THOR ENERGY PLC — Capital/Financing Update 2021

Jan 17, 2021

Proposed issue of securities

Announcement Summary

Entity name
THOR MINING PLC

Announcement Type
New announcement

Date of this announcement
Monday January 18, 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	OPTION EXPIRING 10-NOV-2022 EX 3.0C	8,333,000
THR	CHESS DEPOSITARY INTERESTS 1:1	18,500,000

Proposed +issue date
Wednesday January 20, 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

Monday January 18, 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?
☑ 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
12,500,000

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
A tenement (E46/1340) and a tenement application (E46/1354) acquired.
Consideration being 12,000,000 CDIs and 8,333,000 Unlisted Options.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
250,000.000000

Proposed issue of securities

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Proposed issue of securities

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

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	OPTION EXPIRING 10-NOV-2022 EX 3.0C

+Security type
Options

Number of +securities proposed to be issued
8,333,000

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
Part of the consideration for the acquisition of tenement (E46/1340) and a tenement application (E46/1354) acquired (12,000,000 CDIs + 8,333,000 Unlisted Options)

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
250,000.000000

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

Proposed issue of securities

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Proposed issue of securities

Options details

+Security currency	Exercise price	Expiry date
AUD - Australian Dollar	AUD 0.0300	Thursday November 10, 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 CDI (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 to the announcement earlier 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

6,000,000

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

A negotiated settlement as part payment for broker services provided for the capital raise completed in September 2020.

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

60,000.000000

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

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Proposed issue of securities

Part 7C - Timetable

7C.1 Proposed +issue date
Wednesday January 20, 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?
18,500,000 CDI's
8,333,000 Unlisted 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)?
☐ No

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?
☐ No

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

Part 7F - Further Information

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

The Acquisition of two tenements.

And part payment for previously provided broker services.

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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