Last checked at 30 Nov 2017 09:30
Thursday, 30 November 2017
THOR MINING PLC
("Thor" or the "Company")
Director/PDMR Shareholding
The Directors of Thor Mining PLC (AIM, ASX: THR) wish to advise of the issue of ordinary shares of 0.01p each in the capital of the Company ("Ordinary Shares") and warrants over Ordinary Shares, pursuant to the completion of the placing announced on 20 October 2017 to Mick Billing and Paul Johnson, both Directors of Thor, as approved by shareholders at the Annual General Meeeting held on 29 November 2017.
The table below summarises the securities issued and the resultant balance of securities held by Mick Billing and Paul Johnson following the issue, including the resultant percentage of the issued share capital held by each Director and their closely associated persons.
Director | Ordinary Shares issued (Placement Participation) | Resultant Ordinary Shares held | Warrants Granted (Placement Participation) | Resulting Warrants held | |
Number | Number | % | Number | Number | |
Michael Billing | 3,000,000 | 31,265,242 | 5.44% | 3,000,000 | 21,765,040 |
Paul Johnson | 3,125,000 | 31,127,649 | 5.41% | 3,125,000 | 14,325,000* |
* Excludes the proposed issue of 10,000,000 new options to Paul Johnson, referred to in the announcement dated 2 November 2017, which is conditional on shareholder approval at a future general meeting yet to be convened.
The relevant details are provided in the notifications below, made in accordance with the requirements of the EU Market Abuse Regulation and the Australian Securities Exchange.
Enquiries:
Mick Billing | +61 (8) 7324 1935 | Thor Mining PLC | Executive Chairman |
Ray Ridge | +61 (8) 7324 1935
| Thor Mining PLC | CFO/Company Secretary |
Colin Aaronson/ Daniel Bush/ Richard Tonthat | +44 (0) 207 383 5100
| Grant Thornton UK LLP
| Nominated Adviser |
Elliot Hance | +44 (0) 207382 8300 | Beaufort Securities Limited | Joint Broker |
Nick Emerson | +44 (0) 1483 413 500 | SI Capital Ltd | Joint Broker |
Tim Blythe/ Camilla Horsfall | +44 (0) 207 138 3222 | Blytheweigh | Financial PR |
Updates on the Company's activities are regularly posted on Thor's website www.thormining.com, which includes a facility to register to receive these updates by email, and on the Company's twitter page @ThorMining.
Rule 3.19A.2
Appendix 3Y
Change of Director's Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.
Introduced 30/9/2001.
Name of entity: Thor Mining PLC |
ARBN: 121 117 673 |
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
Name of Director | Michael Robert Billing |
Date of last notice | 28 July 2017 |
Part 1 - Change of director's relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Direct or indirect interest | Direct & Indirect |
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
| Michael Billing is: · a trustee and beneficiary of the Lapun Kamap Super Fund · a trustee and beneficiary of the Lapun Kamap BB Super Fund · a director and shareholder of MBB Trading Pty Ltd. |
Date of change | 30 November 2017 |
No. of securities held before change - Direct | · 6,173,340 CDIs · 100,000 AIM listed Shares · 3,000,000 Unlisted options, exercise price 1.8 pence, expiry 31/3/20. |
No. of securities held before change - Indirect | Held by Mr M Billing and Mrs B Billing as trustees and beneficiaries of the Lapun Kamap Super Fund. · 11,873,689 CDIs · 5,565,040 Unlisted Options, exercise price £0.0125, expiry 11/4/19. · 4,000,000 Unlisted Options, exercise price £0.0125, expiry 26/7/19. · 1,000,000 Unlisted options, exercise price 1.8 pence, expiry 28/7/19.
Held by Mr M Billing and Mrs B Billing as trustees and beneficiaries of the Lapun Kamap BB Super Fund. · 1,000,000 CDIs · 1,000,000 Unlisted options, exercise price 1.8 pence, expiry 28/7/19.
Held by MBB Trading Pty Ltd · 9,118,213 CDIs · 3,200,000 Unlisted Options, exercise price £0.0125, expiry 11/4/19. · 1,000,000 Unlisted options, exercise price 1.8 pence, expiry 28/7/19. |
Class | · CDIs · Unlisted options, exercise price 1.2 pence, expiry 29/11/18. |
Number acquired - Direct | Nil.
|
Number acquired - Indirect | · 1,500,000 CDIs to MBB Trading Pty Ltd. · 750,000 CDIs to Mr M Billing and Mrs B Billing as trustees and beneficiaries of the Lapun Kamap BB Super Fund. · 750,000 CDIs to Mr M Billing and Mrs B Billing as trustees and beneficiaries of the Lapun Kamap Super Fund. · 1,500,000 Unlisted options (exercise price 1.2 pence, expiry 29/11/18) to MBB Trading Pty Ltd. · 750,000 Unlisted options (exercise price 1.2 pence, expiry 29/11/18) to Mr M Billing and Mrs B Billing as trustees and beneficiaries of the Lapun Kamap BB Super Fund. · 750,000 Unlisted options (exercise price 1.2 pence, expiry 29/11/18) to Mr M Billing and Mrs B Billing as trustees and beneficiaries of the Lapun Kamap Super Fund.
|
Number disposed | N/A
|
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation | · 0.8 pence per CDI, or total consideration of £24,000. · Nil. One free option for each share subscribed.
|
No. of securities held after change - Direct | · 6,173,340 CDIs · 100,000 AIM listed Shares · 3,000,000 Unlisted options, exercise price 1.8 pence, expiry 31/3/20. |
No. of securities held after change - Indirect | Held by Mr M Billing and Mrs B Billing as trustees and beneficiaries of the Lapun Kamap Super Fund. · 12,623,689 CDIs · 5,565,040 Unlisted Options, exercise price £0.0125, expiry 11/4/19. · 4,000,000 Unlisted Options, exercise price £0.0125, expiry 26/7/19. · 1,000,000 Unlisted options, exercise price 1.8 pence, expiry 28/7/19. · 750,000 Unlisted Options, exercise price 1.2 pence, expiry 29/11/18.
Held by Mr M Billing and Mrs B Billing as trustees and beneficiaries of the Lapun Kamap BB Super Fund. · 1,750,000 CDIs · 1,000,000 Unlisted options, exercise price 1.8 pence, expiry 28/7/19. · 750,000 Unlisted Options, exercise price 1.2 pence, expiry 29/11/18.
Held by MBB Trading Pty Ltd · 10,618,213 CDIs · 3,200,000 Unlisted Options, exercise price £0.0125, expiry 11/4/19. · 1,000,000 Unlisted options, exercise price 1.8 pence, expiry 28/7/19. · 1,500,000 Unlisted Options, exercise price 1.2 pence, expiry 29/11/18. |
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back | · Participation in a placement to sophisticated investors in the UK, on the same terms as other investors. Director participation approved at a General Meeting on 29 November 2017. · Unlisted options issued on the basis of one free option for each share subscribed for under the placement noted above. On the same terms as other investors. |
Part 2 - Change of director's interests in contracts
Detail of contract | |
Nature of interest
| |
Name of registered holder (if issued securities)
| |
Date of change | |
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
| |
Interest acquired | |
Interest disposed
| |
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation | |
Interest after change |
Part 3 - +Closed period
Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?
| No. |
If so, was prior written clearance provided to allow the trade to proceed during this period? | N/A
|
If prior written clearance was provided, on what date was this provided?
| N/A |
Rule 3.19A.2
Appendix 3Y
Change of Director's Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.
Introduced 30/09/01 Amended 01/01/11
Name of entity Thor Mining PLC |
ABN 121 117 673 |
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
Name of Director | Paul Johnson |
Date of last notice | 10 November 2017 |
Part 1 - Change of director's relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.
Direct or indirect interest | Direct and Indirect |
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
| · Mrs M Johnson (spouse) · Value Generation Limited, a company 50% owned by Mr P Johnson and 50% owned by Mrs M Johnson.
|
Date of change | 30 November 2017 |
No. of securities held prior to change - Direct | · 22,402,649 Ordinary Shares (AIM listed) · 3,200,000 Unlisted Options, exercise price £0.0125, expiry 1/10/18. · 5,000,000 Unlisted options, exercise price 1.8 pence, expiry 28/7/19. · 3,000,000 Unlisted options, exercise price 1.8 pence, expiry 31/3/20. |
No. of securities held prior to change - Indirect | · 4,600,000 Ordinary Shares (AIM listed) held by Mrs M Johnson. · 1,000,000 Ordinary Shares (AIM listed) held by Value Generation Limited.
|
Class | · Ordinary Shares · Unlisted options, exercise price 1.2 pence, expiry 29/11/18. |
Number acquired - Direct | N/A |
Number acquired - Indirect | Value Generation Limited · 3,125,000 Ordinary Shares · 3,125,000 Unlisted options, exercise price 1.2 pence, expiry 29/11/18. |
Number disposed | N/A
|
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation
| · 0.8 pence per CDI, or total consideration of £25,000. · Nil. One free option for each share subscribed. |
No. of securities held after change - Direct
| · 22,402,649 Ordinary Shares (AIM listed) · 3,200,000 Unlisted Options, exercise price £0.0125, expiry 1/10/18. · 5,000,000 Unlisted options, exercise price 1.8 pence, expiry 28/7/19. · 3,000,000 Unlisted options, exercise price 1.8 pence, expiry 31/3/20. |
No. of securities held after change - Indirect
| · 4,600,000 Ordinary Shares (AIM listed) held by Mrs M Johnson.
Value Generation Limited: · 4,125,000 Ordinary Shares (AIM listed) held by Value Generation Limited. · 3,125,000 Unlisted options, exercise price 1.2 pence, expiry 29/11/18.
|
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back | · Participation in a placement to sophisticated investors in the UK, on the same terms as other investors. Director participation approved at a General Meeting on 29 November 2017. · Unlisted options issued on the basis of one free option for each share subscribed for under the placement noted above. On the same terms as other investors. |
Part 2 - Change of director's interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.
Detail of contract | |
Nature of interest
| |
Name of registered holder (if issued securities)
| |
Date of change | |
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
| |
Interest acquired | |
Interest disposed | |
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation
| |
Interest after change |
Part 3 - +Closed period
Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required? | No. |
If so, was prior written clearance provided to allow the trade to proceed during this period? | No. |
If prior written clearance was provided, on what date was this provided? | N/A |
Notification of Transactions of Persons Discharging Managerial Responsibility and Persons Closely Associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| Michael Billing
Details of legal persons: (a) Lapun Kamap Super Fund (Michael Billing is a trustee and beneficiary). (b) Lapun Kamap BB Super Fund (Michael Billing is a trustee and beneficiary). (c) MBB Trading Pty Ltd (Michael Billing is a director and shareholder). | |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Executive Chairman
| |||
b)
| Initial notification /Amendment
| Initial notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Thor Mining Plc | |||
b)
| LEI
| 213800WO61Y9GPALD478 | |||
4
| Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
| ||||
a)
| Description of the financial instrument, type of instrument | Ordinary shares of 0.01 pence each | |||
Identification code | GB00BD0NBV71 | ||||
b)
| Nature of the transaction
| Participation in a placement, on the same terms as other investors. Ordinary Shares allotted as follows: (a) Lapun Kamap Super Fund 750,000. (b) Lapun Kamap BB Super Fund 750,000. (c) MBB Trading Pty Ltd 1,500,000. | |||
.c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
0.8 pence | 3,000,000 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | Aggregate volume: 3,000,000
| ||||
- Price | Aggregate price: 0.8 pence Aggregate total: £24,000.00 | ||||
e)
| Date of the transaction
| 30 November 2017 | |||
f)
| Place of the transaction
| London Stock Exchange's AIM Market | |||
Notification of Transactions of Persons Discharging Managerial Responsibility and Persons Closely Associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| Paul Johnson
Details of legal persons: Value Generation Limited (50% owned by Mr P Johnson and 50% owned by Mrs M Johnson.). | |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Non-Executive Director | |||
b)
| Initial notification /Amendment
| Initial notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Thor Mining Plc | |||
b)
| LEI
| 213800WO61Y9GPALD478 | |||
4
| Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
| ||||
a)
| Description of the financial instrument, type of instrument | Ordinary shares of 0.01 pence each | |||
Identification code | GB00BD0NBV71 | ||||
b)
| Nature of the transaction
| Participation in a placement, on the same terms as other investors. | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
0.8 pence | 3,125,000 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | Aggregate volume: 3,125,000
| ||||
- Price | Aggregate price: 0.8 pence Aggregate total: £25,000.00 | ||||
e)
| Date of the transaction
| 30 November 2017 | |||
f)
| Place of the transaction
| London Stock Exchange's AIM Market | |||
Notification of Transactions of Persons Discharging Managerial Responsibility and Persons Closely Associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| Michael Billing
Details of legal persons: (a) Lapun Kamap Super Fund (Michael Billing is a trustee and beneficiary). (b) Lapun Kamap BB Super Fund (Michael Billing is a trustee and beneficiary). (c) MBB Trading Pty Ltd (Michael Billing is a director and shareholder). | |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Executive Chairman
| |||
b)
| Initial notification /Amendment
| Initial notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Thor Mining Plc | |||
b)
| LEI
| 213800WO61Y9GPALD478 | |||
4
| Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
| ||||
a)
| Description of the financial instrument, type of instrument | Warrants over ordinary shares of 0.01 pence each expiring on 29 November 2018 | |||
Identification code | GB00BD0NBV71 | ||||
b)
| Nature of the transaction
| Warrants granted to subscribers in a placement. Warrants over ordinary shares allotted as follows: (a) Lapun Kamap Super Fund 750,000. (b) Lapun Kamap BB Super Fund 750,000. (c) MBB Trading Pty Ltd 1,500,000. | |||
.c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
Exercise price: 1.2 pence | 3,000,000 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | NA
| ||||
- Price | |||||
e)
| Date of the transaction
| 30 November 2017 | |||
f)
| Place of the transaction
| Outside of a trading venue | |||
Notification of Transactions of Persons Discharging Managerial Responsibility and Persons Closely Associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| Paul Johnson
Details of legal persons: Value Generation Limited (50% owned by Mr P Johnson and 50% owned by Mrs M Johnson.). | |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Non-Executive Director | |||
b)
| Initial notification /Amendment
| Initial notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Thor Mining Plc | |||
b)
| LEI
| 213800WO61Y9GPALD478 | |||
4
| Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
| ||||
a)
| Description of the financial instrument, type of instrument | Warrants over ordinary shares of 0.01 pence each expiring on 29 November 2018 | |||
Identification code | GB00BD0NBV71 | ||||
b)
| Nature of the transaction
| Warrants granted to subscribers in a placement | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
Exercise price: 1.2 pence | 3,125,000 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | NA | ||||
- Price | |||||
e)
| Date of the transaction
| 30 November 2017 | |||
f)
| Place of the transaction
| Outside a trading venue | |||