TIDMTHR
RNS Number : 7037U
Thor Mining PLC
16 July 2018
Monday, 16 July 2018
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.
Enquiries:
Mick Billing +61 (8) 7324 1935 Thor Mining Executive
PLC Chairman
Ray Ridge +61 (8) 7324 1935 Thor Mining CFO/Company
PLC Secretary
Colin +44 (0) 207 383 Grant Nominated
Aaronson/ 5100 Thornton UK Adviser
Richard LLP
Tonthat
Nick Emerson +44 (0) 1483 413 SI Capital Broker
500 Ltd
Tim Blythe/ +44 (0) 207 138 Blytheweigh Financial PR
Camilla 3222
Horsfall
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.
About Thor Mining PLC
Thor Mining PLC is a resources company quoted on the AIM Market
of the London Stock Exchange and on ASX in Australia.
Thor holds 100% of the advanced Molyhil tungsten project in the
Northern Territory of Australia, for which an updated feasibility
study in 2015(1) suggested attractive returns.
Thor also holds 100% of the Pilot Mountain tungsten project in
Nevada USA which has a JORC 2012 Indicated and Inferred Resources
Estimate(2) on 2 of the 4 known deposits.
Thor is also acquiring up to a 60% interest Australian copper
development company Environmental Copper Recovery SA Pty Ltd, which
in turn holds rights to earn up to a 75% interest in the mineral
rights and claims over the portion of the historic Kapunda copper
mine in South Australia recoverable by way of in situ recovery.
Thor has a material interest in US Lithium Pty Limited, an
Australian private company with a 100% interest in a Lithium
project in Nevada, USA.
Finally, Thor also holds a production royalty entitlement from
the Spring Hill Gold project(3) of:
-- A$6 per ounce of gold produced from the Spring Hill tenements
where the gold produced is sold for up to A$1,500 per ounce;
and
-- A$14 per ounce of gold produced from the Spring Hill
tenements where the gold produced is sold for amounts over A$1,500
per ounce.
Notes
(1) Refer ASX and AIM announcement of 12 January 2015
(2) Refer AIM announcement of 22 May 2017 and ASX announcement
of 23 May 2017
(3) Refer AIM announcement of 26 February 2016 and ASX
announcement of 29 February 2016
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 / CDIs
issued or to be issued (b) Ordinary shares
2 Number of +securities (a) Transfers of 3,564,966 from
issued or to be issued AIM listed shares on the AIM
(if known) or maximum Market of the London Stock Exchange,
number which may be to ASX listed CDI's, during the
issued period 12 June 2018 to 13 July
2018.
(b) Issue of 2,904,762 Ordinary
Shares as a result of options
(termed warrants in the UK) being
exercised.
The total number of securities,
listed on both AIM and ASX, is
now 651,478,308 as at 13 July
2018.
3 Principal terms of This represents:
the +securities (eg, (a) Transfers between AIM listed
if options, exercise shares on the AIM Market of the
price and expiry date; London Stock Exchange, and ASX
if partly paid +securities, listed CDI's.
the amount outstanding (b) Issue of 2,904,762 Ordinary
and due dates for payment; Shares as a result of the exercise
if +convertible securities, of options.
the conversion price
and dates for conversion)
4 Do the +securities (a) Yes.
rank equally in all
respects from the date
of allotment with an
existing +class of
quoted +securities?
(b) Yes.
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
5 Issue price or consideration (a) N/A
(b) 2,904,762 at an exercise
price of 0.9p.
Purpose of the issue (a) N/A
(If issued as consideration (b) Issue of Shares as a result
6 for the acquisition of options being exercised. Cash
of assets, clearly consideration received per above.
identify those assets)
Is the entity an +eligible Yes
entity that has obtained
6a 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 29 November 2017
holder resolution under
6b rule 7.1A was passed
Number of +securities N/A
issued without security
6c holder approval under
rule 7.1
Number of +securities N/A
issued with security
6d holder approval under
rule 7.1A
Number of +securities N/A
issued with security
6e holder approval under
rule 7.3, or another
specific security holder
approval (specify date
of meeting)
Number of securities (a) N/A
issued under an exception (b) 2,904,762 Ordinary Shares
6f in rule 7.2 as a result of the exercise of
options.
If securities issued N/A
under rule 7.1A, was
6g 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 were N/A
issued under rule 7.1A
6h for non-cash consideration,
state date on which
valuation of consideration
was released to ASX
Market Announcements.
Calculate the entity's Refer attached Annexure 1
remaining issue capacity
6i under rule 7.1 and
rule 7.1A - complete
Annexure 1 and release
to ASX Market Announcements
7 Dates of entering +securities (a) Transfers 12 June 2018 to
into uncertificated 13 July 2018
holdings or despatch (b) 13 July 2018
of certificates
Number +Class
Number and +class of
all +securities quoted Ordinary Shares quoted
on ASX (including the by
securities in section ASX ("THR" as CDIs)
8 2 if applicable) 144,782,831 as at 13 July 2018.
-----------------------------------------
9 Number and +class of 506,695,477 Ordinary Shares admitted
all +securities not 2,668,585 to the AIM Market of
quoted on ASX (including 5,775,829 the London Stock Exchange,
the securities in section 31,448,194 as at 13 July 2018.
2 if applicable) 13,380,000 Unlisted Options:
25,394,032 0.9 pence unlisted
13,840,000 warrants
2,000,000 expiring 27 July 2018.
16,000,000 1.2 pence unlisted
39,444,444 warrants expiring 2
10,000,000 November 2018
15,000,000 1.2 pence unlisted
1,500,000 warrants expiring 29
10,000,000 November 2018
5,000,000 1.25 pence unlisted
15,000,000 warrants expiring 1
December 2018.
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.
1.8 pence unlisted
warrants
expiring 28 July 2019.
5.0 pence unlisted
warrants expiring 29
January 2020.
1.8 pence unlisted
warrants
expiring 31 March 2020.
1.8 pence unlisted
warrants
expiring 27 June 2020.
1.5 pence unlisted
options expiring 2
November 2020.
4.5 pence unlisted
options expiring 29
December 2020.
3.5625 pence unlisted
options expiring 7
June 2021.
-----------------------------------------
10 Dividend policy (in No Policy
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: 13 July 2018
(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 paid as at 12 July 2017 373,013,208
ordinary securities on issue
12 months before date of
issue or agreement to issue
----------------------------------------------------
Add the following:
* Number of fully paid ordinary securities issued in Placement (28/7/17) 51,111,111
that 12 month period under an exception in rule 7.2 (approved 27 July 2017)
Placement (03/11/17) 29,473,686
* Number of fully paid ordinary securities issued in (approved 29 November 2017)
that 12 month period with shareholder approval
Issue - options exercised 10,000,000
(Issued 10/11/17)
* Number of partly paid ordinary securities that became
fully paid in that 12 month period Issue - options exercised 20,730,855
(Issued 13/11/17)
Note: Issue - options exercised 10,773,161
* Include only ordinary securities here - other classes (Issued 15/11/17)
of equity securities cannot be added
Issue - options exercised 20,749,484
(Issued 21/11/17)
* Include here (if applicable) the securities the
subject of the Appendix 3B to which this form is Issue - options exercised 18,113,051
annexed (Issued 29/11/17)
Placement (30/11/17) 41,151,314
* It may be useful to set out issues of securities on (approved 29 November 2017)
different dates as separate line items
Issue - options exercised 8,472,381
(Issued 6/12/17)
Issue - options exercised 13,932,458
(Issued 18/12/17)
Issue - options exercised 6,010,827
(Issued 28/12/17)
Issue - options exercised 2,402,943
(Issued 22/01/18)
Issue - options exercised 9,247,486
(Issued 9/02/18)
Issue - options exercised 12,448,707
(Issued 14/02/18)
Issue - options exercised 6,883,280
(Issued 19/02/18)
Issue - options exercised 2,932,014
(Issued 16/03/18)
Issue - options exercised 2,904,762
(Issued 16/03/18)
----------------------------------------------------
Subtract the number of fully
paid ordinary securities
cancelled during that 12
month period 0
----------------------------------------------------
"A" 640,350,728
----------------------------------------------------
Step 2: Calculate 15% of "A"
"B" 0.15
[Note: this value cannot be
changed]
---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Multiply "A" by 0.15 96,052,609
---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
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 Issue for consideration 1,127,580
in that 12 month period not (Issued 15/12/17)
counting those issued: Issue for cash 10,000,000
* Under an exception in rule 7.2 (Issued 30/01/18)
Grant of Unlisted Options 10,000,000
(Granted 30/01/18)
* 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" 21,127,580
---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
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 96,052,609
---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Subtract "C"
Note: number must be same
as shown in Step 3 21,127,580
---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Total ["A" x 0.15] - "C" 74,925,029
[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
1 640,350,728
-----------------------------------------
Step 2: Calculate 10% of "A"
"D" 0.10
Note: this value cannot be
changed
-----------------------------------------
Multiply "A" by 0.10 64,035,072
-----------------------------------------
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 64,035,072
---------------------------------------------------------------------------
Subtract "E"
Note: number must be same
as shown in Step 3 0
---------------------------------------------------------------------------
Total ["A" x 0.10] - "E"
64,035,072
Note: this is
the remaining
placement
capacity under
rule
7.1A
---------------------------------------------------------------------------
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END
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