REG - Thor Energy PLC - Result of GM & Share Capital Consolidation

Thor EnergyAnnouncement

23/08/2023 11:00

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RNS Number : 2302K  Thor Energy PLC  23 August 2023

 

23 August 2023

 

Thor Energy PLC

 

("Thor" or the "Company")

 
Result of General Meeting and Share Capital Consolidation

The directors of Thor Energy PLC (AIM, ASX: THR, OTCQB: THORF) announces that
at a General Meeting ("GM") held earlier today, all resolutions were passed.

 

All resolutions were passed, with the poll results as follows:

 Resolution  For          Against     Withheld
 1           317,859,610  46,982,020  1,333,591
 2           311,530,635  33,947,017  5,072,569
 3           299,065,232  59,931,105  8,434,984
 4           272,950,001  87,296,336  7,184,984
 5           288,769,927  71,476,410  7,184,984

 

 

As a result of Resolution 1 having been passed at the General Meeting,
shareholders have approved the reduction in the number of Ordinary Shares by
way of a consolidation on the basis of 10 Ordinary Shares into one new
ordinary share of 0.01p each ("New Ordinary Share") (collectively the
"Consolidation").

 

The Consolidation will become effective and CREST accounts updated at 6 p.m.
(UK time) on 30 August 2023. At the Record Date, being 6 p.m. on 30 August
2023, the 2,392,912,840 Existing Ordinary Shares will be consolidated into
239,291,284 New Ordinary Shares.

 

Application has been made for 239,291,284 New Ordinary Shares to be admitted
to trading on AIM. Dealings in the New Ordinary Shares are expected to
commence at 8:00 a.m. on 31 August 2023 under new ISIN GB00BRJ52319 and SEDOL
BRJ5231 ("New Ordinary Share Admission"). Certificates in respect of the New
Ordinary Shares are expected to be issued by 6 September 2023.

 

Following New Ordinary Share Admission, the share capital of the Company will
be comprised of 239,291,284 New Ordinary Shares of which no shares are held in
treasury. Therefore, the total number of voting rights in the Company is
239,291,284. Shareholders may use this figure 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 FCA's
Disclosure and Transparency Rules.

 

A fractional entitlement will arise as a result of the Consolidation unless a
holding of Ordinary Shares prior to the Consolidation is exactly divisible by
10. For example, a shareholder holding 406 Ordinary Shares would be entitled
to 40 New Ordinary Shares and a fractional entitlement of 0.6 of a New
Ordinary Share after the consolidation of shares.

 

Any fractional entitlements arising from the Consolidation will be aggregated
and sold in the market. The costs, including the associated professional fees
and expenses, that would be incurred in distributing such proceeds are likely
to exceed the total net proceeds. The Board is therefore of the view that, as
a result of the disproportionate costs in such circumstances, it would not be
in the Company's best interests to distribute such proceeds. The proceeds will
instead be retained for the benefit of the Company in accordance with the
resolution.

 

Following the Consolidation, save for any adjustment resulting from fractional
entitlements, all shareholders will retain the same percentage interest in the
Company's issued ordinary share capital as that held immediately prior to the
implementation of the Consolidation. Shareholders holding fewer than 10
Ordinary Shares immediately prior to the Consolidation will cease to be
shareholders of the Company.

 

Upon completion of the Consolidation, the number of warrants in issue will be
consolidated in the same ratio as the Ordinary Shares and their exercise price
will be amended in inverse proportion to that ratio, such that following the
Capital Reorganisation, the Company will have approximately 47,390,478 ASX
listed warrants (THROC and THROD) and 10,123,057 unlisted warrants in issue.

 

3,000,000 Performance Shares (the subject matter of resolutions 3, 4 and 5)
are expected to be granted shortly after the completion of the Consolidation.

 

This announcement should be read in conjunction with the Notice of GM that was
published on 4 August 2023, copies of which are available on the Company's
website at https://thorenergyplc.com/ (https://thorenergyplc.com/) and the
Company's announcement titled 'Proposed Share Consolidation and Notice of
General Meeting' on 4 August 2023 (the "Announcement"). Capitalised terms in
this announcement have the same meaning as given in the Announcement and
Notice of GM, unless the context provides otherwise.

 

For further information, please contact:

 

 Thor Energy PLC
 Nicole Galloway Warland, Managing Director               Tel: +61 (8) 7324 1935

 Ray Ridge, CFO / Company Secretary                       Tel: +61 (8) 7324 1935
 WH Ireland Limited (Nominated Adviser and Joint Broker)  Tel: +44 (0) 207 220 1666
 Antonio Bossi / Darshan Patel / Isaac Hooper
 SI Capital Limited (Joint Broker)                        Tel: +44 (0) 1483 413 500
 Nick Emerson
 Yellow Jersey (Financial PR)                             thor@yellowjerseypr.com
 Sarah Hollins / Shivantha Thambirajah / Bessie Elliot    Tel: +44 (0) 20 3004 9512

 

Updates on the Company's activities are regularly posted on Thor's website
https://thorenergyplc.com (https://thorenergyplc.com) , which includes a
facility to register to receive these updates by email, and on the Company's
Twitter page: @thorenergyplc

 

About Thor Energy PLC

The Company is focused on uranium and energy metals that are crucial in the
shift to a 'green' energy economy. Thor has a number of highly prospective
projects that give shareholders exposure to uranium, nickel, copper, lithium
and gold. Our projects are located in Australia and the USA.

 

Thor holds 100% interest in three uranium and vanadium projects (Wedding Bell,
Radium Mountain and Vanadium King) in the Uravan Belt Colorado and Utah, USA
with historical high-grade uranium and vanadium drilling and production
results.

 

Thor owns 100% of the Ragged Range Project, comprising 92 km2 of exploration
licences with highly encouraging early-stage gold and nickel results in the
Pilbara region of Western Australia.

 

At Alford East in South Australia, Thor is earning an 80% interest in oxide
copper deposits considered amenable to extraction via In-Situ Recovery
techniques (ISR). In January 2021, Thor announced an Inferred Mineral Resource
Estimate¹. Thor also holds a 30% interest in Australian copper development
company EnviroCopper Limited, which in turn holds rights to earn up to a 75%
interest in the mineral rights and claims over the resource on the portion of
the historic Kapunda copper mine and the Alford West copper project, both
situated in South Australia, and both considered amenable to recovery by way
of ISR.²³

 

Thor holds 100% of the advanced Molyhil tungsten project, including measured,
indicated and inferred resources⁴, in the Northern Territory of Australia,
which was awarded Major Project Status by the Northern Territory government in
July 2020. Thor executed a $A8m Farm-in and Funding Agreement with
Investigator Resources Limited (ASX: IVR) to accelerate exploration at the
Molyhil Project on 24 November 2022.(6)

 

Adjacent to Molyhil, at Bonya, Thor holds a 40% interest in deposits of
tungsten, copper, and vanadium, including Inferred resource estimates for the
Bonya copper deposit, and the White Violet and Samarkand tungsten deposits.⁵
Thor's interest in the Bonya tenement EL29701 is planned to be divested as
part of the Farm-in and Funding agreement with Investigator Resources
Limited.(6)

 

Notes

(1)
https://thorenergyplc.com/investor-updates/maiden-copper-gold-mineral-resource-estimate-alford-east-copper-gold-isr-project/

(2)
www.thorenergyplc.com/sites/thormining/media/pdf/asx-announcements/20172018/20180222-clarification-kapunda-copper-resource-estimate.pdf

(3)
www.thorenergyplc.com/sites/thormining/media/aim-report/20190815-initial-copper-resource-estimate---moonta-project---rns---london-stock-exchange.pdf

(4)
https://thorenergyplc.com/investor-updates/molyhil-project-mineral-resource-estimate-updated/

(5)
www.thorenergyplc.com/sites/thormining/media/pdf/asx-announcements/20200129-mineral-resource-estimates---bonya-tungsten--copper.pdf

(6)
https://thorenergyplc.com/wp-content/uploads/2022/11/20221124-8M-Farm-in-Funding-Agreement.pdf

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