THOR ENERGY PLC — Capital/Financing Update 2021

Dec 14, 2021

Proposed issue of securities

Announcement Summary

Entity name
THOR MINING PLC

Announcement Type
New announcement

Date of this announcement
15/12/2021

The Proposed issue is:
☑ A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

ASX +security code	+Security description	Maximum Number of +securities to be issued
New class-code to be confirmed	OPTION EXPIRING DEC 2022 EX $0.015	95,333,333
New class-code to be confirmed	OPTION EXPIRING DEC 2023 EX $0.02	95,333,333
THRAM	ORDINARY FULLY PAID	220,000,000
THR	CHESS DEPOSITARY INTERESTS 1:1	7,200,000

Proposed +issue date
21/12/2021

Refer to next page for full details of the announcement

Proposed issue of securities

---

Proposed issue of securities

Part 1 - Entity and announcement details

1.1 Name of +Entity

THOR MINING PLC

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

1.2 Registered Number Type

ARBN

Registration Number

121117673

1.3 ASX issuer code

THR

1.4 The announcement is

☑ New announcement

1.5 Date of this announcement

15/12/2021

1.6 The Proposed issue is:

☑ A placement or other type of issue

Proposed issue of securities

---

Proposed issue of securities

Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis?
☑ No

Part 7B - Issue details

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)?
☑ Existing class

Will the proposed issue of this +security include an offer of attaching +securities?
☑ Yes

Details of +securities proposed to be issued

ASX +security code and description
THRAM : ORDINARY FULLY PAID

Number of +securities proposed to be issued
220,000,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?
☑ Yes

In what currency is the cash consideration being paid?
AUD - Australian Dollar

What is the issue price per +security?
AUD 0.01250

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?
☑ Yes

Proposed issue of securities

---

Proposed issue of securities

Attaching +Security

Is the proposed attaching security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional +securities in a class that is already quoted or recorded by ASX)?

☑ New class

Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)

Details of attaching +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

GB00BD0NBV71

Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1?

☑ No

Will the entity be seeking quotation of the 'new' class of +securities on ASX?

☑ Yes

ASX +security code	+Security description
New class-code to be confirmed	OPTION EXPIRING DEC 2022 EX $0.015

+Security type

Options

Number of +securities proposed to be issued

95,333,333

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?

☑ No

Please describe the consideration being provided for the +securities

73,333,333 options issued to investors on the basis of one free attaching option for every three shares subscribed under the placement.

And 22,000,000 Options issued to the Broker as part consideration for services received as Lead Manager to the placement.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

Will all the +securities issued in this class rank equally in all respects from their issue date?

☑ Yes

Proposed issue of securities

---

Proposed issue of securities

Options details

+Security currency
AUD - Australian Dollar

Exercise price
AUD 0.0150

Expiry date
20/12/2022

Details of the type of +security that will be issued if the option is exercised
THR : CHESS DEPOSITARY INTERESTS 1:1

Number of securities that will be issued if the option is exercised
One fully paid ordinary share (ASX:THR)

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.
Refer ASX Announcement in relation to the placement released today.

Details of attaching +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
GB00BD0NBV71

Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1?
☑ No

Will the entity be seeking quotation of the 'new' class of +securities on ASX?
☑ Yes

ASX +security code
New class-code to be confirmed

+Security description
OPTION EXPIRING DEC 2023 EX $0.02

+Security type
Options

Number of +securities proposed to be issued
95,333,333

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?
☑ No

Please describe the consideration being provided for the +securities
73,333,333 options issued to investors on the basis of one free attaching option for every three shares subscribed under the placement.
And 22,000,000 Options issued to the Broker as part consideration for services received as Lead Manager to the placement.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

Proposed issue of securities

---

Proposed issue of securities

Will all the +securities issued in this class rank equally in all respects from their issue date?
☑ Yes

Options details

+Security currency
AUD - Australian Dollar

Exercise price
AUD 0.0200

Expiry date
20/12/2023

Details of the type of +security that will be issued if the option is exercised
THR : CHESS DEPOSITARY INTERESTS 1:1

Number of securities that will be issued if the option is exercised
One fully paid ordinary share (ASX:THR)

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.
Refer ASX Announcement in relation to the placement released today.

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)?
☑ Existing class

Will the proposed issue of this +security include an offer of attaching +securities?
☑ No

Details of +securities proposed to be issued

ASX +security code and description
THR : CHESS DEPOSITARY INTERESTS 1:1

Number of +securities proposed to be issued
7,200,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?
☑ No

Proposed issue of securities

---

Proposed issue of securities

Please describe the consideration being provided for the +securities

Issued as part consideration for services provided by PAC Partners as Lead Manager to the placement.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

90,000.000000

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?

☑ Yes

Part 7C - Timetable

7C.1 Proposed +issue date

21/12/2021

Part 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1?

☑ No

7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1?

☑ Yes

7D.1b (i) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1?

240,680,081

7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)?

☑ Yes

7D.1c (i) How many +securities are proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A?

177,186,585

7D.1c (ii) Please explain why the entity has chosen to do a placement rather than a +pro rata issue or an offer under a +security purchase plan in which existing ordinary +security holders would have been eligible to participate

A placement is a time and cost efficient process for the amount of capital being raised. A pro rata offer is complicated due to the dual listing of Thor on ASX and AIM.

7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?

☑ No

7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?

☑ No

Proposed issue of securities

---

Proposed issue of securities

7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?
☑ No

Part 7E - Fees and expenses

7E.1 Will there be a lead manager or broker to the proposed issue?
☑ Yes

7E.1a Who is the lead manager/broker?
PAC Partners Securities Pty Ltd

7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
A 2% fee payable on the $2.75m raised ($55,000), plus 4% on investors introduced by the broker payable in shares ($90,000 being 7.2 million shares at $0.0125 per share), plus 44,000,000 options (22,000,000 exercisable at $0.015 expiring in one year, and 22,000,000 exercisable at $0.02 expiring in two years).

7E.2 Is the proposed issue to be underwritten?
☑ No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities
To raise funds for exploration activities at its existing projects and general working capital

7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?
☑ No

7F.2 Any other information the entity wishes to provide about the proposed issue

7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of:
☑ The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)

Proposed issue of securities