 July 2023   C.    GB00BSNBL022 D.    Not applicable
b)	Nature of the transaction:	Purchase of 666,667 ordinary shares
c)	Price(s) and Volume(s):	C.    1.5p and 666,667 ordinary shares D.    333,333 warrants at nil cost
d)	Aggregated Information: - Aggregated Volume	C.    666,667 ordinary shares D.    333,333 warrants
e)	Date of the transaction:	25 June 2020
f)	Place of the transaction:	London Stock Exchange