Settlement of Director Fees
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(Registration Number: 9306219)
Share code on AIM: KAT
('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:
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
| 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 |
| a) | Name | Katoro Gold Plc |
| b) | LEI | 213800Q9L29ZXI53T558 |
| 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 |
596/2014.
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.