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KORE POTASH PLC Earnings Release 2025

Mar 25, 2026

7751_rns_2026-03-25_be96a3fb-b3cc-4c1b-97fb-14c7434dbb4a.pdf

Earnings Release

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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")
("Group" refers to Kore Potash Plc and its subsidiaries)

25 March 2026

Extracts from financial results for the year ended 31 December 2025

Kore Potash, the potash exploration and development company whose flagship asset is the 97%-owned Sintoukola Potash Project ("Kola" or the "Kola Project"), located within the Republic of Congo ("RoC"), is pleased to announce its audited financial results and operational highlights for the year ended 31 December 2025 (the "Period").

The full financial report including its Corporate Governance Statement is available online at the Company's website at https://korepotash.com/investors/results-and-reports/. The financial statements contained within this announcement should be read in conjunction with the notes contained within the full financial report.

SUMMARY OF KEY DEVELOPMENTS

  • Optimised DFS was announced on 27 February 2025. Unlike the DFS and the Optimisation Study, the Optimised DFS is based on a production period which utilizes all Proved and Probable Ore Reserves and only 6% of Inferred Minerals Resources, giving a life of mine ("LoM") of 23 years. The prior DFS and Optimisation Study disclosures included an additional 20% of Inferred Mineral Resources after the Ore Reserves were depleted. Kore Potash considers there is strong potential for the mine plan on which this Optimised DFS is based to be extended beyond 23 years by upgrading a portion of the 340Mt of Inferred Mineral Resources to Measured or Indicated Resources through further exploration during the 23 years of operations.
  • On 27 February 2025, the Company also announced a restatement of the Mineral Resource estimate for the Kola deposit. No material changes were made to the original Mineral Resource estimate dated 6 July 2017.
  • On 10 June 2025, the Company announced that it signed non-binding Term Sheets for availing the total funding requirement for the Kola Project with OWI-RAMS GMBH. Pursuant to the non-binding Term Sheets, OWI-RAMS GMBH has indicated its intention to arrange and then provide a funding package for the Kola Project, amounting to approximately USD2.2 billion, through a blend of senior secured project finance and royalty financing.
  • The framework set out in the Term Sheets places particular emphasis on enhancing the Company's managerial and operational capacity, including the appointment of an experienced Owner's Team, the securing of an operator and the introduction of appropriately qualified strategic participation in potash mining and processing.
  • During the second half of the year, OWI-RAMS continued engagement with development finance institutions regarding elements commonly required in project finance structures, including political risk mitigation and debt participation. Those institutions underscored the importance of completing the operator and partner workstreams.

  • On 4 November 2025, the Company announced that it had commenced a Formal Sale Process ("FSP"). Kore Potash announced that it had received approaches from two parties, each of which were evaluating the possible acquisition of the entire issued, and to be issued, share capital of the Company.
  • On 27 February 2026, the Company was notified by one of the parties in the FSP that it had decided to suspend its interest in acquiring the Company and was unable to proceed in the FSP for internal reasons. However, the other party referred to above remains engaged in the FSP and is continuing its due diligence exercise.
  • In the course of the Early Works Agreement, PowerChina and Kore Potash completed beneficiation tests in China in the presence of an independent Canadian potash expert, to the satisfaction of all parties.
  • Also pursuant to the EWA, a subcontractor appointed by PowerChina completed engineering surveys, geophysical tests and geotechnical tests around the main and ventilation shafts in the RoC.
  • Mobilisation for marine drilling work around the jetty area started in December 2025. The Company received the RoC Government approvals to start work in January 2026.
  • Initiated earlier in 2025, the update of the ESIA slowed down during the last quarter of 2025 while some design modifications are being considered which could impact the Relocation Action Plan.
  • On 2 March 2026 the Company announced the purchase of a 0.46% interest in the share capital of SPSA for USD1 million and of the conditional right to acquire the remaining interest in the Kola Project not owned by the Company.

David Hathorn, Chairman of Kore Potash, commented:

"This has been a hugely significant year for Kore which has seen us make very considerable progress towards delivering our flagship Kola Project towards production.

Potash is now considered a critical mineral in many countries, and the Kola Project is of global significance. The security of the world's food supply is at the mercy of global disruptions to fertilizer supply with recent geopolitical events highlighting this risk as potash production is concentrated among a small number of companies and countries.

The Optimised DFS for Kola showed the project's inherent value with an NPV10 of USD 1.7 Billion for our production target and an enticing IRR of 18%. We also believe there is strong potential for the mine plan, on which this Optimised DFS is based, to be extended beyond 23 years by upgrading a portion of the 340 Mt of Inferred Mineral Resources to Measured or Indicated Resources through further exploration.

Even more significantly during the year, we were delighted to sign non-binding Term Sheets for the total funding requirement for the Kola Project with OWI-RAMS GMBH. OWI-RAMS GMBH has also indicated its intention to arrange and then provide a funding package for the Kola Project amounting to approximately USD2.2 billion. By securing this less dilutive funding structure aligned with long-term sustainability and value creation, we are safeguarding shareholder interests.

Whilst we are continuing, through the formal sales process, to explore strategic options for the Company as a whole, we remain focused on completing the financing of Kola and moving forward to the construction phase as soon as possible.

We look forward to an exciting year ahead in which we expect to achieve Financial Close under the EPC as well as start construction at Kola with a view to delivering production in the first half of 2030."


SUMMARY OF FINANCIALS

  • During the Period, the Group’s Total Comprehensive income was USD19,926,064 (2024: loss was USD10,754,786), and the Group experienced net cash outflows from operating and investing activities of USD13,237,543 (2024: USD3,000,825). Cash and cash equivalents totalled USD10,555,176 as at 31 December 2025 (2024: USD1,339,321).
  • Group net assets increased in the year to USD209,513,114 (2024: USD167,304,043). This was primarily driven by a USD29,444,543 increase in exploration capitalised which is denominated in the local functional currency, XAF, and XAF exchange rate have weakened against the USD. During the year, the Group incurred unrealised foreign exchange profit of USD21,047,417 (2024: unrealised foreign exchange loss of USD9,543,967).
  • As at 31 December 2025, the Directors’ fees accrued were nil as they were all paid in December 2025 (2024: USD365,400).
  • The Directors prepared a cash flow forecast for the period ending 31 March 2027, which indicates that the Group will not have sufficient liquidity to meet its working capital requirements to the end of the going concern period (March 2027). Please refer to Note 1 (b) to the financial statements for more detail on the going concern statement.
  • The Company will be required to raise funds in Q1 2027 for the working capital requirements for Kore Potash to the end of the going concern period (March 2027) to ensure the realisation of assets on an orderly basis and the extinguishment of liabilities as and when they fall due.
  • Future funding is dependent on reaching the Financing Close and raising of additional funds until the commencement of production.
  • The Directors have considered various mitigating actions, which include raising additional capital in due course to enable the Group to continue to fund its working capital requirements.

Salient consolidated financials required to be disclosed under the JSE Listings Requirements

31 December 2025 USD 31 December 2024 USD Change USD
Interest income 123,971 32,468 91,503
Loss for the year (985,276) (1,146,535) 161,259
Headline loss per share (cents) (0.02) (0.03) 0.01
Basic loss per share (cents) (0.02) (0.03) 0.01
Diluted loss per share (cents) (0.02) (0.03) 0.01

Short-form announcement

This short-form announcement is the responsibility of the board of directors of Kore Potash and is a summarised version of the Group’s full announcement and financial results and as such, it does not contain full or complete details pertaining to the Group’s results for the financial year ended 31 December 2025. Any investment decision should be made after taking into consideration the full annual results for the financial year ended 31 December 2025. The full announcement and the annual results for the financial year ended 31 December 2025 is available on the JSE’s website at https://senspdf.jse.co.za/documents/2026/jse/isse/kp2e/FY2025.pdf and on the Group’s website at https://korepotash.com/investors/results-and-reports/

The full announcement and annual report for the financial year ended 31 December 2025 can be requested via direct message under the contact section on the company website at https://korepotash.com/contact/offices/


END

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

Kore Potash
Tel: +44 (0) 20 3733 2169
André Baya, CEO
Andrey Maruta, CFO

Tavistock Communications
Tel: +44 (0) 20 7920 3150
Nick Elwes
Emily Moss

SP Angel Corporate Finance – Nomad and Joint Broker
Tel: +44 (0) 20 7470 0470
Ewan Leggat
Richard Morrison
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

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.

In particular, statements in this release regarding the Company's business or proposed business, which are not historical facts, are "forward-looking" statements that involve risks and uncertainties, such as Mineral Resource estimates market prices of potash, capital and operating costs, changes in project


parameters as plans continue to be evaluated, continued availability of capital and financing and general economic, market or business conditions, and statements that describe the Company's future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties. Actual results in each case could differ materially from those currently anticipated in such statements. Shareholders are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date they are made. The forward-looking statements are based on information available to the Company as at the date of this release. Except as required by law or regulation (including the ASX Listing Rules), the Company is under no obligation to provide any additional or updated information whether as a result of new information, future events, or results or otherwise.

SP Angel Corporate Finance LLP ("SP Angel"), which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as Nominated Adviser, Financial Adviser and Broker exclusively for Kore and no one else in connection with the matters set out in this announcement and will not regard any other person as its client in relation to the matters in this announcement and will not be responsible to anyone other than Kore for providing the protections afforded to clients of SP Angel, nor for providing advice in relation to any matter referred to herein.

Shore Capital Stockbrokers Limited ("Shore Capital"), which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as Broker exclusively for Kore and no one else in connection with the matters set out in this announcement and will not regard any other person as its client in relation to the matters in this announcement and will not be responsible to anyone other than Kore for providing the protections afforded to clients of Shore Capital, nor for providing advice in relation to any matter referred to herein.

Disclosure requirements of the City Code on Takeovers (the "Code")

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person

deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s), save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.


If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures

must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel's website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. You should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

Publication on Website

In accordance with Rule 26.1 of the Code, a copy of this announcement will be made available, subject to certain restrictions relating to persons resident in restricted jurisdictions, on the Company's website at www.korepotash.com by no later than 12 noon (London time) on 25 March 2026. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.