Thor Mining PLC - Notice of AGM
THOR MINING PLC
NOTICE OF ANNUAL GENERAL MEETING,
PROPOSED ISSUE OF SHARES TO DIRECTORS
PROPOSED ISSUE OF SHARES
Thor Mining PLC ("Thor" or "the Company") (AIM, ASX: THR) has today posted the notice of the Annual General Meeting to be held at
In the light of the impact of Covid-19 and following the introduction by both the
The difficulties with air transport, the need for quarantine and allied matters means that the general meeting will be held in
The chairman of the general meeting will exercise his powers to exclude any person who attempts entry to the location of the general meeting. All resolutions of the general meeting will be decided on a poll. Shareholders will still be able to vote in advance of the general meeting by proxy. To ensure that their vote counts, shareholders should only appoint the chairman of the general meeting to act as their proxy.
Should changes with regard to the impact of Covid-19 be announced by either government before the general meeting, the directors will consider those changes and the impact on the proposed general meeting. Any proposed changes will be announced on the website.
The purpose of the Annual General Meeting is to consider, and if thought fit passing the resolutions contained in the notice of meeting. In addition to the usual resolutions which are considered at an Annual General Meeting, shareholders will be asked to consider the Resolutions 5 to 10.
Resolutions 5 and 6 provide the directors with the appropriate authorities, respectively, to issue shares and dis-apply pre-emption rights for existing shareholders and it is the normal procedure for such authority to be renewed at the annual general meeting. Resolution 5 is a requirement under English company law where the Company wishes to allot new relevant securities; resolution 6 is a requirement under English company law where the Company wishes to do so for cash without first offering those securities on a pro rata basis to existing shareholders.
Resolution 7 seeks the approval from shareholders of a 10% placement facility. ASX Listing Rule 7.1A enables eligible entities to issue equity securities up to 10% of its issued share capital in accordance with the terms set out in resolution 7 (10% Placement Facility). The 10% Placement Facility is in addition to the Company's 15% placement capacity under ASX Listing Rule 7.1. At this Meeting the Company is seeking shareholder approval by way of a special resolution to have the ability to issue additional equity securities under the 10% Placement Facility.
Proposed Issue of Remuneration Shares to Directors
Resolution 8 seeks shareholder approval for the purposes of ASX Listing Rule 10.11 in respect of the issue of a total of 2,647,059 Ordinary Shares being 661,765 Ordinary shares to each of the two Directors, Messrs Billing and McGeough, and 1,323,529 to
Subject to receiving shareholder approval at the Annual General Meeting and assuming there are no further changes to the shareholdings of the directors, the beneficial holdings of the directors and their connected parties will be as set out in the table below.
Remuneration Shares (Resolution 8)
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Resolution 9 concerns the adoption of an Employee Share Option Plan which allows eligible persons (employees and directors of Thor) to be offered the opportunity to receive options in order to assist in the attraction, retention and motivation of employees. The Directors consider that options are a cost effective and efficient means of incentivising employees. Exception 13 of ASX Listing Rule 7.2 provides that ASX Listing Rule 7.1 does not apply to an issue under an employee incentive scheme if within 3 years before the date of issue, holders of ordinary securities have approved the issue of securities under the scheme as an exception to Listing Rule 7.1. In order for future issues of securities made under the Employee Share Option Plan and within the three year period from the date of the passing of Resolution 9 to come within Exception 13 of ASX Listing Rule 7.2, the Company is seeking Shareholder approval for such issues of securities.
Ratification of Milestone Payments to American Vanadium Pty Ltd
Resolution 10 seeks shareholder approval to ratify under ASX Listing Rule 7.4, the planned issue of up to 18,000,000 Ordinary Shares which is expected to occur prior to the Annual General Meeting and will be issued within the Company's placement capacity under ASX Listing Rule 7.1. The planned issue of Ordinary Shares relates to the now completed acquisition of American Vanadium Pty Ltd (AVU), announced
A copy of the Notice of Annual General Meeting is also available on the Company's website, http://www.thormining.com/
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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
Thor holds 100% of the advanced Molyhil tungsten project in the
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 is also acquiring up to a 30% interest Australian copper development company EnviroCopper Limited, which in turn holds rights to earn up to a 75% interest in the mineral rights and claims over the resource on the portion of the historic Kapunda copper mine in
Thor also holds 100% of the
At the 100% owned
Thor holds mineral claims in the US states of
¹ Refer ASX and AIM announcement of
² Refer ASX and AIM announcement of
³ Refer AIM announcement of
⁴ Refer AIM announcement of
⁵ Refer ASX and AIM announcement of
Quick facts: Thor Mining PLC
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