TIDMTHR
RNS Number : 4288M
Thor Mining PLC
28 July 2017
Friday, 28 July 2017
THOR MINING PLC
Thor Mining PLC ("Thor" or the "Company")
Appendix 3B
The Directors of Thor Mining PLC (AIM, ASX: THR) today released
the following announcement on the Australian Securities Exchange
("ASX"), as required under the listing rules of the ASX.
The announcement relates to the following securities, as
approved by shareholders at the general meeting of the Company held
on 27 July 2017:
-- the completion of the placing, announced on 20 June 2017, of
a total 51,111,111 ordinary shares of 0.01p each ("Ordinary
Shares") at a price of 0.9p each (the "Placing and Subscription"),
together with one free attaching warrant for every Ordinary Share
subscribed for, each valid for a period of 24 months and with an
exercise price of 1.8p per warrant. Two Directors, Mick Billing and
Paul Johnson, participated in the Placing and Subscription; and
-- the grant of 3,000,000 warrants over Ordinary Shares to each
of the five Directors of the Company or their nominees, with an
exercise price of 1.8 pence each and an expiry date of 31 March
2020.
The Company will make a separate notification concerning the
security holdings of Directors following the issue of the Ordinary
Shares and warrants.
Enquiries:
Mick Billing +61 (8) 7324 Thor Mining PLC Executive
1935 Chairman
Ray Ridge +61 (8) 7324 Thor Mining PLC CFO/Company
1935 Secretary
Colin Aaronson/ +44 (0) 207 Grant Thornton Nominated
Daniel Bush/ 383 5100 UK LLP Adviser
Richard Tonthat
Elliot Hance +44 (0) 207 Beaufort Securities Joint Broker
382 8300 Limited
Nick Emerson +44 (0) 148 SI Capital Ltd Joint Broker
341 3500
Tim Blythe/ +44 (0) 207 Blytheweigh Financial
Camilla Horsfall 138 3222 PR
Updates on the Company's activities are regularly posted on
Thor's website www.thormining.com, which includes a facility to
register to receive these updates by email, and on the Company's
twitter page @ThorMining.
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
New issue announcement,
application for quotation of additional securities
and agreement
Information or documents not available now must be given to ASX
as soon as available. Information and documents given to ASX become
ASX's property and may be made public.
Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98,
01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05,
01/08/12
Name of entity
Thor Mining PLC
---------------
ABN
121 117 673
-----------
We (the entity) give ASX the following information.
Part 1 -- All issues
You must complete the relevant sections (attach sheets if there
is not enough space).
1 +Class of +securities (a) Ordinary shares /
issued or to be CDIs
issued (b) Ordinary shares /
CDIs
(c) Unlisted Options
(d) Unlisted Options
2 Number of +securities (a) Transfers of 271,146
issued or to be to AIM listed shares on
issued (if known) the AIM Market of the
or maximum number London Stock Exchange,
which may be issued from ASX listed CDI's,
during the period 27 June
2017 to 27 July 2017.
(b) Issue of 51,111,111
Ordinary Shares to sophisticated
investors in the UK on
28 July 2017.
(c) Grant of 51,111,111
Unlisted Options (termed
warrants in the UK) on
28 July 2017, to the participants
in the placement under
item (b) above (or their
nominees), on the basis
of one free option for
each share subscribed
for.
(d) Grant of 15,000,000
Unlisted Options (termed
warrants in the UK) on
28 July 2017, to the Company's
Directors. Refer ASX Announcement
31 March 2017.
The total number of securities,
listed on both AIM and
ASX, is now 424,124,319
as at 28 July 2017.
3 Principal terms This represents:
of the +securities (a) Transfers between
(eg, if options, AIM listed shares on the
exercise price AIM Market of the London
and expiry date; Stock Exchange, and ASX
if partly paid listed CDI's.
+securities, the (b) Issue of 51,111,111
amount outstanding Ordinary Shares to sophisticated
and due dates investors in the UK on
for payment; if 28 July 2017, at a price
+convertible securities, of GBP0.009 per share.
the conversion (c) Grant of 51,111,111
price and dates Unlisted Options. The
for conversion) Options have an exercise
price of GBP0.018 (1.8
pence) and an expiry date
of 28 July 2019, subject
to an Acceleration Clause
which applies once the
volume weighted average
price of the Company's
Ordinary Shares traded
on AIM over a five day
period exceeds 5 pence.
(d) Grant of 15,000,000
Unlisted Options. The
Options have an exercise
price of GBP0.018 (1.8
pence) and an expiry date
of 31 March 2020.
---------------------------------------------
4 Do the +securities (a) Yes.
rank equally in (b) Yes.
all respects from (c) Each Option entitles
the date of allotment the holder to acquire
with an existing one Ordinary Share in
+class of quoted Thor. Once exercised the
+securities? Shares will rank equally
with existing Ordinary
If the additional Shares.
securities do (d) Each Option entitles
not rank equally, the holder to acquire
please state: one Ordinary Share in
* the date from which they do Thor. Once exercised the
Shares will rank equally
with existing Ordinary
* the extent to which they participate for the next Shares.
dividend, (in the case of a trust, distribution) or
interest payment
* the extent to which they do not rank equally, other
than in relation to the next dividend, distribution
or interest payment
---------------------------------------------
5 Issue price or (a) N/A
consideration (b) GBP0.009 per share,
or total consideration
of GBP460,000.
(c) Nil.
(d) Nil.
---------------------------------------------
Purpose of the (a) N/A
issue (b) Placing for cash.
6 (If issued as The funds raised will
consideration enable the Company to
for the acquisition accelerate and extend
of assets, clearly planned drilling at its
identify those Pilot Mountain tungsten
assets) project, along with financing
initial exploration work
on the Big Sandy lithium
project in Arizona USA,
in which the Company has
a 25% interest and the
option to acquire the
residual 75% ownership,
as announced to the ASX
on 15 June 2017. The funds
will also provide the
Company with additional
working capital.
(c) Grant of Unlisted
Options (termed warrants
in the UK), to the participants
in the placement under
item (b) above (or their
nominees), on the basis
of one free option for
each share subscribed
for.
(d) The grant of Unlisted
Options to Directors is
intended to act as an
incentive for the Directors
to align themselves with
the Company's strategic
plan, with the intent
of enhancing Shareholder
returns.
---------------------------------------------
Is the entity Yes
an +eligible entity
6a that has obtained
security holder
approval under
rule 7.1A?
If Yes, complete
sections 6b -
6h in relation
to the +securities
the subject of
this Appendix
3B, and comply
with section 6i
---------------------------------------------
The date the security 24 November 2016
holder resolution
6b under rule 7.1A
was passed
---------------------------------------------
Number of +securities N/A
issued without
6c security holder
approval under
rule 7.1
---------------------------------------------
Number of +securities N/A
issued with security
6d holder approval
under rule 7.1A
---------------------------------------------
Number of +securities (a) N/A
issued with security (b) 51,111,111 Ordinary
6e holder approval Shares approved by shareholders
under rule 7.3, at a General Meeting held
or another specific in the UK on 27 July 2017.
security holder (c) 51,111,111 Unlisted
approval (specify Options approved by shareholders
date of meeting) at a General Meeting held
in the UK on 27 July 2017.
(d) 15,000,000 Unlisted
Options approved by shareholders
at a General Meeting held
in the UK on 27 July 2017.
---------------------------------------------
Number of securities N/A
issued under an
6f exception in rule
7.2
---------------------------------------------
If securities N/A
issued under rule
6g 7.1A, was issue
price at least
75% of 15 day
VWAP as calculated
under rule 7.1A.3?
Include the issue
date and both
values. Include
the source of
the VWAP calculation.
---------------------------------------------
If securities N/A
were issued under
6h rule 7.1A for
non-cash consideration,
state date on
which valuation
of consideration
was released to
ASX Market Announcements.
---------------------------------------------
Calculate the Refer attached Annexure
entity's remaining 1
6i issue capacity
under rule 7.1
and rule 7.1A
- complete Annexure
1 and release
to ASX Market
Announcements
---------------------------------------------
7 Dates of entering (a) Transfers 27 June
+securities into 2017 to 27 July 2017
uncertificated (b) 28 July 2017
holdings or despatch (c) 28 July 2017
of certificates (d) 28 July 2017
---------------------------------------------
Number +Class
-------------- ---------------------
Number and +class
of all +securities Ordinary Shares
quoted on ASX quoted by
(including the ASX ("THR" as
securities in CDIs) as at 28
8 section 2 if applicable) 122,664,124 July 2017.
-------------- ---------------------
Ordinary Shares
admitted to the
AIM Market of
the London Stock
Exchange, as at
28 July 2017.
Unlisted Options:
0.9 pence unlisted
warrants
expiring 27 July
2018.
1.25 pence unlisted
warrants expiring
1 December 2018.
1.25 pence unlisted
warrants expiring
5 March 2019.
1.25 pence unlisted
warrants expiring
7 April 2019.
1.25 pence unlisted
warrants expiring
11 April 2019.
1.8 pence unlisted
warrants
expiring 27 June
2019.
1.25 pence unlisted
warrants expiring
26 July 2019.
1.25 pence unlisted
warrants expiring
2 September 2019.
301,460,195 1.8 pence unlisted
20,445,132 warrants
48,000,000 expiring 27 June
16,000,000 2020.
40,000,000 1.8 pence unlisted
Number and +class 13,840,000 warrants
of all +securities 2,000,000 expiring 28 July
not quoted on 20,000,000 2019.
ASX (including 10,000,000 1.8 pence unlisted
the securities 1,500,000 warrants
in section 2 if 51,111,111 expiring 31 March
9 applicable) 15,000,000 2020.
-------------- ---------------------
10 Dividend policy No Policy
(in the case of
a trust, distribution
policy) on the
increased capital
(interests)
-------------------------------------
Part 2 -- Bonus issue or pro rata issue - Not Applicable
Part 3 -- Quotation of securities
You need only complete this section if you are applying for
quotation of securities
34 Type of securities
(tick one)
(a) ΓΌ Securities described in Part 1
-------
(b) All other securities
Example: restricted securities at the
end of the escrowed period, partly
paid securities that become fully paid,
employee incentive share securities
when restriction ends, securities issued
on expiry or conversion of convertible
securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you
are providing the information
or documents
35 If the +securities are +equity securities,
the names of the 20 largest holders
of the additional +securities, and
the number and percentage of additional
+securities held by those holders
36 If the +securities are +equity securities,
a distribution schedule of the additional
+securities setting out the number
of holders in the categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
37 A copy of any trust deed for the additional
+securities
Entities that have ticked box 34(b)
38 Number of securities
for which +quotation
is sought
39 Class of +securities
for which quotation
is sought
----------------------------
40 Do the +securities
rank equally in
all respects from
the date of allotment
with an existing
+class of quoted
+securities?
If the additional
securities do
not rank equally,
please state:
* the date from which they do
* the extent to which they participate for the next
dividend, (in the case of a trust, distribution) or
interest payment
* the extent to which they do not rank equally, other
than in relation to the next dividend, distribution
or interest payment
41 Reason for request
for quotation
now
Example: In the
case of restricted
securities, end
of restriction
period
(if issued upon
conversion of
another security,
clearly identify
that other security)
----------------------------
Number +Class
------------- -------------
42 Number and +class
of all +securities
quoted on ASX
(including the
securities in
clause 38)
------------- -------------
Quotation agreement
1 +Quotation of our additional +securities is in ASX's absolute
discretion. ASX may quote the +securities on any conditions it
decides.
2 We warrant the following to ASX.
-- The issue of the +securities to be quoted complies with the
law and is not for an illegal purpose.
-- There is no reason why those +securities should not be granted +quotation.
-- An offer of the (+) securities for sale within 12 months
after their issue will not require disclosure under section 707(3)
or section 1012C(6) of the Corporations Act.
Note: An entity may need to obtain appropriate warranties from
subscribers for the securities in order to be able to give this
warranty
-- Section 724 or section 1016E of the Corporations Act does not
apply to any applications received by us in relation to any
+securities to be quoted and that no-one has any right to return
any +securities to be quoted under sections 737, 738 or 1016F of
the Corporations Act at the time that we request that the
+securities be quoted.
-- If we are a trust, we warrant that no person has the right to
return the +securities to be quoted under section 1019B of the
Corporations Act at the time that we request that the +securities
be quoted.
3 We will indemnify ASX to the fullest extent permitted by law
in respect of any claim, action or expense arising from or
connected with any breach of the warranties in this agreement.
4 We give ASX the information and documents required by this
form. If any information or document not available now, will give
it to ASX before +quotation of the +securities begins. We
acknowledge that ASX is relying on the information and documents.
We warrant that they are (will be) true and complete.
Sign here: .............................. Date: 28 July 2017
(Company Secretary)
Print name: Ray Ridge
== == == == ==
Appendix 3B - Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A
for (+) eligible entities
Introduced 01/08/12
Part 1
Rule 7.1 - Issues exceeding 15% of capital
----------------------------------------------------------------------------------------------------
Step 1: Calculate "A", the base figure from
which the placement capacity is calculated
----------------------------------------------------------------------------------------------------
Insert number of fully as at 27 July 2016 229,455,501
paid ordinary securities (5,736,387,525 pre-consolidation)
on issue 12 months
before date of issue
or agreement to issue
-------------------------------------------------------------- ------------------------------------
Add the following:
* Number of fully paid ordinary securities issued in Placement (5/9/16) 16,000,000
that 12 month period under an exception in rule 7.2 (approved 6 October
2016)
(pre consolidation 400,000,000)
* Number of fully paid ordinary securities issued in
that 12 month period with shareholder approval Placement (7/10/16)
40,000,000
(approved 6 October
* Number of partly paid ordinary securities that became 2016)
fully paid in that 12 month period (pre consolidation 1,000,000,000)
Placement (11/10/16)
Note: 13,840,000
* Include only ordinary securities here - other classes (approved 6 October
of equity securities cannot be added 2016)
(pre consolidation 346,000,000)
* Include here (if applicable) the securities the Remuneration (25/11/2016)
subject of the Appendix 3B to which this form is 17,862,839
annexed (approved 24 November
2016)
(pre consolidation 446,570,973)
* It may be useful to set out issues of securities on
different dates as separate line items Placement (27/1/17)
50,000,000
(approved 27 July 2017)
Issue - options exercised
1,780,026
(Issued 17/3/17)
Issue - options exercised
3,312,477
(Issued 20/3/17)
Issue - options exercised
762,365
(Issued 10/4/17)
Placement (28/7/17)
51,111,111
(approved 27 July 2017)
-------------------------------------------------------------- ------------------------------------
Subtract the number
of fully paid ordinary
securities cancelled
during that 12 month
period 0
-------------------------------------------------------------- ------------------------------------
"A" 424,124,319
-------------------------------------------------------------- ------------------------------------
Step 2: Calculate 15% of "A"
----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
"B" 0.15
[Note: this value cannot
be changed]
------------------------------------------------------------ --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Multiply "A" by 0.15 63,618,647
------------------------------------------------------------ --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Step 3: Calculate "C", the amount of placement
capacity under rule 7.1 that has already
been used
----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Insert number of equity
securities issued or
agreed to be issued
in that 12 month period
not counting those
issued:
* Under an exception in rule 7.2
* Under rule 7.1A
* With security holder approval under rule 7.1 or rule
7.4
Note:
* This applies to equity securities, unless
specifically excluded - not just ordinary securities
* Include here (if applicable ) the securities the
subject of the Appendix 3B to which this form is
annexed
* It may be useful to set out issues of securities on
different dates as separate line items
------------------------------------------------------------ --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
"C" nil
------------------------------------------------------------ --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Step 4: Subtract "C" from ["A" x "B"] to
calculate remaining placement capacity under
rule 7.1
----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
"A" x 0.15
Note: number must be
same as shown in Step
2 63,618,647
------------------------------------------------------------ --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Subtract "C"
Note: number must be nil
same as shown in Step
3
------------------------------------------------------------ --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Total ["A" x 0.15] 63,618,647
- "C" [Note: this is the
remaining placement
capacity under rule
7.1]
------------------------------------------------------------ --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Part 2
Rule 7.1A - Additional placement capacity
for eligible entities
-----------------------------------------------------------------------------------------
Step 1: Calculate "A", the base figure from
which the placement capacity is calculated
-----------------------------------------------------------------------------------------
"A"
Note: number must be
same as shown in Step
1 of Part 1 424,124,319
-------------------------------------------------------------- -------------------------
Step 2: Calculate 10% of "A"
-----------------------------------------------------------------------------------------
"D" 0.10
Note: this value cannot
be changed
-------------------------------------------------------------- -------------------------
Multiply "A" by 0.10 42,412,431
-------------------------------------------------------------- -------------------------
Step 3: Calculate "E", the amount of placement
capacity under rule 7.1A that has already
been used
-----------------------------------------------------------------------------------------
Insert number of equity
securities issued or
agreed to be issued
in that 12 month period
under rule 7.1A
Notes:
* This applies to equity securities - not just ordinary
securities
* Include here - if applicable - the securities the
subject of the Appendix 3B to which this form is
annexed
* Do not include equity securities issued under rule
7.1 (they must be dealt with in Part 1), or for which
specific security holder approval has been obtained
* It may be useful to set out issues of securities on
different dates as separate line items
-------------------------------------------------------------- -------------------------
"E" 0
-------------------------------------------------------------- -------------------------
Step 4: Subtract "E" from ["A" x "D"] to
calculate remaining placement capacity under
rule 7.1A
----------------------------------------------------------------------------------------------------
"A" x 0.10
Note: number must be
same as shown in Step
2 42,412,431
------------------------ --------------------------------------------------------------------------
Subtract "E"
Note: number must be
same as shown in Step
3 0
------------------------ --------------------------------------------------------------------------
Total ["A" x 0.10]
- "E" 42,412,431
Note: this is the remaining
placement capacity
under rule 7.1A
------------------------ --------------------------------------------------------------------------
This information is provided by RNS
The company news service from the London Stock Exchange
END
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