9th November 2021
Keras Resources plc ('Keras' or the 'Company')
PDMR & PCA Dealings and Appointment of Executive Director
Keras Resources plc (AIM: KRS) today announces Director purchases of shares and the appointment of Graham Stacey to the Board as Executive Director.
Further to the Diamond Creek update released on Friday 5 November 2021, the Directors of Keras, Brian Moritz, Russell Lamming, and David Reeves have purchased an additional 0.84% or 52,980,987 ordinary shares of 0.01 pence each in the Company, ("Ordinary Shares") and their resulting shareholdings are detailed as below. In addition, Graham Stacey has agreed to convert £7,500 of his outstanding fees into 12,500,000 new Ordinary Shares at a price of 0.06p per Ordinary Share ("Salary Shares") taking the Board's shareholding to 23.82%.
Application will be made for the Salary Shares to be admitted to trading on AIM which is expected occur on or around 15 November 2021 ("Admission"). Following Admission, there will be 6,296,073,068 Ordinary Shares in issue with each share carrying the right to one vote. There are no shares currently held in treasury. The total number of voting rights in the Company will therefore be 6,296,073,068 and this figure may be used by shareholders as the denominator for the calculations by which they 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 Rules and Transparency Rules.
| Director | Purchase of shares on 08.11.2021 | Total shares now held | % Interest in Ordinary Shares |
| Brian Moritz | 17,200,000 | 177,582,118 | 2.82% |
| Russell Lamming | 18,180,987* | 416,184,497 | 6.61% |
| Dave Reeves | 17,600,000 | 861,942,616 | 13.69% |
| Graham Stacey | 12,500,000 | 43,739,000 | 0.69% |
| Total | 65,480,987** | 1,499,448,231 | 23.82% |
*Shares were acquired by Mr Lamming's spouse.
** Including Salary Shares issued to Mr Stacey
Keras is also very pleased to announce that Graham Stacey has joined the Board as Executive Director. Mr Stacey is a qualified Mining Engineer with over 25 years' experience across the resources sector and has been Chief Operating Officer of Keras since April 2019. He is a Competent Person and Competent Valuator as a longstanding member of the South African Institute of Mining and Metallurgy (SAIMM), and has wide ranging experience in mine design, project execution, operations and mineral resource management. He has been involved with Keras for a number of years, initially overseeing the bulk sample at the Nayéga Manganese Mine in Togo and more recently he was integral to the build and delivery of the processing plant at the Diamond Creek phosphate mine in the US. Mr. Stacey will continue in his position as Chief Operating Officer and is also a Director of Keras' 100% owned subsidiary, Southern Iron Limited.
Russell Lamming, CEO commented, "We are delighted to welcome Graham to our Board as he has played a significant role in the Company's key developments to date. His in-depth knowledge of our business and broad range of expertise will continue to be invaluable as we seek to maximise the potential of our assets going forward. This purchase of shares by all the Directors underlines our ongoing commitment and support for the Company and our belief in the value held within our asset base."
The information required by Rule 17 and paragraph (g) of Schedule 2 of the AIM Rules for Companies in relation to the appointment of Graham David Stacey (age 48) is as follows:
| Current directorships | Past directorships held within last five years |
| Tenement Mining (Pty) Ltd Moliwave (Pty) Ltd Afri Solar Solutions (Pty) Ltd Southern Iron Limited | N/A |
Including the issue of Salary Shares, Mr Stacey currently holds 43,739,000 Ordinary Shares in the Company. Additionally, Mr Stacey holds the following Options to acquire new Ordinary Shares.
| | | Expiry Date | ||
| Name | Exercise Price | 17/01/20 | 17/01/2021 | 17/01/2022 |
| G D Stacey | GBP0.001639 | 10,000,000 | 10,000,000 | 10,000,000 |
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||||||||||
| a) | Name: | 1. Brian Moritz 2. Dave Reeves 3. Graham Stacey | ||||||||||||
| 2. | Reason for the notification | |||||||||||||
| a) | Position/status: | 1. Non-executive chairman 2. Non-executive Director 3. Executive Director & Chief Operating Officer | ||||||||||||
| b) | Initial notification/amendment: | Initial notification | ||||||||||||
| 3. | Details of the issuer emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||||||||
| a) | Name: | Keras Resources plc | ||||||||||||
| b) | LEI: | 213800OZFKFM2N4R4F47 | ||||||||||||
| 4. | 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: | Ordinary shares of 0.01 pence each
ISIN: GB00B649J414 | ||||||||||||
| b) | Nature of the transaction: | 1. Purchase of Ordinary Shares 2. Purchase of Ordinary Shares 3. Issue of new Ordinary Shares in lieu of cash | ||||||||||||
| c) | Price(s) and volume(s):
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| d) | Aggregated information: Aggregated volume: Price: | Multiple transactions as in 4 c) above N/A N/A | ||||||||||||
| e) | Date of transaction: | 08/11/2021 | ||||||||||||
| f) | Place of transaction | 1. XLON 2. XLON 3. Off Market | ||||||||||||
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||||
| a) | Name: | Joanne Lamming | ||||||
| 2. | Reason for the notification | |||||||
| a) | Position/status: | PCA of Russell Lamming - CEO of the Company | ||||||
| b) | Initial notification/amendment: | Initial notification | ||||||
| 3. | Details of the issuer emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a) | Name: | Keras Resources plc | ||||||
| b) | LEI: | 213800OZFKFM2N4R4F47 | ||||||
| 4. | 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: | Ordinary shares of 0.01 pence each
ISIN: GB00B649J414 | ||||||
| b) | Nature of the transaction: | Purchase of Ordinary Shares
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| c) | Price(s) and volume(s):
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| d) | Aggregated information: Aggregated volume: Price: | N/A Single transaction as in 4 c) above N/A N/A | ||||||
| e) | Date of transaction: | 08/11/2021 | ||||||
| f) | Place of transaction | XLON | ||||||
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ('MAR') which has been incorporated into UK law by the European Union (Withdrawal) Act 2018.
For further information please visit www.kerasplc.com, follow us on Twitter @kerasplc or contact the following:
| Russell Lamming Annabel Redford | Keras Resources plc |
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| Nominated Adviser & Joint Broker Ewan Leggat / Charlie Bouverat
Joint Broker Damon Heath / Erik Woolgar
| SP Angel Corporate Finance LLP
Shard Capital Partners LLP
| +44 (0) 20 3470 0470
+44 (0) 207 186 9900
|
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