The directors of Thor Mining Plc (“Thor”) (AIM, ASX: THR, OTCQB: THORF) are pleased to advise that Power Metal Resources Plc (“Power Metal”) (AIM: POW) has exercised the option to acquire 100% interest in Pilot Mountain Tungsten Project (“Pilot Mountain”) in Nevada, USA for an agreed value of US$1.8 million.
HIGHLIGHTS
- Power Metal Resources Plc and its wholly owned subsidiary Golden Metal Resources Ltd (“Golden Metal”) have exercised their option (the “Option”) to acquire a 100% interest in Pilot Mountain.
- Power Metal will pay US$115,000 in cash to Thor Mining and US$1,650,000 payable through the issue to Thor of 48,118,920 Ordinary Shares at an issue price of 2.5 pence per share (“Initial Consideration Shares”).
- In addition, Power Metal will issue to Thor 12.5 million warrants to subscribe for Ordinary Shares with an exercise price of 4p per Ordinary Share and life to expiry of 3 years.
- Furthermore, a US$500,000 milestone payment will become payable in Ordinary Shares, if Golden Metal publishes a JORC or 43-101 compliant resource at Pilot Mountain which increases against current declared levels by 25% across total indicated and inferred categories within two years.
- Proceeds from the sale will be directed towards further exploration activities at the Company’s copper and gold projects – Alford East, SA and Ragged Range, WA.
Nicole Galloway Warland, Managing Director of Thor Mining, commented:
“We are pleased to announce the completion of the due diligence process by Power Metals and its written confirmation to exercise the option to acquire the 100% of Pilot Mountain Project in Nevada, USA.
This strategic divestment will allow Thor to focus on our copper and gold projects and provide further capital to accelerate exploration activities, including RC drilling, at Ragged Range Project in the Pilbara WA and progress baseline studies for In-situ Recovery for copper and gold at Alford East Project, SA.
This sale is also the right mix of cash and shares to provide ongoing exposure to the Pilot Mountain Project.”
TRANSACTION INFORMATION
As announced on 31 August 2021, Thor signed an Option Agreement with Golden Metal to acquire a 100% interest in Pilot Mountain, from Thor.
Option Period
Under this Agreement Golden Metal had 60 calendar days and Thor received written confirmation from Power Metal by the Option Expiry Date that it had concluded its due diligence with regard to Pilot Mountain.
Power Metal paid US$25,000 in cash to Thor Mining and issue to Thor Mining 500,000 new Power Metal Ordinary shares of 0.1p (“Ordinary Shares”) at an issue price of 2.5p (£12,500 of Ordinary Shares).
Terms
The terms of the agreement are as follows:
Power Metal will pay US$115,000 in cash to Thor Mining and US$1,650,000 payable through issue to the THR of 48,118,920 Ordinary Shares at an issue price of 2.5 pence per share (“Initial Consideration Shares”). Thor has been informed that application will be made for the 48,118,920 Initial Consideration Shares to be admitted to trading on AIM which is expected to occur on or around 8 November 2021. The Initial Consideration Shares will represent c. 3.6% of the Power Metals issued share capital following Admission.
Thor Mining will hold the Initial Consideration Shares in full for a minimum of 6 months after the Option Exercise date, and thereafter the Initial Consideration Shares will become freely tradable in 25% instalments (25% tradable 6 months after Option Exercise date, 50% after 9 months, 75% after 12 months and 100% after 15 months). This trading restriction period may be varied by both parties with written agreement.
In addition, Power Metal will issue to Thor Mining 12.5 million warrants to subscribe for Ordinary Shares with an exercise price of 4p per Ordinary Share and life to expiry of 3 years from the Option Exercise date (“Initial Consideration Warrants”). Should the volume weighted average price (“VWAP”) of Power Metal shares meet or exceed 10.0 (ten) pence for 5 consecutive trading days Power Metal may serve notice on Thor Mining providing 14 calendar days to exercise and pay for the Initial Consideration Warrants or the Initial Consideration Warrants would be cancelled.
Should Thor Mining exercise the Initial Consideration Warrants above within 12 months from the Option Exercise date, Thor Mining will receive one for one replacement warrants to subscribe for Ordinary Shares at a fixed price of 8p per Ordinary Share, and life to expiry ending 3 years from the date of Option Exercise (“Super Warrants”). Should the Power Metal volume weighted average share price meet or exceed 20p for five consecutive trading days Power Metal may at any time issue Thor Mining with a written notice providing 14 days to exercise and pay for the Super Warrants or the Super Warrant would be cancelled.
Tail Benefit
POW will issue Thor Mining with a further US$500,000 of Ordinary Shares, if Golden Metal publishes a JORC or 43-101 compliant resource at Pilot Mountain which increases against current declared levels by 25% across total indicated and inferred categories within two years after the Agreement date. The number of Ordinary Shares to be issued will be calculated based on the volume weighted average Power Metal share price in the ten trading days immediately preceding the announcement by Golden Metal of the JORC or 43-101 compliant increase.
Additional Terms
Thor Mining and its professional corporate, licensing and geological teams will continue to work with Power Metal and Golden Metal to assist with Pilot Mountain ownership transfer and to manage local corporate and exploration/development operations in the 12 months following the Option Exercise date. Power Metal and Golden Metal will pay for any assistance provided post Acquisition on reasonable commercial terms to be agreed.
About Pilot Mountain Project
Pilot Mountain tungsten project in Nevada, USA which has a JORC 2012 Indicated and Inferred Resources Estimate on 2 of the 4 known deposits.
The 5,908-acre Project is centered around four existing mineral deposits including Garnet, Good Hope, Gunmetal and Desert Scheelite all which possess skarn-style tungsten-copper-silver-zinc mineralisation.
The Desert Scheelite Indicated and Inferred Resource comprises a 2012 JORC Compliant 9.9 million tonnes @ 0.26% WO3, 0.14% Copper, and 19.4g/t (grams/tonne) Silver, announced on 22 May 2017. The Garnet Inferred resource comprises a 2012 JORC Compliant 1.83 million tonnes @ 0.36% WO3, announced on 22 May 2017.
On 13 December 2018, Thor announced an upgraded and increased mineral resource estimate showing the Desert Scheelite mineral resource estimate comprises 10.7 million tonnes at 0.26% WO₃, 19.38 gram/tonne Silver (Ag), 0.15% copper (Cu), & 0.38% zinc (Zn) (above cut-off grade of 0.15% WO3).
http://www.rns-pdf.londonstockexchange.com/rns/8225Q_1-2021-10-31.pdf
Table A: Pilot Mountain Project JORC (2012) compliant Mineral Resource Estimate, 13 December 2018 (AIM: THR Announcement 13 December 2018)
· All figures are rounded to reflect appropriate levels of confidence. Apparent differences may occur due to rounding.
· The Company is not aware of any information or data which would materially affect this previously announced resource estimate, and all assumptions and technical parameters relevant to the estimate remain unchanged.
· Garnet Resource reported 22 May 2017
Thor Mining plc holds 100% of Black Fire Industrial Minerals Pty Ltd (Australian private company) which owns 100% of Industrial Minerals Pty (USA) Pty Ltd (Australian private company) which owns 100% of BFM Resources Inc and Pilot Metals Inc (USA private companies) which own tenements representing the entire Pilot Mountain Project.
As at 30 June 2020 BFM Resources Inc had Gross Assets of AUD$21,449 (circa £11,317) and incurred no profit or loss (AUD$Nil) for the year ended 30 June 2020.
As at 30 June 2020 Pilot Metals Inc had Gross Assets of US$3,055,411 (circa £2,226,602) and a loss of US$106,164 (circa £77,366) for the year ended 30 June 2020.
As at 30 June 2020 Black Fire Industrial Minerals Pty Ltd on a consolidated basis had Gross Assets of AUD$5,181,951 (circa £2,738,397) and a loss of AUD$154,690 (circa £81,746) for the year ended 30 June 2020.
Further details of the project are included on Thor’s website.
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (“MAR”), and is disclosed in accordance with the Company’s obligations under Article 17 of MAR.
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For further information on the Company, please visit www.thormining.com or contact the following:
Thor Mining PLC
Nicole Galloway Warland, Managing Director
Ray Ridge, CFO / Company Secretary
Tel: +61 (8) 7324 1935
Tel: +61 (8) 7324 1935
