REG - Thor Mining PLC - Appendix 3B <Origin Href="QuoteRef">THRL.L</Origin>
19/02/2018 07:06
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RNS Number : 2029F
Thor Mining PLC
19 February 2018
Monday, 19 February 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 PLC Executive Chairman
Ray Ridge +61 (8) 7324 1935 Thor Mining PLC CFO/CompanySecretary
Colin Aaronson/Richard Tonthat +44 (0) 207 383 5100 Grant Thornton UK LLP Nominated Adviser
Nick Emerson +44 (0) 1483 413 500 SI Capital Ltd Broker
Tim Blythe/ Camilla Horsfall +44 (0) 207 138 3222 Blytheweigh Financial 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.
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 2015¹
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 Estimate² 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 project³ 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 ounce4.
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
⁴ At the date of this announcement gold is trading at approximately
A$1,700/oz
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 issued or to be issued (a) Ordinary shares / CDIs(b) Ordinary shares
2 Number of +securities issued or to be issued (if known) or maximum number which may be issued (a) Transfers of nil from AIM listed shares on the AIM Market of the London Stock Exchange, to ASX listed CDI's, during the period 13 February 2018 to 18 February 2018.(b) Issue of 6,883,280 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 645,641,532 as at 19 February 2018.
3 Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount This represents:(a) Transfers between AIM listed shares on the AIM Market of the London Stock Exchange, and ASX listed CDI's.(b) Issue of 6,883,280 Ordinary Shares as a result of the exercise of options.
outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)
4 Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities? If the (a) Yes.(b) Yes.
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) 4,000,000 at an exercise price of 1.25p and 2,883,280 at an exercise price of 1.8p.
6 Purpose of the issue(If issued as consideration for the acquisition of assets, clearly identify those assets) (a) N/A(b) Issue of Shares as a result of options being exercised. Cash consideration received per above.
6a Is the entity an +eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b - 6h Yes
in relation to the+securities the subject of this Appendix 3B, and comply with section 6i
6b The date the security holder resolution under rule 7.1A was passed 29 November 2017
6c Number of +securities issued without security holder approval under rule 7.1 N/A
6d Number of +securities issued with security holder approval under rule 7.1A N/A
6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify N/A
date of meeting)
6f Number of securities issued under an exception in rule 7.2 (a) N/A(b) 6,883,280 Ordinary Shares as a result of the exercise of options.
6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the N/A
issue date and both values. Include the source of the VWAP calculation.
6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was N/A
released to ASX Market Announcements.
6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Refer attached Annexure 1
Announcements
7 Dates of entering +securities into uncertificated holdings or despatch of certificates (a) Transfers 13 February 2018 to 18 February 2018(b) 19 February 2018
Number +Class
8 Number and +class of all +securities quoted on ASX (including the securities in section 2 if applicable) 140,967,865 Ordinary Shares quoted byASX ("THR" as CDIs) as at 19 February 2018.
9 Number and +class of all +securities not quoted on ASX (including the securities in section 2 if applicable) 504,673,667 5,573,347 7,030,215 33,125,822 13,380,000 25,394,032 13,840,000 2,000,000 16,000,000 39,444,444 10,000,000 15,000,000 1,500,000 Ordinary Shares admitted to the AIM Market of the London Stock Exchange, as at 19 February 2018.
Unlisted Options:0.9 pence unlisted warrants expiring 27 July 2018.1.2 pence unlisted warrants
expiring 2 November 20181.2 pence unlisted warrants expiring 29 November 20181.25 pence unlisted
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.
10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) No Policy
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) ü Securities described in Part 1
(b) All other securitiesExample: 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 categories1 - 1,0001,001 - 5,0005,001 - 10,00010,001 - 100,000100,001 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: 19 February
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 ordinary securities on issue 12 months before date of issue or agreement to issue as at 18 February 2017 317,158,340
Add the following:• Number of fully paid ordinary securities issued in that 12 month period under an exception in rule 7.2• Number of fully paid ordinary securities issued in that 12 month period with shareholder approval• Number of partly paid ordinary securities that became fully paid in that 12 month periodNote:• Include only ordinary securities here - other classes of equity securities cannot be added• 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 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) Placement (03/11/17) 29,473,686(approved 29 November 2017) Issue - options exercised 10,000,000(Issued 10/11/17) Issue - options exercised 20,730,855(Issued 13/11/17) Issue -
options exercised 10,773,161(Issued 15/11/17) Issue - options exercised 20,749,484(Issued 21/11/17) Issue - options exercised 18,113,051(Issued 29/11/17) Placement (30/11/17) 41,151,314(approved 29
November 2017) 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)
Subtract the number of fully paid ordinary securities cancelled during that 12 month period 0
"A" 634,513,952
Step 2: Calculate 15% of "A"
"B" 0.15[Note: this value cannot be changed]
Multiply "A" by 0.15 95,177,092
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 7.4Note:• This applies to Issue for consideration 1,127,580(Issued 15/12/17)Issue for cash 10,000,000(Issued 30/01/18)Grant of Unlisted Options 10,000,000(Granted 30/01/18)
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 0.15Note: number must be same as shown in Step 2 95,177,092
Subtract "C"Note: number must be same as shown in Step 3 21,127,580
Total ["A" x 0.15] - "C" 74,049,512 [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 1 634,513,952
Step 2: Calculate 10% of "A"
"D" 0.10Note: this value cannot be changed
Multiply "A" by 0.10 63,451,395
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 7.1ANotes:• 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 0.10Note: number must be same as shown in Step 2 63,451,395
Subtract "E"Note: number must be same as shown in Step 3 0
Total ["A" x 0.10] - "E" 63,451,395Note: this is the remaining placement capacity under rule 7.1A
This information is provided by RNS
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