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KORE POTASH PLC - Review of Operations for the Quarter ended 31 December 2024

Release Date: 30/01/2025 09:00
Code(s): KP2     PDF:  
Wrap Text
Review of Operations for the Quarter ended 31 December 2024

Kore Potash plc
(Incorporated in England and Wales)
Registration number 10933682
ASX share code: KP2
AIM share code: KP2
JSE share code: KP2
ISIN: GB00BYP2QJ94
CDI ISIN: AU000000KP25
("Kore Potash" or the "Company")

30 January 2025

                  Review of Operations for the Quarter ended 31 December 2024

Kore Potash (AIM: KP2, ASX: KP2, JSE: KP2, A2X: KP2), the potash development company with 97%
ownership of the Kola Potash Project ("Kola" or the "Kola Project") and Dougou Extension ("DX")
Potash Project in the Sintoukola Basin, located in the Republic of Congo ("RoC"), provides its quarterly
update for the period ended 31 December 2024 (the "Quarter").

Quarterly Highlights

Projects
    • Engineering, Procurement and Construction contract ("EPC" or the "Contract") for the Kola
      Project with PowerChina International Group Limited ("PowerChina" or the "Contractor") was
      signed in Brazzaville in the presence of the RoC Minister of Mines and Geology on 19
      November 2024.

Corporate
   • Lodgement of the cleansing prospectus on 22 November 2024 to remove any on-sale
     restrictions in relation to the shares to be issued pursuant to the Company's US$0.9 million
     placement.
   • Successful completion of c.US$0.9 million fundraise announced on 26 November 2024.
   • As of 31 December 2024, the Company held US$1.34 million in cash.

Operational Activities

Kola EPC

The EPC for the Kola Project with PowerChina was signed in Brazzaville in the presence of the RoC
Minister of Mines and Geology on 19 November 2024.

The EPC is a fixed price contract worth US$1.929 billion. This fixed price is of significant benefit to the
Company as it minimises the risk of cost overruns for the Company. The EPC also includes provisions
for penalties in the event of delayed completion and non-compliance to performance metrics.

The EPC remains subject to Financial Close.

Entry into the EPC reaffirms the board of directors' strategy for Kore Potash to become one of the
lowest cost producers globally for the Brazilian agricultural market and high growth African markets.

Kola Financing

As announced on 6 April 2021, a non-binding memorandum of understanding was signed with the
Summit Consortium ("Summit" or "Summit Consortium") to arrange the full financing required for
the construction of the Kola Project ("Summit MoU").

The Company confirms the Summit Consortium is not a related party of the Company.

In line with this memorandum of understanding, following the signing of the EPC, Summit is expected
to deliver a non-binding financing term sheet within three months. This term sheet will be subject to
the completion of detailed and definitive legal documentation.

The Company confirms its confidence in the Summit Consortium as a financier for the construction of
the Kola Project. This confidence is based on the Company having worked with the Summit Consortium
for the past 10 years and their track record in assisting with financing for Kore Potash including
sourcing the approximately US$40 million equity investment provided by the Oman Investment
Authority ("OIA") and Sociedad Quimica y Minera de Chile S.A. ("SQM") in 2016. OIA and SQM are
among top three largest shareholders of the Company who together hold 27.58% in the issued share
capital of the Company.

The material terms of the Summit MoU were set out in the 6 April 2021 announcement and are
reaffirmed as follows:

•   The Summit MoU outlines a roadmap to optimise the capital design to fully finance and construct
    Kola via a mix of debt and royalty financing.

•   Under the proposed financing arrangements, the RoC Government will retain their 10%
    shareholding in Kola.

•   Under Summit's proposed financing structure, the Company will not contribute to the capital
    needed to build the Kola Project and will retain a 90% equity interest in Kola.

The Company retains the right not to accept any finance proposal presented by Summit and there is
no guarantee that any proposal or legally binding agreement will be forthcoming. The Company
provides no assurance to shareholders that the Summit Consortium will provide the financing required
on terms which are acceptable to the Company. If the Summit Consortium does not provide an
acceptable financing package leading to binding legal documents, the Company will need to explore
other debt, equity and structured finance alternatives having regard to the prevailing capital market
conditions.

The Company expects any financing provided by the Summit Consortium to be subject to the Summit
Consortium being granted full security over the Kola Project, however (as noted above) the full terms
of any financing proposal from the Summit Consortium (including any security package) will be subject
to further discussions.

The Summit Consortium is currently expected to deliver this finance proposal by the end of February
2025.

Further details about the financing arrangements will be notified to the market in accordance with the
Company's continuous disclosure obligations.

Congo Government Relations

In August 2023, the RoC State Minister of Mines and Geology (the "Minister"), H.E. Mr Pierre Oba,
pledged written support for Kore Potash's projects despite some unmet deadlines, reaffirming the
validity of the Company's mining titles and agreements; reiterating RoC Government support. One
month later, the Minister visited the Kola Project, where the Company held a ceremony to mark
development progress and the start of work by SEPCO Electric Power Construction Corporation
("SEPCO"). PowerChina is SEPCO's parent company.

Thereafter, RoC government engagement was continual and positive. On 24 February 2024, David
Hathorn and Warren Thompson visited RoC and updated the Minister on EPC progress. Two months
later, the newly appointed CEO, André Baya, met with the Minister in Brazzaville to keep him informed
about further progress.

At all times and without exception, the Minister expressed support and enjoined Kore Potash to
continue diligently. He was regularly informed of negotiation meetings with PowerChina in Beijing and
Dubai. Finally, on 19 November 2024, the EPC construction contract was signed between Kore Potash
and PowerChina in Brazzaville in the presence of a large and supportive delegation from the RoC
Ministry of Mines & Geology. During his speech, Summit Consortium reassured the audience that the
next step was well underway and that the financing process would result in a finance proposal by the
end of February 2025.

DX Potash Project

At present, the Company remains focused on completing the financing of Kola and moving forward to
construction of Kola as soon as possible. The Company is also exploring what strategic options are
available for the DX project.

Corporate

On 22 November 2024, the Company issued a cleansing prospectus for the offer of up to 500 CHESS
Depositary Interests ("CDIs") in the capital of the Company at an issue price of AUD 0.0543 per CDI to
raise up to AUD 27.15 (before expenses). This cleansing prospectus had been prepared primarily for
the purpose of section 708A(11) of the Australian Corporations Act 2001 (Cth) to remove any on-sale
restrictions in relation to the shares to be issued pursuant to the Company's US$900,000 placement
announced on 6 November 2024.

On 26 November 2024, the Company successfully completed a c.US$0.9 million fundraise via the issue
of 25,441,268 new ordinary shares of US$0.001 each in the Company with existing and new
shareholders at a price of 2.76 pence per share.

As at 31 December 2024, the Company held US$1.34 million in cash.

There were no mining production or construction activities during the Quarter.

Quarterly cashflow report

In accordance with the ASX Listing Rules, the Company will also lodge its cashflow report for the
Quarter today.
The Company invested US$553,000 in exploration in the Quarter, which comprised US$550,000
related to the Kola Study and US$3,000 for the DX DFS Study. The Company ended the Quarter with
c.US$1.34 million in cash.

This announcement has been approved for release by the Board of Kore Potash.

Market Abuse Regulation
This announcement contains inside information for the purposes of Article 7 of the Market Abuse
Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under
Article 17 of MAR.

                                               ENDS


For further information, please visit www.korepotash.com or contact:

      Kore Potash                                                      Tel: +44 (0) 20 3963 1776
      André Baya, CEO
      Andry Maruta, CFO

      Tavistock Communications                                         Tel: +44 (0) 20 7920 3150
      Emily Moss
      Nick Elwes
      Josephine Clerkin
      SP Angel Corporate Finance – Nomad and Broker                    Tel: +44 (0) 20 7470 0470
      Ewan Leggat
      Charlie Bouverat

      Shore Capital – Joint Broker                                     Tel: +44 (0) 20 7408 4050
      Toby Gibbs
      James Thomas

      Questco Corporate Advisory – JSE Sponsor                             Tel: +27 63 482 3802
      Doné Hattingh


Tenement Details and Ownership
The Company is incorporated and registered in England and Wales and wholly owns Kore Potash
Limited of Australia. Kore Potash Limited has a 97% shareholding in Sintoukola Potash SA ("SPSA") in
the RoC. SPSA has 100% ownership of Kola Potash Mining SA ("KPM"). KPM has 100% ownership of
the Kola Mining Lease on which the Kola Deposit is situated. The Kola Deposit is located within the
Kola Mining Lease. SPSA is also the 100% owner of the Dougou Mining Lease. The Dougou Mining lease
hosts the Dougou Deposit and the DX Deposit.

Under the existing Mining Convention, the RoC Government is entitled to 10% ownership in the Kola
and DX Projects. The transfer of this 10% awaits instructions from the Government and the Mineral
Resources and Ore Reserves are shown below in gross and 90% attributable bases.

Table 1: Schedule of mining tenements (Republic of Congo)

 Project & Type     Tenement Issued        Company Interest        Title Registered to

 Kola               Decree 2013-412        100%                    Kola Potash Mining S.A.
 Mining             of 9 August 2013       potassium rights only

 Dougou             Decree 2017-139      100%                      Sintoukola Potash S.A.
 Mining             of 9 May 2017        potassium rights only
                    Revised Decree No
                    2021-389 of 2 August
                    2021

Kore Potash Mineral Resources and Ore Reserves - Gross and according to future 90% interest (10% by the RoC government)

              KOLA SYLVINITE DEPOSIT
                                                                 Gross                                                Net Attributable (90% interest)
                                                                                  Contained KCl                                                     Contained KCl
              Mineral     Resource     Sylvinite Million     Average Grade                             Sylvinite Million       Average Grade
                                                                                           million                                                           million
                         Category                 Tonnes              KCl %                                       Tonnes                  KCl %
                                                                                           tonnes                                                            tonnes
              Measured                       216                  34.9                75.4                    194                   34.9                67.8
              Indicated                      292                  35.7               104.3                    263                   35.7                93.9
              Sub-Total Measured
                        +                    508                  35.4                179.7                  457                   35.4                161.7
                        Indicated
              Inferred                       340                  34.0                115.7                  306                   34.0                104.1
              TOTAL                          848                  34.8                295.4                  763                   34.8                265.8

                                                                 Gross                                               Net Attributable (90% interest)
                                                                                  Contained KCl                                                    Contained KCl
                                       Sylvinite Million     Average Grade                            Sylvinite Million       Average Grade
              Ore Reserve Category                                                          million                                                         million
                                                  Tonnes               KCl %                                     Tonnes                  KCl %
                                                                                            tonnes                                                          tonnes
              Proved                           62                 32.1                 19.8                   56                   32.1                17.9
              Probable                         91                 32.8                 29.7                   82                   32.8                26.7
              TOTAL                           152                 32.5                 49.5                  137                   32.5                44.6
              Ore Reserves are not in addition to Mineral Resources but are derived from them by the application of modifying factors


              DOUGOU EXTENSION SYLVINITE DEPOSIT (HWSS and TSS)
                                                         Gross                                                        Net Attributable (90% interest)
                                                                                  Contained KCl                                                     Contained KCl
              Mineral     Resource     Sylvinite Million     Average Grade                             Sylvinite Million       Average Grade
                                                                                           million                                                           million
                         Category                 Tonnes              KCl %                                       Tonnes                  KCl %
                                                                                           tonnes                                                            tonnes
              Measured                        20                  32.4                 6.5                    18                    32.4                 5.9
              Indicated                       8                   23.1                 1.8                     7                    23.1                 1.6
              Sub-Total Measured
                        +                     28                  29.9                 8.3                    25                   29.9                  7.5
                        Indicated
              Inferred                       101                  23.5                 23.8                   91                   23.5                 21.4
              TOTAL                          129                  24.8                 32.1                  116                   24.8                 28.9
 

                                                   Gross                                                Net Attributable (90% interest)
                                                                      Contained KCl                                                     Contained KCl
                         Sylvinite Million     Average Grade                             Sylvinite Million        Average Grade
Ore Reserve Category                                                            million                                                          million
                                      Tonnes               KCl %                                      Tonnes                 KCl %
                                                                                tonnes                                                           tonnes
Proved                            6.1                 32.5                  2.0                  5.5                    32.5                 1.8
Probable                          3.2                 41.8                  1.3                  2.9                    41.8                 1.2
TOTAL                             9.3                 35.7                  3.3                  8.4                    35.7                 3.0
Ore Reserves are not in addition to Mineral Resources but are derived from them by the application of modifying factors


DOUGOU CARNALLITE DEPOSIT
                                                    Gross                                                 Net Attributable (90% interest)
                                                                      Contained KCl                                                         Contained KCl
Mineral     Resource       Million Tonnes        Average Grade                              Million Tonnes        Average Grade KCl
                                                                               million                                                               million
           Category                 carnallite            KCl %                                      carnallite               %
                                                                               tonnes                                                                tonnes
Measured                        148                   20.1                29.7                   133                    20.1                    26.8
Indicated                       920                   20.7               190.4                   828                    20.7                   171.4
Sub-Total Measured
          +                    1,068                  20.6                220.2                  961                    20.6                    198.2
          Indicated
Inferred                       1,988                  20.8                413.5                 1,789                   20.8                    372.2
TOTAL                          3,056                  20.7                633.7                 2,750                   20.7                    570.3


KOLA CARNALLITE DEPOSIT
                                                    Gross                                                 Net Attributable (90% interest)
                                                                      Contained KCl                                                         Contained KCl
Mineral     Resource       Million Tonnes        Average Grade                              Million Tonnes        Average Grade KCl
                                                                               million                                                               million
           Category                 carnallite            KCl %                                      carnallite               %
                                                                               tonnes                                                                tonnes
Measured                        341                   17.4                59.4                   307                    17.4                    53.5
Indicated                       441                   18.7                82.6                   397                    18.7                    74.4
Sub-Total Measured
          +                     783                   18.1                142.0                  705                    18.1                    127.8
          Indicated
Inferred                       1,266                  18.7                236.4                 1,140                   18.7                    212.8
TOTAL                          2,049                  18.5                378.5                 1,844                   18.5                    340.6


Competent Persons Statements
All Mineral Resource and Ore Reserves are reported in accordance with the JORC Code (2012 edition).
Numbers are rounded to the appropriate decimal place. Rounding 'errors' may be reflected in the
"totals".

The Kola Mineral Resources were reported 6 July 2017 in an announcement titled 'Updated Mineral
Resource for the High -Grade Kola Deposit'. It was prepared by Competent Person Mr. Garth Kirkham,
P.Geo., of Met-Chem division of DRA Americas Inc., a subsidiary of the DRA Group, and a member of
the Association of Professional Engineers and Geoscientists of British Columbia. The Ore Reserves for
sylvinite at Kola was first stated on 29 January 2019 in an announcement titled "Kola Definitive
Feasibility Study" and was prepared by Met-Chem. The Competent Person for the estimate was Mr
Mo Molavi, member of good standing of Engineers and Geoscientists of British Columbia. The Ore
Reserves were reviewed when the changes to the underlying assumptions (as detailed in the 27 June
2022 announcement "Kola Project optimisation study outcomes") were made and Mr Molavi verified
that the Ore Reserves remained unchanged.

The Dougou carnallite Mineral Resources were reported on 9 February 2015 in an announcement
titled 'Elemental Minerals Announces Large Mineral Resource Expansion and Upgrade for the Dougou
Potash Deposit'. It was prepared by Competent Persons Dr. Sebastiaan van der Klauw and Ms. Jana
Neubert, senior geologists and employees of ERCOSPLAN Ingenieurgesellschaft Geotechnik und
Bergbau mbH and members of good standing of the European Federation of Geologists.

The Dougou Extension sylvinite Mineral Resource Estimate and Ore Reserve Estimate were reported
in an announcement titled "Updated Dougou Extension (DX) PFS and Production Target" on 24 January
2023. Dr. Douglas F. Hambley, Ph.D., P.E., P.Eng., P.G of Agapito Associates Inc., for the Exploration
Results and Mineral Resources. Mr. Hambley is a licensed professional geologist in states of Illinois
(Member 196-000007) and Indiana (Member 2175), USA, and is an Honorary Registered Member
(HRM) of the Society of Mining, Metallurgy and Exploration, Inc. (SME, Member 1299100RM), a
Recognized RPO included in a list that is posted on the ASX website from time to time and Dr. Michael
Hardy was the Competent Person for the Ore Reserves, and he is a registered member in good
standing (Member #01328850) of Society for Mining, Metallurgy and Exploration (SME) which is an
RPO included in a list that is posted on the ASX website from time to time.

The Company confirms that, it is not aware of any new information or data that materially affects the
information included in the original market announcements and, in the case of estimates of Mineral
Resources or statements of Ore Reserves that all material assumptions and technical parameters
underpinning the estimates in the relevant market announcement continue to apply and have not
materially changed. The Company confirms that the form and context in which the Competent
Person's findings are presented have not been materially modified from the original market
announcement.

Forward-Looking Statements
This release contains certain statements that are "forward-looking" with respect to the financial
condition, results of operations, projects and business of the Company and certain plans and
objectives of the management of the Company. Forward-looking statements include those containing
words such as: "anticipate", "believe", "expect," "forecast", "potential", "intends," "estimate," "will",
"plan", "could", "may", "project", "target", "likely" and similar expressions identify forward-looking
statements. By their very nature forward-looking statements are subject to known and unknown risks
and uncertainties and other factors which are subject to change without notice and may involve
significant elements of subjective judgement and assumptions as to future events which may or may
not be correct, which may cause the Company's actual results, performance or achievements, to differ
materially from those expressed or implied in any of our forward-looking statements, which are not
guarantees of future performance. Neither the Company, nor any other person, gives any
representation, warranty, assurance or guarantee that the occurrence of the events expressed or
implied in any forward-looking statement will occur. Except as required by law, and only to the extent
so required, none of the Company, its subsidiaries or its or their directors, officers, employees,
advisors or agents or any other person shall in any way be liable to any person or body for any loss,
claim, demand, damages, costs, or expenses of whatever nature arising in any way out of, or in
connection with, the information contained in this document.

Date: 30-01-2025 09:00:00
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