Katoro Gold PLC (Incorporated in England and Wales)
(Registration Number: 9306219)
Share code on AIM: KAT
("Katoro" or "the Company")
Dated: 15 May 2019
Katoro Gold PLC ("Katoro" or the "Company")
Investment and Joint Venture Agreement - African Battery Metals plc
Katoro Gold PLC (AIM: KAT), the Tanzanian focused exploration and development company, is pleased to announce that further to the announcement of 15 March 2019 regarding the investment and option agreement (the "Agreement"), AIM quoted African Battery Minerals Plc ("ABM") (LON:ABM) has exercised its option to invest a further £75,000 (the "Option").
· ABM has exercised the Option to invest a further £75,000 to acquire an additional 7,500,000 new ordinary shares of 1.0 pence each in the capital of the Company ("Ordinary Shares") (the "Tranche 2 Shares") at a price of 1.0 pence per share;
· ABM will also be granted a further 7,500,000 warrants to subscribe for 7,500,000 new Ordinary Shares at a price of 1.25 pence per share with a three-year life to expiry from today's date (the "Warrants");
· Of the Tranche 2 Shares and Warrants, 6,100,000 Tranche 2 Shares ("Initial Instalment Shares") will be issued now;
- the remaining 1,400,000 Tranche 2 Shares ("Second Instalment Shares") and Warrants will be issued following Katoro's Annual General Meeting, which is expected to be held in June 2019 where additional authority to issue new Ordinary Shares will be included in within the meeting resolutions;
- on admission of the Initial Instalment Shares, ABM will then be interested in 5.16% of Katoro's issued share capital
- on admission of the Second Instalment Shares, ABM will then be interested in 5.96% of Katoro's then issued share capital
· As a result of the Option exercise, ABM will also acquire a 25% interest in Kibo Nickel Limited ("Kibo Nickel"), which, through its wholly owned subsidiary, Eagle Exploration Limited ("Eagle"), holds a 100% interest in the Haneti Nickel Project ("Haneti" or "Haneti Project") in Tanzania. Katoro will retain a 75% interest in Kibo Nickel;
- Going forward, ABM will be required to fund its 25% share of the Haneti Project's costs, or its interest will be diluted in accordance with standard industry fund or dilute provisions;
· ABM retains the right, at its sole discretion, for 12 months, to acquire a further 10% interest in Kibo Nickel for a further payment to Katoro of £25,000 in cash;
· Katoro and ABM will seek to, within one month, establish a written joint venture agreement and associated shareholder agreement in respect of Kibo Nickel, Eagle and Haneti;
· As announced on 15 March 2019, under the Agreement, ABM has already invested £25,000 to acquire 2,500,000 new Ordinary Shares, and was also granted 2,500,000 warrants to subscribe for 2,500,000 new Ordinary Shares at a price of 1.25 pence per share with a three-year life to expiry from 15 March 2019;
· Katoro is required to allocate all monies received from ABM under the Agreement, other than in respect of monies received on the exercise of the warrants issued pursuant to the Agreement, to the maintenance, exploration and development of Haneti; and
· Save for certain circumstances, the warrants issued pursuant to the Agreement may, until 1 July 2019, only be exercised by ABM if such exercise does not dilute Kibo Energy PLC ("Kibo"), Katoro's major shareholder, to less than 50.5% of the issued share capital of Katoro at that time.
Louis Coetzee, Executive Chairman of Katoro Gold PLC commented: "We are very pleased that ABM have exercised the Option to become a partner in the Haneti Project. The joint venture establishes a strategic partnership with ABM, with whom we can now proceed to pursue the further exploration of Haneti and ultimately hopefully unlock the full potential of this very promising project.
The partnership with ABM to advance Haneti, fits perfectly with Katoro's development strategy for the project and will enable the Company to execute its exploration program for Haneti quicker and with more focus and intensity.
We are looking forward to working with ABM on an accelerated exploration programme at Haneti, that builds on the extensive existing knowledge that Katoro, and Kibo, its prior owner and Katoro's majority shareholder, have gathered. This includes data demonstrating 13.59% nickel in sampling of outcrops."
Admission to Trading and Total Voting Rights
Application will be made for the admission to trading on AIM of the Initial Instalment Shares ("Admission"), with such Admission expected to become effective on or around 22 May 2019. Following Admission, the share capital of the Company will comprise 166,562,477 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 166,562,477 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 Admission of the Initial Instalment Shares, Kibo will be interested, in aggregate, in 90,945,754 Ordinary Shares representing approximately 54.6% of the Company's then issued share capital.
This announcement contains inside information as stipulated under the Market Abuse Regulations (EU) no. 596/2014.
For further information please visit www.katorogold.com or contact:
Katoro Gold plc
+44 (0) 20 7409 3494
Strand Hanson Limited
+44 (0) 20 3700 0093
Isabel de Salis
+44 (0) 20 7236 1177
St Brides Partners Ltd
Investor and Media Relations Adviser
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