TIDMTHR

RNS Number : 0756G

Thor Mining PLC

27 February 2015

Friday 27 February 2015

THOR MINING PLC

Thor Mining PLC ("Thor" or the "Company")

Interim Results

Thor Mining PLC (AIM, ASX: THR) is pleased to announce its interim results for the six months ended 31 December 2014.

The following announcement was today released on the Australian Stock Exchange ("ASX) as required under the listing rules of the ASX.

A copy of the full Interim Report for the six months ended 31 December 2014 may be found on the Company's website at www.thormining.com.

Enquiries:

 
Mick Billing       +61 (8) 7324 1935    Thor Mining PLC  Executive Chairman 
Ray Ridge          +61 (8) 7324 1935    Thor Mining PLC  CFO/Company 
                                                          Secretary 
Colin Aaronson/    +44 (0) 207 383      Grant Thornton   Nominated Adviser 
 Richard Tonthat/   5100                 UK LLP 
 Harrison Clarke 
Andrew Monk/       +44 (0) 20 3005      VSA Capital Ltd  Broker 
 Bhavesh Patel      5000 
Alex Walters       +44 (0) 7771 713608  Cadogan PR       Financial PR 
                    +44 (0) 207 839 
                    9260 
 

Thor Mining PLC - Half Yearly Report 31 December 2014

HIGHLIGHTS

-- Completion of an upgraded feasibility study for the Molyhil tungsten project in Australia's Northern Territory showing robust outcomes.

   --      Acquisition of the Pilot Mountain Tungsten Project in Nevada (USA). 

REVIEW OF OPERATIONS

The Company has continued to make progress on its core Molyhil tungsten project with completion of an expanded open cut ore reserve study, and an updated project feasibility study. Additionally during the half year, Thor Mining completed the acquisition of the Pilot Mountain tungsten project, located in Nevada USA. The net result of operations for the half-year was a loss of GBP579,000 (2013: GBP380,000).

Molyhil Tungsten project

The selling price in Europe of Tungsten APT, at 13 February 2015, sits at US$300/mtu, while the price of Molybdenum Roasted Concentrates is US$8.20/lb.

Project Development

Activities during the period were devoted to a significant upgrade of the Molyhil Feasibility Study, where, following a 50% increase in the project's open cut ore reserve, estimates for capital and operating costs were upgraded, including outcomes from significant process improvements.

Table1. Molyhil Key Features

 
 Project NPV post tax &          A$67 million 
  Royalties 
 Project IRR after tax           44%             All Equity Case 
  & royalties 
 Project Capex                   A$70 million    All Equity Case 
 Life of Mine C1 Cash Cost       US$112/mtu 
 Life of Mine EBITDA             A$201 million 
 Payback from 1(st) production   18 months 
 Project Life                    6 years 
 Average feed grade              0.31% WO        0.41 
                                                  WO after 
                                                  ore 
                                                  sorting 
                                 0.12% Mo        0.12% 
                                                  Mo after 
                                                  ore 
                                                  sorting 
 Operating throughput 
   *    Crushing & Sorting         500,000 tpa 
                                   400,000 tpa     After 
                                                   ore 
   *    Milling/Flotation etc                      sorting 
 Annual Production Average       130,000 mtu     * 1mtu 
                                  *               = 10Kg 
                                                  of contained 
                                                  WO 
------------------------------  --------------  ------------------ 
 

While the APT tungsten price currently sits at its 4 year low point, industry forecasts suggest a rebound commencing around mid 2015 driven by strong supply - demand fundamentals. Project modelling however shows full capital cost payback, at this low price level, of 24 months from commencement of production, after payment of taxes & royalties.

Table 2: Molyhil Open Cut Ore Reserve Statement - Compliant with JORC 2012 (Announced 29 July 2014)

 
 Classification       Reserve       WO(3)                 Mo 
                   '000 Tonnes   Grade    Contained   Grade      Contained 
                                  %        metal (t)   %          metal 
                                                                  (t) 
----------------  ------------  --------  ----------  --------  ---------- 
    Probable          3,000         0.31      9,200       0.12   3,600 
----------------  ------------  --------  ----------  --------  ---------- 
    Total             3,000         0.31      9,200       0.12   3,600 
----------------  ------------  --------  ----------  --------  ---------- 
 
   Notes:  --      Thor Mining PLC holds 100% equity interest in this reserve 
   --      Estimates have been rounded to reflect accuracy 
   --      All estimates are on a dry tonne basis 
   --      The reserve estimate extends to a maximum depth below surface of 150 metres 

Mining is planned using conventional open cut mining methods; contract drill & blast, followed by owner operated excavation and haulage.

An average pit slope of 48˚ currently provides for a waste to ore ratio of 5.2:1. There may be an opportunity to improve this ratio during operations and via targeted geo-technical drilling.

Mineral processing involves:

   --        Two stage crushing to -55mm 
   --        X-Ray (XRT) ore sorting at two sizes: 

-- 55mm to +25mm,

-- 25mm to +10mm

   --        Tertiary crushing 
   --        Two stage grinding using a rod mill followed by a ball mill 
   --        Three stage flotation circuit: 

-- Molybdenum flotation

-- Sulphide flotation

-- Scheelite flotation

   --        Scheelite concentrate dressing 

Concentrate Offtake and Finance

In 2013, Thor received a Letter of Intent from US-based Global Tungsten & Powders undertaking, subject to due diligence and sourcing project finance, to purchase 70% to 75% of tungsten concentrates produced from Molyhil, at pricing benchmarked against Metal Bulletin (LMB) APT European free-market prices. Discussions with other parties, in respect of the balance of the concentrates, continue.

Thor is reviewing all likely scenarios for project finance, and has retained advisors to assist this process. Preliminary discussions with several interested parties have commenced.

Pilot Mountain Tungsten project (Nevada, US)

During the period, Thor completed the acquisition of the Pilot Mountain tungsten project in the United States for consideration of 418,750,000 ordinary shares in Thor. These shares are subject to a 12 month escrow period, expiring 27 October 2015.

Following the acquisition, Thor holds 100% equity interest in:

-- A 2012 JORC compliant Indicated and Inferred Resource of 6.8 million tonnes @ 0.31% WO(3,) plus attractive copper and silver credits at the Desert Scheelite deposit; plus

-- Exploration targets(1) of 11.0 to 23.0 million tonnes @ 0.30 - 0.50% WO(3) within very close proximity to the Desert Scheelite deposit.

(1) Exploration Targets are conceptual in nature and there has been insufficient exploration to define a Mineral Resource under the 2012 JORC Code and it is uncertain if further exploration will result in the determination of a Mineral Resource

The Desert Scheelite Indicated + Inferred Resource comprises a 2012 JORC Compliant 6.8 million tonnes @ 0.31% WO(3) , 0.17% Copper, and 22.8g/t (grams/tonne) Silver, announced on 10 June 2014.

Table 3: Desert Scheelite Resource Estimate - Compliant with JORC 2012(Announced 10 June 2014)

 
    Desert        Resource           WO(3)                 Ag                    Cu 
     Scheelite 
--------------- 
                  Tonnes     Grade   Contained   Grade g/t  Contained   Grade  Contained 
                               %       metal                  metal      %      metal (t) 
                                        (t)                    (t) 
---------------  ----------  -----  ----------  ----------  ---------  ------  ---------- 
   Indicated      6,090,000  0.31     18,900       24.2        150      0.16     10,000 
   Inferred         700,000  0.30      2,100        9.1        10       0.24     2,000 
---------------  ----------  -----  ----------  ----------  ---------  ------  ---------- 
   Total          6,790,000  0.31     21,000       22.8        160      0.17     12,000 
---------------  ----------  -----  ----------  ----------  ---------  ------  ---------- 
 

Note: Thor Mining PLC holds 100% equity interest in this resource

Table 4: Pilot Mountain Exploration Target summary (Announced 1 December 2014)

 
                       Tonnage        % WO(3)      Comment 
                         (Mt) 
------------------  ------------  -----------  ---------------------------- 
 Tier 1 Targets      7.5 - 13.5    0.3 -        Based on historic drill 
                                    0.5          intersections 
------------------  ------------  -----------  ---------------------------- 
 Tier 2 Targets      3.5 - 9.1     0.3 -        Based on favourable geology 
                                    0.5          and proximity to known 
                                                 mineralisation. 
------------------  ------------  -----------  ---------------------------- 
 Total Exploration   11.0 - 23.0   0.3 -        Combined Tier 1 & 2 
  Target*                           0.5 
------------------  ------------  -----------  ---------------------------- 
 

Exploration activities at Pilot Mountain are dependent upon raising the necessary finance. Thor is evaluating alternatives to facilitate that work, including options which involve securing a joint venture partner for the project.

Gold Exploration projects

Spring Hill - Northern Territory

The Spring Hill gold project is located on pastoral leasehold land approximately 150 km south-east of Darwin in Australia's Northern Territory. The location is served by all-weather access and is in close proximity to the sealed arterial Stuart Highway, north-south rail, gas pipeline and trunk powerlines.

Directors continue to evaluate all opportunities for this project. However, prioritising expenditure on other projects has prevented progress on additional exploration activities at Spring Hill.

Dundas - Western Australia

The Dundas gold project is located approximately 100 kilometres east-south-east of Norseman in Western Australia. The tenements are in close proximity to the sealed arterial Eyre Highway, providing all-weather access to the project area. It is also approximately 250 kilometres south of the major regional mining centre of Kalgoorlie.

Prioritising expenditure on other projects has delayedprogress of planned exploration at Dundas. Exploration work on this project continues to be conditional upon the availability of working capital.

Finance

During the period, the Company raised GBP783,000 before capital raising costs following the issue of 764.5 million shares at an average price of 0.102 pence, and issued 584.9 million shares for the acquisition of Pilot Mountain and extinguishing associated loans (at an average price of 0.146 pence).

The Company is in discussion with a number of parties with the aim of securing project finance for the Molyhil project, and also to maintain minimum working capital requirements.

Comprehensive Income

The comprehensive income statement records a comprehensive loss of GBP1,009,000 (2013: GBP1,494,000) after taking into account unfavourable unrealised exchange differences of GBP430,000 (2013: GBP1,114,000).

Mick Billing

Executive Chairman

26 February, 2015

Competent Person's statements

The information in this report that relates to exploration results is based on information compiled by Richard Bradey, who is a Member of The Australasian Institute of Mining and Metallurgy. Mr Bradey is an employee of Thor Mining PLC. He has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Richard Bradey consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

INDEPENDENT REVIEW REPORT TO THOR MINING PLC

Introduction

We have been engaged by the Company to review the interim consolidated financial statements for the six months ended 31 December 2014 comprising the Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Consolidated Statement of Changes in Equity, Consolidated Statement of Cash Flows, and related notes. We have read the other information contained in the interim report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.

This report is made solely to the Company in accordance with guidance contained in ISRE 2410 (UK and Ireland) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our work, for this report, or for the conclusions we have formed.

Directors' Responsibilities

The interim financial report is the responsibility of, and has been approved by the Directors. The Directors are responsible for preparing the interim financial report in accordance with the rules of the London Stock Exchange Plc for Companies trading securities on the AIM Market. As disclosed in Note 1 the accounting policies are consistent with those that the Directors intend to use in the next financial statements. The interim financial statements included in this interim report have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" as adopted by the European Union.

Our Responsibility

Our responsibility is to express to the Company a conclusion on the interim financial statements in the interim report based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity", issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review we are not aware of any material modifications that should be made to the financial information as presented in the interim financial statements for the six months ended 31 December 2014.

CHAPMAN DAVIS LLP

Chartered Accountants

2 Chapel Court

London SE1 1HH

26 February 2015

 
Condensed Consolidated Statement of Comprehensive Income 
 For the 6 months ended 31 December 2014 
                                      Note         GBP'000         GBP'000   GBP'000 
                                            6 months ended  6 months ended      Year 
                                               31 December     31 December     ended 
                                                      2014            2013   30 June 
                                                                                2014 
                                                 Unaudited       Unaudited   Audited 
Administrative expenses                               (58)            (62)     (136) 
Corporate expenses                                   (470)           (321)     (498) 
Unrealised loss on financial 
 assets                                               (99)               -     (164) 
Unrealised gain on financial 
 liabilities                                            26               -        54 
Realised gain on financial 
 assets                                                 39               -         - 
 
Operating Loss                                       (562)           (383)     (744) 
Interest received                                        2               3         3 
Interest paid                                         (19)               -      (39) 
                                            --------------  --------------  -------- 
Loss before Taxation                                 (579)           (380)     (780) 
Taxation                                                 -               -         - 
                                            --------------  --------------  -------- 
Loss for the period                                  (579)           (380)     (780) 
                                            --------------  --------------  -------- 
 
Other comprehensive income: 
 
Exchange differences on translating 
 foreign operations                                  (430)         (1,114)   (1,000) 
                                            --------------  --------------  -------- 
Other comprehensive income 
 for the period, net of income 
 tax                                                 (430)         (1,114)   (1,000) 
Total comprehensive income 
 for the period                                    (1,009)         (1,494)   (1,780) 
                                            ==============  ==============  ======== 
 
 
Basic loss per share                     2         (0.02)p         (0.03)p   (0.06)p 
 
 
 
Condensed Consolidated Statement of Financial Position 
At 31 December 2014 
                                   Note       GBP'000       GBP'000       GBP'000 
                                          31 December   31 December       30 June 
                                                 2014          2013          2014 
                                            Unaudited     Unaudited       Audited 
ASSETS 
Non-current assets 
Intangible assets - deferred 
 exploration costs                    3        11,043         9,903        10,246 
Trade receivables and other 
 assets                                           103             -           225 
Deposits to support performance 
 bonds                                             14            49            50 
Plant and equipment                                26            46            35 
Total non-current assets                       11,186         9,998        10,556 
                                         ------------  ------------  ------------ 
 
Current assets 
Cash and cash equivalents                          20           198            10 
Trade receivables and other 
 assets                                            63             5            84 
Prepayments                                        47            14             - 
Total current assets                              130           217            94 
                                         ------------  ------------  ------------ 
Total assets                                   11,316        10,215        10,650 
                                         ------------  ------------  ------------ 
 
LIABILITIES 
Current liabilities 
Trade and other payables                        (299)         (207)         (351) 
Provisions                                       (12)          (18)          (12) 
Non-interest bearing liabilities                (165)             -             - 
                                         ------------  ------------  ------------ 
Total current liabilities                       (476)         (225)         (363) 
                                         ------------  ------------  ------------ 
 
Non-current liabilities 
Interest bearing liabilities                    (527)         (543)         (553) 
Total non-current liabilities                   (527)         (543)         (553) 
                                         ------------  ------------  ------------ 
Total liabilities                             (1,003)         (768)         (916) 
                                         ------------  ------------  ------------ 
 
Net assets                                     10,313         9,447         9,734 
                                         ============  ============  ============ 
 
Equity 
Issued share capital                  4         3,155         2,984         3,020 
Share premium                         4        15,328        13,347        13,884 
Foreign exchange reserve                        1,645         1,961         2,075 
Merger reserve                                    405           405           405 
Option revaluation reserve                         53            64            44 
Retained losses                              (10,273)       (9,314)       (9,694) 
                                         ------------  ------------  ------------ 
 
Total equity                                   10,313         9,447         9,734 
                                         ============  ============  ============ 
 
 
 
Condensed Consolidated Statement of Change in 
 Equity 
For the 6 months ended 31 December 
 2014 
                          GBP'000   GBP'000        GBP'000      GBP'000    GBP'000    GBP'000  GBP'000 
                           Issued     Share   Retained          Foreign     Merger      Share    Total 
                            share   premium   earnings         Currency    Reserve      Based 
                          capital                           Translation               Payment 
                                                                Reserve               Reserve 
Balance at 1 July 
 2013                       2,948    12,520        (9,050)        3,075        405        180   10,078 
Loss for the period             -         -          (380)            -          -          -    (380) 
Foreign currency 
 translation reserve            -         -              -      (1,114)          -          -  (1,114) 
Total comprehensive 
 loss for the period            -         -          (380)      (1,114)          -          -  (1,494) 
                         --------  --------  -------------  -----------  ---------  ---------  ------- 
Transactions with owners in their capacity 
 as owners 
Shares issued                  36       870              -            -          -          -      906 
Cost of shares 
 issued                                (43)              -            -          -          -     (43) 
Share options lapsed                                   116            -          -      (116)        - 
                         --------  --------  -------------  -----------  ---------  ---------  ------- 
At 31 December 
 2013                       2,984    13,347        (9,314)        1,961        405         64    9,447 
                         --------  --------  -------------  -----------  ---------  ---------  ------- 
 
Balance at 1 July 
 2013                       2,948    12,520        (9,050)       3,075         405        180   10,078 
Loss for the period             -         -          (780)           -           -          -    (780) 
Foreign currency 
 translation reserve            -         -              -     (1,000)           -          -  (1,000) 
Total comprehensive 
 (loss) for the period          -         -          (780)     (1,000)           -          -  (1,780) 
                         --------  --------  -------------  ----------  ----------  ---------  ------- 
Transactions with owners in their capacity 
 as owners 
Shares issued                  72     1,463              -           -           -          -    1,535 
Cost of shares issued           -      (99)              -           -           -          -     (99) 
Share options lapsed            -         -            136           -           -      (136)        - 
At 30 June 2014             3,020    13,884        (9,694)       2,075         405         44    9,734 
                         --------  --------  -------------  ----------  ----------  ---------  ------- 
 
Balance at 1 July 
 2014                       3,020    13,884        (9,694)        2,075        405         44    9,734 
Loss for the period             -         -          (579)            -          -          -    (579) 
Foreign currency 
 translation reserve            -         -              -        (430)          -          -    (430) 
Total comprehensive 
 loss for the period            -         -          (579)        (430)          -          -  (1,009) 
                         --------  --------  -------------  -----------  ---------  ---------  ------- 
Transactions with owners in their capacity 
 as owners 
Shares issued                 135      1507              -            -          -          -    1,642 
Cost of shares 
 issued                         -      (54)              -            -          -          -     (54) 
Share options issued            -       (9)              -            -          -          9        - 
                         --------  -------- 
At 31 December 
 2014                       3,155    15,328       (10,273)        1,645        405         53   10,313 
                         --------  --------  -------------  -----------  ---------  ---------  ------- 
 
 
 
Condensed Consolidated Statement of Cash Flow 
For the 6 months ended 31 December 
 2014 
                                                    GBP'000         GBP'000   GBP'000 
                                             6 months ended  6 months ended      Year 
                                                31 December     31 December     ended 
                                                       2014            2013   30 June 
                                                                                 2014 
                                                  Unaudited       Unaudited   Audited 
Cash flows from operating activities 
Operating Loss                                        (562)           (383)     (744) 
Decrease/(increase) in trade and 
 other receivables                                        5               -       (1) 
Increase/(decrease) in trade and 
 other payables                                        (48)            (81)        59 
Increase/(decrease) in provisions                         -               5       (1) 
Depreciation                                             11              13        23 
Unrealised gain on financial liabilities               (26)               -      (54) 
Share based payment expense                             214               -        97 
Unrealised loss on financial assets                      99               -       164 
Realised gain on financial                             (39)               -         - 
Net cash outflow from operating activities            (346)           (446)     (457) 
 
Cash flows from investing activities 
Interest received                                         2               3         3 
Interest paid                                          (19)               -      (39) 
Refunds of / Expenditure on performance 
 bonds                                                   33               -         - 
Disposal of financial assets                             54               2         2 
Purchase of property, plant and equipment               (3)               -         - 
Payments for exploration expenditure                  (231)           (392)     (563) 
Net cash outflow from investing activities            (164)           (387)     (597) 
 
Cash flows from financing activities 
Borrowings                                                -               -         - 
Repayment of borrowings                                   -               -         - 
Net issue of ordinary share capital                     520             863       941 
                                                             --------------  -------- 
Net cash inflow from financing activities               520             863       941 
 
Net decrease in cash and cash equivalents                10              30     (113) 
Cash and cash equivalents at beginning 
 of period                                               10             188       188 
Exchange rate adjustments on opening 
 cash balances                                            -            (20)      (65) 
                                             --------------  --------------  -------- 
Cash and cash equivalents at end 
 of period                                               20             198        10 
                                             --------------  --------------  -------- 
 

Notes to the Half-yearly Report

For the 6 months ending 31 December 2014

   1.      PRINCIPAL ACCOUNTING POLICIES 
   (a)    Presentation of Half-yearly results 

The half-yearly results have not been audited, but were the subject of an independent review carried out by the Company's auditors, Chapman Davis LLP. Their review confirmed that the figures were prepared using applicable accounting policies and practices consistent with those adopted in the 2014 annual report and to be adopted in the 2015 annual report. The financial information contained in this half-yearly report does not constitute statutory accounts as defined by Section 435 of the Companies Act 2006.

The half-yearly report has been prepared under the historical cost convention.

The Directors acknowledge their responsibility for the half-yearly report and confirm that, to the best of their knowledge, the interim consolidated financial statements for the six months ended 31 December 2014 have been prepared in accordance with International Financial Reporting Standards, including IAS 34 "Interim Financial Statements", and complies with the listing requirements for companies trading securities on the AIM market. This half-year report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report should be read in conjunction with the annual report for the year ended 30 June 2014.

The Directors are of the opinion that on-going evaluations of the Company's interests indicate that preparation of the accounts on a going concern basis is appropriate.

   (b)    Basis of consolidation 

The consolidated financial statements comprise the financial statements of Thor Mining PLC and its controlled entities. The financial statements of controlled entities are included in the consolidated financial statements from the date control commences until the date control ceases.

The financial statements of subsidiaries are prepared for the same reporting period as the parent Company, using consistent accounting policies.

All inter-company balances and transactions have been eliminated in full.

   2.         LOSS PER SHARE 

No diluted loss per share is presented as the effect of exercise of outstanding options is to decrease the loss per share.

 
                                             GBP'000         GBP'000        GBP'000 
                                      6 months ended  6 months ended           Year 
                                         31 December     31 December          ended 
                                                2014            2013        30 June 
                                                                               2014 
                                           Unaudited       Unaudited        Audited 
Loss for the period                            (579)           (380)          (780) 
 
Weighted average number of Ordinary 
 shares in issue                       2,484,108,680   1,170,765,880  1,361,701,716 
 
Loss per share - basic                       (0.02)p         (0.03)p        (0.06)p 
 
 

Notes to the Half-yearly Report

For the 6 months ending 31 December 2014

   3.         DEFERRED EXPLORATION COSTS 
 
                                        GBP'000      GBP'000  GBP'000 
                                    31 December  31 December  30 June 
                                           2014         2013     2014 
Cost                                  Unaudited    Unaudited  Audited 
At commencement                          10,246       10,557   10,557 
Exchange loss                             (438)      (1,118)    (941) 
Additions                                   197          464      669 
Disposals                                     -            -     (39) 
Business Combination (refer Note 
 5)                                       1,038            -        - 
                                   ------------  -----------  ------- 
At period end                            11,043        9,903   10,246 
                                   ------------  -----------  ------- 
 
Impairment 
At commencement                               -            -        - 
Exchange loss                                 -            -        - 
Impairment for period                         -            -        - 
Write off exploration tenements               -            -        - 
                                   ------------  -----------  ------- 
At period end                                 -            -        - 
                                   ------------  -----------  ------- 
 
Net book value at period end             11,043        9,903   10,246 
                                   ------------  -----------  ------- 
 
 

Having reviewed the deferred exploration and evaluation expenditure at 31 December 2014, the directors are satisfied that no provision for impairment is required.

Notes to the Half-yearly Report

For the 6 months ending 31 December 2014

 
4. SHARE CAPITAL                                      GBP'000              GBP'000           GBP'000 
                                                  31 December          31 December      30 June 2014 
                                                         2014                 2013 
                                                    Unaudited            Unaudited           Audited 
Issued fully paid (Nominal Value) 
982,870,766 deferred shares of GBP0.0029 
 each                                                   2,850                2,850             2,850 
Ordinary shares of GBP0.0001 each                         305                  134               170 
                                           ------------------  -------------------  ---------------- 
                                                        3,155                2,984             3,020 
                                           ==================  ===================  ================ 
 
                                                       Number               Number            Number 
                                                  31 December          31 December      30 June 2014 
                                                         2014                 2013 
                                                    Unaudited            Unaudited           Audited 
Movement in share capital 
Ordinary Shares of 0.01 pence                   1,703,669,855          982,814,766       982,814,766 
Shares issued for Acquisition                     418,750,000                    -                 - 
Shares issued for cash                            669,444,444          333,788,887       695,687,283 
Exercise of warrants                                  455,778               57,806           167,806 
Shares issued to extinguish debt                  166,129,526                    -                 - 
Shares issued in lieu of expenses                  94,641,608           25,000,000        25,000,000 
                                           ------------------  -------------------  ---------------- 
At period end                                   3,053,091,211        1,341,661,459     1,703,669,855 
                                           ==================  ===================  ================ 
 
                                                      GBP'000              GBP'000           GBP'000 
                                                  31 December          31 December      30 June 2014 
                                                         2014                 2013 
Nominal plus Premium                                Unaudited            Unaudited           Audited 
At commencement                                        16,904               15,468            15,468 
Shares issued for Acquisition (Refer 
 Note 5)                                                  688                    -                 - 
Shares issued for cash (net of costs)                     519                  766             1,338 
Exercise of warrants                                        3                    -                 1 
Shares issued to extinguish debt 
 (Refer Note 5)                                           164                    -                 - 
Shares issued in lieu of expenses                         214                   97                97 
Share options issued                                      (9)                    -                 - 
                                           ------------------  -------------------  ---------------- 
At period end                                          18,483               16,331            16,904 
                                           ------------------  -------------------  ---------------- 
 

Change in Nominal Value

Prior to a Shareholders Meeting on 3 September 2013, the nominal value of shares in the Company was 0.3 pence. At that meeting the Company's shareholders approved a re-organisation of the Company's shares which resulted in the creation of two classes of shares, being:

-- Ordinary shares with a nominal value of 0.01 pence, which will continue as the Company's listed securities.

-- Deferred shares with a value of 0.29 pence which, subject to the provisions of the Companies Act 2006, may be cancelled by the Company, or bought back for GBP1 and then cancelled. These deferred shares are not quoted and carry no rights whatsoever.

   5.         BUSINESS COMBINATION 

On 27 October 2014 Thor Mining PLC acquired 100% of the issued shares in Black Fire Industrial Minerals Pty Ltd, an exploration company, for consideration of GBP687,797. The acquired company controls Mining Claims situated in south-western Nevada, referred to as the Pilot Mountain project. Pilot Mountain contains Indicated and Inferred Resource of 6.8 million tonnes @ 0.31% Tungsten, plus copper and silver credits, together with further potential exploration upside.

The acquisition continues Thor's strategy to focus on Tungsten, and together with the existing Molyhil Project, has the potential to position Thor as a long term tungsten concentrate supplier.

Purchase consideration of GBP687,797 consisted of 418,750,000 Ordinary Shares in Thor. The Shares are listed on the ASX and held in voluntary escrow until 27 October 2015. The fair value of the shares issued was determined by reference to the closing price of Thor Shares on the ASX at the date of acquisition of A$0.003, and converted at the AUD/GBP exchange rate on that date.

The assets and liabilities recognised as a result of the acquisition are as follows:

 
                                                       GBP'000 
Intangible assets - Deferred Exploration 
 Costs (1)                                               1,038 
Prepayments                                                 37 
Trade & other Payables                                    (45) 
Non-interest bearing liabilities (2)                     (342) 
Net identifiable assets acquired                           688 
                                           ------------------- 
 

(1) The book value of the Deferred Exploration costs in the acquired company, Black Fire Industrial Minerals Pty Ltd, was GBP1,262,000. A conservative position was taken in the accounting for the acquisition, by writing down the deferred exploration costs by GBP224,000 to reflect fair value at acquisition, rather than recognising a gain on bargain purchase.

(2) The acquired company's parent, Black Fire Minerals Ltd (ASX code 'BFE') had obtained borrowings of A$625,000 in March 2014, to enable the completion of it's acquisition of the Pilot Mountain Tungsten Project, subsequently creating the opportunity for Thor to acquire the Pilot Mountain Tungsten Project from BFE. The borrowings were novated by BFE to the acquired company, Black Fire Industrial Minerals Pty Ltd, prior to the acquisition by Thor. The borrowings included A$175,000 provided by Thor Directors (Messrs Billing, Ashton, Ireland and Thomas). The Directors agreed to convert their unsecured loans to Thor Shares, immediately upon completion of the acquisition by Thor. Post acquisition, a further A$125,000 of the borrowings were settled through the issue of Shares in Thor. At 31 December 2014, the remaining borrowings of A$325,000 (GBP165,000) are secured over the assets of Black Fire Industrial Minerals Pty Ltd and are repayable by 27 September 2015.

Acquisition-related costs of GBP77,000 are included in Corporate expenses in the Consolidated Statement of Comprehensive Income.

   6.         TURNOVER AND SEGMENTAL ANALYSIS - GROUP 

The Group has a number of exploration licenses, and mining leases, in Australia and the US State of Nevada. All exploration licences in Australia are managed as one portfolio. The decision to allocate resources to individual Australian projects in that portfolio is predominantly based on available cash reserves, technical data and the expectations of future metal prices. The Group acquired the exploration assets in the US State of Nevada on 27 October 2014 (refer Note 5). All of these US licenses are located in the one geological region. Accordingly, the Group has identified its operating segments to be Australia and the United States based on the two countries. This is the basis on which internal reports are provided to the Directors for assessing performance and determining the allocation of resources within the Group.

 
                                     GBP'000    GBP'000        GBP'000       GBP'000 
Half Year ended 31/12/2014      Head office/  Australia  United States  Consolidated 
                                 Unallocated 
Revenue 
Interest Income                            -          2              -             2 
Total Segment Revenue                      -          2              -             2 
                                ------------  ---------  -------------  ------------ 
Total Segment Expenditure               (77)      (504)              -         (581) 
                                ------------  ---------  -------------  ------------ 
 
Loss from Ordinary Activities 
 before Income Tax                      (77)      (502)              -         (579) 
Income Tax Benefit/(Expense)               -          -              -             - 
                                ------------  ---------  -------------  ------------ 
Profit/(loss)                           (77)      (502)              -         (579) 
                                ------------  ---------  -------------  ------------ 
 
Assets and Liabilities 
Segment assets                             -     10,009          1,133        11,142 
Corporate assets                         174          -              -           174 
                                ------------  ---------  -------------  ------------ 
Total Assets                             174     10,009          1,133        11,316 
                                ------------  ---------  -------------  ------------ 
 
Segment liabilities                        -        780            165           945 
Corporate liabilities                     58          -              -            58 
                                ------------  ---------  -------------  ------------ 
Total Liabilities                         58        780            165         1,003 
 
Net Assets                               116      9,229            968        10,313 
                                ------------  ---------  -------------  ------------ 
 
   7.         GOING CONCERN BASIS OF ACCOUNTING 

The financial report has been prepared on the basis of a going concern.

The consolidated entity incurred a net loss before tax of GBP579,000 during the period ended 31 December 2014, and had a net cash outflow of GBP510,000 from operating and investing activities. The consolidated entity continues to be reliant upon completion of capital raising for continued operations and the provision of working capital.

If additional capital is not obtained, the going concern basis may not be appropriate, with the result that the Group may have to realise its assets and extinguish its liabilities, other than in the ordinary course of business and at amounts different from those stated in the financial report. No allowance for such circumstances has been made in the financial report.

   8.         POST BALANCE SHEET EVENTS 

No matters or circumstances have arisen since the end of the half year which significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those operations or state of affairs of the consolidated entity in future financial years.

DIRECTORS, SECRETARY AND ADVISERS

   Directors                                    Michael Robert Billing (Executive Chairman) 

Michael Kevin Ashton (Non-executive Director)

Gregory Michael Durack (Non-executive Director)

Trevor John Ireland (Non-executive Director)

David Edward Thomas (Executive Director)

 
                             In UK                      In Australia 
                            -------------------------  ---------------------------- 
 Registered Office and       Third Floor                58 Galway Avenue 
  Directors' business         55 Gower Street            Marleston, South Australia 
  address                     London WC1E 6HQ            Australia 5033 
 Company Secretaries         Stephen Frank Ronaldson    Ray Ridge 
 Website                     www.thormining.com         www.thormining.com 
 Nominated Adviser to        Grant Thornton Corporate 
  the Company                 Finance 
                              30 Finsbury Square 
                              London EC2P 2YU 
 UK Broker to the Company    VSA Capital Limited 
                              New Liverpool House 
                              15-17 Eldon Street 
                              London, EC2M 7LD 
 Auditors to the Company     Chapman Davis LLP 
                              2 Chapel Court 
                              London SE1 1HH 
 Solicitors to the Company   Ronaldsons LLP             Watson Lawyers 
                              55 Gower Street            Ground Floor, 
                              London WC1E 6HQ            60 Hindmarsh Square 
                                                         Adelaide SA 5000 
 Registrars                  Computershare Investor     Computershare Investor 
                              Services Plc               Services Pty Ltd 
                              The Pavilions              Level 2, 45 St Georges 
                              Bridgewater Road           Terrace, Perth 
                              Bristol BS99 6ZY           Western Australia 6000 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR TRMLTMBJTMTA

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