Thor Energy Regulatory News (THR)

22 October 2019

THOR MINING PLC

Placing and Subscription

The Directors of Thor Mining PLC ("Thor" or the "Company") (AIM, ASX: THR) are pleased to announce a placing and subscription by directors to fund planned activities to progress the Company's tungsten and copper projects and provide working capital.

Highlights:

·; The Company has raised gross proceeds of £510,000 through the placing of 113,333,333 new ordinary shares of 0.01p each ("Ordinary Shares") and the conditional placing of 141,666,667 new Ordinary Shares at a price of 0.2p each (the "Placing and Subscription");

·; Chairman Mick Billing to invest £20,000, and Non-executive Director David Thomas to invest £5,000 in the placing, subject to shareholder approval;

·; The Company's largest shareholder, Metal Tiger plc, is to participate in the Placing and Subscription; and

·; Funds raised increase existing cash balances and enables the Company to progress work primarily at its core Molyhil (100% Thor) and adjacent Bonya (40% Thor) tungsten and molybdenum projects in the Northern Territory in Australia, and the EnviroCopper Ltd. In-Situ Copper Recovery project in South Australia, in which Thor currently holds a 25% stake.

Mr Mick Billing, Executive Chairman, commented:

"We are delighted by the continuing support of our existing shareholders and of course welcome new investors to the Company. 

The use of proceeds will be directed towards continuing to develop, primarily, our flagship Molyhil project, including drilling, scoping, and permitting studies at nearby Bonya, and field pump and recovery trials at EnviroCopper. This is expected to advance both projects materially, as well as giving Thor an increased runway to develop its ongoing discussions regarding securing project finance for Molyhil, about which we look forward to updating investors in due course.

The recent sustained strengthening of the tungsten price and resource upgrade at Molyhil, plus imminent results from Bonya , have the potential to improve the outlook for progressing this late stage project towards development and project financing. We are also looking forward to field test work and feasibility activities at Kapunda by EnviroCopper which we hope will provide further validation to the property as a viable copper (and potentially gold) project amenable to In-Situ Recovery."

Placing and Subscription summary

The Placing and Subscription will raise aggregate gross proceeds of £510,000, through the issue of a total of 255,000,000 Ordinary Shares at a price of 0.2p per Ordinary Share. The Placing and Subscription was undertaken by Hybridan LLP, as lead broker, together with SI Capital Ltd.

The Company will shortly issue 113,333,333 Ordinary Shares, utilising its existing shareholder authorities, and will convene a general meeting of the Company at which shareholders will be asked to grant the Directors the necessary authorities to issue the remaining 141,666,667 (the "Conditional Placing").

Director Participation in the Placing and Subscription

Mick Billing and David Thomas, both directors of the Company, propose to participate in the conditional Placing and Subscription by subscribing for 10,000,000 and 2,500,000 new Ordinary Shares respectively on the terms above, for an aggregate subscription of £25,000, subject to shareholder approval at a forthcoming general meeting of shareholders.

A notice of Annual General Meeting ("AGM"), expected to be held on or around 28 November 2019, will shortly be sent to shareholders, in order to seek, along with normal AGM agenda items, approvals for increased director authorities to issue Ordinary Shares, to be used in the first instance to issue the Ordinary Shares pursuant to the Placing and Subscription. Further announcements will be made in this respect as soon as practicable.

Subject to receiving shareholder approval at the forthcoming AGM to be convened shortly, and assuming there are no further changes to the shareholdings and warrant holdings of Mick Billing and David Thomas before the completion of the Conditional Placing, the beneficial holdings of these directors and their connected parties will be as follows:

The participation by Mick Billing and David Thomas in the conditional Placing and Subscription constitute related party transactions for the purposes of AIM Rule 13. The independent directors, having consulted with the Company's nominated adviser, Grant Thornton UK LLP, consider that the terms of the related party transactions are fair and reasonable in so far as the Company's shareholders are concerned.

Settlement and dealings

Application will be made to the AIM Market of the London Stock Exchange ("AIM") for a total of 113,333,333 Ordinary Shares, pursuant to the Placing and Subscription, which rank pari passu with the Company's existing issued Ordinary Shares, to be admitted to trading. Dealings on AIM are expected to commence at 8:00am on or around 29 October 2019 ("Admission").

Dealings on AIM for the 141,666,667 Ordinary Shares making up the Conditional Placing are expected to commence at 8:00am on or around 29 November 2019, assuming shareholder approval is received at the forthcoming AGM.

Total Voting Rights

For the purposes of the Financial Conduct Authority's Disclosure Guidance and Transparency Rules ("DTRs"), following Admission, Thor will have 934,980,196 Ordinary Shares in issue with voting rights attached. Thor holds no shares in treasury. This figure of 934,980,196 may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company, under the ASX Listing Rules or the DTRs.

Subject to receiving shareholder approval at the forthcoming AGM, in order to complete the Conditional Placing, and assuming Thor issues no further Ordinary Shares in the meantime, following the completion of the Conditional Placing expected on or around 29 November 2019, Thor will have 1,076,646,863 Ordinary Shares in issue.

The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

Updates on the Company's activities are regularly posted on Thor's website www.thormining.com, which includes a facility to register to receive these updates by email, and on the Company's twitter page @ThorMining.

About Thor Mining PLC

Thor Mining PLC (AIM, ASX: THR) is a resources company quoted on the AIM Market of the London Stock Exchange and on ASX in Australia.

Thor holds 100% of the advanced Molyhil tungsten project in the Northern Territory of Australia, for which an updated feasibility study in August 2018¹ suggested attractive returns.

Adjacent Molyhil, at Bonya, Thor holds a 40% interest in deposits of tungsten, copper, and vanadium, including an Inferred resource for the Bonya copper deposit².

Thor also holds 100% of the Pilot Mountain tungsten project in Nevada USA which has a JORC 2012 Indicated and Inferred Resources Estimate³ on 2 of the 4 known deposits. The US Department of the Interior has confirmed that tungsten, the primary resource mineral at Pilot Mountain, has been included in the final list of Critical Minerals 2018.

Thor is also acquiring up to a 60% interest Australian copper development company Environmental Copper Recovery SA Pty Ltd, which in turn holds rights to earn up to a 75% interest in the mineral rights and claims over the resource⁴ on the portion of the historic Kapunda copper mine in South Australia recoverable by way of in situ recovery.

Thor has an interest in Hawkstone Mining Limited, an Australian ASX listed company with a 100% Interest in a Lithium project in Arizona, USA.

Finally, Thor also holds a production royalty entitlement from the Spring Hill Gold project⁵ of:

• A$6 per ounce of gold produced from the Spring Hill tenements where the gold produced is sold for up to A$1,500 per ounce; and

• A$14 per ounce of gold produced from the Spring Hill tenements where the gold produced is sold for amounts over A$1,500 per ounce.

Notes

¹ Refer ASX and AIM announcement of 23 August 2018

² Refer ASX and AIM announcement of 26 November 2018

³ Refer AIM announcement of 13 December 2018 and ASX announcement of 14 December 2018

⁴ Refer AIM announcement of 10 February 2016 and ASX announcement of 12 February 2018

⁵ Refer AIM announcement of 26 February 2016 and ASX announcement of 29 February 2016