TIDMTHR
RNS Number : 4996O
Thor Mining PLC
01 June 2020
1 June 2020
THOR MINING PLC
US URANIUM & VANADIUM PROJECT ACQUISITION AGREEMENT
&
A$970,000 STRATEGIC FUNDRAISING
The directors of Thor Mining Plc ("Thor" or the "Company") (AIM,
ASX: THR) are pleased to announce an exclusive option to acquire
100% of the shares in American Vanadium Pty Ltd, a private
Australian company, with interests in uranium and vanadium focussed
projects in Colorado and Utah in the United States of America.
The directors are also pleased to advise of a strategic
financing to allow acceleration of the Company's project interests,
including work on these new projects.
Highlights:
Project Acquisition
-- Thor Mining looking to expand its commodity project portfolio
in North America into uranium and vanadium.
-- Non-binding terms sheet executed providing Thor with a 30 day
exclusivity period to conduct due diligence, secure necessary
approvals, and execute formal agreements.
-- American Vanadium Pty Ltd has 100% interests in 199
contiguous claims in the Uravan Mineral Belt in south western
Colorado, and 100 claims in south eastern Utah approximately 40km
north of the town of Moab.
-- Utah claims have reported extensive historical drilling with
significant intersections of both uranium & vanadium.
-- Colorado claims include historical Radium Mountain and
Wedding Bell groups of mines with intermittent production activity
over a period of more than 100 years.
-- Nearby processing plant which has historically taken third
party ore for toll treatment located within economic transport area
potentially reduces environmental and financial development
hurdles.
-- Thor has considerable operational experience in the USA and
will utilise the in country team to immediately commence field
work.
-- Acquisition consideration comprises
- A$100,100 exclusivity fee, of which A$50,100 to be satisfied
by the issue of 8,350,000 ordinary shares of 0.01p each in Thor
("Ordinary Shares") ("Exclusivity Fee").
- A$144,000 acquisition fee to be satisfied by the issue of 24
million Ordinary Shares ("Acquisition Fee").
- Future payments through the issue of performance rights, over
three stages, to receive up to 102 million Ordinary Shares subject
to achievement of project milestones.
Fundraising
-- The Company has raised gross proceeds of A$700,000 via the
placing of 140,000,000 new Ordinary Shares at a price of
A0.5cents/share ("Placing"), and A$130,000 via the conditional
placing to Metal Tiger PLC and subscription by company directors of
a total of 30,000,000 new Ordinary Shares, also at a price of
A0.5cents/share ("Conditional Placing").
-- Strong support was also received from a broad range of new
institutional and sophisticated investors in a heavily
oversubscribed placing, significantly strengthening the Company's
share register.
-- Company directors Mick Billing & Richard Bradey each to
invest A$10,000 in the Conditional Placing subject to shareholder
approval.
-- Metal Tiger PLC, the largest shareholder in Thor to also
invest A$130,000 in the Conditional Placing subject to shareholder
approval.
-- In further support of the Company, Metal Tiger PLC has,
subsequent to the closing of the Placing and Conditional Placing,
agreed to invest a further A$120,000 on the same terms as the
Placing to accelerate the Company's projects and provide further
working capital ("Additional Placing"), also subject to shareholder
approval.
-- The vendors of American Vanadium Pty Ltd and their associated
parties are subscribing for A$200,000 in the Placing, reflecting
their strong support for the project under Thor ownership.
-- Placees to receive, subject to shareholder approval, one
option for each two placing shares, to subscribe for a further new
Ordinary Share at A1.0 cents per share ("Option"), valid for three
years from the date of issue. The Company will seek to list these
options, subject to0 securing approval.
-- Funds raised to be devoted to exploration activities at the
uranium and vanadium projects subject to this acquisition, further
investment in EnviroCopper Limited with a primary objective of
drill testing the gold potential at Kapunda, and follow up field
work at the Pilbara project where visible gold and anomalous nickel
have been encountered in early stage work and general working
capital.
-- PAC Partners Securities Pty Ltd have acted as Lead Manager to the Placing.
Mick Billing, Executive Chairman of Thor Mining, commented:
"This is an outstanding opportunity for Thor and its investors.
Deposits from the Uravan Mineral Belt have produced large
quantities of high grade uranium and vanadium ore over decades,
until the early 1980's when the global uranium price
collapsed."
"We have a Colorado based team ready to commence a sampling
program from the historical mines around Wedding Bell and Radium
Mountain mines, along with other field due diligence activities,
and we look forward to the results of that work then, with funds
available from this capital raising, move on to permitting and
drilling as soon as possible."
A map showing the general project location is on the Company
website & can be view via the following link:
https://www.thormining.com/sites/thormining/media/maps/20-003-1-vkrmwb-locn.jpg
PROJECT ACQUISITION
The Company has acquired an exclusive option to acquire 100% of
the shares in American Vanadium Pty Ltd, a private Australian
company, which in turn owns 100% each of the shares in Colorado
company Standard Minerals INC (Standard), and Utah company Cisco
Minerals INC (Cisco).
Colorado Claims
Standard holds 199 contiguous Bureau of Land Management (BLM)
claims in south west Colorado, and within the Uravan Mineral Belt.
The claims include the Wedding Bell and Radium Mountain groups of
mines which are reported to have operated during the first world
war and again in the second half of the 20(th) century (USGS
Professional paper 300(a) ).
(a) https://pubs.er.usgs.gov/publication/pp300
The Uravan Mineral Belt and adjacent uranium-vanadium mining
districts of the Colorado Plateau are reported to have produced,
over the past 100 years, in excess of 85million lbs U3O8 and over
660 million lbs of V2O5 (2) from Salt Wash ores of the Plateau. The
average production grades from the Uravan Mineral Belt from the
1940's to January 1979 are reported be 0.25% U3O8 and 1.29% V2O5
(Thamm. et al., 1981 (b) ) Average vanadium to uranium ratios are
reported to vary from 0.5 : 1 to 40 : 1.
(b) www.osti.gov/servlets/purl/6512174
Utah Claims
Cisco holds 100 BLM claims in south east Utah approximately 40km
north of the town of Moab. There is no evidence of historical
mining activities, however there is reporting of significant
uranium and vanadium mineralised body(ies) from drilling activities
by Hunt Oil, Mineral Division, in 1980 and 1981, reported by Terra
Ventures (TSX-V: TAS) in a report dated May 21 2007, which can be
viewed via:
https://www.thormining.com/sites/thormining/media/miscellaneous/terra-ventures-20070521.pdf
Thor Mining wishes to reiterate that the Hunt Oil estimate 1980
- 81 does not comply with either the JORC or NI 43-101 guidelines
for mineral resource reporting and is therefore not a valid
resource estimate. The Hunt Oil estimate does however provide
substantial indication of widespread uranium - vanadium
mineralisation in the Cisco mineral claims in a similar geological
setting to multiple deposits elsewhere in the region including the
previously mined Colorado mineral claims included in this
acquisition.
Local Infrastructure
Energy Fuels Inc(c) , a leading producer of uranium and vanadium
concentrates, operate the only fully licensed and operational
conventional processing plant in the United States, at Blanding in
Utah, approximately 50km from the Wedding Bell group of mines. It
has historically been reported as the largest producer of uranium
in the United States, and a major producer of high purity
vanadium.
Energy Fuels has historically accepted toll milling agreements
as well as purchase programs for processing ores from third party
mines. While the Company currently has no relationship with Energy
Fuels, this may represent a low cost opportunity for developers in
the region to utilise existing infrastructure, substantially
reducing the economic and environmental barriers for project
development.
(c) https://www.energyfuels.com/presentation
A map showing the detailed project location is on the Company
website & can be view via the following link:
https://www.thormining.com/sites/thormining/media/maps/20-003-2-vkrmwb-locn.jpg
Acquisition Consideration
The Company has agreed terms, which are non-binding save for the
exclusivity fee, for the acquisition of:
-- A$100,100 exclusivity fee, of which A$50,100 to be satisfied
by the issue of 8,350,000 Ordinary Shares.
-- A$144,000 acquisition fee to be satisfied by the issue of 24 million shares in the Company
Following the acquisition, the non binding terms sheet envisages
a series of performance payments, of:
-- First Performance - A$108,000 through the issue of 18,000,000
Ordinary Shares, on 15 or more samples from three of more
adits/shafts at Radium Mountain & Wedding Bell prospects
returning grades >= 0.1%U3O8, or 1.0% V(2) O(5) , or equivalent*
within six months of execution of the Share Agreement.
-- Second Performance - A$252,000 through the issue of
42,000,000 Ordinary Shares on drilling ore grade intercepts from at
least three holes from any deposits within the licences, at a
product of grade and thickness of >= 0.4% U(3) O(8,) or
equivalent*. For example, 4m @ 1,000ppm U(3) O(8) or 1m @ 4,000ppm
U(3) O(8) .
-- Third Performance - A$252,000 through the issue of 42,000,000
Ordinary Shares on reporting a mineral resource in either the
inferred, indicated or measured category (reported in accordance
with the JORC Code, 2012 Edition) of, or equivalent* to 5million
tonnes @ >= 0.1%U(3) O(8) , or 1.0% V(2) O(5) , or
equivalent*.
* Uranium equivalent will be calculated taking into account, in
addition to uranium, credits for vanadium making up part of the
relevant polymetallic deposit that have a reasonable potential to
be recovered and sold, according to a formula that will be used and
published in accordance with clause 50 of the JORC Code.
Following announcement of the Project Acquisition Agreement, the
trading halt on ASX as announced on 28 May 2020 has been
lifted.
MARKET OUTLOOK FOR URANIUM AND VANADIUM
Uranium
Power from nuclear reactors accounted for 20% of US domestic
power requirement in 2019, while globally nuclear generation
supplies approximately 10% of demand. Nuclear power is acknowledged
to provide stable, baseload, and low carbon power supply.
A total of 53 new nuclear reactors are under construction
globally, with solid order books for more and approximately 300
additionally proposed. The inference is that uranium demand is
likely to increase over the next 15 years or so. The US imports
much of its uranium requirement for power generation.
Depressed uranium pricing over the last decade has resulted in
very few new projects commence development. This suggests that a
supply shortage may emerge in the next few years. Maximum
anticipated uranium market requirements of owners and operators of
U.S. civilian nuclear power reactors, 2020-2029, estimated by the
US Energy Administration at end of 2019 is depicted on the Thor
website via:
https://www.thormining.com/sites/thormining/media/miscellaneous/eia-requirement-est-2020.jpg
The Nuclear Fuels Working Group that was established last year
in response to the Section 232 from the USA uranium sector has
released their recommendations. The key points are that a uranium
stockpile will be established and the nuclear fuel cycle will be
streamlined, with purchasing of enrichment and conversion
capability, and also streamline approvals process.
Among the key recommendations from the NFWG strategy is the
proposal of direct purchases of uranium and nuclear fuel services
to expand five-fold the American Assured Fuel Supply strategic
inventory stockpile.
Vanadium
Vanadium is an important contributor to improving the tensile
strength of steel, with the overwhelming bulk of vanadium demand
applied to production of reinforcing steel to add tensile strength
to concrete. It is also used in aerospace & has chemical and
catalyst applications. More recently it has developed a significant
market in battery applications with vanadium redox flow batteries
used to store and release large amounts of energy.
China accounts for over 50% of global supply, most of which is
co-production from steel slag. Supply is largely constrained by
capped co-production capacity, and there are a limited number of
global primary producers.
In 2018, China mandated a standard for Chinese grade 3 rebar,
substantially increasing the vanadium content of reinforcing
steel.
FUNDRAISING
The Company has raised gross proceeds of A$700,000 via the
placing of 140,000,000 new Ordinary Shares at a price of A0.5 cents
per Ordinary Share, being the Placing and has received commitments,
subject to shareholder approval, of a further A$270,000 through the
conditional placing to company directors and Metal Tiger PLC of
54,000,000 new Ordinary Shares, also at a price of A0.5 cents per
Ordinary Share pursuant to the Conditional Placing and Additional
Placing on the same terms as the Placing.
Placees to receive, subject to shareholder approval, one Option
for each two shares, to subscribe for a further new Ordinary Share
at A1.0 cents per share, valid for three years from the date of
issue.
The Placing was undertaken by Australian broker PAC Partners
Securities Pty Ltd, and was heavily oversubscribed.
Funds raised to be devoted exploration activities at the uranium
and vanadium projects subject to this acquisition, further
investment in EnviroCopper Limited with a primary objective of
drill testing the gold potential at Kapunda, and follow up field
work at the Pilbara project where visible gold and anomalous nickel
have been encountered in early stage work as well to provide as
general working capital.
SHARE ISSUE
The Company will shortly issue 148,350,000 Ordinary Shares
comprising 8,350,000 Ordinary Shares in payment of A$50,100 in
respect of the Exclusivity Fee, and 140,000,000 Ordinary Shares,
covering the Placing ("Initial Issue"), both utilising the
Company's existing shareholder authorities, and will convene a
general meeting of the Company at which shareholders will be asked
to grant the Directors the necessary authorities to issue
30,000,000 Ordinary Shares pursuant to the Conditional Placing,
24,000,000 Ordinary Shares pursuant to the Additional Placing and
the 97,000,000 options associated with the Placing, the Conditional
Placing and the Additional Placing and a further 35,000,000
options, on the same terms as the Placing, to PAC Partners
Securities Pty Ltd as part payment for their role as broker to the
Placing. The Company will also seek approval for the issue of
24,000,000 shares covering the potential Acquisition Fee, and
18,000,000 shares to cover the potential First Performance
payment.
Director Participation in the Conditional Placing
Mick Billing and Richard Bradey, both directors of the Company,
propose to participate in the Conditional Placing by each
subscribing for 2,000,000 new Ordinary Shares respectively on the
terms above, for an aggregate subscription of A$20,000, subject to
shareholder approval at the forthcoming general meeting of
shareholders.
The issue of shares to Mick Billing and Richard Bradey pursuant
to the Conditional Placing constitute related party transactions
under AIM Rule 13. Mark Potter, the director who is not
participating in the Placing or Conditional Placing considers,
having consulted with the Company's nominated adviser, Grant
Thornton UK LLP, that the terms of the issue of shares to Mick
Billing and Richard Bradey are fair and reasonable insofar as the
Company's shareholders are concerned.
General Meeting
A notice of general meeting, expected to be held on or around 7
July 2020, will shortly be sent to shareholders, in order to seek
approvals for increased director authorities to issue Ordinary
Shares, to be used in the first instance to issue the Ordinary
Shares pursuant to the Conditional Placing, the Additional Placing,
the grant of Options and the potential Acquisition Fee and First
Performance Payment. Further announcements will be made in this
respect as soon as practicable.
Subject to receiving shareholder approval at the forthcoming
general meeting and assuming there are no further changes to the
shareholdings and warrant holdings of Mick Billing and Richard
Bradey before the completion of the Conditional Placing and
Additional Placing, the beneficial holdings of these directors and
their connected parties will be:
Subscription Resultant holding
--------------------------------- -----------------------------------------
Director Amount Number Number of Number % of enlarged Number
A$ of Shares options of Shares share of options
capital
(1)
Mick Billing 10,000 2,000,000 1,000,000 47,407,423 3.7% 5,500,000
Richard
Bradey 10,000 2,000,000 1,000,000 2,031,792 0.2% 10,500,000
-------- ----------- ---------- ----------- -------------- ------------
(1) The resultant % of the directors' holding as a proportion of
total issued capital, assuming all resolutions associated with the
Placing, Conditional Placing, Additional Placing and the
acquisition are approved by shareholders and proceed to
completion.
Settlement and dealings
Application will be made to the AIM Market of the London Stock
Exchange ("AIM") for a total of 148,350,000 Ordinary Shares,
pursuant to the Initial Issue, which will rank pari passu with the
Company's existing issued Ordinary Shares, to be admitted to
trading. Dealings on AIM are expected to commence at 8:00am on or
around 5 June 2020 ("Admission").
Application will be made for the admission to trading on AIM for
the 30,000,000 Ordinary Shares making up the Conditional Placing,
following the forthcoming AGM, assuming receipt of Shareholder
approval.
Total Voting Rights
For the purposes of the Financial Conduct Authority's Disclosure
Guidance and Transparency Rules ("DTRs"), following Admission, Thor
will have 1,224,996,863 Ordinary Shares in issue with voting rights
attached. Thor holds no shares in treasury. This figure of
1,224,996,863 may be used by shareholders in the Company as the
denominator for the calculations by which they will determine if
they are required to notify their interest in, or a change to their
interest in the Company, under the ASX Listing Rules or the
DTRs.
The information contained within this announcement is deemed to
constitute inside information as stipulated under the Market Abuse
Regulations (EU) No. 596/2014. Upon the publication of this
announcement, this inside information is now considered to be in
the public domain.
Enquiries:
Mick Billing +61 (8) 7324 Thor Mining PLC Executive Chairman
1935
Ray Ridge +61 (8) 7324 Thor Mining PLC CFO/Company
1935 Secretary
Colin Aaronson/ +44 (0) 207 383 Grant Thornton UK Nominated Adviser
Richard Tonthat/ Niall 5100 LLP
McDonald
Nick Emerson +44 (0) 1483 SI Capital Ltd Joint Broker
Claire Louise Noyce 413 500 Hybridan LLP Joint Broker
/ +44 (0) 203 764
John Beresford-Peirse 2341
Updates on the C o m pan y 's activities are regular ly p o sted
on Thor's we bsite w w w.th o r m i n i ng .c o m , which includes
a facility to regi ster to receive these updates by email, and on
the Co m pan y's twitter page @ThorMining.
About Thor Mining PLC
Thor Mining P LC (AI M, A S X: THR) is a r esources comp any
quoted on the AIM M a rket of the London Stock Exchange and on ASX
in Austr alia.
Thor holds 1 0 0% of the ad v anced Molyhil t ungsten p r oject
in t he No rthe rn T e rr ito ry of Aust r alia, for w hich an
updated feasibility study in August 2018(1) suggest ed attr a ctive
retur ns.
Adjacent Molyhil, at Bonya, Thor holds a 40% interest in
deposits of tungsten, copper, and vanadium, including Inferred
Resource estimates for the White Violet and Samarkand tungsten
deposits and the Bonya copper deposit (2).
Thor a lso holds 1 0 0% of t he Pilot Mountain tungst en p
roject in Nevada U SA which has a JORC 20 12 Indicated and Inferred
Res o u rces Estimate (3) on 2 of the 4 k nown deposits. The US
Department of the Interior has confirmed that tungsten, the primary
resource mineral at Pilot Mountain, has been included in the final
list of Critical Minerals 2018.
Thor holds a 25% in ter est Aust r alian copper d evelopment
company EnviroCopper Limited (with rights to increase its interest
to 30%). EnviroCopper Limited holds:
-- r ights to earn up to a 7 5% interest in the mineral rights
and claims over the resource on the p o r tion of the historic
Kapunda copper mi ne in South Aust r alia considered recover able
by way of in situ recove ry; and
-- rights to earn up to 75% of the Moonta copper project, also
in South Australia comprising the northern portion of exploration
licence EL5984 and includes a resource estimate for several
deposits considered recover able by way of in situ recove ry .
Thor also holds a production royalty entitleme nt from t he S p
ring Hill Gold project of :
-- A$5.70 p er ounce of gold p rod uced from the S p ring Hill
te neme nts whe re the gold produced is sold for up to A$ 1,5 00
per ounce; and
-- A$13.30 p er ounce of gold p roduced from the S p ring Hill
tenements where the gold p roduced is sold for amounts over A $1 ,
5 00 per ounce.
N ot e s
(1) Refer ASX and AIM an n o u ncement of 23 August 2 0 18
(2) Refer ASX and AIM an n o u ncements of 26 November 2 0 18 and 29 January 2020
(3) Refer AIM ann o un cement of 13 December 2018 and ASX ann o
unce ment of 14 December 2018
Refer AIM a nn o un c e m e nt of 10 F e b r u ary 2 0 18 a nd
ASX ann o uncement of 12 February 2 0 18
Refer ASX and AIM an n o u ncement of 15 August 2 0 19
Refer AIM a nn o un c e m e nt of 26 F e b r u ary 2 0 16 a nd
ASX ann o uncement of 29 February 2 0 16
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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