THOR ENERGY PLC — Capital/Financing Update 2021

Aug 31, 2021

Commercial in confidence

ASX Code: "THR"

THOR MINING PLC

1 September 2021

THOR MINING PLC
Registered Numbers:
United Kingdom 05276 414
Australia 121 117 673

Registered Office:
58 Galway Avenue
MARLESTON, SA, 5035
Australia

Ph: +61 8 7324 1935
Fx: +61 8 8351 5169

Email:
corporate@thormining.com

Website:
www.thormining.com

Twitter
@ThorMining

Enquiries:
Nicole Galloway Warland
Managing Director
Thor Mining PLC
+61 8 7324 1935

Nominated Advisor
Jessica Cave
WH Ireland Ltd
+44 (0) 20 7220 1666

AIM & ASX Listings:
Shares: THR
OTCQB Listing
Shares: THORF

Directors:
Michael Billing
Nicole Galloway Warland
Mark Potter
Mark McGeough

Key Projects:
- Gold
Ragged Range Pilbara WA
- Copper
Alford East SA
- Uranium / Vanadium
Colorado / Utah USA
- Tungsten
Molyhil NT
Pilot Mountain USA

Company Announcements Office
ASX Securities Limited,
20, Bridge Street,
Sydney, N.S.W. 2000

US$1.8million Sale Option - Pilot Mountain Project

The directors of Thor Mining Plc ("Thor") (AIM, ASX: THR, OTCQB: THORF) are pleased to advise that they have entered into an Option Agreement with Power Metal Resources Plc ("Power Metal") (AIM: POW) to divest the Pilot Mountain Tungsten Project ("Pilot Mountain") in Nevada, USA for an agreed value of US$1.8 million.

HIGHLIGHTS

• Power Metal Resources Plc and its wholly owned subsidiary Golden Metal Resources Ltd ("Golden Metal") have secured an option (the "Option") to acquire a 100% interest in Pilot Mountain
• Power Metal will pay US$25,000 in cash to Thor Mining and issue to Thor Mining 500,000 new Power Metal Ordinary shares of 0.1p ("Ordinary Shares") at an issue price of 2.5p (£12,500 of Ordinary Shares), for a 60 day option period to complete due diligence and acquire the project.
• Upon Option exercise, Power Metal will pay US$115,000 in cash to Thor Mining and US$1,650,000 payable through the issue to Thor of 48,118,920 Ordinary Shares at an issue price of 2.5 pence per share ("Initial Consideration Shares").
• In addition, Power Metal will issue to Thor 12.5 million warrants to subscribe for Ordinary Shares with an exercise price of 4p per Ordinary Share and life to expiry of 3 years.
• Furthermore, a US$500,000 milestone payment will become payable in Ordinary Shares, if Golden Metal publishes a JORC or 43-101 compliant resource at Pilot Mountain which increases against current declared levels by 25% across total indicated and inferred categories within two years.
• Proceeds from the sale will be directed towards further exploration activities at the Company's copper and gold projects – Alford East, SA and Ragged Range, WA.

Nicole Galloway Warland, Managing Director of Thor Mining, commented:

"We are very pleased to enter into an Option Agreement with Power Metals for the 100% sale of Pilot Mountain Project in Nevada, USA.

This strategic divestment of a non-core asset is in line with our focus on copper and gold projects; with the acceleration of exploration activities towards exploration drilling activities at Ragged Range Project in the Pilbara WA and progressing baseline studies for In-situ Recovery for copper and gold at Alford East Project, SA."

---

ASX Code: "THR"

THOR MINING PLC

1 September 2021

TRANSACTION INFORMATION

Under the terms of the Option Agreement Golden Metal may acquire a 100% interest in Pilot Mountain, from Thor Mining plc ("Thor Mining" or the "Vendor").

Option Period

Under this Agreement Golden Metal will have a 60 calendar day Option Period (ending 5pm GMT on Friday 29.10.21, the "Option Expiry Date") during which it may conduct due diligence with regard to Pilot Mountain.

Power Metal will pay US$25,000 in cash to Thor Mining and issue to Thor Mining 500,000 new Power Metal Ordinary shares of 0.1p ("Ordinary Shares") at an issue price of 2.5p (£12,500 of Ordinary Shares).

Option Exercise

Subject to written confirmation of Option Exercise by the Option Expiry Date, Golden Metal may acquire Pilot Mountain on the following terms:

Power Metal will pay US$115,000 in cash to Thor Mining and US$1,650,000 payable through issue to the THR of 48,118,920 Ordinary Shares" at an issue price of 2.5 pence per share ("Initial Consideration Shares").

Thor Mining will hold the Initial Consideration Shares in full for a minimum of 6 months after the Option Exercise date, and thereafter the Initial Consideration Shares will become freely tradable in 25% instalments (25% tradable 6 months after Option Exercise date, 50% after 9 months, 75% after 12 months and 100% after 15 months.) This trading restriction period may be varied by both parties with written agreement.

In addition, Power Metal will issue to Thor Mining 12.5 million warrants to subscribe for Ordinary Shares with an exercise price of 4p per Ordinary Share and life to expiry of 3 years from the Option Exercise date ("Initial Consideration Warrants"). Should the volume weighted average price ("VWAP") of Power Metal shares meet or exceed 10.0 (ten) pence for 5 consecutive trading days Power Metal may serve notice on Thor Mining providing 14 calendar days to exercise and pay for the Initial Consideration Warrants or the Initial Consideration Warrants would be cancelled.

Should Thor Mining exercise the Initial Consideration Warrants above within 12 months from the Option Exercise date, Thor Mining will receive one for one replacement warrants to subscribe for Ordinary Shares at a fixed price of 8p per Ordinary Share, and life to expiry ending 3 years from the date of Option Exercise ("Super Warrants"). Should the Power Metal volume weighted average share price meet or exceed 20p for five consecutive trading days Power Metal may at any time issue Thor Mining with a written notice providing 14 days to exercise and pay for the Super Warrants or the Super Warrant would be cancelled.

Tail Benefit

POW will issue Thor Mining with a further US$500,000 of Ordinary Shares, if Golden Metal publishes a JORC or 43-101 compliant resource at Pilot Mountain which increases against current declared levels by 25% across total indicated and inferred categories within two years after the Agreement date. The number of Ordinary Shares to be issued will be calculated based on the volume weighted average Power Metal share price in the ten trading days immediately preceding the announcement by Golden Metal of the JORC or 43-101 compliant increase.

Additional Terms

Thor Mining and their professional corporate, licensing and geological teams will continue to work with Power Metal and Golden Metal to assist with Pilot Mountain ownership transfer and to manage local corporate & exploration/development operations in the 12 months following the Option Exercise date. Power Metal and

---

ASX Code: "THR"

THOR

1 September 2021

Golden Metal will pay for any assistance provided post Acquisition on reasonable commercial terms to be agreed.

Impact on 30 June 2021 Annual Financial Statements

Based on negotiations for the sale of the Pilot Mountain, the Board have decided to write down the carrying value of the Pilot Mountain assets as at 30 June 2021 by £1.4 million. The Annual Financial Statements due for release by 30 September 2021.

About Pilot Mountain Project

Pilot Mountain tungsten project in Nevada, USA which has a JORC 2012 Indicated and Inferred Resources Estimate on 2 of the 4 known deposits.

The 5,908-acre Project is centered around four existing mineral deposits including Garnet, Good Hope, Gunmetal and Desert Scheelite all which possess skarn-style tungsten-copper-silver-zinc mineralisation.

The Desert Scheelite Indicated and Inferred Resource comprises a 2012 JORC Compliant 9.9 million tonnes @ 0.26% WO3, 0.14% Copper, and 19.4g/t (grams/tonne) Silver, announced on 22 May 2017. The Garnet Inferred resource comprises a 2012 JORC Compliant 1.83 million tonnes @ 0.36% WO3, announced on 22 May 2017.

On 13 December 2018, Thor announced an upgraded and increased mineral resource estimate showing the Desert Scheelite mineral resource estimate comprises 10.7 million tonnes at 0.26% WO₃, 19.38 gram/tonne Silver (Ag), 0.15% copper (Cu), & 0.38% zinc (Zn) (above cut-off grade of 0.15% WO3).

Table A: Pilot Mountain Project JORC (2012) compliant Mineral Resource Estimate, 13 December 2018 (ASX: THR Announcement 13 December 2018)

	Resource	Tungsten Tri-Oxide		Silver		Copper		Zinc
		Mt	Grade (%)	Contained metal (t)	Grade (g/t)	Contained metal (t)	Grade (%)	Contained metal (t)	Grade (%)	Contained metal (t)
Desert Scheelite	Indicated	9.01	0.26	23,400	20.73	187	0.15	13,200	0.41	37,100
	Inferred	1.69	0.25	4,300	12.24	21	0.16	2,800	0.19	3,200
	Sub-Total	10.7	0.26	27,700	19.38	207	0.15	16,000	0.38	40,300
Garnet	Indicated	0	0	0
	Inferred	1.83	0.36	6,590
	Sub-Total	1.83	0.36	6,590
Summary	Indicated	9.01	0.26	23,400
	Inferred	3.53	0.31	10,890
Total Pilot Mountain		12.53	0.27	34,290

• All figures are rounded to reflect appropriate levels of confidence. Apparent differences may occur due to rounding.
• The Company is not aware of any information or data which would materially affect this previously announced resource estimate, and all assumptions and technical parameters relevant to the estimate remain unchanged.
• Garnet Resource reported 22 May 2017

---

ASX Code: "THR"

THOR

1 September 2021

For the 12 months ended 30 June 2020, Thor recognised losses of $85,278 in relation to Pilot Mountain. Further details of the project are included on Thor’s website.

This announcement is authorised for release to the market by the Board of Directors.

For further information, please contact:

THOR MINING PLC

Nicole Galloway Warland, Managing Director

+61 8 7324 1935

nicole@thormining.com

Competent Persons Report

The information in this report that relates to Exploration Results and the Estimation and Reporting Pilot Mountain Mineral Resource Estimation is based on information compiled by Nicole Galloway Warland, who holds a BSc Applied geology (HONS) and who is a Member of The Australian Institute of Geoscientists. Ms Galloway Warland is an employee of Thor Mining PLC. She has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which she is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Nicole Galloway Warland consents to the inclusion in the report of the matters based on her information in the form and context in which it appears.

Forward Looking Statements

This document may contain certain forward-looking statements. Forward-looking statements include, but are not limited to, statements concerning Thor Mining PLC current expectations, estimates and projections about the industry in which Thor operates, and beliefs and assumptions regarding Thor’s future performance. When used in this document, words such as “anticipate”, “could”, “plan”, “estimate”, “expects”, “seeks”, “intends”, “may”, “potential”, “should”, and similar expressions are forward-looking statements. Although Thor believes that its expectations reflected in these forward-looking statements are reasonable, such statements are subject to known and unknown risks, uncertainties and other factors, some of which are beyond the control of Thor and no assurance can be given that actual results will be consistent with these forward-looking statements

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 (AIM, ASX: THR; OTCQB: THORF) is a diversified resource company quoted on the AIM Market of the London Stock Exchange, ASX in Australia and OTCQB Market in the United States.

The Company is advancing its diversified portfolio of precious, base, energy and strategic metal projects across USA and Australia. Its focus is on progressing its copper, gold, uranium and vanadium projects, while seeking investment/JV opportunities to develop its tungsten assets.

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, for which drilling is planned in the first half of 2021.

At Alford East in South Australia, Thor is earning an 80% interest in copper-gold deposits considered amenable to extraction via In Situ Recovery techniques (ISR). In January 2021, Thor has announced an Inferred Mineral Resource Estimate of 177,000 tonnes contained copper & 71,000 oz gold¹.

Page | 4

---

ASX Code: "THR"

THOR MINING PLC

1 September 2021

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% interest in two private companies with mineral claims in the US states of Colorado and Utah with historical high-grade uranium and vanadium drilling and production results.

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.

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 holds 100% of the Pilot Mountain tungsten project in Nevada, USA which has a JORC 2012 Indicated and Inferred Resources Estimate on 2 of the 4 known deposits.⁶

Notes

¹ www.thormining.com/sites/thormining/media/pdf/asx-announcements/20210127-maiden-copper.gold-estimate-alford-east-sa.pdf
² www.thormining.com/sites/thormining/media/pdf/asx-announcements/20172018/20180222-clarification-kapunda-copper-resource-estimate.pdf
³ www.thormining.com/sites/thormining/media/aim-report/20190815-initial-copper-resource-estimate---moonta-project--rns---london-stock-exchange.pdf
⁴ www.thormining.com/sites/thormining/media/pdf/asx-announcements/20210408-molyhil-mineral-resource-estimate-updated.pdf
⁵ www.thormining.com/sites/thormining/media/pdf/asx-announcements/20200129-mineral-resource-estimates---bonya-tungsten--copper.pdf
⁶ www.thormining.com/sites/thormining/media/pdf/asx-announcements/20162017/20170522-tungsten-resource-increase.pdf

www.thormining.com/sites/thormining/media/pdf/asx-announcements/20182019/20181214-pilot-mountain-resource-update.pdf