Sirius Minerals Regulatory News (SXX)

21 August 2015

Sirius Minerals Plc

Notice of Warrant Holder Meeting

The Directors of Sirius Minerals Plc (AIM: SXX, OTCQX: SRUXY) ("Sirius" or the "Company") hereby provide notice of a meeting of the remaining holders of warrants (as at the date of the meeting detailed below) issued to investors on 14 March 2014 ("Warrant Holders") pursuant to a warrant instrument constituting warrants in respect of ordinary shares in the Company (the "Warrants"), and in connection with the placing by the Company on 6 March 2014 (the "Warrant Instrument").

Purpose and background to the meeting

Pursuant to the Warrant Instrument, the Warrants are due to lapse on 14 September 2015. The meeting is being convened for the Warrant Holders to consider, and if thought fit, approve an amendment to the definition of "Relevant Expiration Date" under the Warrant Instrument so that Warrant Holders have additional time (until 30 October 2015) to exercise their Warrants for ordinary shares in the Company.

The resolution is meant to reflect an extension of time to allow Warrant Holders to exercise their outstanding Warrants. The extension of time reflects the principle which the original expiration date was based on, that the Warrants would not expire until after receipt of the formal permission to commence construction of the York Potash Project from the North York Moors National Park Authority. As previously communicated to the market the formal receipt of planning permission is expected by the end of September 2015.

Time, date and address of meeting

The meeting shall take place at 10.30am on 4 September 2015 at Allen & Overy LLP, One Bishops Square, London, E1 6AD (the "Warrant Holder Meeting").

Notices of the meeting and proxy forms will be sent to current Warrant Holders by post and can be found on the Company's website at www.siriusminerals.com/investors/warrants.

Appointing a proxy

Warrant Holders are entitled to appoint one or more proxies to exercise all or any of his/her rights to attend, speak and vote at the Warrant Holder Meeting. You can only appoint a proxy using the procedures set out in these notes and the notes to the proxy form.

A proxy does not need to be a Warrant Holder but must attend the Warrant Holder Meeting to represent you. Details of how to appoint the Chairman of the Warrant Holder Meeting or another person as your proxy using the proxy form are set out in the notes to the proxy form. If you wish your proxy to speak on your behalf at the Warrant Holder Meeting, you will need to appoint your own choice of proxy (not the Chairman) and give your instructions directly to them.

Appointment of a proxy must be done by way of a proxy form which should be sent to Capita Asset Services at PXS 1, 34 Beckenham Road, Beckenham, Kent, BR3 4ZF by 10:30am on 2 September 2015. The instrument of proxy is invalid if not deposited in accordance with this paragraph.

In the case of a Warrant Holder which is a company, the proxy form must be executed under its common seal or signed on its behalf by an officer of the company or an attorney for the company. The original of any power of attorney or any other authority under which the proxy form is signed (or a notarially certified copy of such power or authority) must be included with the proxy form.

Entitlement to attend and vote

At the Warrant Holder Meeting:

(a) on a show of hands each Warrant Holder (other than the Company and/or any of its subsidiaries) who is present in person (or in the case of a corporation by a duly authorised representative) and each person who is a proxy has one vote; and

(b) on a poll each Warrant Holder (other than the Company and/or any of its subsidiaries) who is present in person or by proxy has a number of votes equal to the proportion (expressed as a percentage figure rounded up or, as appropriate, down to the nearest one tenth of one per cent.) of the outstanding Warrants represented by Warrants held by him. Any person entitled to more than one vote need not use all his votes or cast all the votes to which he is entitled in the same way. In the event that a Warrant Holder signs and returns a proxy form, but fails to appoint a proxy, the Chairman of the Warrant Holder Meeting will be deemed to be their proxy.

Further information relating to the Warrants, including in relation to how to exercise the Warrants, can be found on the Company website: www.siriusminerals.com/investors/warrants and background is available via the Company's 'Results of Placing' announcement which was made on 6 March 2014.

For further information, please contact: Capita Asset Services

By phone - UK - 0871 664 0300 (UK Calls cost 10p per minute plus network extras). From overseas - +44 20 8639 3399.

Lines are open 9.00am to 5.30pm, Monday to Friday, excluding public holidays.

By email - shareholderenquiries@capita.co.uk 

By post - Capita Asset Services, The Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU

For further information, please contact:

About Sirius Minerals Plc

Sirius Minerals is the fertilizer development company focused on the development of the York Potash Project in the United Kingdom, which has the world's largest and highest grade deposit of polyhalite, a multi-nutrient form of potash containing potassium, sulphur, magnesium and calcium. Incorporated in 2003, Sirius Minerals' shares are traded on the London Stock Exchange's AIM market. Its shares are also traded in the United States on the OTCQX through a sponsored ADR facility. Further information on the Company can be found at: www.siriusminerals.com.