2021 ANNUAL REPORT
Alford East Copper-Gold Project
Company Information
Registered Number
United Kingdom
Australia
05 276 414
121 117 673
Incorporation
Incorporated in England on 3 November 2004,
as Thor Mining Ltd, and reregistered as a public
company, Thor Mining Plc on 6 June 2005.
Directors
Mark Potter
Mark McGeough
Nicole Galloway Warland
Alastair Clayton
(Non-Executive Chairman)
(Non-Executive Director)
(Managing Director)
(Non-Executive Director) – appointed 4 October 2021
Joint Company Secretaries
Stephen Ronaldson
Ray Ridge
(United Kingdom)
(Australia)
Registered Office
Salisbury House
London Wall
London, EC2M 5PS
Australian Office
58 Galway Ave, Marleston, South Australia 5033
+61 (0) 8 7324 1935
Telephone:
+61 (0) 8 8351 5169
Fax:
corporate@thormining.com
Email:
Website
www.thormining.com
Nominated Adviser to the Company (and Joint Broker)
WH Ireland Limited
24 Martine Lane
London EC4R 0DR
Auditors and Reporting Accountants
PKF Littlejohn LLP
15 Westferry Circus
Canary Wharf
London, E14 4HD
Solicitors to the Company
Druces LLP
Salisbury House
London Wall
London, EC2M 5PS
Address of Share Registrars
United Kingdom
Computershare Investor Services Plc
PO Box 82
The Pavilions, Bridgewater Road
Bristol BS99 6ZY
Telephone:
Fax:
+44 (0) 370 703 1343
+44 (0) 370 703 6114
Australia
Computershare Investor Services Pty Ltd
GPO Box 1903
Level 5, 115 Grenfell Street
Adelaide, South Australia 5000
Telephone:
Fax:
+61 (0) 8 8236 2300
+61 (0) 3 9473 2408
Joint Broker
SI Capital Ltd
19 Berkeley Street
London, W1J 8ED
2021 ANNUAL REPORT
CHAIRMAN’S MESSAGE
Dear Shareholders,
On behalf of the Directors of Thor Mining plc, I am pleased to report on the activities of the Company for the year
ended 30 June 2021. Thor Mining has an excellent portfolio of assets, with activities focussing on gold and uranium
discoveries and the development of our copper and tungsten-molybdenum projects. Despite border and travel
restrictions, Thor continued to advance its projects in a safe and timely manner. Importantly the Company has
devoted significant energy into Environment, Social and Governance (ESG), establishing our credentials as a
socially conscious responsible Company.
Copper
Our newly acquired Alford East copper-gold project in South Australia (Thor earning up to 80% interest in oxide
copper mineralization with Spencer Metals) is being fast tracked for In-situ Recovery (ISR); a low environmental
impact, low-cost mining alternative to traditional open cut and undermining techniques. Utilising historic drilling,
a maiden inferred Mineral Resource estimate of 177,000 tonnes of contained copper and 71,500 ounces of
contained gold was announced
Through resource drilling, hydrogeological and
hydrometallurgical studies Thor is aiming to be at a ISR Feasibility point in late 2022.
in January 2021.
Thor increased its equity interest in EnviroCopper Limited to 30%, with the Kapunda and Alford West ISR copper
projects continuing to offer shareholders exposure to copper resources, along with potential for gold.
Gold
The 100% owned Ragged Range gold project in the highly prospective Pilbara region of Western Australia has
returned promising high tenure gold results from follow up stream sediment sampling and subsequent soil
sampling programs, defining a 13km gold corridor. The gold mineralisation appears to be associated with the
thrust faulted contact between the Euro Basalts and the Dalton Suite ultramafics. We look forward to drill testing
these gold anomalies identified at Sterling prospect in the coming months and continuing to explore the full
tenement package with reconnaissance surface geochemistry and geophysics. In addition, a nickel exploration
target was identified, and a ground electromagnetic survey is scheduled to commence in Q4 2021 over the nickel
gossan prior to drill testing.
Uranium and Vanadium
With the global move for green low carbon emission energy, hence the demand for uranium leading to the
resurgence in uranium prices, Thor completed the acquisition of its US Uranium and Vanadium Project. The project
is located within the Uravan Mineral Belt, historical uranium-vanadium producing regions in Utah and Colorado.
Initial focus has been on the Colorado high grade sandstone hosted Saltwash style mineralisation. Environmental
surveys, in readiness for drilling testing of three prospect – Groundhog, Rim Rock and Section 23, were completed
during the year, with final permitting in progress.
Tungsten
Tungsten is a key industrial metal, with Critical Mineral status in the United States and the European Union, with
the commodity price is now sitting at a two year high. During the year Thor completed a revised Mineral Resource
Estimate at its 100% owned Molyhil Tungsten-Molybdenum Project, taking the geological confidence level to
Measured category. A newly identified potential magnetic skarn - magnetic target identified to the south the
deposit will be drill tested as part of the Northern Territory Governments Resourcing the Territory, Geophysics
and Drilling Collaborations (GDC) program.
1
Post July 2021, Thor signed a US$1.8M Sale Option Agreement with Power Metal Resources for the divestment of
Pilot Mountain Tungsten Project, Nevada USA. This strategic divestment of a non-core asset is in line with Thor’s
focus on the development of its copper projects, and gold and uranium discoveries.
In 2020/21 we saw a few Board changes including the appointment of Mark McGeough in September 2020 as a
Non-Executive Director and then in early 2021 we welcomed Nicole Galloway Warland to the Board as Managing
Director. Both Mark and Nicole are geologists, each with over 30 years’ resource industry experience, providing
valuable technical expertise and leadership to the Thor team as we advance our excellent suite of projects.
On behalf of the Thor team, I want to thank you for your support, and I look forward to keeping you updated on
the exciting progress the Company makes over the next year.
Yours faithfully
Mark Potter
Chairperson
2
REVIEW OF OPERATIONS AND STRATEGIC REPORT
COPPER PROJECTS – SOUTH AUSTRALIA
Thor holds direct and indirect interests in over 400,000 tonnes of Inferred copper resources (Tables A, B, & C) in
South Australia, via its 80% farm-in interest in the Alford East copper project and its 30% interest in EnviroCopper
Ltd (Alford West and Kapunda Projects). Each of these projects are considered by Thor directors to have
significant growth potential, and each are being advanced towards development via low-cost, environmentally
friendly In Situ Recovery (ISR) techniques.
ALFORD EAST COPPER-GOLD PROJECT – SOUTH AUSTRALIA
The Alford East Copper-Gold Project is located on EL6529, where Thor is earning up to an 80% interest from
unlisted Australian explorer Spencer Metals Pty Ltd, covering portions of EL6255 and EL6529 (THR:ASX 23
November 2020).
The Project covers the northern extension of the Alford Copper Belt, located on the Yorke Peninsula, SA (Figure
1). The Alford Copper Belt is a semi coherent zone of copper-gold oxide mineralisation, within a structurally
controlled, north-south corridor consisting of deeply kaolinised and oxidised troughs within metamorphic units
on the edge of the Tickera Granite, Gawler Craton, SA.
Utilising historic drill hole information, Thor completed an inferred Mineral Resource Estimate (MRE), with
summaries in Table A (THR:ASX 27 January 2021), consisting of:
125.6Mt @ 0.14% Cu containing 177,000t of contained copper
71,500oz of contained gold
www.thormining.com/sites/thormining/media/pdf/asx-announcements/20210127-maiden-copper.gold-
estimate-alford-east-sa.pdf
3
Diamond Drilling Program
An initial 1000m diamond drilling program, focusing on the northern portion of the Alford East copper gold deposit
around the AE-5 and AE-8 mineralised domains commenced in June 2021 (Figure 5), with two drillholes AED001
and AED002 completed during FY20/21 (ASX: THR Announcement 11 June 2021 and 30 June 2021).
Historic aircore drilling often stopped on blade refusal (silcrete horizon), with only a number of deeper diamond
holes extending to fresh rock, hence this initial drilling program is designed to test the depth extent of the oxide
mineralisation, adjacent to and along strike of these mineralised diamond holes.
A new 3D geological model, comprising trough and ridge style of faulting has developed from 3D modelling of
geology. This modelling has identified new weathering boundaries and highlighted key structures controlling and
offsetting mineralisation (Figure 3). Planned holes were therefore designed to expand potential weathered zones
where the top of fresh rock has yet to be intersected in drilling and validate the controlling mineralised structures.
In the future, drilling will also target potential high-grade Cu-Au zones adjacent to these controlling structures.
The two initial drill holes (completed prior to 30 June 2021) validated the new geological model, with copper and
gold intercepts including:
21AED001:
108.2m @ 0.17% Cu and 0.1g/t Au from 6.2m, including
25.3m @ 0.11% Cu from 6.2m
32.9m @ 0.4% Cu and 0.31g/t Au from 81.5 m, and
5m @ 0.5% Cu and 1.02g/t Au from 102m
21AED002:
59.9m @ 0.31% Cu from 21.9m
The validation of the geological model is vitally important for future drill targeting and geological resource
modelling. The geological model predicts that the control on copper-gold mineralisation is a NE-SW fault that may
join AE-5 to AE-8 mineralisation (Figure 3).
Core samples [are currently] at the laboratory with assays pending.
During the drilling program, groundwater analysis and core samples will be collected for hydrometallurgical and
groundwater studies. The hydrometallurgical work will be undertaken by Mining and Process Solutions (MPS) Pty
Ltd with water analysis by Groundwater Science Pty Ltd. The key objective of the initial metallurgical work is to
develop the best lixiviant formulation for the oxide copper-gold mineralisation of Alford East deposit in the context
of an ISR based approach. Understanding the ground water characteristics, especially pH and chemical
composition is essential for the lixiviant trials and any potential ISR development.
In conjunction with the technical assessment, Thor will continue ongoing stakeholder and community
engagement, and regulatory activities.
Based on the nature of the oxide mineralisation, the deposit is considered amenable to ISR techniques. For further
information on
informative video:
www.youtube.com/watch?v=eG_1ZGD0WIw
to Thor’s website via
ISR please
for an
refer
this
link
4
AE-5 Domain
Figure 3: MRE Mineralisation Domains (left); Domain AE-5 showing drillhole collars (right)
ENVIROCOPPER COPPER PROJECTS – SOUTH AUSTRALIA
Thor holds a 30% equity interest in private Australian company, EnviroCopper Limited (“ECL”). In turn, ECL
has entered into an agreement to earn, in two stages, up to 75% of the rights over metals which may
be recovered via ISR contained in the Kapunda deposit from Australian listed company, Terramin
Australia Limited (“Terramin” ASX: “TZN”), and rights to 75% of the Alford West copper project comprising
the northern portion of exploration licence EL5984, held by Andromeda Metals Limited (ASX:ADN).
Information about EnviroCopper Limited and its projects can be found on the EnviroCopper website:
www.envirocopper.com.au
ALFORD WEST
Based on substantial historic drilling, a Mineral Resource Estimate (MRE) was completed in 2019 (ASX: THR 15
August 2019) on several of the deposits at Alford West, totalling 66.1 million tonnes (MT) grading 0.17% copper
(Cu), containing 114,000 tonnes of contained copper, using a cut-off grade of 0.05% Cu (Table B).
KAPUNDA
During 2018, the Australian Government Ministry for Science, Jobs and Innovation announced an offer to ECR for
research funding of A$2,851,303, over a 30-month period (since extended to 30 June 2021), for the Kapunda In-
Situ Copper and Gold Recovery Trial. Funds from this grant are expected to cover the major portion of costs of
the program scheduled for the balance of work in 2021.
The MRE for Kapunda, excluding any potential gold credits, is summarised in Table C.
Testwork to date has demonstrated that both copper and gold are recoverable, using a range of lixiviants, from
historical drill samples, and that the ground conditions will allow the flow of fluids necessary for ISR production.
The 2021 field program is dual purpose:
• Additional drill testing, along with assay of historical samples, aimed at the confirmation and extension of the
known gold mineralisation to allow inclusion of gold in the mineral resource estimate.
• Site Environment Lixiviant Recovery (SELT) trials. This work (funded by the Australian Government grant) is
aimed to be the final technical feasibility demonstration of ISR technology at Kapunda for copper and gold
recovery, prior to commencement of commercial feasibility study processes.
5
MOLYHIL TUNGSTEN PROJECT – NORTHERN TERRITORY
The 100% owned Molyhil tungsten-molybdenum project is located 220 km north-east of Alice Springs (320km by
road) within the prospective polymetallic province of the Proterozoic Eastern Arunta Block in the Northern
Territory.
Thor Mining PLC acquired this project in 2004 as an advanced
exploration opportunity. Since then, the project has been taken
to the level where it is substantially permitted for development
and, by global standards, is recognised as one of the higher grade
open-pittable tungsten projects, with low capital and operating
costs per unit of tungsten production. The construction period for
the Molyhil development is estimated at 12 months from the time
finance is secured, and discussions with various parties in order
to secure finance for this purpose are proceeding. We have
demonstrated the production of tungsten concentrates to a
quality acceptable to the market and hold a Memorandum of
Understanding in respect of concentrate sales with a major
international downstream processor.
The deposit consists of two adjacent outcropping iron-rich skarn
bodies, the northern ‘Yacht Club’ lode and the ‘Southern’ lode.
Both lodes are marginal to a granite intrusion; both lodes contain
scheelite (CaWO4) and molybdenite (MoS2) mineralisation. Both
the outlines of the lodes and the banding within the lodes strike
approximately north and dip steeply to the east.
Figure 4: Location Map
In April 2021, (THOR:ASX 8 April 2021) a revised Mineral Resource Estimate (MRE) was completed comprising
Measured, Indicated, and Inferred Mineral Resources, totalling 4.4 million tonnes at 0.27% WO3 (Tungsten
trioxide), 0.10% Mo (Molybdenum), and 0.05% Cu (Copper) using a 0.07% WO3 cut-off (Table D). The estimation
of WO3 and Mo using Mixed Support Kriging was undertaken by Golder Associates (“Golder”), with the estimation
of Fe and Cu by Ordinary Kriging was undertaken by Resource Evaluation Services (“RES”)
In conjunction with the Mineral Resource Estimate, 3D geological modelling identified two prominent structures
– Yacht Club fault and South Offset fault (Figure 5 left). Based on the geological timing of these faults they may
have a significant impact on mineralisation, hence creating targets for potential extensions.
Modelling of the 3D magnetics and the position of the modelled South Offset Fault strongly implies an offset of
the magnetic material (magnetite skarn) host to the tungsten-molybdenum mineralisation, identifying a strong
magnetic anomaly, south of the fault. Although there are a few drillholes to the south of the South Offset Fault,
these have not intersected the magnetic body (Figure 5 right). Thor Mining was awarded A$110,000 from the
Northern Territory Government as part of the Resourcing the Territory, Geophysics and Drilling Collaborations
(GDC) program. These funds will go towards drill testing these recently identified magnetic targets adjacent to
the mineralisation at the Molyhil tungsten-molybdenum deposit.
A full background on the project is available on the Thor Mining website: www.thormining.com/projects.
6
Figure 5 (Right): Molyhil Deposit long section looking approximately west. The 0.3% WO
isosurface is shown in blue, the 0.15% Mo
3
isosurface in silver, and modelled 3D magnetics in transparent red. Drilling is shown, sliced to the long section, and although there have
been holes to the south of the South Offset Fault, these have not intersected the magnetic body.
BONYA (TUNGSTEN, COPPER, VANADIUM) - NORTHERN TERRITORY
Adjacent to Molyhil, the Bonya tenements, in which Thor holds a 40% interest, host outcropping tungsten/copper
resources, a copper resource and a vanadium deposit (Figure 6).
In March 2020 quarter, the Joint Venture reported a maiden resource estimate for the White Violet and
Samarkand deposits (Table E and F).
Figure 6: Map showing Bonya prospects in proximity to Molyhil
7
RAGGED RANGE (GOLD & NICKEL) – WESTERN AUSTRALIA
The 100% owned Ragged Range Project, located in the highly prospective Eastern Pilbara Craton, Western
Australia (Figure 7) was acquired in 2019 (E46/1190, E46/1262, E46/1355, E46/1340), with the recent additional
tenure surrounding the gold anomalous and copper-gold zones, E46/1393 (application) (Figure 7).
Since acquisition, Thor has conducted several programs of stream and soil geochemical sampling and flown an
airborne magnetics survey over the eastern tenement area. Results including over 2.2g/t Au (ASX: THR 1
December 2020) defined a 13km gold corridor (Figure 8).
Further reconnaissance and infill soil sampling will continue along the Sterling Prospect structural corridor, to
define drill targets for maiden RC program scheduled for Q1 FY21. Thor Mining was awarded A$160,000 from the
Western Australia Government under the EIS Co-funded grants program to drill test gold anomalies at the Sterling
Prospect.
Concurrent with the drilling program, regional gold targets including to the northwest and southeast of Sterling
prospect, the granitoid contact in the north, plus the copper-gold area in the northeast (Kelly/Ryan Prospects) will
be followed up with reconnaissance stream and soil geochemistry programs (Figure 7 and Figure 8). Government
and company geophysics are being used in conjunction with the geochemical data, to assist with structural and
lithological targeting.
Details of the projects may be found on the Thor website via this link: www.thormining.com/projects/ragged-
range-pilbara-project
?
8
Nickel Gossan
Geological mapping of the nickel gossan which was previously sampled in mid-2020 (THR: ASX 31 July 2020)
confirmed that the gossan extends over 1km and sits at the base of the Dalton Suite (ultramafic units), adjacent
to the older Felsic Volcanics of the Wyman Formation (Figure 7). This position of the gossan at the base of the
ultramafic contact is significant from a geological nickel-sulphide model perspective.
Prior to drill testing beneath the gossan, a ground electromagnetic (EM) survey will be undertaken. Thor is
currently finalising this program.
9
E46/1393- Kelly/Ryan Copper- Gold Prospects
A new tenement application E46/1393 in the northeast covers a recently surrendered mining lease M46/171
(Figure 6). This area covers several historic copper-gold and copper-base metals mines and prospects. The copper
mineralisation is associated with the dacite Boolina porphyry, close to the margin of the Corunna batholith, and
intrudes the Kelly greenstone belt.
At Kelly’s Mine, historic production between 1955-1970, although small, was of very high-grade – 610t of ore
averaging 19.47% Cu (Figure 7).1
Exploration to date has been sporadic, with no systematic approach over the area. Thor will be targeting areas of
mineralisation, zones of alteration, shears/faults and zones of brecciation.
1 https://www.mindat.org/loc-122951.html
URANIUM AND VANADIUM PROJECT – COLORADO AND UTAH, USA
Thor holds a 100% interest in two US companies with mineral claims in Colorado and Utah, USA. The claims host
uranium and vanadium mineralisation in an area known as the Uravan Mineral Belt, which has a history of high-
grade uranium and vanadium production (Figure 9). A processing plant which has historically taken third party ore
for toll treatment is located near Blanding within economic transport distance (Energy Fuels White Mesa Mill).
The uranium-vanadium deposits within the Uravan Mineral Belt (Figure 9), hosted mainly in the Salt Wash member
of the Morrison Formation on the Colorado Plateau are classified by the International Atomic Energy Agency (IAEA)
as “Saltwash type” sandstone hosted uranium deposits. They are considered unique amongst the sandstone-
hosted type of deposits in that they are predominantly vanadium (V2O5) with accessory uranium (U3O8). They occur
as tabular bodies in reduced sequences of highly oxidised, feldspar-rich sandstones that have substantial fossilised
plant material. High-grade uranium and vanadium occur together although vanadium has a much larger halo.
Based on production figures the vanadium exceeds uranium in ratios ranging from 3:1 to 10:1 with the ratio
increasing southward; averaging 5:1 in the Wedding Bell/Groundhog Project area.
Larger deposits are found in paleochannels (braided streams in the Jurassic period) where accumulations of plant
material led to more reduced conditions being retained over time. The Salt Wash member consists of interbedded
fluvial sandstone and floodplain-type mudstone. The Salt Wash member is gently folded into a shallow dome
meaning it is often close to surface or exposed. The sandstone beds form cliffs or rims with the mudstone units
forming slopes. The upper most sandstone contains the majority of the ore deposits.
High grade assay results from due diligence work completed by Thor (ASX: THR 10 September 2020), returning up
to 1.25% U3O8 and 3.47% V2O5, confirm uranium and vanadium mineralisation within the Salt Wash member of
10
the Morrison Formation, which is consistent and typical of the historical production in the Wedding Bell, Radium
Mountain area of the Uravan mineral belt.
A drilling program, testing the Colorado claims, including Groundhog, Rim Rock and Area 23 prospects, is currently
going through the Colorado state permitting process, with environmental surveys, including Raptor surveys
completed. In conjunction, a geological evaluation of the Utah claims is underway (Figure 9).
Details of the projects may be found on the Thor website via this link: www.thormining.com/projects/us-uranium-
and-vanadium
PILOT MOUNTAIN TUNGSTEN PROJECT – NEVADA, USA
The 100% owned Pilot Mountain Project, acquired late in
2014, is located approximately 200km south of the city of
Reno and 20km east of the town of Mina located on US
Highway 95 (Figure 10).
The Pilot Mountain Project comprises four tungsten
deposits: Desert Scheelite, Gunmetal, Garnet and Good
Hope. All are in close proximity (~3km) of each other and
have been subjected to small-scale mining activities at
various times during the 20th century.
Thor Mining PLC acquired this project as an advanced
exploration opportunity. It has resource estimates for both
Desert Scheelite and Garnet and significant mineralisation
has been intersected, in 2017, at the Good Hope deposit.
Sufficient metallurgical test work, to Pre-Feasibility Study
standard has been conducted to demonstrate that a
saleable concentrate can be produced.
After the end of F20/21, in September 2021, Thor entered into an Option Agreement with Power Metal Resources
Plc to divest the Pilot Mountain Project for an agreed value of US1.8 million.
A full background on the project and recent sale agreement is available on the Thor Mining website:
www.thormining.com/projects
Figure 10: Pilot Mountain Location Map
SPRING HILL GOLD PROJECT – NORTHERN TERRITORY
In September 2020, the Company announced the A$1.0million sale of its royalty entitlement from the Spring
Hill gold project in the Northern Territory. The sale agreement provides for receipt of A$400,000 on completion
(received), followed by two production milestone payments of A$300,000 each.
Competent Person’s Report
The information in this report that relates to Exploration Results and the Estimation and Reporting of 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.
11
JORC (2012) Compliant Mineral Resources and Reserves
Table A: Alford East Mineral Resource Estimate (Reported 22 January 2021)
Domain
Tonnes (Mt)
Cu %
Au g/t
Contained Cu (t)
Contained Au (oz)
AE_1
AE_2
AE_3
AE_4
AE_5
AE-8
AE-7
AE-6
Total
24.6
6.8
34.9
8.0
11.0
31.3
7.7
1.3
125.6
0.12
0.13
0.09
0.11
0.22
0.19
0.14
0.13
0.14
0.021
0.004
0.022
0.016
0.030
0.008
0.025
0.011
0.018
30,000
9,000
33,000
8,000
24,000
61,000
10,000
2,000
177,000
16,000
1,000
25,000
4,000
11,000
8,000
6,000
500
71,500
Notes:
•
• MRE reported on oxide material only, at a cut-off grade of 0.05% copper which is consistent with the assumed In
Thor is earning up to 80% interest in oxide material from Spencer Metals
Situ Recovery technique.
• Minor rounding errors may occur in compiled totals.
•
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.
Table B: Alford West Copper Mineral Resource Estimate (Reported 15 August 2019)
Resource
Classification
COG (Cu
%)
Deposit
Volume
(Mm3)
Tonne
s (Mt)
Cu (%)
Cu metal
(tonnes)
Au
(g/t)
Au (Oz)
Inferred
0.05
Total
Wombat
20.91
Bruce
Larwood
5.51
3.48
29.9
46.5
11.8
7.8
66.1
0.17 80,000
0.19 22,000
0.15 12,000
0.04
10,000
0.17 114,000
Notes:
•
•
•
•
EnviroCopper are earning a 75% interest in this resource, and Thor hold 30% equity in EnviroCopper.
Figures are rounded to reflect appropriate levels of confidence. Apparent differences may occur due to
rounding.
Cut-off grade used of 0.05% Cu.
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.
Table C: Kapunda Resource Summary 2018 (Reported 12 February 2018)
Resource
Copper
Mineralisation
Copper Oxide
Secondary copper sulphide
Total
Classificatio
n
Inferred
Inferred
MT
30.3
17.1
47.4
Grade %
Contained Cu (t)
0.24
0.27
0.25
73,000
46,000
119,000
Notes:
•
•
•
•
EnviroCopper are earning a 75% interest in this resource, and Thor hold 30% equity in EnviroCopper.
All figures are rounded to reflect appropriate levels of confidence. Apparent differences may occur due
to rounding.
Cut-off of 0.05% Cu.
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.
12
Table D: Molyhil Mineral Resource Estimate (Reported March 31, 2021)
Classification
‘000
Tonnes
WO3
Grade %
Mo
Cu
Tonnes Grade %
Tonnes Grade % Tonnes
Measured
Indicated
Inferred
Total
464
2,932
990
4,386
0.28
0.27
0.26
0.27
1,300
7,920
2,580
11,800
0.13
0.09
0.12
0.10
600
2,630
1,170
4,400
0.06
0.05
0.03
0.05
280
1,470
300
2,190
Fe
Grade %
19.12
18.48
14.93
17.75
Notes:
•
•
•
•
Figures are rounded to reflect appropriate level of confidence. Apparent differences may occur due to
rounding.
Cut-off of 0.07% WO3.
100% owned by Thor Mining Plc.
To satisfy the criteria of reasonable prospects for eventual economic extraction, the Mineral Resources have been
reported down to 200 m RL which defines material that could be potentially extracted using open pit mining
methods.
Table E: Bonya Tungsten Mineral Resources (announced 29 January 2020)
Oxidation
Tonnes
White Violet
Inferred
Sub Total
Samarkand
Sub Total
Combined
Total
Inferred
Inferred
Oxide
Fresh
Oxide
Fresh
Oxide
Fresh
WO3
%
0.41
0.21
0.22
0.11
0.20
0.19
0.26
0.21
25,000
470,000
495,000
25,000
220,000
245,000
50,000
690,000
740,000
0.21
Tonnes
90
980
1,070
30
430
460
120
1,410
1,530
Cu
%
0.16
0.06
0.06
0.07
0.13
0.13
0.14
0.08
0.09
Tonnes
40
260
300
20
290
310
60
550
610
Notes:
•
•
•
•
0.05% WO3 cut-off grade.
Totals may differ from the addition of columns due to rounding.
Thor Mining PLC holds 40% equity interest in this project.
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.
Table F: Bonya Copper Mineral Resources (announced 26 November 2018)
Inferred
Total
Oxidation
Tonnes
Oxide
Fresh
25,000
210,000
230,000
Cu
%
1.0
2.0
2.0
Tonnes
200
4,400
4,600
Notes:
•
•
•
•
0.2% Cu cut-off grade.
Totals may differ from the addition of columns due to rounding.
Thor Mining PLC holds 40% equity interest in this project
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.
13
Table G: Pilot Mountain Resource Summary 2018 (Reported 13 December 2018)
Resource
WO3
Ag
Cu
Zn
MT
Grade
%
Contained
metal (t)
Grade
g/t
Contained
metal (t)
Grade
%
Contained
metal (t)
Grade
%
Contained
metal (t)
Garnet
Desert
Scheelite
Indicated
Inferred
Sub Total
Indicated
Inferred
-
-
1.83
0.36
1.83
9.01
1.69
0.36
0.26
0.25
6,590
6,590
23,400
20.73
187
4,300
12.24
21
Sub Total
10.70
0.26
27,700
19.38
207
Summary
Indicated
Inferred
9.01
3.53
Pilot Mountain Total
12.53
0.26
0.31
0.27
23,400
10,890
34,290
0.15
0.16
0.15
13,200
0.41
37,100
2,800
0.19
3,200
16,000
0.38
40,300
Notes:
•
•
•
•
Thor Mining PLC holds 100% equity interest in this resource.
All figures are rounded to reflect appropriate levels of confidence. Apparent differences may occur due
to rounding.
Cut-off grade 1,500ppm WO₃.
Garnet deposit resource reported 22 May 2017. 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.
14
Principal risks and uncertainties
The management of the business and the execution of the Group’s strategy are subject to a number of risks.
The key business risks affecting the Group are set out below.
Risks are formally reviewed by the Board, and appropriate processes are put in place to monitor and mitigate
them. If more than one event occurs, it is possible that the overall effect of such events would compound the
possible adverse effects on the Group.
Exploration risks
The exploration and mining business is controlled by a number of global factors, principally supply and demand
which in turn is a key driver of global mineral prices; these factors are beyond the control of the Group.
Exploration is a high-risk business and there can be no guarantee that any mineralisation discovered will result
in proven and probable reserves or go on to be an operating mine. At every stage of the exploration process the
projects are rigorously reviewed to determine if the results justify the next stage of exploration expenditure
ensuring that funds are only applied to high priority targets.
The principal assets of the Group comprising the mineral exploration licences are subject to certain financial and
legal commitments. If these commitments are not fulfilled the licences could be revoked. They are also subject
to legislation defined by the Government; if this legislation is changed it could adversely affect the value of the
Group’s assets.
Dependence on key personnel
The Group and Company is dependent upon its executive management team and various technical consultants.
Whilst it has entered into contractual agreements with the aim of securing the services of these personnel, the
retention of their services cannot be guaranteed. The development and success of the Group depends on its
ability to recruit and retain high quality and experienced staff. The loss of the service of key personnel or the
inability to attract additional qualified personnel as the Group grows could have an adverse effect on future
business and financial conditions.
Uninsured risk
The Group, as a participant in exploration and development programmes, may become subject to liability for
hazards that cannot be insured against or third party claims that exceed the insurance cover. The Group may
also be disrupted by a variety of risks and hazards that are beyond control, including geological, geotechnical
and seismic factors, environmental hazards, industrial accidents, occupational and health hazards and weather
conditions or other acts of God.
Funding risk
The only sources of funding currently available to the Group are through the issue of additional equity capital in
the parent company or through bringing in partners to fund exploration and development costs. The Company’s
ability to raise further funds will depend on the success of the Group’s exploration activities and its investment
strategy. The Company may not be successful in procuring funds on terms which are attractive and, if such
funding is unavailable, the Group may be required to reduce the scope of its exploration activities or relinquish
some of the exploration licences held for which it may incur fines or penalties.
Financial risks
The Group’s operations expose it to a variety of financial risks that can include market risk (including foreign
currency, price and interest rate risk), credit risk, and liquidity risk. The Group has a risk management
programme in place that seeks to limit the adverse effects on the financial performance of the Group by
monitoring levels of debt finance and the related finance costs. The Group does not use derivative financial
instruments to manage interest rate costs and, as such, no hedge accounting is applied.
COVID-19
The outbreak of the recent global COVID-19 virus has resulted in business disruption and stock market volatility.
The extent of the effect of the virus, including its long-term impact, remains uncertain. The Group has
implemented extensive business continuity procedures and contingency arrangements to ensure that they are
able to continue to operate.
15
Section 172(1) Statement - Promotion of the Company for the benefit of the members as
a whole
The Directors believe they have acted in the way most likely to promote the success of the
Company for the benefit of its members as a whole, as required by s172 of the Companies Act
2006.
The requirements of s172 are for the Directors to:
• Consider the likely consequences of any decision in the long term
• Act fairly between the members of the Company
• Maintain a reputation for high standards of business conduct
• Consider the interests of the Company’s employees
• Foster the Company’s relationships with suppliers, customers and others
• Consider the impact of the Company’s operations on the community and the environment
The Company continues to progress with its portfolio of exploration projects and investments,
which are inherently speculative in nature and, without regular income, is dependent upon fund-
raising for its continued operation. The pre-revenue nature of the business is important to the
understanding of the Company by its members, employees and suppliers, and the Directors are as
transparent about the cash position and funding requirements as is allowed under AIM Rules for
Companies.
An example of how the Company implemented S172 can be demonstrated from the impact of
COVID19 on Thor’s operations which have continued to cause some disruption mainly in respect of
the following:
•
•
•
Ensuring the health and safety of our staff and contractors;
Logistical issues surrounding supporting field operations; and
Volatility of capital markets and Thor’s ability to secure equity capital.
These issues have all been directly addressed. In terms of health of our staff we have standard
practices in place to minimise the risk of COVID19 contraction or spread: working from home
where appropriate, the use of face masks in public in compliance with local requirements and
ensuring the availability of sanitiser and social distance in the office environment. Travel to major
population centres is minimised where possible and the company retains a strict policy of staff
staying at home if they feel unwell.
As a mining exploration Company with projects in Australia and United States of America, the
Board takes seriously its ethical responsibilities to the communities and environment in which it
works. Wherever possible, local communities are engaged in the geological operations & support
functions required for field operations. The regions in which the Company operates have native title
laws. The Company is respectful of native title rights and engages proactively with local
communities. In addition, we are careful to manage the environmental obligations of our work,
and in particular undertake site rehabilitation programmes, and prepare mine management plans,
in accordance with local laws and regulations. Our goal is to meet or exceed standards, in order to
ensure we maintain our social licence to operate from the communities with which we interact.
We abide by the local, including relevant UK and Australian laws on anti-corruption & bribery.
The interests of our employees are a primary consideration for the Board. Personal development
opportunities are supported and health and safety are central to planning for field expeditions.
Other information
Other information that is usually found in the Strategic report has been included in the Directors
report.
16
Directors’ Report
The Directors are pleased to present this year’s annual report together with the consolidated financial
statements for the year ended 30 June 2021.
Review of Operations
The net result of operations for the year was a loss of £2,104,000 (2020 loss: £922,000).
A detailed review of the Group’s activities is set out in the Review of Operations & Strategic Report.
Directors and Officers
The names and details of the Directors and officers of the company during or since the end of the
financial year are:
Mark Potter- Non-Executive Director and Chairman (appointed Chairman 13 September 2021)
Mr Potter is currently a Director and Chief Investment Officer of Metal Tiger Plc, an AIM and ASX
listed investor in natural resources companies. Mark is also the Non-Executive Chairman of Artemis
Resources Limited, an ASX listed gold and copper explorer.
Mark was formerly a Director and Chief Investment Officer of Anglo Pacific Group, a London listed
natural resources royalty company. Mark was also formally a Non-Executive Director of Trident
Royalties Plc and resigned on 18 June 2021.
Prior to Anglo Pacific, Mark was a founding member and Investment Principal for Audley Capital
Advisors LLP, a London based activist hedge fund, where he was responsible for managing all natural
resources investments. Prior to Audley Capital, Mark worked in corporate finance for Salomon Smith
Barney (Citigroup) and Dawnay Day, a private equity and corporate finance advisory firm. Mark
graduated with a MA degree from Trinity College, University of Cambridge.
Nicole Galloway Warland - Managing Director (appointed 21st April 2021)
Ms Galloway Warland, who graduated from the University of Technology, Sydney with a BSc (Hons)
Applied Geology, has had a career spanning more than 25 years in the mining and exploration
industry, working across a broad range of jurisdictions and geological provinces in Australia, Eastern
Europe and South America.
Nicole’s experience spans from grass roots exploration to project evaluation to open cut &
underground mining with a commodity focus of gold, copper, nickel, uranium & lithium.
Mark McGeough BSc dual honours Geol/Geog, FAusIMM - Non-Executive Director (appointed 4th
August 2020)
Mr McGeough is an experienced geologist who has spent nearly 40 years in Australia exploring for
gold, IOCG copper-gold, silver-lead-zinc and uranium. He was involved in the discovery of the White
Dam gold deposit in South Australia and the Theseus uranium deposit in WA.
Mark’s career includes a variety of small, mid-size and large mining companies including Chinova
Resources, Toro Energy, Xstrata Copper, Mount Isa Mines and AGIP Australia. For Chinova Resources,
Mark combined the role of General Manager Exploration with technical director roles for subsidiary
companies. From 2005 to 2008 Mark was also the Manager of the SA Geological Survey, promoting
the PACE program.
Michael Robert Billing CPA, B Bus MAICD - Former Executive Chairman and CEO (Retired as CEO
21 April 2021 and retired as Chairman 3 September 2021)
Mr Billing has over 40 years of mining and agri-business experience and a background in finance,
specialising in recent years in assisting in the establishment and management of junior companies.
His career includes experience in company secretarial, senior commercial, and CFO roles including
lengthy periods with Bougainville Copper Ltd and WMC Resources Ltd. He has worked extensively
with junior resource companies over the past 20 years and was a director of ASX listed company
Southern Gold Limited (retired 30 November 2018).
Richard Bradey BSc (App Geol), MSc (Nat Res Man), MAusIMM - Former Executive Director (Retired
29th October 2020)
Mr Bradey a Geologist with over 25 years exploration and development experience. He holds a
Bachelor of Science in Applied Geology and a Masters Degree in Natural Resources. His career
17
includes exploration, resources development and mine geology experience with a number of
Australian based mining companies.
Ray Ridge - BA(Acc), CA, GIA(cert)
Chief Financial Officer / Joint Company Secretary
Mr Ridge is a chartered accountant with over 25 years accounting and commercial management
experience. Previous roles include Senior Audit Manager with Arthur Andersen, Financial Controller
and then Divisional CFO with Elders Ltd, and General Manager Commercial & Operations at
engineering and construction company Parsons Brinckerhoff. Mr Ridge is company secretary for two
other ASX listed companies.
Stephen F Ronaldson – Joint Company Secretary (UK)
Mr Stephen Ronaldson is the joint company secretary as well as a partner of the Company’s UK
solicitors, Druces LLP.
Mr Ronaldson has an MA from Oriel College Oxford and qualified as a solicitor in 1981. During his
career Mr Ronaldson has concentrated on company and commercial fields of practice undertaking all
issues relevant to those types of businesses including capital raises, mergers and acquisitions,
Financial Services and Markets Act work, placings and admissions to AIM, AQUIS and other regulated
markets. Mr Ronaldson is currently company secretary for a number of quoted companies including
AIM listed companies.
Executive Director Service contracts
All Directors are appointed under the terms of a Directors letter of appointment. Applicable from
October 2020, each appointment provides for annual fees of Australian dollars $50,000 for services
as Directors inclusive of the 9.50% as a company contribution to Australian statutory superannuation
scheme (10% from 1 July 2021). Prior to October 2020, annual Directors’ fees were $40,000
inclusive of the 9.5% to Australian statutory superannuation scheme. The agreement allows that any
services supplied by the Directors to the Company and any of its subsidiaries in excess of two days
in any calendar month, may be invoiced to the Company at market rate, currently at A$1,000 per
day for each Director other than Mr Michael Billing who was paid A$1,200 per day.
Principal activities and review of the business
The principal activities of the Group are the exploration for and potential development of gold, copper,
tungsten and other mineral deposits.
At the Company’s 100% owned Ragged Range Project in the Pilbara region of Western Australia, Thor
successfully completed early stage exploration activities, including soil and rock chip sampling,
stream sediment sampling, as well as airborne magnetic surveys, which identified very promising
gold and nickel exploration targets that will be drill tested in Q4 2021.
At Alford East Copper-Gold Project in South Australia, Thor is earning an 80% interest in copper gold
oxide mineralisation considered amenable to extraction via In Situ Recovery techniques (ISR). In
January 2021, Thor announced an Inferred Mineral Resource Estimate of 177,000 tonnes contained
copper & 71,000 oz gold. In conjunction with resource diamond drilling Thor is carrying out
hydrogeological and hydrometallurgical assessment of the project for ISR copper and gold
development.
Thor holds 30% of EnviroCopper Limited (EnviroCopper). EnviroCopper, through its 100% owned
subsidiary, Environmental Copper Recovery SA Pty Ltd (ECR), holds an agreement to earn, in two
stages, up to 75% of the rights over metals which may be recovered via in-situ recovery (ISR)
contained in the Kapunda deposit, from Australian listed company, Terramin Australia Limited (ASX:
TZN). Another 100% owned subsidiary of EnviroCopper, Environmental Metals Recovery Pty Ltd
(EMR) has a right to earn up to a 75% interest in the Moonta Copper Project, which comprises the
northern section of exploration licence EL5984 held by Andromeda Metals Limited (ASX: ADN).
Thor holds 100% of the advanced Molyhil Tungsten-Molybdenum Project in the Northern Territory of
Australia, together with a 40% interest in deposits of tungsten, copper, and vanadium, in two
tenements adjacent to Molyhil.
Thor holds mineral claims in the US states of Colorado and Utah within the Uranvan Mineral Belt,
with historical high-grade uranium and vanadium production results. Subject to permitting Thor
proposed drilling testing the Colorado prospects – Rim Rock, Groundhog and Area 23.
18
Thor also holds 100% of the Pilot Mountain tungsten project in Nevada USA which has a JORC 2012
Indicated and Inferred Resources Estimate on two of the four known deposits. Subsequent to 30
June 2021, Thor entered into a binding term sheet to divest the Pilot Mountain tungsten project,
subject to a due diligence period (refer Note 21 of the Annual Financial Report).
A detailed review of the Group’s activities is set out in the Review of Operations & Strategic Report.
Covid-19
The impact of COVID19 on Thor’s operations has continued to cause some modest business disruption
mainly in respect of the following:
•
•
•
Ensuring the health and safety of our staff and contractors;
Logistical issues surrounding supporting field operations; and
Volatility of capital markets and Thor’s ability to secure equity capital.
These issues have all been directly addressed. In terms of health of our staff we have standard
practices in place to minimise the risk of COVID19 contraction or spread: working from home where
appropriate, the use of face masks in public in compliance with local requirements and ensuring the
availability of sanitiser and social distance in the office environment. Travel to major population
centres is minimised where possible and the company retains a strict policy of staff staying at home
if they feel unwell.
In respect of logistical issues, there has been some unavoidable disruption but the Company has
been able to source local resources for exploration activities to avoid the need for international travel
and working remotely using digital technology to support in field operations.
Business Review and future developments
A review of the current and future development of the Group’s business is provided in the Review of
Operations & Strategic Report.
Results and dividends
The Group incurred a loss after taxation of £2,104,000 (2020 loss: £922,000). No dividends have
been paid or are proposed.
Key Performance Indicators
Given the nature of the business and that the Group is on an exploration and development phase of
operations, the Directors are of the opinion that analysis using KPIs is not appropriate for an
understanding of the development, performance or position of our businesses at this time.
At this stage, management believe that the management of cash is the main performance indicator
which is monitored closely.
Events occurring after the reporting period
At the date these financial statements were approved, the Directors were not aware of any other
significant post balance sheet events other than those set out in note 21 to the financial statements.
Substantial Shareholdings
At 10 September 2021, the following had notified the Company of disclosable interests in 3% or more
of the nominal value of the Company’s shares:
Mr Michael Billing
3/09/2021
53,156,490
3.0
Date notified Ordinary shares
%
For the above table, the number of shares held and the percentage of total issued capital (and voting
rights) are as at the date of the last notification received by the Company. Substantial shareholders
are required to notify the Company based on the percentage of voting rights held, where there is a
movement through a 1% band. Therefore, the number of shares last notified may have changed from
that shown, without the need for a substantial shareholder to notify the Company, where their
percentage of voting rights remains within the 1% band last notified. However, as a former Director,
Mr Billing’s number of shares held was maintained up to date for any change up to the date of
19
retirement on 3 September 2021, and therefore the number of shares held and the corresponding
percentage of issued capital and voting rights, is accurate for Mr Billing as at 3 September 2021.
Directors & Officers Shareholdings
The Directors and Officers who served during the period and their interests in the share capital of the
Company at 30 June 2021 or their date of resignation if prior to 30 June 2021, were follows:
Ordinary Shares/CDIs
Unlisted Options
30 June 2021 30 June 2020 30 June 2021 30 June 2020
Mark Potter
Nicole Galloway Warland
Mark McGeough
2,910,831
250,000
1,861,765
-
-
-
8,000,000
4,000,000
-
-
-
-
Michael Billing (retired 3/9/2021)
53,156,490
45,407,423
9,250,000
4,500,000
Richard Bradey (retired 29/10/2020)
2,031,792
31,792
17,000,000
8,000,000
Directors’ Remuneration
The remuneration arrangements in place for directors and other key management personnel of Thor
Mining PLC, are outlined below.
The Company remunerates the Directors at a level commensurate with the size of the Company and
the experience of its Directors. The Board has reviewed the Directors’ remuneration and believes it
upholds the objectives of the Company with regard to this issue. Details of the Director emoluments
and payments made for professional services rendered are set out in Note 4 to the financial
statements.
The Australian based directors are paid on a nominal fee basis of A$50,000 per annum applicable
from October 2020 (A$40,000 prior to that date), and UK based directors are paid the GBP equivalent
of A$50,000 at an agreed average foreign exchange rate (applicable from October 2020), with the
exception of Mr Bradey (retired 29th October) and Ms Nicole Galloway Warland who receive a salary
in their respective executive roles, no further fees were payable to Mr Bradey or Ms Galloway Warland
as Executive Directors.
Directors and Officers
Summary of amounts paid to Key Management Personnel
The following table discloses the compensation of the Directors and the key management personnel
of the Group during the year.
2021
Salary
and
Fees
£’000
Shares
issued 4
£’000
Post
Employment
Super
£’000
Total Fees
for Services
rendered
£’000
Short-term
employee
benefits
£’000
Options 5
Total
Benefit
£’000
£’000
Directors 1
Mark Potter
Nicole Galloway
Warland 3
Mark McGeough
Michael Billing
Richard Bradey 2
Key Personnel 1
Ray Ridge
2021 Total
24
82
17
119
79
50
371
12
-
6
6
-
-
24
36
90
25
127
82
50
410
36
90
25
127
82
50
410
14
20
-
14
14
13
75
50
110
25
141
96
63
485
-
8
2
2
3
-
15
20
1 As at 30 June 2021 amounts of £94,328, £6786, £6786 and £7,203, remained unpaid to Messrs Billing, Potter,
McGeough and Ridge respectively.
2 Retired 29 October 2020.
3 Appointed as Exploration Manager on 1 October 2020 and appointed Managing Director 21 April 2021.
Remuneration in the above table for Ms Galloway Warland includes the period as Exploration Manager and
Managing Director, as both are considered KMP roles.
4 Messrs Billing and McGeough elected to receive 50% of their gross directors’ fees for the 6 months to 31
December 2020 by Thor shares in lieu of cash payment. Mr Potter elected to receive 100% of his directors’
fees for the 6 months to 31 December 2020 by Thor shares in lieu of cash payment. Following shareholder
approval on 25 November 2020, 661,765 ordinary shares were issued on 27 November 2020, to each of
Messrs Billing and McGeough in lieu of $11,250 in directors fees owing to each and 1,323,529 ordinary shares
were issued to Potter in lieu of $22,500 in directors fees owing.
5 Following shareholder approval, 8,000,000 unlisted Options were granted to each of Messrs Potter, Billing
and Bradey on 8 July 2020 (exercise price $0.0095, expiring 8 July 2023). These options were valued at
£0.00172 per option using the Black-Scholes method. Unlisted options were granted under the Company’s
Employee Share Option Plan on 29 September 2020 to Ms Galloway Warland (4,000,000 options) and Mr
Ridge (2,500,000 options). These options were valued at £0.00509 per option using the Black-Scholes
method.
2020
Salary
and
Fees
Shares
issued
£’000 £’000
Post
Employment
Super
£’000
Total Fees
for Services
rendered
£’000
Short-term
employee
benefits
£’000
Options
£’000
Total
Benefit
£’000
Directors 1
Michael Billing
Mark Potter 4
Richard Bradey 3
David Thomas 2
Alastair Middleton 2
Key Personnel 1
Ray Ridge
2020 Total
129
21
102
14
11
40
317
-
-
-
-
-
-
-
2
-
10
1
-
-
13
131
21
112
15
11
40
330
131
21
112
15
11
40
330
-
-
-
-
-
-
-
131
21
112
15
11
40
330
1 As at 30 June 2020 amounts of £101,692, £5,329 and £13,406, remained unpaid to Messrs Billing, Potter and
Ridge respectively.
2 Retired 29 November 2019.
3 Mr Bradey receives a salary as an executive of the Company and does not receive any additional fees as a
Director.
4 Appointed 27 August 2019
5 Messrs Billing and Potter elected to receive 50% of their directors’ fees for the 6 months to 30 June 2020 by
Thor shares in lieu of cash payment. Following shareholder approval on 7 July 2020, 1,587,302 ordinary
shares were issued on 8 July 2020, to each of Messrs Billing and Potter in lieu of $10,000 in directors fees
owing to each.
Directors Meetings
The Directors hold meetings on a regular basis and on an as required basis to deal with items of
business from time to time. Meetings held and attended by each Director during the year of review
were:
2021
Mark Potter
Nicole Galloway Warland (appointed 21 April 2021)
Mark McGeough
Michael Billing (retired 3 September 2021)
Richard Bradey (Retired 29th October2020)
Meetings held
whilst in Office Meetings attended
11
2
11
11
3
11
2
11
11
2
21
Corporate Governance
The Board have chosen to apply the ASX Corporate Governance Principles and Recommendations
(ASX Corporate Governance Council, 4th Edition) as the Company’s chosen corporate governance
code for the purposes of AIM Rule 26. Consistent with ASX listing rule 4.10.3 and AIM rule 26, this
document details the extent to which the Company has followed the recommendations set by the
ASX Corporate Governance Council during the reporting period. A separate disclosure is made where
the Company has not followed a specific recommendation, together with the reasons and any
alternative governance practice, as applicable. This information is reviewed annually.
The Company does not have a formal nomination committee, however it does formally consider board
succession issues and whether the board has the appropriate balance of skills, knowledge,
experience, and diversity. This evaluation is undertaken collectively by the Board, as part of the
annual review of its own performance.
Whilst a separate Remuneration Committee has not been formed, the Company undertakes
alternative procedures to ensure a transparent process for setting remuneration for Directors and
Senior staff, that is appropriate in the context of the current size and nature of the Company’s
operations. The full Board fulfils the functions of a Remuneration Committee, and considers and
agrees remuneration and conditions as follows:
• All Director Remuneration is set against the market rate for Independent Directors for ASX
listed companies of a similar size and nature.
• The financial package for the Managing Director is established by reference to packages
prevailing in the employment market for executives of equivalent status both in terms of level
of responsibility of the position and their achievement of recognised job qualifications and
skills.
The Company does not have a separate Audit Committee, however the Company undertakes
alternative procedures to verify and safeguard the integrity of the Company’s corporate reporting,
that are appropriate in the context of the current size and nature of the Company’s operations,
including:
•
the full Board, in conjunction with the Australian Company Secretary, fulfils the functions of
an Audit Committee and is responsible for ensuring that the financial performance of the
Group is properly monitored and reported.
•
in this regard, the Board is guided by a formal Audit Committee Charter which is available on
the Company’s website at http://www.thormining.com/aboutus#governance. The Charter
includes consideration of the appointment and removal of external auditors, and partner
rotation.
Further information on the Company’s corporate governance policies is available on the Company’s
website www.thormining.com.
Environmental Responsibility
The Company is aware of the potential impact that its subsidiary companies may have on the
environment. The Company ensures that it and its subsidiaries at a minimum comply with the local
regulatory requirements with regard to the environment.
Employment Policies
The Group will be committed to promoting policies which ensure that high calibre employees are
attracted, retained and motivated, to ensure the ongoing success for the business. Employees and
those who seek to work within the Group are treated equally regardless of gender, age, marital
status, creed, colour, race or ethnic origin.
Health and Safety
The Group’s aim will be to achieve and maintain a high standard of workplace safety. In order to
achieve this objective, the Group will provide training and support to employees and set demanding
standards for workplace safety.
Payment to Suppliers
The Group’s policy is to agree terms and conditions with suppliers in advance; payment is then made
in accordance with the agreement provided the supplier has met the terms and conditions. Under
normal operating conditions, suppliers are paid within 60 days of receipt of invoice.
22
Political Contributions and Charitable Donations
During the period the Group did not make any political contributions or charitable donations.
Annual General Meeting (“AGM”)
This report and financial statements will be presented to shareholders for their approval at the AGM.
The Notice of the AGM will be distributed to shareholders together with the Annual Report.
Auditors
A resolution to reappoint PKF Littlejohn LLP will be considered at the Company’s next Annual General
Meeting expected to be held late November 2021.
Statement of disclosure of information to auditors
As at the date of this report the serving Directors confirm that:
• So far as each Director is aware, there is no relevant audit information of which the Company’s
auditors are unaware, and
• they have taken all the steps that they ought to have taken as Directors in order to make
themselves aware of any relevant audit information and to establish that the Company’s auditor
is aware of that information.
Going Concern
The Directors note the losses that the Group has made for the Year Ended 30 June 2021. The
Directors have prepared cash flow forecasts for the period ending 30 September 2022 which take
account of the current cost and operational structure of the Group.
The cost structure of the Group comprises a high proportion of discretionary spend and therefore in
the event that cash flows become constrained, some costs can be reduced to enable the Group to
operate with a lower level of available funding. As a junior exploration company, the Directors are
aware that the Company must go to the marketplace to raise cash to meet its exploration and
development plans, and/or consider liquidation of its investments and/or assets as is deemed
appropriate.
These forecasts demonstrate that the Group has sufficient cash funds available to allow it to continue
in business for a period of at least twelve months from the date of approval of these financial
statements on the basis of continued ability to raise capital in the marketplace. Accordingly, the
financial statements have been prepared on a going concern basis. Further consideration of the
Group’s Going Concern status is detailed in Note 1 to the financial statements.
Statement of Directors’ Responsibilities
The Directors are responsible for preparing the financial statements in accordance with applicable
law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under
that law the Directors have elected to prepare the group and parent company financial statements
in accordance with applicable law and international accounting standards in conformity with the
requirements of the Companies Act 2006 and as regards the parent company financial statements,
as applied in accordance with the provisions of the Companies Act 2006. Under company law the
Directors must not approve the financial statements unless they are satisfied that they give a true
and fair view of the state of affairs of the company and of the group and of the profit or loss of the
company and the group for that year. In preparing those financial statements, the Directors are
required to:
• select suitable accounting policies and then apply them consistently;
• make judgments and estimates that are reasonable and prudent;
• state whether applicable international accounting standards in conformity with the
requirements of the Companies Act 2006 have been followed subject to any material departures
disclosed and explained in the financial statements; and prepare the financial statements on
the going concern basis unless it is inappropriate to presume that the group will continue in
business.
The Directors confirm that they have complied with the above requirements in preparing the financial
statements.
The Directors are responsible for keeping adequate accounting records that are sufficient to show
and explain the Company transactions and disclose with reasonable accuracy at any time the financial
position of the Company and enable them to ensure that the financial statements comply with the
23
Companies Act 2006. They are also responsible for safeguarding the assets of the Company and
hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Electronic communication
The maintenance and integrity of the Company’s website is the responsibility of the Directors: the
work carried out by the auditors does not involve consideration of these matters and, accordingly,
the auditors accept no responsibility for any changes that may have occurred to the financial
statements since they were initially presented on the website.
The Company’s website is maintained in accordance with AIM Rule 26.
Legislation in the United Kingdom governing the preparation and dissemination of the financial
statements may differ from legislation in other jurisdictions.
This report was approved by the Board on 30 September 2021.
Mark Potter
Non-Executive Chairman
Ray Ridge
Chief Financial Officer
24
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THOR MINING PLC
Opinion
We have audited the financial statements of Thor Mining Plc (the ‘parent company’) and its
subsidiaries (the ‘group’) for the year ended 30 June 2021 which comprise the Consolidated and
Parent Company Statements of Comprehensive Income, the Consolidated and Parent Company
Statements of Financial Position, the Consolidated and Parent Company Statements of Cash
Flows, the Consolidated and Parent Company Statements of Changes in Equity and notes to the
financial statements, including significant accounting policies. The financial reporting framework
that has been applied in their preparation is applicable law and international accounting standards
in conformity with the requirements of the Companies Act 2006.
In our opinion, the financial statements:
give a true and fair view of the state of the group’s and of the parent company’s affairs as
at 30 June 2021 and of the group’s and parent company’s loss for the year then ended;
have been properly prepared in accordance with international accounting standards in
conformity with the requirements of the Companies Act 2006; and
have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK))
and applicable law. Our responsibilities under those standards are further described in the
Auditor’s responsibilities for the audit of the financial statements section of our report. We are
independent of the group and parent company in accordance with the ethical requirements that
are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard
as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance
with these requirements. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Material uncertainty related to going concern
We draw attention to note 1(c) in the financial statements, which identifies conditions that may cast
doubt on the group’s ability to continue as a going concern. The group incurred a net loss of
£2,104,000 and had operating cash outflows of £757,000 in the year. It is not expected to generate
any revenue or positive inflows from operations in the 12 months from the date on which these
financial statements are approved.
The group has cash resources of £783,000 as at the year-end. Management indicate that based
on the current expenditure levels, all current cash resources will be used prior to the 12 months
period from the date on which these financial statements are approved and thus will be required
to raise additional funds.
The financial statements have been prepared on the going concern basis. The ability of the group
to meet its operational objectives is dependent on its ability to raise additional funds in the next 12
months.
As stated in note 1(c), these events or conditions, along with the other matters elsewhere, indicate
that a material uncertainty exists that may cast significant doubt on the company’s ability to
continue as a going concern. Our opinion is not modified in respect of this matter.
In auditing the financial statements, we have concluded that the director’s use of the going concern
basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of
the directors’ assessment of the company’s ability to continue to adopt the going concern basis of
accounting included:
Obtaining management’s base case forecast for the period to the 30 September 2022 and
tested the accuracy of the cash flow model;
Considered
the reasonableness of any
identified by
management, which included an assessment of the feasibility and quantification of such
measures available to management; and
further mitigating actions
Critically assessing the disclosures made within the financial statements for consistency
with management’s assessment of going concern.
Our responsibilities and the responsibilities of the directors with respect to going concern are
described in the relevant sections of this report.
Our responsibilities and the responsibilities of the directors with respect to going concern are
described in the relevant sections of this report.
Our application of materiality
The quantitative and qualitative thresholds for materiality determine the scope of our audit and
the nature, timing and extent of our audit procedures. The materiality applied to the group
financial statements was £139,000 (2020: £130,000) based on 1.1% (2020: 1.0%) of gross
assets. We based the materiality on gross assets because we consider this to be the most
relevant performance indicator for a mining group in the exploration phase.
The performance materiality was £97,300 (2020: £84,500). We set performance materiality at
70% (2020: 65%) of overall financial statement materiality to reflect the risk associated with the
judgemental and key areas of management estimation within the financial statements
The materiality applied to the parent company financial statements was £138,900 (2020:
£129,900) based on 1.1% (2020: 1%) of the gross assets as it is a holding company. The
performance materiality was £96,600 (2020: £84,435). For each component in the scope of our
group audit, we allocated a materiality that was less than our overall group materiality. The group
currently does not trade and its investment portfolio is the main source of interest to the user of
the financial statements. This benchmark was also applied to the materiality of the Parent
Company for the same reasons.
We agreed with those charged with governance that we would report all differences identified
during the course of our audit in excess of £6,950 (2020: £6,500).
No significant changes have come to light through the audit fieldwork which has caused us to
revise our materiality figure.
Our approach to the audit
In designing our audit, we determined materiality and assessed the risks of material
misstatement in the financial statements. In particular we looked at areas involving significant
accounting estimates and judgements by the Directors and considered future events that are
inherently uncertain. As in all of our audits, we also addressed the risk of management override
of internal controls, including among other matters consideration of whether there was evidence
of bias that represented a risk of material misstatement due to fraud.
Of the 12 components of the group, a full scope audit was performed on the complete financial
information of 3 components, and for the components not considered significant, we performed a
limited scope review which analytical review together with substantive testing as appropriate on
group audit risk areas applicable to those components based on their relative size, risks in the
business and our knowledge of the entity appropriate to respond to the risk of material
misstatement.
Of the 12 reporting components of the group, 4 are located in The United States of America and
7 components are located in Australia. All work with respect to the components has been
performed by a component auditor under our instruction. The parent company audit was
principally performed in London, conducted by PKF Littlejohn LLP using a team with specific
experience of auditing mining exploration entities and publicly listed entities. The Senior Statutory
Auditor interacted regularly with the component audit teams during all stages of the audit and
was responsible for the scope and direction of the audit process. This, in conjunction with
additional procedures performed, gave us sufficient and appropriate audit evidence to support
the audit opinion of the group and parent company financial statements
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance
in our audit of the financial statements of the current period and include the most significant
assessed risks of material misstatement (whether or not due to fraud) we identified, including those
which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit;
and directing the efforts of the engagement team. These matters were addressed in the context of
our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters. In addition to the matter described in the Material
uncertainty related to going concern section we have determined the matters described below to
be the key audit matters to be communicated in our report.
Key Audit Matter
How the scope of our audit responded to
the key audit matter
Carrying value of intangible fixed assets
(refer Note 7)
The group holds exploration and
evaluation assets with a carrying value of
£10,120,000 which relate to the Molyhill
Mine and Bonya tenements in Australia,
Pilot Mt. project in The United States of
America and the Ragged Range Pilbara
Project in Western Australia.
The carrying value and recoverability of
these assets are tested annually for
impairment. The estimated recoverable
amount of this balance is subjective due
to the inherent uncertainty involved in the
assessment of exploration projects.
We obtained and reviewed the Directors
impairment review of intangible assets which
considered the areas listed as indicators of
impairment under IFRS 6. Our work included
the following:
Obtaining the impairment assessment
prepared by management and reviewing
for reasonableness;
Obtaining the current exploration licences
and ensuring that they remain valid;
Making enquiries of management over the
future plans for each license including
obtaining cashflow projections where
necessary and corroborating to minimum
spend requirements attached to licences;
Reviewing the indicators of impairment
listed in IFRS 6;
Reviewing the working papers and
reporting deliverables of component
auditors;
Reviewing the exploration and evaluation
expenditures to assess their eligibility for
capitalisation under IFRS 6 by
corroborating to the original source
documentation; and
Reviewing the disclosures presented in the
financial statements for accuracy.
Key Audit Matter
How the scope of our audit responded to
the key audit matter
The parent company’s net investment in
subsidiaries is £448,000 (refer Note 8)
The carrying value of the net investment
in subsidiaries is ultimately dependent on
the value of the underlying assets. Many
of the underlying assets are exploration
projects which are at an early stage of
exploration, making it difficult to
determine their value. Valuations for these
sites are therefore based on judgments
and estimates made by the Directors –
which leads to a risk of misstatement.
We have obtained and reviewed the Directors
impairment review of the carrying value of the
parent company’s net investment in the
subsidiaries. Our work included:
Reviewing the impairment indicators
listed in IFRS 6 including specific
consideration regarding the renewal of
the exploration licenses;
Obtaining and reviewing available key
external reports;
Reviewing the audit working papers of
certain components to assess
impairment considerations of
exploration assets made by their
auditors; and
Discussing with management the
basis for impairment or non-
impairment of investment in
subsidiaries and loans receivable from
subsidiaries.
Key Audit Matter
How the scope of our audit responded to
the key audit matter
Acquisition accounting of American
vanadium Pty limited (refer Note 7)
100% of the share capital of American
Vanadium Pty Limited was purchased by
the group in the year. The acquisition
accounting treatment is dependent on
whether the acquisition falls within the
scope of IFRS 3 or not. The contingent
elements are dependent on achieving
future project milestones. Management
will therefore need to estimate the
probability and timing for meeting these
milestones when calculating the purchase
consideration acquisition value. This will
be judgmental and involve estimation.
Our work in this area included:
Reviewing the key contractual
agreements and terms entered into in
connection with the acquisition of
American Vanadium Pty limited.
Challenging management on their
determination that the acquisition fell
outside the scope of IFRS 3.
Discussing with Management the
basis for calculating the deferred and
contingent elements of the purchase
consideration. Crittically assessing the
assumptions made andverifying the
assumptions therein by reference to
resource reports on expected grades
of mineral resource in the prospects.
Other information
The other information comprises the information included in the annual report, other than the
financial statements and our auditor’s report thereon. The directors are responsible for the other
information contained within the annual report. Our opinion on the group and parent company
financial statements does not cover the other information and, except to the extent otherwise
explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our
responsibility is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge obtained in
the course of the audit, or otherwise appears to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are required to determine whether this
gives rise to a material misstatement in the financial statements themselves. If, based on the work
we have performed, we conclude that there is a material misstatement of this other information,
we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
the information given in the strategic report and the directors’ report for the financial year
for which the financial statements are prepared is consistent with the financial statements;
and
the strategic report and the directors’ report have been prepared in accordance with
applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and their
environment obtained in the course of the audit, we have not identified material misstatements in
the strategic report or the directors’ report.
We have nothing to report in respect of the following matters in relation to which the Companies
Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept by the parent company, or returns
adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records
and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the Statement of Directors’ Responsibilities, the directors are
responsible for the preparation of the group and parent company financial statements and for being
satisfied that they give a true and fair view, and for such internal control as the directors determine
is necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the group and parent company financial statements, the directors are responsible for
assessing the group and the parent company’s ability to continue as a going concern, disclosing,
as applicable, matters related to going concern and using the going concern basis of accounting
unless the directors either intend to liquidate the group or the parent company or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance but is not a
guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We
design procedures in line with our responsibilities, outlined above, to detect material misstatements
in respect of irregularities, including fraud. The extent to which our procedures are capable of
detecting irregularities, including fraud is detailed below:
We obtained an understanding of the group and parent company and the sector in which
they operate to identify laws and regulations that could reasonably be expected to have a
direct effect on the financial statements. We obtained our understanding in this regard
through discussions with management and our experience of the resource exploration
sector.
We determined the principal laws and regulations relevant to the company in this regard
to be those arising from:
Companies Act 2006
o
o AiM, ASX & OTCQB listing rules
o General Data Protection Regulation
o Quoted Companies Alliance compliance
o Local laws and regulations in UK, Australia and USA where the Group operates;
and
o Local tax and employment law where each member of the Group operates
We designed our audit procedures to ensure the audit team considered whether there were
any indications of non-compliance by the group and parent company with those laws and
regulations. These procedures included, but were not limited to:
o Enquires of management
o Review of Board minutes
o Review of legal expenses
o Review of RNS announcements
There was regular interaction with the component auditors during all stages of the
audit, including procedures designed to identify non-compliance with laws and
regulations, including fraud.
We also identified the risks of material misstatement of the financial statements due to
fraud. We considered, in addition to the non-rebuttable presumption of a risk of fraud
arising from management override of controls, the potential for management bias was
identified in relation to the going concern of the group and the company and as noted
above, we addressed this by challenging the assumptions and judgements made by
management when auditing that significant accounting estimate.
As in all of our audits, we addressed the risk of fraud arising from management override of
controls by performing audit procedures which included, but were not limited to: the testing
of journals; reviewing accounting estimates for evidence of bias; and evaluating the
business rationale of any significant transactions that are unusual or outside the normal
course of business.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities,
including those leading to a material misstatement in the financial statements or non-compliance
with regulation. This risk increases the more that compliance with a law or regulation is removed
from the events and transactions reflected in the financial statements, as we will be less likely to
become aware of instances of non-compliance. The risk is also greater regarding irregularities
occurring due to fraud rather than error, as fraud involves intentional concealment, forgery,
collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on
the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This
description forms part of our auditor’s report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of
Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state
to the company’s members those matters we are required to state to them in an auditor’s report
and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone, other than the company and the company's members as a body, for our
audit work, for this report, or for the opinions we have formed.
Zahir Khaki (Senior Statutory Auditor)
For and on behalf of PKF Littlejohn LLP
Statutory Auditor
30 September 2021
15 Westferry Circus
Canary Wharf
London E14 4HD
THOR MINING PLC
Statements of Comprehensive Income for the year ended 30 June 2021
Administrative expenses
Corporate expenses
Share based payments expense
Realised gain on financial assets
Exploration expenses
Net impairment of subsidiary loans
Net impairment of investments
Write off/Impairment of exploration assets
Operating Loss
Interest received
Interest paid
Share of profit of associate, accounted for using
the equity method
Loss on revaluation of investments
Profit/(Loss) on sale of investments
Sundry income
Loss before Taxation
Taxation
Loss for the year attributable to the equity
holders
Other comprehensive income:
Items that may be subsequently reclassified to
profit or loss:
Exchange differences on translating foreign
operations
Other comprehensive income for the period, net
of income tax
Loss for the year and total comprehensive loss
attributable to the equity holders
Note
Consolidated
£'000
2021
£'000
2020
Company
£'000
2021
£'000
2020
(94)
(635)
(126)
(2)
(81)
-
-
(1,450)
(2,388)
-
(1)
22
-
222
41
(2,104)
-
(123)
(663)
(48)
6
(25)
-
-
(59)
(912)
2
(4)
-
(17)
(29)
38
(922)
-
(165)
(295)
(126)
(5)
-
(1,565)
(850)
-
(3,006)
-
-
-
-
222
-
(2,784)
-
(173)
(339)
(12)
5
-
(176)
(49)
-
(744)
-
-
-
-
(8)
-
(752)
-
(2,104)
(922)
(2,784)
(752)
7
3
8d
8e
8e
5
(570)
160
(570)
160
-
-
-
-
(2,674)
(762)
(2,784)
(752)
Basic & diluted loss per share attributable to the
equity holders
6
(0.14)p
(0.09)p
The accompanying notes form an integral part of these financial statements.
32
THOR MINING PLC
Statements of Financial Position at 30 June 2021
Co No: 05276414
Note
Consolidated
Company
£'000
2021
£'000
2020
£'000
2021
£'000
2020
ASSETS
Non-current assets
Intangible assets - deferred exploration costs
Assets held for sale
Investment in subsidiaries
Loans to subsidiaries
Financial assets at fair value through profit or
loss
Investments accounted for using the equity
method
Deposits to support performance bonds
Right of use asset
Plant and equipment
Total non-current assets
Current assets
Cash and cash equivalents
Trade receivables & other assets
Total current assets
Total assets
LIABILITIES
Current liabilities
Trade and other payables
Employee annual leave provision
Lease Liability
Total current liabilities
Non Current Liabilities
Lease Liability
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued share capital
Share premium
Foreign exchange reserve
Merger reserve
Share based payments reserve
Retained losses
7
7a
8a
8b
8c
8d
9
10
11
17
12
13
14
14
15
16
10,120 12, 252
-
-
-
1,050
-
-
-
-
448
11,252
-
-
1,157
11,383
-
391
-
-
564
41
10
7
11,792
783
60
843
12,635
-
42
41
7
12,733
233
43
276
13,009
-
-
-
-
11,700
663
22
685
12,385
-
-
-
-
12,540
229
29
258
12,798
(306)
(10)
(10)
(326)
(307)
(39)
(33)
(54) - -
-
(31)
(39)
(392)
-
(33)
-
-
(11)
-
(11) - -
-
(326)
(403)
(33)
(39)
12,309
12,606
12,352
12,759
3,773
24,379
1,674
405
314
3,733
22,288
-
405
275
(18,236) (16,339) (16,519) (13,942)
3,733
22,288
2,244
405
275
3,773
24,379
-
405
314
Total shareholders equity
12,309
12,606
12,352
12,759
The accompanying notes form part of these financial statements. These Financial Statements were approved
by the Board of Directors on 30 September 2021 and were signed on its behalf by:
Mark Potter
Non-Executive Chairman
Ray Ridge
Chief Financial Officer
33
THOR MINING PLC
Statements of Cash Flows for the year ended 30 June 2021
Consolidated
Company
Note
£'000
2021
£'000
2020
£'000
2021
£'000
2020
Cash flows from operating activities
Operating Loss
Sundry income
Decrease/(increase) in trade and other receivables
(Decrease)/increase in trade and other payables
(Decrease)/increase in provisions
Depreciation
Write off/Impairment of exploration assets
Impairment subsidiary loans
Impairment investments in subsidiaries
Share based payment expense
Exclusivity fee paid in shares
Directors Fees settled by share issue
(2,388)
(912)
(3,045)
(744)
41
4
(9)
(42)
38
1,450
-
-
126
-
23
38
19
44
9
37
59
-
-
48
27
-
-
27
-
-
-
-
-
(15)
27
-
-
-
1,604
176
850
126
-
-
49
12
27
-
Net cash outflow from operating activities
(757)
(631)
(438)
(468)
Cash flows from investing activities
Interest received
Interest paid
R&D Grants for exploration expenditure
Payments for exploration expenditure
Loan advanced (convertible note)
Investment in associated entity
Purchase of property, plant & equipment
Loans to controlled entities
Proceeds from sale of investments
-
(1)
98
(706)
-
(170)
(8)
-
222
2
(4)
124
(570)
(56)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(1,252)
(174)
56
222
-
Net cash in/(out)flow from investing activities
(565)
(448)
(1,030)
(174)
Cash flows from financing activities
Finance lease repaid
Net issue of ordinary share capital
Net cash inflow from financing activities
(30)
1,902
1,872
(30)
815
785
-
1,902
1,902
Net increase in cash and cash equivalents
550
(294)
Non-cash exchange changes
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
-
233
783
4
523
233
434
-
229
663
-
815
815
173
-
56
229
34
THOR MINING PLC
Statements of Changes in Equity For the year ended 30 June 2021
Consolidated
Issued
share
capital
£'000
Share
premium
£'000
Retained
losses
£'000
Foreign
Currency
Translation
Reserve
£'000
Share
Based
Payment
Reserve
£'000
Merger
Reserve
£'000
Total
£'000
-
-
-
Balance at 1 July 2019 3,692 21,449 (15,513)
Loss for the period
(922)
Foreign currency
translation reserve
Total comprehensive
(loss) for the period
Transactions with owners in their capacity as owners
Shares issued
Cost of shares issued
Options exercised/lapsed
Options issued
At 30 June 2020
-
-
96
-
3,733 22,288 (16,339)
915
(76)
-
-
41
-
-
(922)
-
-
-
-
-
-
-
Balance at 1 July 2020 3,733 22,288 (16,339)
(2,104)
Loss for the period
Foreign currency
translation reserve
Total comprehensive
(loss) for the period
Transactions with owners in their capacity as owners
Shares issued
Cost of shares issued
Options exercised/lapsed
Options issued
At 30 June 2021
-
-
207
-
3,773 24,379 (18,236)
2,337
(246)
-
-
40
-
-
(2,104)
-
-
-
-
Company
-
-
Balance at 1 July 2019 3,692 21,449 (13,286)
Loss for the period
(752)
Total comprehensive
(loss) for the period
Transactions with owners in their capacity as owners
Shares issued
Cost of shares issued
Options exercised/lapsed
Options issued
At 30 June 2020
-
-
96
-
3,733 22,288 (13,942)
915
(76)
-
-
41
-
-
-
(752)
-
-
-
-
Balance at 1 July 2020 3,733 22,288 (13,942)
Loss for the period
(2,784)
Total comprehensive
(loss) for the period
Transactions with owners in their capacity as owners
Shares issued
Cost of shares issued
Options exercised/lapsed
Options issued
At 30 June 2021
-
-
207
-
3,773 24,379 (16,519)
2,337
(246)
-
-
40
-
-
-
(2,784)
-
-
35
2,084
-
405
-
359 12,476
(922)
-
160
160
-
-
-
-
2,244
2,244
-
(570)
(570)
-
-
-
-
1,674
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
405
405
-
-
-
-
-
-
-
405
405
-
-
-
160
(762)
-
-
(96)
12
956
(76)
-
12
275 12,606
275 12,606
- (2,104)
-
(570)
- (2,674)
2,377
-
(246)
-
-
(207)
246
246
314 12,309
359 12,619
(752)
-
-
-
(752)
-
-
-
-
405
405
-
-
-
(96)
12
956
(76)
-
12
275 12,759
275 12,759
- (2,784)
-
- (2,784)
-
-
-
-
405
2,377
-
(246)
-
-
(207)
246
246
314 12,352
THOR MINING PLC
Notes to the Accounts for the year ended 30 June 2021
1
Principal accounting policies
a) Authorisation of financial statements
The Group financial statements of Thor Mining PLC for the year ended 30 June 2021 were
authorised for issue by the Board on 30 September 2021 and the Balance Sheets signed on the
Board's behalf by Mark Potter and Ray Ridge. The Company's ordinary shares are traded on
the AIM Market operated by the London Stock Exchange,on the Australian Securities Exchange
and on the OTCQB market in the United States.
b) Statement of compliance with IFRS
The Consolidated Financial Statements of Thor Mining Plc (the “Group”) have been prepared in
accordance with International Accounting Standards (“IAS”) in conformity with the
requirements of the Companies Act 2006. These accounting policies comply with each IAS that
is mandatory for accounting periods ending on 30 June 2021.
c) Basis of preparation and Going Concern
The consolidated financial statements have been prepared on the historical cost basis, except
for the measurement of assets and financial instruments to fair value as described in the
accounting policies below, and on a going concern basis.
The financial report is presented in Sterling and all values are rounded to the nearest thousand
pounds (“£‘000”) unless otherwise stated.
The consolidated entity incurred a net loss before tax of £2,104,000 during the period ended
30 June 2021, and had a net cash outflow of £1,322,000 from operating and investing activities.
The consolidated entity continues to be reliant upon capital raisings for continued operations
and the provision of working capital.
The Group’s cash flow forecast for the 12 months ending 30 September 2022, highlight the fact
that the Company is expected to continue to generate negative cash flow over that period,
inclusive of the discretionary exploration spend. The Board of Directors are of the view that
the injection of funds into the Group during the next 12 months (refer Note 21), and are
confident that any further necessary funds will be raised in order for the Group to remain cash
positive for the whole period. If additional capital is not obtained, the going concern basis may
not be appropriate, with the result that the Group may have to realise its assets and extinguish
its liabilities, other than in the ordinary course of business and at amounts different from those
stated in the financial report.
For the above detailed reasons, the Directors believe there is a material uncertainty over the
Company’s status as a going concern. However, the Directors have a reasonable expectation
that the Company will be able to raise sufficient funding to allow it to cover its working capital
for a period of twelve months from the date of approval of the financial statements. It is for
this reason the financial statements have been prepared on a going concern basis, with no
adjustments in respect of the concerns of the Group’s ability to continue to operate under that
assumption.
d) Basis of consolidation
The consolidated financial statements comprise the financial statements of Thor Mining PLC and
its controlled entities. The financial statements of controlled entities are included in the
consolidated financial statements from the date control commences until the date control
ceases.
The Group applies the acquisition method of accounting to account for business combinations.
The consideration transferred for the acquisition of a subsidiary is the fair values of the assets
transferred, the liabilities incurred to the former owners of the acquiree and the equity interests
issued by the Group. The consideration transferred includes the fair value of any asset or liability
resulting from a contingent consideration arrangement. Identifiable assets acquired and
liabilities and contingent liabilities assumed in a business combination are measured initially at
their fair values at the acquisition date.
36
THOR MINING PLC
Acquisition-related costs are expensed as incurred unless they result from the issuance of
shares, in which case they are offset against the premium on those shares within equity.
The financial statements of subsidiaries are prepared for the same reporting period as the
parent company, using consistent accounting policies.
All intercompany balances and transactions have been eliminated in full.
e)
Intangible assets – deferred exploration costs
Exploration, evaluation and development expenditure incurred is accumulated in respect of each
identifiable area of interest. These costs are only carried forward to the extent that they are
expected to be recouped through the successful development of the area or where activities in
the area have not yet reached a stage which permits reasonable assessment of the existence
of economically recoverable reserves.
Exploration, evaluation and development expenditure are not amortised, as all areas of interest
remain in the pre-production phase.
Accumulated costs in relation to an abandoned area are written off in full against the income
statement in the year in which the decision to abandon the area is made.
A review is undertaken of each area of interest to determine the appropriateness of continuing
to carry forward costs in relation to that area of interest.
Restoration, rehabilitation and environmental costs necessitated by exploration and evaluation
activities are expensed as incurred and treated as exploration and evaluation expenditure.
Exploration and evaluation assets recorded at fair-value on acquisition
Exploration assets which are acquired are recognised at fair value. When an acquisition of an
entity whose only significant assets are its exploration asset and/or rights to explore, the
Directors consider that the fair value of the exploration assets is equal to the consideration.
Any excess of the consideration over the capitalised exploration asset is attributed to the fair
value of the exploration asset.
f)
Interest Revenue
Interest revenue is recognised as it accrues using the effective interest rate method.
g) Deferred taxation
Deferred income tax is provided on all temporary differences at the balance sheet date between
the tax bases of assets and liabilities and their carrying amounts for financial reporting
purposes.
Deferred income tax assets are recognised for all deductible temporary differences, carry-
forward of unused tax assets and unused tax losses, to the extent that it is probable that taxable
profit will be available against which the deductible temporary differences and the carry-forward
of unused tax credits and unused tax losses can be utilised.
Unrecognised deferred income tax assets are reassessed at each balance sheet date and are
recognised to the extent that it has become probable that future taxable profit will allow the
deferred tax asset to be recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to
apply to the year when the asset is realised or the liability is settled, based on tax rates (and
tax laws) that have been enacted or substantively enacted at the Balance Sheet date.
The amount of any claim received during the year from the Australian Government for eligible
exploration expenditure claimed as a Research & Development Tax Incentive is treated as an
offset or reduction of the deferred exploration costs. The amounts received in the year ended
30 June 2021 was A$171,000 (£98,000) (2020: A$221,000 (£124,000)).
37
THOR MINING PLC
h) Financial liabilities
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through
profit or loss, loans and borrowings, payables, or as derivatives designated as hedging
instruments in an effective hedge, as appropriate. All financial liabilities are recognised initially
at fair value and, in the case of loans and borrowings and payables, net of directly attributable
transaction costs.
Subsequent measurement
After initial recognition, trade and other payables are subsequently measured at amortised cost
using the EIR method. Gains and losses are recognised in the statement of profit or loss and
other comprehensive income when the liabilities are derecognised, as well as through the EIR
amortisation process.
Derecognition
A financial liability is derecognised when the associated obligation is discharged or cancelled or
expires.
i)
Foreign currencies
The Company’s functional currency is Sterling (“£”). Each entity in the Group determines its
own functional currency and items included in the financial statements of each entity are
measured using that functional currency. As at the reporting date the assets and liabilities of
these subsidiaries are translated into the presentation currency of Thor Mining PLC at the rate
of exchange ruling at the Balance Sheet date and their Income Statements are translated at
the average exchange rate for the year. The exchange differences arising on the translation
are taken directly to a separate component of equity.
All other differences are taken to the Income Statement with the exception of differences on
foreign currency borrowings, which, to the extent that they are used to finance or provide a
hedge against foreign equity investments, are taken directly to reserves to the extent of the
exchange difference arising on the net investment in these enterprises. Tax charges or credits
that are directly and solely attributable to such exchange differences are also taken to reserves.
j)
Share based payments
During the year the Group has provided share-based remuneration to service providers, in the
form of share options. For further information refer to Note 16.
The cost of equity-settled transactions is measured by reference to the fair value of the services
provided. If a reliable estimate cannot be made, the fair value of the Options granted is based
on the Black-Scholes model.
In valuing equity-settled transactions, no account is taken of any performance conditions, other
than conditions linked to the price of the shares of Thor Mining PLC (market conditions) if
applicable.
The cost of equity-settled transactions is recognised, together with a corresponding increase in
equity, over the period in which the performance and/or service conditions are fulfilled, ending
on the date on which the relevant holders become fully entitled to the award (the vesting
period).
The cumulative expense recognised for equity-settled transactions at each reporting date until
vesting date reflects (i) the extent to which the vesting period has expired and (ii) the Group’s
best estimate of the number of equity instruments that will ultimately vest. No adjustment is
made for the likelihood of market performance conditions being met as the effect of these
conditions is included in the determination of fair value at grant date. The Income Statement
charge or credit for a period represents the movement in cumulative expense recognised as at
the beginning and end of that period.
No expense is recognised for awards that do not ultimately vest, except for awards where
vesting is only conditional upon a market condition.
38
THOR MINING PLC
If the terms of an equity-settled award are modified, as a minimum an expense is recognised
as if the terms had not been modified. In addition, an expense is recognised for any modification
that increases the total fair value of the share-based payment arrangement, or is otherwise
beneficial to the holder, as measured at the date of modification.
If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation,
and any expense not yet recognised for the award is recognised immediately. However, if a
new award is substituted for the cancelled award and designated as a replacement award on
the date that it is granted, the cancelled and new award are treated as if they were a
modification of the original award, as described in the previous paragraph.
k) Share based payments reserve
This reserve is used to record the value of equity benefits provided to employees, consultants
and directors as part of their remuneration and provided to consultants and advisors hired by
the Group from time to time as part of the consideration paid. The reserve is reduced by the
value of equity benefits which have lapsed during the year.
l)
Cash and cash equivalents
Cash and short-term deposits in the Balance Sheet comprise cash at bank and in hand and
short-term deposits with an original maturity of three months or less.
For the purposes of the Cash Flow Statement, cash and cash equivalents consist of cash and
cash equivalents as defined above, net of outstanding bank overdrafts.
m) Financial assets
Loans and Receivables
Classification and receivables are non-derivative financial assets with fixed or determinable
payments that are not quoted in an instrument level.
The Group’s and Company’s business model for managing financial assets refers to how it
manages its financial assets in order to generate cash flows. The business model determines
whether cash flows will result from collecting contractual cash flows, selling the financial assets,
or both.
Subsequent measurement
For purposes of subsequent measurement, financial assets are classified in four categories:
•
•
•
•
financial assets at amortised cost (debt instruments);
financial assets at fair value through OCI with recycling of cumulative gains and losses
(debt instruments);
financial assets designated at fair value through OCI with no recycling of cumulative gains
and losses upon derecognition (equity instruments); and
financial assets at fair value through profit or loss.
Financial assets at amortised cost (debt instruments)
This category is the most relevant to the Group and Company. The Group and Company
measure financial assets at amortised cost if both of the following conditions are met:
•
•
the financial asset is held within a business model with the objective to hold financial assets
in order to collect contractual cash flows; and
the contractual terms of the financial asset give rise on specified dates to cash flows that
are solely payments of principal and interest on the principal amount outstanding.
Financial assets at amortised cost are subsequently measured using the effective interest rate
(“EIR”) method and are subject to impairment. Interest received is recognised as part of finance
income in the statement of profit or loss and other comprehensive income. Gains and losses
are recognised in profit or loss when the asset is derecognised, modified or impaired. The
Group’s and Company’s financial assets at amortised cost include trade and other receivables
(not subject to provisional pricing) and cash and cash equivalents.
39
THOR MINING PLC
Financial assets at fair value through profit or loss
The group classifies the following financial assets at fair value through profit or loss (FVPL):
• debt instruments that do not qualify for measurement at either amortised cost (see Note
8(c)) or FVOCI.
Derecognition
A financial asset is primarily derecognised when:
•
•
the rights to receive cash flows from the asset have expired; or
the Group and Company have transferred their rights to receive cash flows from the asset
or has assumed an obligation to pay the received cash flows in full without material delay
to a third party under a ‘pass-through’ arrangement; and either (a) the Group and Company
have transferred substantially all the risks and rewards of the asset, or (b) the Group and
Company have neither transferred nor retained substantially all the risks and rewards of
the asset, but has transferred control of the asset.
Trade receivables, which generally have 30 day terms, are recognised and carried at original
invoice amount less an allowance for any uncollectible amounts.
An allowance for doubtful debts is made when there is objective evidence that the Group will
not be able to collect the debts. Bad debts are written off when identified.
n)
Investments
Investments in subsidiary undertakings are stated at cost less any provision for impairment in
value, prior to their elimination on consolidation.
Investments in associates are initially recognised at cost and subsequently accounted for using
the equity method “Equity accounted investments”. Any goodwill or fair value adjustment
attributable to the Group’s share in the associate is not recognised separately and is included
in the amount recognised as investment in associate. The carrying amount of the investment
in associates is increased or decreased to recognise the Group’s share of the profit or loss and
other comprehensive income of the associate, adjusted where necessary to ensure consistency
with the accounting policies of the Group. Unrealised gains and losses on transactions between
the Group and its associates are eliminated to the extent of the Group’s interest in those
entities. Where unrealised losses are eliminated, the underlying asset is also tested for
impairment.
o) Merger reserve
The difference between the fair value of an acquisition and the nominal value of the shares
allotted in a share exchange have been credited to a merger reserve account, in accordance
with the merger relief provisions of the Companies Act 2006 and accordingly no share premium
for such transactions is set-up. Where the assets acquired are impaired, the merger reserve
value is reversed to retained earnings to the extent of the impairment.
p) Property, plant and equipment
Plant and equipment are stated at cost less accumulated depreciation and any accumulated
impairment losses. Land is measured at fair value less any impairment losses recognised after
the date of revaluation.
Depreciation is provided on all tangible assets to write off the cost less estimated residual value
of each asset over its expected useful economic life on a straight-line basis at the following
annual rates:
Land (including option costs) – Nil
Plant and Equipment – between 5% and 25%
All assets are subject to annual impairment reviews.
40
THOR MINING PLC
q)
Impairment of assets
The Group assesses at each reporting date whether there is an indication that an asset may be
impaired. If any such indication exists, or when annual impairment testing for an asset is
required, the Group makes an estimate of the asset’s recoverable amount. An asset’s
recoverable amount is the higher of its fair value less costs to sell and its value in use and is
determined for an individual asset, unless the asset does not generate cash inflows that are
largely independent of those from other assets or Groups of assets and the asset's value in use
cannot be estimated to be close to its fair value. In such cases the asset is tested for impairment
as part of the cash-generating unit to which it belongs. When the carrying amount of an asset
or cash-generating unit exceeds its recoverable amount, the asset or cash-generating unit is
considered impaired and is written down to its recoverable amount.
In assessing value in use, the estimated future cash flows are discounted to their present value
using a pre-tax discount rate that reflects current market assessments of the time value of
money and the risks specific to the asset. Impairment losses relating to continuing operations
are recognised in those expense categories consistent with the function of the impaired asset
unless the asset is carried at its revalued amount (in which case the impairment loss is treated
as a revaluation decrease).
An assessment is also made at each reporting date as to whether there is any indication that
previously recognised impairment losses may no longer exist or may have decreased. If such
indication exists, the recoverable amount is estimated. A previously recognised impairment loss
is reversed only if there has been a change in the estimates used to determine the asset’s
recoverable amount since the last impairment loss was recognised. If that is the case the
carrying amount of the asset is increased to its recoverable amount.
That increased amount cannot exceed the carrying amount that would have been determined,
net of depreciation, had no impairment loss been recognised for the asset in prior years. Such
reversal is recognised in the Income Statement unless the asset is carried at its revalued
amount, in which case the reversal is treated as a revaluation increase. After such a reversal
the depreciation charge is adjusted in future periods to allocate the asset’s revised carrying
amount, less any residual value, on a systematic basis over its remaining useful life.
r)
Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow of resources embodying economic benefits
will be required to settle the obligation and a reliable estimate can be made of the amount of
the obligation.
When the Group expects some or all of a provision to be reimbursed, for example under an
insurance contract, the reimbursement is recognised as a separate asset but only when the
reimbursement is virtually certain. The expense relating to any provision is presented in the
Income Statement net of any reimbursement.
If the effect of the time value of money is material, provisions are discounted using a current
pre-tax rate that reflects the risks specific to the liability.
s)
Loss per share
Basic loss per share is calculated as loss for the financial year attributable to members of the
parent, adjusted to exclude any costs of servicing equity (other than dividends) and preference
share dividends, divided by the weighted average number of ordinary shares, adjusted for any
bonus element.
Diluted loss per share is calculated as loss for the financial year attributable to members of the
parent, adjusted for:
•
•
•
costs of servicing equity (other than dividends) and preference share dividends;
the after tax effect of dividends and interest associated with dilutive potential ordinary
shares that have been recognised as expenses; and
other non-discretionary changes in revenues or expenses during the period that would
result from the dilution of potential ordinary shares;
41
THOR MINING PLC
divided by the weighted average number of ordinary shares and dilutive potential ordinary
shares, adjusted for any bonus element.
t)
Share based payments reserve
This reserve is used to record the value of equity benefits provided to employees, consultants
and directors as part of their remuneration and provided to consultants and advisors hired by
the Group from time to time as part of the consideration paid. The reserve is reduced by the
value of equity benefits which have lapsed during the year.
u) Foreign currency translation reserve
The foreign currency translation reserve is used to record exchange differences arising from the
translation of the financial statements of foreign subsidiaries.
v)
Lease accounting
The Company as Lessee
At the inception of a contract, the Group assesses if the contract is a lease or contains a lease.
If there is a lease present, a right-of-use asset and a corresponding lease liability are recognised
by the Group where the Group is a lessee. However, all contracts that are classified as short-
term leases (ie a lease with a term of 12 months or less) and leases of low-value assets are
recognised as an operating expense on a straight-line basis over the term of the lease.
Initially the lease liability is measured at the present value of the lease payments still to be
paid at the commencement date. The lease payments are discounted at the interest rate implicit
in the lease. If this rate cannot be readily determined, the Group uses the incremental borrowing
rate.
Lease payments included in the measurement of the lease liability are as follows:
•
fixed lease payments less any lease incentives;
• variable lease payments that depend on an index or rate, initially measured using the
index or rate at the commencement date;
•
•
•
the amount expected to be payable by the lessee under residual value guarantees;
the exercise price of purchase options, if the lessee is reasonably certain to exercise the
options;
lease payments under extension options, if the lessee is reasonably certain to exercise
the options; and
• payments of penalties for terminating the lease, if the lease term reflects the exercise
of an option to terminate the lease.
The right-of-use assets comprise the initial measurement of the corresponding lease liability,
any lease payments made at or before the commencement date and any initial direct costs.
The subsequent measurement of the right-of-use assets is at cost less accumulated
depreciation and impairment losses.
Right-of-use assets are depreciated over the lease term or useful life of the underlying asset,
whichever is the shortest.
Where a lease transfers ownership of the underlying asset or the cost of the right-of-use asset
reflects that the Group anticipates to exercise a purchase option, the specific asset is
depreciated over the useful life of the underlying asset.
The Company’s weighted average incremental borrowing rate applied to the lease liabilities is
4.58%.
The Company as Lessor
As the Group has no contracts as a lessor, the provisions of IFRS 16 relating accounting for
lease contracts as a lessor are not applicable.
42
THOR MINING PLC
w) Held for sale assets
Non-current assets classified as held for sale are presented separately and measured at the
lower of their carrying amounts immediately prior to their classification as held for sale and
their fair value less costs to sell.
However, some held for sale assets such as financial assets or deferred tax assets, continue to
be measured in accordance with the Group’s relevant accounting policy for those assets. Once
classified as held for sale, the assets are not subject to depreciation or amortisation. Any profit
or loss arising from the sale of a discontinued operation or its remeasurement to fair value less
costs to sell is presented as part of a single line item, profit or loss from discontinued operations.
x) New standards, amendments and interpretations not yet adopted
The group has adopted the following amendments as at 30 June 2021:
- Covid-19-Related Rent Concessions beyond 30 June 2021 - Amendment to IFRS 16
Standards, amendments and interpretations that are in issue but not yet effective and have not
been early adopted are as follows:
- Interest Rate Benchmark Reform – Phase 2 – Amendments to - IFRS 9, IAS 39, IFRS 7, IFRS
4 and IFRS 16
At the date on which these Financial Statements were authorised, there were no Standards,
Interpretations and Amendments which had been issued but were not effective for the year
ended 30 June 2021 that are expected to materially impact the Group’s Financial Statements.
y) Critical accounting estimates and judgements
The preparation of the Financial Statements in conformity with IFRS requires management to
make estimates and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial statements and the
reported amount of expenses during the period. Actual results may vary from the estimates
used to produce these Financial Statements.
Estimates and judgements are regularly evaluated and are based on historical experience and
other factors, including expectations of future events that are believed to be reasonable under
the circumstances.
Items subject to such estimates and assumptions, that have a significant risk of causing a
material adjustment to the carrying amounts of assets and liabilities within the next financial
years, include but are not limited to:
•
Impairment of intangible assets – exploration and evaluation costs (Note 7)
The group assesses impairment at each reporting date by evaluating conditions specific
to the group that may lead to impairment of exploration and evaluation assets. Where
an impairment trigger exists, the recoverable amount of the asset is determined.
The group capitalises expenditure relating to exploration and evaluation where it is
considered likely to be recoverable or where the activities have not reached a stage
which permits a reasonable assessment of the existence of reserves. While there are
certain areas of interest from which no reserves have been extracted, the Directors are
of the continued belief that such expenditure should not be written off since feasibility
studies in such areas have not yet concluded.
• Share based payment transactions (refer Note 16)
43
THOR MINING PLC
2.
Segmental analysis – Group
Operating segments are reported in a manner consistent with the internal reporting provided to the
chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating
resources and assessing performance of the operating segments, has been identified as the Board of
Directors that makes strategic decisions.
The Group’s operations are located Australia and the United States of America, with the head office
located in the United Kingdom. The main tangible assets of the Group, cash and cash equivalents,
are held in the United States of America and Australia. The Board ensures that adequate amounts
are transferred internally to allow all companies to carry out their operational on a timely basis.
The Directors are of the opinion that the Group is engaged in a single segment of business being the
exploration for commodities. The Group currently has two geographical reportable segments – United
States of America and Australia.
Year ended 30 June 2021
Revenue
Sundry Income
Profit/(loss) on sale investments
Total Segment Expenditure
(Loss) from Ordinary Activities
before Income Tax
Income Tax (Expense)
Retained (loss)
Assets and Liabilities
Segment assets
Corporate assets
Total Assets
Segment liabilities
Corporate liabilities
Total Liabilities
£'000
Head office/
Unallocated
£'000
£'000
£'000
Australia United States Consolidated
63
222
(650)
(365)
-
(365)
-
685
685
-
(33)
(33)
-
-
-
-
63
222
(303)
(1,436)
(2,389)
(303)
-
(303)
10,900
-
10,900
(293)
-
(293)
(1,436)
(2,104)
-
-
(1,436)
(2,104)
1,050
-
1,050
-
-
-
11,950
685
12,635
(293)
(33)
(326)
Net Assets
652
10,607
1,050
12,309
44
THOR MINING PLC
2. Revenue and segmental analysis – Group (continued)
Year ended 30 June 2020
Revenue
Sundry Income
Total Segment Expenditure
(Loss) from Ordinary Activities
before Income Tax
Income Tax (Expense)
Retained (loss)
Assets and Liabilities
Segment assets
Corporate assets
Total Assets
Segment liabilities
Corporate liabilities
Total Liabilities
Net Assets
3.
Expenses by nature
£'000
Head office/
Unallocated Australia
£'000
£'000
£'000
United States Consolidated
40
(347)
(307)
-
(307)
-
258
258
-
(39)
(39)
219
-
(592)
(592)
-
(592)
10,081
-
10,081
(364)
-
(364)
9,717
-
(23)
(23)
-
(23)
40
(962)
(922)
-
(922)
2,670
-
12,751
258
2,670
13,009
-
-
-
-
(364)
(39)
(403)
12,606
Items of expenditure not otherwise disclosed on
the Statement of Comprehensive Income:
Depreciation
Auditors’ remuneration – audit services
Auditors’ remuneration – non audit services
Directors emoluments – fees and salaries
Other employee and contractor costs
Director and employees costed to exploration
American Vanadium due diligence & exclusivity fee
Listing costs (ASX, AIM, registry, investor
relations)
2021
£’000
2020
£’000
38
35
-
360
248
(199)
-
37
27
-
290
91
(143)
77
320
248
Legal costs
Auditors’ remuneration for audit services above includes £28,200 (2020: £18,000) to PKF Littlejohn for the audit
of the Company and Group. Remuneration to BDO for the audit of the Australian subsidiaries was £11,788
(2020: £8,822).
20
49
45
THOR MINING PLC
4. Directors and executive disclosures – Group
All Directors are appointed under the terms of a Directors letter of appointment. Each appointment,
with the exception of executive Directors, Mr Bradey (retired 29 October 2020) and Ms Nicole
Galloway Warland (appointed 21 April 2021), provides for annual fees of Australian dollars $40,000
for services as Directors. This annual fee increased to $50,000 from 1 October 2020. In the case of
Australian base Directors this annual fee is inclusive of 9.5% (10% from 1 July 2021) as a company
contribution to Australian statutory superannuation schemes. The agreement allows for any services
supplied by any Directors, other than Mr Bradey and Ms Nicole Galloway Warland, to the Company
and any of its subsidiaries in excess of two days in any calendar month, can be invoiced to the
Company at market rate, currently at A$1,000 per day, other than Mr Michael Billing having been at
a rate of A$1,200 per day.
Ms Galloway Warland receives an annual full time salary of $220,000 plus $22,000 in superannuation
benefits in her role as Managing Director. Ms Galloway Warland does not receive additional
remuneration as a Director. Prior to her appointment as Managing Director on 21 April 2021, Ms
Galloway Warland received an annual salary of $190,000 plus $19,000 in superannuation benefits in
her role as Exploration Manager.
Mr Richard Bradey (retired 29 October 2020) received an annual full time equivalent salary of
$217,000 plus $21,000 in superannuation benefits in his role as Exploration Manager. Mr Bradey did
not receive additional remuneration as a Director.
(a) Details of Key Management Personnel (KMP) during the year ended 30 June 2021
(i) Chairman and Chief Executive Officer
Michael Billing
(ii) Directors
Executive Chairman and Chief Executive Officer (Retired as
CEO 21 April 2021, and retired as a Director 3 September
2021)
Nicole Galloway Warland
Mark Potter
Managing Director (appointed 21 April 2021)
Non-Executive Director (appointed Chair 13 September
Mark McGeough
Richard Bradey
Non-Executive Director
Executive Director (retired 29 October 2020)
2021)
(iii) Executives
Ray Ridge
Stephen Ronaldson
CFO/Company Secretary (Australia)
Company Secretary (UK)
(b) Compensation of Key Management Personnel
Compensation Policy
The compensation policy is to provide a fixed remuneration component and a specific equity related
component. There is no separation of remuneration between short term incentives and long term
incentives. The Board believes that this compensation policy is appropriate given the stage of
development of the Company and the activities which it undertakes and is appropriate in aligning
director and executive objectives with shareholder and businesses objectives.
The compensation policy, setting the terms and conditions for the executive Directors and other
executives, has been developed by the Board after seeking professional advice and taking into
account market conditions and comparable salary levels for companies of a similar size and operating
in similar sectors. Executive Directors and executives receive either a salary or provide their services
via a consultancy arrangement. Directors and executives do not receive any retirement benefits other
than compulsory Superannuation contributions where the individuals are directly employed by the
Company or its subsidiaries in Australia. All compensation paid to Directors and executives is valued
at cost to the Company and expensed.
The Board policy is to compensate non-executive Directors at market rates for comparable companies
for time, commitment and responsibilities. The Board determines payments to the non-executive
Directors and reviews their compensation annually, based on market practice, duties and
accountability. Independent external advice is sought when required. The maximum aggregate
amount of fees that can be paid to Directors is subject to approval by shareholders at a General
Meeting. Fees for non-executive Directors are not linked to the performance of the economic entity.
46
THOR MINING PLC
However, to align Directors’ interests with shareholder interests, the Directors are encouraged to
hold shares in the Company and may receive options.
30 June 2021
Directors: 1
Paid/Payable in
cash
£’000
Shares 4
£’000
Total Salary
& Fees
Options 5
Total
£’000
£’000
£’000
Mark Potter
Nicole Galloway Warland 3
Mark McGeough
Michael Billing
Richard Bradey 2
Key Personnel: 1
Ray Ridge
24
90
19
121
82
50
12
6
6
-
-
36
90
25
127
82
50
14
20
-
14
14
50
110
25
141
96
13
63
1 As at 30 June 2021 amounts of £94,328, £6786, £6786 and £7,203, remained unpaid to Messrs Billing, Potter,
McGeough and Ridge respectively.
2 Retired 29 October 2020.
3 Appointed as Exploration Manager on 1 October 2020 and appointed Managing Director 21 April 2021.
Remuneration in the above table for Ms Galloway Warland includes the period as Exploration Manager and
Managing Director, as both are considered KMP roles.
4 Messrs Billing and McGeough elected to receive 50% of their gross directors’ fees for the 6 months to 31
December 2020 by Thor shares in lieu of cash payment. Mr Potter elected to receive 100% of his directors’
fees for the 6 months to 31 December 2020 by Thor shares in lieu of cash payment. Following shareholder
approval on 25 November 2020, 661,765 ordinary shares were issued on 27 November 2020, to each of
Messrs Billing and McGeough in lieu of $11,250 in directors fees owing to each and 1,323,529 ordinary shares
were issued to Potter in lieu of $22,500 in directors fees owing.
5 Following shareholder approval, 8,000,000 unlisted Options were granted to each of Messrs Potter, Billing
and Bradey on 8 July 2020 (exercise price $0.0095, expiring 8 July 2023). These options were valued at
£0.00172 per option using the Black-Scholes method. Unlisted options were granted under the Company’s
Employee Share Option Plan on 29 September 2020 to Ms Galloway Warland (4,000,000 options) and Mr
Ridge (2,500,000 options). These options were valued at £0.00509 per option using the Black-Scholes
method.
30 June 2020
Directors: 1
Michael Billing5
Mark Potter4,5
Richard Bradey3
David Thomas2
Alastair Middleton2
Key Personnel: 1
Ray Ridge1
Paid/Payable in
cash
£’000
Shares
£’000
Total Salary
& Fees
Options
Total
£’000
£’000
£’000
131
21
112
15
11
40
-
-
-
-
-
-
131
21
112
15
11
40
-
-
-
-
-
-
131
21
112
15
8
40
1 As at 30 June 2020 amounts of £101,692, £5,329, and £13,406, remained unpaid to Messrs Billing, Potter,
and Ridge respectively.
2 Retired 29 November 2019.
3 Mr Bradey receives a salary as an executive of the Company, and does not receive any additional fees as a
Director.
4 Appointed 27 August 2019.
47
THOR MINING PLC
5 Messrs Billing and Potter elected to receive 50% of their directors fees for the 6 months to 30 June 2020 by
Thor shares in lieu of cash payment. Following shareholder approval on 7 July 2020, 1,587,302 ordinary
shares were issued on 9 July 2020, to each of Messrs Billing and Potter in lieu of $10,000 in directors fees
owing to each.
(c) Compensation by category
Group
Key Management Personnel
Short-term (cash)
Short-term (shares)
Share Option charges
Post-employment
2021
£’000
371
24
75
15
485
2020
£’000
317
-
-
13
330
(d) Equity and rights over equity instruments granted as remuneration
Messrs Billing and Potter elected to receive 50% of their directors fees for the 6 months to 30 June
2020 by Thor shares in lieu of cash payment. Following shareholder approval on 7 July 2020,
1,587,302 ordinary shares were issued on 9 July 2020, to each of Messrs Billing and Potter in lieu of
$10,000 in directors fees owing to each. The remuneration expense was recognised in the year
ended 30 June 2020.
Messrs Billing and McGeough elected to receive 50% of their gross directors’ fees for the 6 months
to 31 December 2020 by Thor shares in lieu of cash payment. Mr Potter elected to receive 100% of
his directors’ fees for the 6 months to 31 December 2020 by Thor shares in lieu of cash payment.
Following shareholder approval on 25 November 2020, 661,765 ordinary shares were issued on 27
November 2020, to each of Messrs Billing and McGeough in lieu of $11,250 in directors fees owing
to each and 1,323,529 ordinary shares were issued to Potter in lieu of $22,500 in directors fees
owing.
Following shareholder approval, 8,000,000 unlisted Options were granted to each of Messrs Potter,
Billing and Bradey on 8 July 2020 (exercise price $0.0095, expiring 8 July 2023). These options were
valued at £0.00172 per option using the Black-Scholes method.
Unlisted options were granted under the Company’s Employee Share Option Plan on 29 September
2020 to Ms Galloway Warland (4,000,000 options) and Mr Ridge (2,500,000 options). These options
were valued at £0.00509 per option using the Black-Scholes method.
(e) Options holdings of Key Management Personnel
The movement during the reporting period in the number of options over ordinary shares in Thor
Mining PLC held, directly, indirectly or beneficially, by key management personnel, including their
personally related entities, is as follows:
Held at
30/6/20 or
appointment
date
Options
Granted
(Note A)
Options
Granted
(Note B)
Options
Granted
(Note C)
Options
Lapsed
Options
Exercised
(Note D)
Held at
30/6/21 or
retirement
date
Vested and
exercisable
at 30/6/21
4,500,000 8,000,000 2,250,000
- (4,500,000) (1,000,000)
9,250,000 9,250,000
Key Management
Personnel
Michael Billing
Nicole Galloway
Warland
Mark Potter
Mark McGeough
-
-
- 4,000,000
- 8,000,000
-
-
-
416,667
-
-
-
Richard Bradey
8,000,000 8,000,000 1,000,000
Ray Ridge
Notes:
-
-
- 2,500,000
-
-
-
-
-
-
-
4,000,000
4,000,000
8,000,000
8,000,000
(416,667)
-
-
- 17,000,000 17,000,000
-
2,500,000
2,500,000
A. Options granted to Directors on 8 July 2020.
B. Options granted as participation in capital raisings on the same terms as external placees. 1,000,000 listed options to
Mr Billing and 1,000,000 listed options to Mr Bradey on 8 July 2020. 1,250,000 unlisted options to Mr Billing and
416,667 unlisted options to Mr McGeough on 23 October 2020.
C. Options issued under the Company’s Employee Share Option Plan on 29 September 2020.
48
THOR MINING PLC
D. Mr Billing exercised 1,000,000 listed options on 28 May 2021. Mr McGeough exercised 416,667 listed options on 2
December 2020. The exercise price of both options was £0.01 per share.
Key Management
Personnel
Held at
30/6/19 or
appointment
date
Options
Lapsed
(Note A)
Options
Lapsed
(Note B)
Options
Lapsed
(Note C)
Held at
30/6/20 or
retirement
date
Vested and
exercisable
at 30/6/20
Michael Billing
14,500,000 (7,000,000) (3,000,000)
Mark Potter
-
-
-
-
-
4,500,000
4,500,000
-
-
Richard Bradey
9,500,000
-
- (1,500,000)
8,000,000 3,000,000
David Thomas1
9,500,000 (4,000,000)
Alastair Middleton1
5,500,000
1 Balances held at the date of retirement (29 November 2019).
-
-
-
-
5,500,000
5,500,000
-
5,500,000
5,500,000
Notes:
A. Options lapsed on 26 July 2019.
B. Options lapsed 31 March 2020.
C. Options lapsed 27 June 2020.
No options held by Directors or specified executives are vested but not exercisable, except as set
out above.
(f) Other transactions and balances with related parties
Specified Directors
Transaction
Note
Michael Billing
Mark Potter
Mark Potter
David Thomas
Consulting Fees
Directors Fees
Consulting Fees
Consulting Fees
(i)
(ii)
(iii)
(iii)
2021
£’000
101
-
10
-
2020
£’000
111
17
4
6
(i)
(ii)
The Group used the consulting services of MBB Trading Pty Ltd a company of which Mr Michael
Billing is a shareholder and Director. Services were provided as Executive Chairman.
Through to 31 December 2020 Mark Potter was engaged as a Director through Kiran Capital, a
company of which Mr Mark Potter is a shareholder and Director. No fees were payable for the six
months ending 31 December 2020, as Shares were issued directly to Mr Potter in lieu of Directors
fees. From 1 January 2021, Mr Potter is directly engaged as a Director.
(iii) Mark Potter provides any additional consulting fees through Kiran Capital.
(iv) The Group used the services of Thomas Family Trust with whom Mr David Thomas has a contractual
relationship (prior to date of retirement on 29 November 2019).
Amounts were billed based on normal market rates for such services and were due and payable under
normal payment terms. These amounts paid to related parties of Directors are included as Salary &
Fees in Note 4(b).
49
THOR MINING PLC
5.
Taxation - Group
Analysis of charge in year
Tax on profit on ordinary activities
Factors affecting tax charge for year
2021
£’000
2020
£’000
-
-
-
-
The differences between the tax assessed for the year and the standard rate of corporation tax are
explained as follows:
Loss on ordinary activities before tax
Effective rate of corporation tax in the UK
2021
£’000
(2,104)
2020
£’000
(922)
24.4%
24.4%
Loss on ordinary activities multiplied by the standard rate of corporation tax
(513)
(225)
Effects of:
Future tax benefit not brought to account
Current tax charge for year
513
-
225
-
No deferred tax asset has been recognised because there is insufficient evidence of the timing of
suitable future profits against which they can be recovered.
6.
Loss per share
Loss for the year (£ 000’s)
2021
(2,104)
2020
(922)
Weighted average number of Ordinary shares in issue
1,497,215,458 990,413,655
Loss per share (pence) – basic
(0.14)p
(0.09)p
The basic loss per share is derived by dividing the loss for the period attributable to ordinary
shareholders by the weighted average number of shares in issue.
As the inclusions of the potential Ordinary Shares would result in a decrease in the loss per share
they are considered to be anti-dilutive and as such not included.
50
THOR MINING PLC
Intangible fixed assets – Group
7.
Deferred exploration costs
Cost
At 1 July
Exploration expenditure
Acquisitions 1
Disposals
Exchange gain/(loss)
Exploration written off 2
Transfers to held for sale assets (note 7a)
At 30 June
Amortisation
At 1 July and 30 June
Write-off exploration tenements previously impaired
Balance
Impairment for period
Exchange gain
At 30 June
£'000
2021
£'000
2020
12,252
11,688
612
310
-
(554)
(1,450)
(1,050)
469
-
-
154
(59)
10,120
12,252
-
-
-
-
-
-
-
-
-
-
-
-
Net book value at 30 June
10,120
12,252
The Directors undertook an assessment of the following areas and circumstances that could indicate
the existence of impairment:
• The Group’s right to explore in an area has expired, or will expire in the near future without
renewal;
• No further exploration or evaluation is planned or budgeted for;
• A decision has been taken by the Board to discontinue exploration and evaluation in an area
due to the absence of a commercial level of reserves; or
• Sufficient data exists to indicate that the book value will not be fully recovered from future
development and production.
In the year ended 30 June 2021, this impairment assessment resulted in an impairment expense of
Nil (2020: Nil), and deferred exploration costs written off $1,450,000 (2020: $59,000) as detailed
further below.
1 Acquisitions
During the year ended 30 June 2021, the Group completed three acquisitions:
• £140,000 for the acquisition of 100% of the shares in American Vanadium Pty Ltd (AV), a
private Australian company (refer ASX Announcement 10 September 2020). AV holds a
100% interest in Uranium and Vanadium projects in the US States of Colorado and Utah, held
through two US subsidiaries. The acquisition price comprised an initial issue of 24,000,000
Ordinary Shares in Thor on 15 September 2020, and a further issue of 18,000,000 Ordinary
Shares in Thor on 10 November 2020 upon the achievement of the first milestone relating to
15 or more samples from three of more adits/shafts at Radium Mountain & Wedding Bell
prospects returning grades greater than or equal to 0.1% U3O8, or 1.0% V2O5, or equivalent
within six months of execution of the acquisition agreement. Both share issues were at an
agreed price per Ordinary Share of A$0.006.
51
THOR MINING PLC
As part of AVU acquisition agreement, two further payments are required through the issue
of up to 84 million Ordinary Shares in Thor at an agreed price of A$0.006 per Ordinary Share,
subject to the achievement of the following project milestones:
o A$252,000 through the issue of 42,000,000 Ordinary Shares on drilling ore grade
intercepts from at least three holes from any deposits within the licences, at a product
of grade and thickness of >= 0.4% U3O8, or equivalent. For example, 4 million tonnes
@ 1,000ppm U3O8 or 1 million tonnes @ 4,000ppm U3O8.
o A$252,000 through the issue of 42,000,000 Ordinary Shares on reporting a mineral
resource in either the inferred, indicated or measured category (reported in accordance
with the JORC Code, 2012 Edition) of, or equivalent* to 5 million tonnes @ >= 0.1%
U3O8, or 1.0% V2O5, or equivalent.
• £17,000 being the initial cash payment under the binding term sheet for Thor to acquire an
interest in the oxide mineral rights from Spencer Metals Pty Ltd (Spencer) over the Alford East
copper-gold project, located on the Yorke Peninsula, South Australia. Under the term sheet,
Thor is to acquire an interest up to 80% over two stages directly in the project:
Stage 1: Thor can earn a 51% interest by funding A$500,000 expenditure over 2 years to 11
November 2022, and for additional consideration of A$250,000 in fully paid Thor shares,
issued at the 5 day ASX VWAP (volume weighted average price) on the date immediately prior
to allotment, together with two free attaching options per share issued, exercisable at $0.03
within 5 years from the date of issue (stage 1 expenditure); and
Stage 2: Earn a further 29% interest (80% in total) by funding an additional A$750,000 of
expenditure over a subsequent 2 years to 11 November 2024 and for additional consideration
of A$250,000 in fully paid Thor shares, issued at the 5 day ASX VWAP on the date immediately
prior to allotment and two free attaching options per share issued, exercisable at a$0.03
within years from the date of issue (stage 2 expenditure). If Thor does not proceed with the
Stage 2 earn-in, then its interest in the project is relinquished.
Upon Thor completing the acquisition of an 80% interest in the project, Spencer will hold a
free carried 20% interest in the project, until a decision to mine.
The parties have agreed to use reasonable commercial endeavours to negotiate and execute
a formal Joint Venture agreement for the development and operation of a mine and associated
facilities within 60 days from the end of Stage 2.
• £153,000 for the acquisition of two additional exploration licences adjacent the Company’s
existing Ragged Range licences in the Pilbara region of Western Australia (refer ASX
announcement 15 January 2021). Consideration comprised:
o 12,500,000 Ordinary Shares valued at £120,000 based on the ASX closing price of
$0.017 (1.7 cents), and an the AUD:GBP exchange rate of 0.5682, the day prior to
execution of the purchase agreement.
o 8,333,000 unlisted options with an exercise price of $0.03 (3 cents) and expiring 10
November 2022. The value of the options was estimated as £33,000 using the Black-
Scholes method (refer Note 16).
2 Exploration written off
Deferred exploration costs of £1,450,000 were written-off, relating to tenements relinquished during
the year £27,000 and £1,423,000 in relation to the write-down of the Pilot Mountain project in the
United States of America. The Pilot Mountain project was written down to a carrying value of
£1,050,000 based on the negotiated value for the sale of the project, subject to a due diligence
period (refer subsequent events Note 21). The carrying value of £1,050,000 for the project was
reclassified to Held for sale assets, refer note 7a below). [In the prior year ended 30 June 2020, the
write-down of £59,000 predominantly related to two Molyhil tenements not required for the Molyhil
project £56,000. The remaining £3,000 related to one of the tenements relinquished by the
subsidiary company, Hamersley Metals Pty Ltd.]
52
THOR MINING PLC
7a. Held for sale assets
Opening Balance
Transfers from exploration and evaluation assets
£'000
2021
-
1,050
1,050
£'000
2020
-
-
-
The Directors of Thor Mining Plc have undertaken a strategic divestment and entered into an Option
Agreement with Power Metal Resources Plc to divest the Pilot Mountain Tungsten Project in Nevada
USA (refer subsequent events Note 21) in line with their focus on core copper and gold projects.
Accordingly, the carrying value of the investment has been reclassified in the Statement of
Financial Position from ‘Intangible assets - deferred exploration costs; to ‘Held for sale assets’ as at
30 June 2021.
8.
Investments
The Company holds 20% or more of the share capital of the following companies:
Company
Molyhil Mining Pty Ltd 1
Hale Energy Limited
Black Fire Industrial Minerals Pty Ltd 2
Industrial Minerals (USA) Pty Ltd 3
Pilot Metals Inc 4
BFM Resources Inc 5
Hamersley Metals Pty Ltd 6
Pilbara Goldfields Pty Ltd 7
EnviroCopper Limited 8
American Vanadium Pty Ltd 9
Standard Minerals Inc 10
Cisco Minerals Inc 11
Country of registration
or incorporation
Australia
Australia
Australia
Australia
United States
United States
Australia
Australia
Australia
Australia
United States
United States
Shares held
Class
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
%
100
100
100
100
100
100
100
100
30
100
100
100
The registered office for each of the above companies incorporated in Australia is 58 Galway Avenue,
Marleston, South Australia 5033. The registered office for Pilot Metals Inc and BFM Resources Inc is
241 Ridge Street, Reno, Nevada 89501. The registered office of Standard Minerals Inc and Cisco
Minerals Inc is 3500 Washington Avenue, Ste 200, Houston, TX 77007, United States.
1 Molyhil Mining Pty Ltd is engaged in exploration and evaluation activities focused at the Molyhil project in
the Northern Territory of Australia.
2 Black Fire Industrial Minerals Pty Ltd is a holding company only. It owns 100% of the shares in Industrial
Minerals (USA) Pty Ltd.
3 Industrial Minerals (USA) Pty Ltd is a holding company only. It owns 100% of the shares in Pilot Metals Inc
and BFM Resources Inc.
4 Pilot Metals Inc is engaged in exploration and evaluation activities focused at the Pilot Mountain project in
the US state of Nevada.
5 BFM Resources Inc is engaged in exploration and evaluation activities focused at the Pilot Mountain project
in the US state of Nevada.
6 Hamersley Metals Pty Ltd was acquired on 27 March 2019. The company holds tenements in the Northern
Territory of Australia.
7 Pilbara Goldfields Pty Ltd was acquired on 27 March 2019. The company holds a number of exploration
tenements, in Western Australia.
8 EnviroCopper Ltd on 30 July 2020, Thor announced the conversion of its $700,000 (£391,000) convertible
loan to a 25% interest in ECL and has exercised its right to nominate a Board representative. Accordingly,
the loan receivable from ECL has been reclassified in the Group’s Statement of Financial Position from a
Financial asset at fair value through profit or loss and is now being accounted for using the equity method
from the date of loan conversion to equity. On the 11 November 2020, the Company announced that it had
increased its investment in ECR through the payment of A$300,000 (£170,000) to increase its ownership
interest to 30% and continues to be accounted for using the equity method.
53
THOR MINING PLC
9 American Vanadium Pty Ltd (AV) was acquired on the 15th September 2020. AVU holds 100% interest in two
US subsidiaries Standard Minerals Inc and Cisco Minerals Inc.
10 Standard Minerals Inc is a 100% owned subsidiary of AV and holds 199 claims in the US State of Colorado.
11 Cisco Minerals Inc is a 100% owned subsidiary of AV and holds 100 claims in the US State of Utah.
Ms Galloway Warland (appointed 18 May 2021) and Mr McGeough are Directors of each of the above
companies. Mr Billing retired as a Director of each of the above companies on 3 September 2021.
Consolidated
Company
£'000
2021
£'000
2020
£'000
£'000
2021
2020
(a) Investments Subsidiary companies:
Molyhil Mining Pty Ltd
Less: Impairment provision against investment
Hale Energy Limited
Less: Impairment provision against investment
Black Fire Industrial Minerals Pty Ltd
Less: Impairment provision against investment
Hamersley Metals
Less: Impairment provision against investment
Pilbara Goldfields
Less: Impairment provision against investment
American Vanadium
Less: Impairment provision against investment
(b) Loans to subsidiaries:
Molyhil Mining Pty Ltd
Less: Impairment provision against loan
Hale Energy Limited
Less: Impairment provision against loan
Black Fire Industrial Minerals Pty Ltd
Pilot Metals Inc
Less: Impairment provision against loan
Hamersley Metals
Less: Impairment provision against loan
Pilbara Goldfields
American Vanadium
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
700
700
(700)
(700)
1,277
1,277
- (1,277) (1,277)
-
-
-
-
-
-
-
-
-
688
688
(673)
170
(170)
349
-
140
(56)
-
170
(15)
348
(34)
-
-
448
1,157
- 10,813
10,571
- (2,060)
(1,783)
- 2,098
1,644
- (1,324)
(1,253)
- 1,035
- 1,204
- (1,204)
-
-
-
-
15
(14)
616
73
1,035
1,101
-
7
-
61
-
- 11,252
11,383
The loans to subsidiaries are non-interest bearing, unsecured and are repayable upon reasonable
notice having regard to the financial stability of the company.
54
THOR MINING PLC
(c) Financial assets at fair value through profit or
loss:
Loan receivable (convertible note)
Consolidated
Company
£'000
£'000
£'000
2021
2020
2021
£'000
2020
-
-
391
391
-
-
-
-
EnviroCopper Limited (EnviroCopper), via its subsidiary Environmental Copper Recovery SA Pty Ltd
(ECR), holds an agreement to earn, in two stages, up to 75% of the rights over metals which may
be recovered via in-situ recovery (ISR) contained in the Kapunda deposit, from Australian listed
company, Terramin Australia Limited (ASX: TZN). Another subsidiary of EnviroCopper,
Environmental Metals Recovery Pty Ltd (EMR) has a right to earn up to a 75% interest in the Moonta
Copper Project, which comprises the northern section of exploration licence EL5984 held by
Andromeda Metals Limited (ASX: ADN).
Prior to 30 July 2020, Thor had been investing in EnviroCopper’s subsidiary ECR through convertible
notes. On 30 July 2020, Thor announced the conversion of $700,000 (£391,000) of its convertible
loan to a 25% interest in EnviroCopper Limited (ECL). On the 11 November 2020, the Company
further announced that it had increased its investment in ECR through the payment of A$300,000
(£170,000) to increase its ownership interest to 30%. Accordingly, the loan receivable from ECL has
been reclassified in the Group’s Statement of Financial Position to an equity accounted investment
(refer Note 8d).
Consolidated
Company
£'000 £'000
£'000
2021 2020
2021
£'000
2020
(d) Investments accounted for using the equity
method:
A reconciliation of the carrying amount of the
investments in the company is set out below:
EnviroCopper Ltd
Conversion of loan to equity
Additional investment
Initial cost of the equity accounted investment
Share of loss of associate, accounted for using the equity
method
Share of foreign currency translation reserve
391
170
561
22
(19)
564
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
55
THOR MINING PLC
Summarised financial information for EnviroCopper Ltd
Summarised statement of financial position:
Current assets
Cash and cash equivalents
Other current assets
Provision for income tax
Total current assets
Non current assets
Plant and equipment
Total non current assets
Total assets
Current liabilities
Other current liabilities
Total current liabilities
Total Liabilities
Net Assets
Summarised statement of comprehensive income:
Total income
Less expenses
Net profit
Unaudited
£'000
2021
648
14
129
791
22
22
813
137
137
137
676
666
595
71
(e) Profit or loss on the sale of investments:
On 15 July 2020, Thor announced the sale of its Spring Hill gold project royalty entitlement to AIM
quoted Trident Royalties Plc (Trident), for total consideration of A$1.0 as follows:
• A$400,000 (£222,000) cash which has been received and recognised as consideration during
•
the year ended 30 June 2021;
the remaining $600,000 (approximately £333,000) is linked to production milestones and will
be recognised in Thor’s financial statements as and when received;
o First production milestone payment of A$300,000 upon cumulative sales reaching
25,000 ounces of gold;
o Second production milestone payment of A$300,000 upon cumulative sakes reaching
50,000 ounces of gold.
The two milestone payments above may, at the election or Trident, be made via the issue to Thor of
Trident ordinary shares at an issue price equivalent to the volume weighted average price of Trident
shares on the AIM Market over the 5 business days prior to Trident’s election to make such payment
in shares. Any Trident shares issued will not be subject to a minimum hold period.
In the prior year ending 30 June 2020, Thor sold 15,234,375 Hawkstone shares for proceeds of
£56,000, resulting in a loss on revaluation to market value of £17,000 at 31 December 2019 together
with a realised loss on the shares sold of £29,000, and a £1,000 foreign exchange translation loss.
56
THOR MINING PLC
9. Deposits supporting performance bonds
Deposits with banks and Governments
Consolidated
Company
£'000
£'000
£'000
2021
2020
2021
£'000
2020
41
41
42
42
-
-
-
-
10. Right of use asset
The Company's Right of use assets relates to leased office space.
Options to extend or terminate
The Company's lease contains no option to extend.
Variable lease payments
The company does not have any variable lease payments.
Company
£'000
2021
£'000
2020
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Consolidated
£'000
2021
£'000
2020
(i) IFRS 16 related amounts recognised in the
Statement of Financial Position
Leased building
Less: accumulated depreciation
Right of use asset
Movements in Carrying Amount
Opening balance
Recognised on initial application of IFRS16 (previously
classified as an operating lease)
Depreciation expense
Foreign exchange translation gain / (loss)
(ii) IFRS 16 related amounts recognised in the
Statement of Comprehensive Income/(Loss)
Depreciation charge related to right of use asset
Interest expense on lease liabilities
70
(60)
10
72
(31)
41
41
-
-
72
(31)
(30)
-
10
(1)
41
(31)
(1)
(30)
(2)
(iii) Total Full Year cash out flows for leases
(30)
(30)
57
THOR MINING PLC
11. Property, plant and equipment
Plant and Equipment:
At cost
Accumulated depreciation
Total Property, Plant and Equipment
Movements in Carrying Amounts
Consolidated
Company
£'000
£'000
£'000
2021
2020
2021
£'000
2020
66
(59)
7
60
(53)
7
-
-
-
-
-
-
Movement in the carrying amounts for each class of property, plant and equipment between the
beginning and the end of the current financial year.
At 1 July
Additions
Foreign exchange impact, net
Disposals
Depreciation expense
At 30 June
12. Trade receivables and other assets
Current
Trade and other receivables
Prepayments
7
8
-
-
(8)
7
14
-
-
-
(7)
7
-
-
-
-
-
-
-
-
-
-
-
-
Consolidated
Company
£'000
£'000
£'000
2021
2020
2021
£'000
2020
36
24
60
21
22
43
22
-
22
29
-
29
At 30 June 2021 all trade and other receivables were fully performing. No ageing analysis is
considered necessary as the Group has no significant trade receivable receivables which would
require such an analysis to be disclosed under the requirements of IFRS 9.
The above trade receivables and other assets are held predominantly in Australian Dollars.
The maximum exposure to credit risk at the reporting date is the carrying value of each class of
receivable mentioned above. The Group does not hold any collateral as security.
13. Current trade and other payables
Trade payables
Other payables
Consolidated
Company
£'000
2021
£'000
£'000
2020
2021
£'000
2020
(201)
(105)
(306)
(203)
(104)
(307)
(33)
(39)
-
-
(33)
(39)
The carrying amounts of the Group and Company’s trade and other payables are denominated in the
following currencies:
UK Pounds
Australian Dollars
(33)
(273)
(306)
(39)
(33)
(39)
(268)
(307)
-
-
(33)
(39)
58
THOR MINING PLC
14. Lease liability
Lease Liability is represented by:
Current
Non Current
Total Lease Liability
15. Issued share capital
Consolidated
Company
£'000
2021
£'000
£'000
2020
2021
£'000
2020
10
-
10
31
11
42
-
-
-
-
-
-
Issued up and fully paid:
982,870,766 ‘Deferred Shares’ of £0.0029 each (1)
7,928,958,500 ‘A Deferred Shares’ of £0.000096 each (2)
1,625,719,488 Ordinary shares of £0.0001 each
(2019: 982,870,766 ‘Deferred Shares’ of £0.0029 each, 7,928,958,500 ‘A
Deferred Shares’ of £0.000096 each and 816,959,363 ordinary shares of
£0.0001 each)
2021
£'000
2020
£'000
2,850
2,850
761
162
761
122
3,773
3,733
Movement in share capital
Ordinary shares of £0.0001
Number
£’000
Number
£’000
2021
2020
At 1 July
1,224,996,863 3,733
816,959,363
3,692
Shares issued for cash
319,818,629
32
395,000,000
40
Shares issued in lieu of Directors fees
Shares issued for acquisitions
Shares issued to service providers
Warrants Exercised
At 30 June
Nominal Value
5,821,663
54,500,000
8,015,666
12,566,667
1
5
1
1
-
8,350,000
4,687,500
-
-
1
-
-
1,625,719,488 3,773 1,224,996,863
3,733
(1)
The nominal value of shares in the company was originally 0.3 pence. At a shareholders meeting in September 2013,
the Company’s shareholders approved a re-organisation of the company’s shares which resulted in the creation of two
classes of shares, being:
(2)
• Ordinary shares with a nominal value of 0.01 pence, which continued as the company’s listed securities, and
•
‘Deferred Shares’ with a nominal value of 0.29 pence which, subject to the provisions of the Companies Act 2006,
may be cancelled by the company, or bought back for £1 and then cancelled. These deferred shares are not quoted
and carry no rights whatsoever.
At a shareholders meeting in November 2016, the Company’s shareholders approved a re-organisation of the
company’s shares which, on the 1 December 2016, resulted in the existing Ordinary Shares of 0.01 pence being further
split as follows:
• Ordinary shares with a nominal value of 0.0004 pence, and
•
‘A Deferred Shares’ with a nominal value of 0.0096 pence which, subject to the provisions of the Companies Act
2006, may be cancelled by the company, or bought back for £1 and then cancelled. These deferred shares are not
quoted and carry no rights whatsoever.
59
THOR MINING PLC
Warrants and Options on issue
The following warrants (in UK) and options (in Australia) have been granted by the Company and
have not been exercised as at 30 June 2021:
Number
47,058,8231
26,500,0002
61,875,0006
26,500,0008
8,333,00010
6,000,00014
44,117,64811
35,000,0003
94,300,0004
24,000,0005
7,500,0007
4,000,0009
5,647,05812
2,433,52613
Grant Date
10 Apr 2019
23 May 2019
28 Sep 2020
23 Oct 2020
20 Jan 2021
25 Jun 2021
27 Jan 2021
8 Jul 2020
8 Jul 2020
8 Jul 2020
29 Sep 2020
23 Oct 2020
27 Jan 2021
28 May 2021
Expiry Date
Exercise Price
10 Apr 2022
23 May 2022
28 Sep 2022
23 Oct 2022
10 Nov 2022
GBP£0.013
GBP£0.013
GBP£0.01
GBP£0.01
AUD$0.03
4 Dec 2022
USD$0.0175
27 Jan 2023
GBP£0.016
8 Jul 2023
8 Jul 2023
8 Jul 2023
AUD$0.01
AUD$0.01
AUD$0.0095
28 Sep 2023
AUD$0.026
23 Oct 2023
GBP£0.0054
27 Jan 2024
GBP£0.0085
4 Mar 2024
GBP£0.010273
393,265,055 Total outstanding
Share options (termed warrants in the UK) carry no rights to dividends and no voting rights.
1 Granted to investors as part of a capital raise.
2 Granted as part of consideration for the acquisition of Hamersley Metals Pty Ltd and Pilbara Goldfields Pty Ltd,
following shareholder approval.
3 ASX listed options granted to lead broker of a capital raise.
4 ASX listed options granted to investors as part of a capital raise.
5 Options were granted to Directors of the Company, as approved by shareholders.
6 Granted to investors as part of a capital raise 28 September 2020.
7 Options granted to employees under the terms of the company’s shareholder approved employees share option
plan.
8 Granted to investors as part of a capital raise.
9 Granted to lead broker of a capital raise.
10 Options granted as part of the consideration for the acquisition of additional Ragged Range tenements.
11 Granted to investors as part of a capital raise.
12 Options granted to lead investor of placement.
13 Options granted to a service provider.
14 Options granted to a service provider. The Options vest at the rate of 1,000,000 per month commencing June
2021.
The following reconciles the outstanding warrants and options at the beginning and end of the
financial year
Number
Balance at the beginning of the year
Granted during the year
Lapsed during the year
Exercised during the year
Number of
Warrants
Weighted Average
Exercise Price (GBP)
113,008,823
322,822,899
30,000,000
12,566,667
0.0167
0.0088
0.0303
0.0030
Balance at the end of the year
The options outstanding at 30 June 2021 had a weighted average remaining number of days until expiry of 575
(2020: 632 days).
393,265,055
0.0120
60
THOR MINING PLC
16. Share based payments reserve
At 1 July
Options exercised or lapsed
Exercised 9,450,000 options @ £0.0013
Lapsed 10,000,000 @ £0.0098
Lapsed 5,000,000 @ £0.0034
Lapsed 15,000,000 @ £0.0053
Lapsed 1,500,000 @ £0.0027
Lapsed 15,000,000 @ £0.0045
Lapsed 20,000,000 @ £0.0013
Options expensed through the Statement of comprehensive income
Issued 24,000,000 to Directors @ £0.0017
Issued 7,500,000 ESOP @ £0.0051
Issued 4,000,000 to service provider @ £0.0066
Issued 6,000,000 to a service provider @ £0.0036
Issued 2,433,526 to service a provider @ £0.0045
Options recognised as capital raising costs
Issued 5,647,058 to a service provider @ £0.0058
Issued 35,000,000 to a service provider @ £0.0016
Issued 9,450,000 to a service provider @ £0.0013
Options issued for an acquisition
Issued 8,333,000 for tenements acquired @ £0.0039
2021
2020
£’000
£’000
275
359
(12)
(98)
(17)
(80)
-
-
-
(207)
41
38
27
9
11
126
32
55
-
87
33
-
-
-
-
(4)
(67)
(25)
(96)
-
-
-
-
-
-
-
-
12
12
-
At 30 June
314
275
Options are valued at an estimate of the cost of the services provided. Where the fair value of the
services provided cannot be estimated, the value of the options granted is calculated using the Black-
Scholes model taking into account the terms and conditions upon which the options are granted. The
following table lists the inputs to the model used for the share options in the balance of the Share
Based Payments Reserve as at 30 June 2021 or lapsed during the year ended 30 June 2021.
(i) Options comprising the share based payments reserve at 30 June 2021
26,500,000 issued for an acquisition on 23 May 2019
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
61
0.00%
£0.0085
£0.013
60%
2.23%
3.16yrs
£0.0026
THOR MINING PLC
35,000,000 issued to a broker on 8 July 2020
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
24,000,000 issued to directors 8 July 2020
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
4,000,000 issued to a service provider 23 October 2020
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
7,500,000 issued ESOP 29 September 2020
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
8,333,000 issued for an acquisition 20 January 2021
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
62
0.00%
£0.0035
A$0.010
93%
2.7%
3 yrs
£0.0016
0.00%
£0.0035
A$0.0095
93%
2.7%
3 yrs
£0.0017
0.00%
£0.0093
£0.0054
100%
0.13%
3 yrs
£0.0066
0.00%
£0.0095
A$0.0260
100%
0.17%
3 yrs
£0.0051
0.00%
£0.00998
A$0.030
108%
0.08%
1.72yrs
£0.0039
THOR MINING PLC
6,000,000 issued to a service provider 25 June 2021
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
5,647,058 issued to service provider 27 January 2021
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
2,433,526 issued to service provider 28 May 2021
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
(ii) Options exercised or lapsed in the year ended 30 June 2021
10,000,000 issued to a Director on 13 June 2018
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
5,000,000 issued to a Director on 13 June 2018
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
63
0.00%
£0.00925
USD$0.0175
102%
0.030%
1.5 yrs
£0.0036
0.00%
£0.00925
£0.0085
98%
0.110%
3yrs
£0.0058
0.00%
£0.0083
£0.010273
96%
0.130%
3yrs
£0.0045
0.00%
£0.0205
£0.015
60%
2.12%
2.4yrs
£0.0098
0.00%
£0.0205
£0.045
60%
2.23%
2.5yrs
£0.0034
THOR MINING PLC
15,000,000 issued to Directors on 13 June 2018
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
Expiration period
Black Scholes valuation per option
9,450,000 issued to a broker on 29 November 2019
Dividend yield
Underlying Security spot price
Exercise price
Standard deviation of returns
Risk free rate
Expiration period
Black Scholes valuation per option
0.00%
£0.0205
£0.035625
60%
2.23%
3yrs
£0.005289
5yrs
£0.0053
0.00%
£0.0024
£0.002
60%
0.710%
5yrs
£0.0013
17. Analysis of changes in net cash and cash equivalents
Cash at bank and in hand - Group
1 July 2020 Cash flows
Non-cash
changes
30 June
2021
£’000
233
£’000
550
£’000
-
£’000
783
18. Contingent liabilities and commitments
a) Exploration commitments
Ongoing exploration expenditure is required to maintain title to the Group mineral exploration
permits. No provision has been made in the financial statements for these amounts as the
expenditure is expected to be fulfilled in the normal course of the operations of the Group.
b) Claims of native title
The Directors are aware of native title claims which cover certain tenements in the Northern
Territory. The Group’s policy is to operate in a mode that takes into account the interests of all
stakeholders including traditional owners’ requirements and environmental requirements. At the
present date no claims for native title have seriously affected exploration by the Company.
c) Contingent Liability
As at 30 June 2021, the Group had no contingent liabilities.
64
THOR MINING PLC
19. Financial instruments
The Group uses financial instruments comprising cash, liquid resources and debtors/creditors that
arise from its operations.
The Group’s exposure to currency and liquidity risk is not considered significant. The Group’s cash
balances are held in Pounds Sterling and in Australian Dollars, the latter being the currency in which
the significant operating expenses are incurred.
To date the Group has relied upon equity funding to finance operations. The Directors are confident
that they will be able to raise additional equity capital to finance operations to commercial exploitation
but controls over expenditure are carefully managed.
The net fair value of financial assets and liabilities approximates the carrying values disclosed in the
financial statements. The currency and interest rate profile of the Group’s financial assets is as
follows:
Sterling
Australian Dollars
2021
£’000
663
120
783
2020
£’000
229
4
233
The financial assets comprise interest earning bank deposits and a bank operating account.
Set out below is a comparison by category of carrying amounts and fair values of all of the Group’s
financial instruments recognised in the financial statements, including those classified under
discontinued operations. The fair value of cash and cash equivalents, trade receivables and payables
approximate to book value due to their short-term maturity.
The fair values of derivatives and borrowings have been calculated by discounting the expected future
cash flows at prevailing interest rates. The fair values of loan notes and other financial assets have
been calculated using market interest rates.
Financial assets:
Cash and cash equivalents
Trade & other receivables
Loan receivable (convertible note)
Deposits supporting performance guarantees
Financial liabilities:
Trade and other payables
2021
Carrying
Amount
£’000
Fair Value
£’000
2020
Carrying
Amount
£’000
Fair Value
£’000
783
60
-
41
783
60
-
41
233
43
391
42
233
43
391
42
306
306
307
307
65
THOR MINING PLC
The following table sets out the carrying amount, by maturity, of the financial instruments exposed
to interest rate risk:
30-June 2021 - Group
Financial Assets
Fixed rate
At call Account – AUD
At call Account – STG
Financial Liabilities
Fixed Rate
Interest bearing liabilities
30-June 2020 - Group
Financial Assets
Fixed rate
At call Account – AUD
At call Account – STG
Financial Liabilities
Fixed Rate
Interest bearing liabilities
Effective
Interest Rate
%
< 1 year
Maturing
>1 to <2
Years
>2 to <5
Years
Total
£’000
£’000
£’000
£’000
0%
0.05%
0%
0.05%
120
663
783
-
4
229
233
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
120
663
663
-
4
229
233
-
20. Related party transactions
There is no ultimate controlling party.
Thor has lent funds to its wholly owned subsidiaries to enable those companies to carry out their
operations. At 30 June 2021, the estimated recoverable amount converted to £11,252 (refer Note
8(b)).
Thor Mining PLC engages the services of Druces LLP Solicitors, a company in which Mr Stephen
Ronaldson is a Partner. Mr Ronaldson is the UK based Company Secretary of Thor. During the year
£16,402 was paid to Druces LLP Solicitors (2020: £39,788) on normal commercial terms.
Transactions with Directors and Director related entities are disclosed in Note 4.
21. Subsequent events
On 12 August 2021, Thor Mining Plc announced a private placement raising £800,000, via the placing
of 123,076,923 new ordinary shares of 0.01p each at a price of £0.0065 (0.65 pence) per Ordinary
Share. All placees received one warrant for every two Shares subscribed, each warrant having an
exercise price of 1.3 pence per Ordinary Share and expiring 17 August 2023. Proceeds of the
placement will be applied to fund exploration activities at the Company’s project interests, with
particular emphasis on the Ragged Range gold and nickel prospects in the Pilbara, Western Australia.
On 31 August 2021, Thor Mining Plc announced the execution of an Option Agreement with AIM listed
Power Metal Resources Plc (AIM: POW) (“Power Metal”), for the divestment of Thor’s Pilot Mountain
Tungsten Project in Nevada. Power Metal has paid US$25,000 in cash and has issued 500,000 new
Power Metal Ordinary shares of 0.1p (“Ordinary Shares”) to Thor at an issue price of 2.5p (£12,500
of Ordinary Shares), for a 60-day option period to complete due diligence (the option period expiring
29 October 2021).
Upon Option exercise, Power Metal will pay consideration to Thor comprising US$115,000 in cash and
US$1,650,000 payable through the issue of 48,118,920 Ordinary Shares at an agreed issue price of
2.5 pence per share. In addition, Power Metal will issue to Thor 12.5 million warrants to subscribe
66
THOR MINING PLC
for Power Metal Ordinary Shares with an exercise price of 4 pence per Ordinary Share and a term of
three years.
A milestone payment of US$500,000 in Power Metal Ordinary Shares, if it 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.
On 16 September 2021, the Company issued 8,000,000 Ordinary Shares as a result of warrants
exercised at an issue price of A$0.0095, raising A$76,000.
Other than the above matters, there were no material events arising subsequent to 30 June 2021 to
the date of this report which may significantly affect the operations of the Group or Company, the
results of those operations and the state of affairs of the Group or Company in the future.
67
THOR MINING PLC
ASX Additional Information
Additional information required by the Australian Stock Exchange Limited Listing Rules and not
disclosed elsewhere in this report is set out below.
Date and Place of Incorporation, and Application of Takeover Provisions
a)
b)
c)
The Company was incorporated in England on 3 November 2004 as Thor Mining Ltd and was re-
registered as a public company, with the name Thor Mining Plc, on 6 June 2005.
The Company is not subject to Chapters 6, 6A, 6B and 6C of the Australian Corporations Act
dealing with the acquisition of shares (including substantial shareholdings and takeovers).
As a public company incorporated in England and Wales, Thor Mining Plc is subject to the City
Code on Takeovers and Mergers (the Code). Subject to certain exceptions and limitations, a
mandatory offer is required to be made under Rule 9 of the Code broadly where:
(i) a bidder and any persons acting in concert with it acquire shares carrying 30% or more
of the voting rights of a target company; or
(ii)
if a bidder, together with any concert parties, increases its holding where its holding is
not less than 30% but not more than 50% of the voting rights.
Rule 9 requires a mandatory offer to be made in cash and at the highest price paid by the
bidder (or any persons acting in concert with it) for any interest in shares of the relevant class
during the 12 months prior to the announcement of the offer.
In addition, save in certain specified circumstances, rule 5 of the code imposes restrictions on
acquisitions which increase a person’s total number of voting rights in Thor Mining Plc (when
aggregated with those of his concert parties) to 30% or more of the total voting rights of the
company or if he, together with his concert parties, having an interest in 30% or more of such
voting rights, acquires more voting rights up to (and including) a total of 50%.
Where a bidder obtains acceptances of at least 90% of the shares subject to a takeover offer
(which excludes any shares held by it or its concert parties) and acceptances of at least 90%
of the voting rights carried by the shares subject to the offer, it can require the remaining
shareholders who have not accepted the offer to sell their shares on the terms of the offer.
Shareholdings (as at 5 October 2021)
Class of shares and voting rights
(a) at meetings of members or classes of members each member entitled to vote may vote in
person or by proxy or attorney; and
(b) on a show of hands every person present who is a member has one vote, and on a poll every
person present in person or by proxy or attorney has one vote for each Ordinary Share held.
On-market buy-back
There is no current on-market buy-back.
Distribution of equity securities
Category (number of shares/CDIs)
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Number of Shareholders
207
131
39
1,034
884
2,295
The number of Australian shareholders (CDI holders) holding less than a marketable parcel is 677.
The minimum parcel size is 29,412 CDIs.
68
THOR MINING PLC
Category (number of ASX listed warrants)
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Category (number of unlisted warrants)
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Number of Holders
-
-
-
26
108
134
Number of Holders
-
-
-
-
112
112
Substantial holders as at 5 October 2021
The substantial holders at 5 October 2021 are unchanged from that disclosed in the Directors Report
(page 19 of the Annual Report) as at 10 September 2021.
Twenty largest shareholders (Ordinary Shares and CDI’s) as at 5 October 2021
Name
BARCLAYS DIRECT INVESTING NOMINEES LIMITED
INTERACTIVE INVESTOR SERVICES NOMINEES LIMITED
HARGREAVES LANSDOWN (NOMINEES) LIMITED
INTERACTIVE INVESTOR SERVICES NOMINEES LIMITED
HARGREAVES LANSDOWN (NOMINEES) LIMITED
JIM NOMINEES LIMITED
PERSHING NOMINEES LIMITED
HARGREAVES LANSDOWN (NOMINEES) LIMITED
HSDL NOMINEES LIMITED
HSDL NOMINEES LIMITED
JIM NOMINEES LIMITED
THE BANK OF NEW YORK (NOMINEES) LIMITED
VIDACOS NOMINEES LIMITED
PERSHING NOMINEES LIMITED
INTERACTIVE INVESTOR SERVICES NOMINEES LIMITED
MR MICHAEL ROBERT BILLING & MRS BRONWYN BILLING
LAWSHARE NOMINEES LIMITED
MBB TRADING PTY LTD
CGWL NOMINEES LIMITED
HSBC CLIENT HOLDINGS NOMINEE (UK) LIMITED
Number of
shares held
126,599,509
109,689,502
90,345,123
84,492,802
64,941,171
63,960,868
53,105,585
46,753,838
41,410,662
33,714,440
29,378,128
26,698,061
24,553,122
23,250,000
21,878,869
20,172,826
19,897,881
18,904,471
18,229,462
16,079,350
Percentage
of shares
held
7.21%
6.24%
5.14%
4.81%
3.70%
3.64%
3.02%
2.66%
2.36%
1.92%
1.67%
1.52%
1.40%
1.32%
1.25%
1.15%
1.13%
1.08%
1.04%
0.91%
TOTAL
934,055,670
53.17%
69
THOR MINING PLC
Twenty largest listed warrant/option holders as at 5 October 2021
(Exercise price $0.01, expiry date 8 July 2023)
Name
PAC PARTNERS SECURITIES PTY LTD
Number of
options
held
18,200,000
Percentage
of options
held
14.08%
VALAS INVESTMENTS PTY LTD
13,800,000
10.67%
CS THIRD NOMINEES PTY LIMITED
9,500,000
HAMMER FUND PTY LTD
HOLLYWOOD MARKETING (WA) PTY LTD
M & K KORKIDAS PTY LTD
JING AND GRACE PTY LTD
MR DAVID FAGAN
MR MARTIN ALEXANDER ZIEGLER
MR UBAID IFTIKHAR
MR ADAM WILLIAM CONNON & MRS BELINDA ANN CONNON
PERALTA AGUILAR MEDICALS PTY LTD
MR MICHAEL KENNETH FERDINAND
MR RAFFAELE COTRONEO
MR ANDREW PETER THOMPSON
SUPER MSJ PTY LTD
SAPPHIRE DIAMOND INVESTMENTS PTY LTD
MR DAVID HAROLD BRAKE & MRS JENNIFER EILEEN BRAKE
MR ROSS DIX HARVEY
MRS NEHA VINODKUMAR THAKKAR
TOTAL
Unlisted Option / Warrants as at 5 October 2021
9,100,000
5,000,000
4,500,000
3,830,000
3,500,000
3,000,000
2,859,901
2,641,059
2,450,000
2,296,856
2,205,000
2,000,000
2,000,000
1,933,451
7.35%
7.04%
3.87%
3.48%
2.96%
2.71%
2.32%
2.21%
2.04%
1.89%
1.78%
1.71%
1.55%
1.55%
1.50%
1,500,000
1.16%
1,500,000
1,374,154
1.16%
1.06%
93,190,421
72,07%
Option Holders
Exercise Price £0.013
Exercise Price £0.013
Exercise Price A$0.0095
Exercise Price £0.01
Exercise Price £0.01
Exercise Price US$0.0175
Exercise Price $0.03
Exercise Price £0.016
Exercise Price £0.0054
Exercise Price £0.0085
Exercise Price A$0.026
Exercise Price £0.013
Exercise Price £0.010273
Total
Number of
Holders
33
15
2
34
6
1
2
2
1
1
3
11
1
112
Number of
Warrants
47,058,823
26,500,000
16,000,000
Percentage of
Total Warrants
14.82%
8.35%
5.04%
61,875,000
19.49%
26,500,000
6,000,000
8,333,000
8.35%
1.89%
2.62%
44,117,648
13.90%
4,000,000
5,647,058
7,500,000
1.26%
1.78%
2.36%
61,538,461
19.38%
2,433,526
0.77%
317,503,516
100%
Expiry Date
10-Apr-22
10-Apr-22
8-Jul-23
28-Sep-22
23-Oct-22
4-Dec-22
10-Nov-22
27-Jan-23
23-Oct-23
27-Jan-24
28-Sep-23
17-Aug-23
4-Mar-24
70
THOR MINING PLC
Securities held on Escrow
Total shares and CDIs on issue are 1,756,796,411. No shares or CDIs are held in escrow.
Stock Exchanges
Thor Mining PLC shares are dual listed on the AIM market and the Australian Stock Exchange. On
the ASX they are traded as CDIs.
ASX CORPORATE GOVERNANCE DISCLOSURE
The Board have chosen to apply the ASX Corporate Governance Principles and Recommendations
(ASX Corporate Governance Council, 4th Edition) as the Company’s chosen corporate governance
code for the purposes of AIM Rule 26. Consistent with ASX listing rule 4.10.3 and AIM rule 26, the
Corporate Governance Statement details the extent to which the Company has followed the
recommendations set by the ASX Corporate Governance Council during the reporting period. A
separate disclosure is made where the Company has not followed a specific recommendation,
together with the reasons and any alternative governance practice, as applicable. This information
is reviewed annually.
A copy of the Company’s corporate governance policy is available on the Company’s website
https://www.thormining.com/about-us/corporate-governance.
Skills, experience, expertise and term of office of each Director
A profile of each Director containing the applicable information is set out on the Company’s website
and elsewhere within this document.
Identification of Independent Directors
Messrs Potter and McGeough are independent Directors in accordance with the criteria set out in the
ASX Principles and Recommendations.
Statement concerning availability of independent professional advice
Subject to the approval of the Chairman, an individual Director may engage an outside adviser at the
expense of Thor Mining Plc for the purposes of seeking independent advice in appropriate
circumstances.
Names of nomination committee members and their attendance at committee meetings
Whilst the Company does not have a formal nomination committee, it does formally consider Board
succession issues and whether the Board has the appropriate balance of skills, knowledge,
experience, independence and diversity.
Names and qualifications of audit committee members
The full Board performs the functions of the Audit Committee. All directors are considered financially
literate.
The Board did not undertake a formal evaluation of its performance in the 2021 financial year, given
the Board changes during the year.
71
THOR MINING PLC
At 30 June 2021, the consolidated entity holds an interest in the following Australian tenements:
Tenement
Area
kms2 Area ha.
EL22349 228.10
EL31130
9.51
Project
Molyhil
Molyhil
Molyhil
Molyhil
Molyhil
Molyhil
Molyhil
Molyhil
Molyhil
Molyhil
Molyhil
Molyhil
Molyhil
Molyhil
Molyhil
Molyhil
Bonya
Bonya
ML23825
ML24429
ML25721
AA29732
MLS77
MLS78
MLS79
MLS80
MLS81
MLS82
MLS83
MLS84
MLS85
MLS86
Holders
Molyhil Mining Pty Ltd
Company
Interest
100%
Molyhil Mining Pty Ltd
100%
Molyhil Mining Pty Ltd
100%
Molyhil Mining Pty Ltd
100%
Molyhil Mining Pty Ltd
100%
Molyhil Mining Pty Ltd
100%
Molyhil Mining Pty Ltd
100%
Molyhil Mining Pty Ltd
100%
95.92
91.12
56.2
38.6
16.18
16.18
8.09
Molyhil Mining Pty Ltd
100%
16.18
16.18
Molyhil Mining Pty Ltd
100%
Molyhil Mining Pty Ltd
100%
8.09
Molyhil Mining Pty Ltd
100%
16.18
16.18
16.18
Molyhil Mining Pty Ltd
100%
Molyhil Mining Pty Ltd
100%
Molyhil Mining Pty Ltd
100%
8.05
Molyhil Mining Pty Ltd
100%
EL29701
204.5
EL32167
74.54
Molyhil Mining Pty Ltd
40%
Molyhil Mining Pty Ltd
40%
Panorama
E46/1190
35.03
Pilbara Goldfields Pty Ltd 100%
Ragged Range
E46/1262
57.3
Pilbara Goldfields Pty Ltd 100%
Corunna Downs E46/1340
Bonney Downs
E46/1355
48
38
Pilbara Goldfields Pty Ltd 100%
Pilbara Goldfields Pty Ltd 100%
72
THOR MINING PLC
At 30 June2021, the consolidated entity holds an interest in the following tenements in the US State
of Nevada:
Claim
Group
Platoro
Prospect
Claim Name
Area
Holders
Company
Interest
Desert Scheelite
NT #55 - 64
Garnet
NT #9 - 18
Gunmetal
Good Hope
NT #19 - 22, 6,
7
NT #1 - 5, 41 -
54
45 blocks (611ha
or 1,510 acres)
Pilot Metals Inc
100%
BFM 1
Black Fire Claims BFM1 - BFM109
BFM 2
Des Scheel East
BFM109 -
BFM131
109 blocks
(1,481ha or 3,660
acres)
22blocks (299ha
or 739Acre)
Dunham Mill Dunham Mill
MS1 – MS4
4 blocks
BFM Resources
Inc
100%
BFM Resources
Inc
BFM Resources
Inc
100%
100%
On 30 June 2021, the consolidated entity holds 100% interest in a Uranium and Vanadium projects
in US States of Colorado and Utah as follows:
Claim
Group
Serial Number
Claim Name
Area
Holders
Company
Interest
Vanadium
King (Utah)
UMC445103 to
UMC445202
VK-001 to VK-
100
100 blocks (2,066
acres)
Cisco Minerals
Inc
100%
Radium
Mountain
(Colorado)
CMC292259 to
CMC292357
Radium-001 to
Radium-099
99 blocks (2,045
acres)
Standard
Minerals Inc
100%
Groundhog
(Colorado)
CMC292159 to
CMC292258
Groundhog-001
to Groundhog-
100
100 blocks (2,066
acres)
Standard
Minerals Inc
100%
73