THOR ENERGY PLC — Capital/Financing Update 2021

Jan 18, 2021

Proposed issue of securities

Announcement Summary

Entity name
THOR MINING PLC

Announcement Type
New announcement

Date of this announcement
Tuesday January 19, 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
n/a	OPTIONS EXPIRING 27-JAN-2023 EX GBP 0.016	44,117,648
n/a	OPTIONS EXPIRING 27-JAN-2024 EX GBP 0.0085	5,647,058
THRAM	ORDINARY FULLY PAID	88,235,296

Proposed +issue date
Wednesday January 27, 2021

Refer to next page for full details of the announcement

Proposed issue of securities

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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.

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

Tuesday January 19, 2021

1.6 The Proposed issue is:

☑ A placement or other type of issue

Proposed issue of securities

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Proposed issue of securities

Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 - Are any of the following approvals required for the placement or other type of issue?
- +Security holder approval
- Court approval
- Lodgement of court order with +ASIC
- ACCC approval
- FIRB approval
- Another approval/condition external to the entity
☑ 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
88,235,296

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?
GBP - Pound Sterling

What is the issue price per +security?
GBP 0.00850

AUD equivalent to issue price amount per +security
0.015000

Proposed issue of securities

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Proposed issue of securities

FX rate (in format AUD 1.00 / primary currency rate):
FX rate (in format AUD rate/primary currency rate) Primary Currency rate
GBP 0.56660000
AUD 1.00

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

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)

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?
☑ No

ASX +security code	+Security description
New class-code to be confirmed	OPTIONS EXPIRING 27-JAN-2023 EX GBP 0.016

+Security type
Options

Number of +securities proposed to be issued
44,117,648

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
The Options are being provided as part of the placement on the basis of one options for every two Ordinary Shares subscribed.

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

Proposed issue of securities

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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
GBP - Pound Sterling

Exercise price
GBP 0.0160

Expiry date
Friday January 27, 2023

Details of the type of +security that will be issued if the option is exercised
THRAM : ORDINARY FULLY PAID

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

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 announcement to the ASX prior to the release of this Appendix 3B.

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)?
☑ New class

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

Details of +securities proposed to be issued

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

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?
☑ No

ASX +security code	+Security description
New class-code to be confirmed	OPTIONS EXPIRING 27-JAN-2024 EX GBP 0.0085

+Security type
Options

Proposed issue of securities

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Proposed issue of securities

Number of +securities proposed to be issued
5,647,058

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
Issued as consideration for a facilitation / broker fee

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
50,000.000000

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

Options details

+Security currency
GBP - Pound Sterling

Exercise price
GBP 0.0085

Expiry date
Saturday January 27, 2024

Details of the type of +security that will be issued if the option is exercised
THRAM : ORDINARY FULLY PAID

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

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 announcement to the ASX prior to the release of this Appendix 3B.

Part 7C - Timetable

7C.1 Proposed +issue date
Wednesday January 27, 2021

Part 7D - Listing Rule requirements

Proposed issue of securities

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Proposed issue of securities

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?
49,764,706 Options

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?
88,235,296 Ordinary Shares

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
Placement chosen to be appropriate given the reasonably small scale of the capital raise and the low cost and short time frame of undertaking this form of a capital raise. There is significantly higher cost of a pro-rata capital raise given Thor's dual listing.

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

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?
Jub Capital

7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
5,647,058 Options as noted above

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

Proposed issue of securities

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Proposed issue of securities

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

No other broker fees

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

Funds for exploration activities at gold/nickel project Ragged Range, copper evaluation at Alford East, initial drilling of the uranium and vanadium projects in the USA, 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

Proposed issue of securities
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