TIDMTHR
RNS Number : 1283X
Thor Energy PLC
18 December 2023
18 December 2023
Thor Energy PLC
("Thor" or the "Company")
Alligator Energy Invests into South Australian In-Situ Recovery
Copper
The directors of Thor Energy Plc ("Thor") (AIM, ASX: THR, OTCQB:
THORF) are pleased to announce a strategic investment by Alligator
Energy Limited ("Alligator") into EnviroCopper Ltd ("ECL") to
further develop In-Situ Recovery ("ISR") copper projects. Thor
currently holds a 30% equity interest in ECL.
Investment Highlights:
-- Alligator will make an initial investment of A$0.9m for 7.8%
of ECL, with the exclusive option to make further staged strategic
investments to increase its ownership in ECL to 50.1%.
-- ECL is currently advancing ISR trials for environmentally
sustainable copper extraction at its flagship Kapunda copper
project and has similar plans at its Alford West copper project to
help meet copper demand for the green energy transition ( Figure 1
).
-- BHP Ltd (previously OZ Minerals) continues to fund part of
ECL's field investigations, including a Site Environmental
Lixiviant Trial ("SELT") of Copper ISR at Kapunda (AIM/ASX: 9
August 2022).
-- ISR has been successfully (and economically) used to extract
copper in several projects both in Australia and the US. It offers
distinct economic advantages and environmental benefits over
conventional open pit/crush/heap leach for shallow oxide copper
projects.
-- ECL's experienced ISR team has undertaken significant
research and exploration funded under a Commonwealth Govt CRC-P
grant of A$2.8m, for R&D and approvals for test work into ISR
of shallow fractured rock aquifer hosted oxide copper deposits.
-- A technical advisory committee will be formed, enabling
Alligator to assist ECL with its planned In-Situ trial work across
all projects and an ability to jointly apply any intellectual
property ("IP") that is developed.
-- The South Australian Government's copper strategy of
targeting 1Mtpa of copper production per annum provides a positive
backdrop to the potential of ISR copper test work.
-- Following the initial investment by Alligator of A$0.9m, and
also taking into account the dilution deriving from the
announcement also made this morning of the agreement by ECL with
Andromeda Metals Ltd, Thor's 30% holding in ECL will be diluted to
26.5%.
Nicole Galloway Warland, Managing Director of Thor Energy,
commented:
"The A$0.9m investment by Alligator Energy into ECL justifies
the decision made by Thor in its early investment of A$1.0m in
return for the initial 30% equity stake Thor had in ECL. Thor has
every confidence that Alligator will not only provide ECL with the
financial resources to advance the Alford West copper ISR project,
but also provide some key technical support during the resource
definition and approvals process.
"Thor is looking forward to working in partnership with
Alligator Energy in developing the Alford West Copper ISR Project,
as well as investigating other potential copper ISR projects in
Australia. We look forward to updating the market and our
shareholders with further developments."
Greg Hall, CEO of Alligator Energy commented:
"Alligator has been evaluating options for potential energy
minerals opportunities both within its existing portfolio
(exploration) and externally, as a potential second future business
stream along with its significant uranium portfolio. The investment
into EnviroCopper Ltd supports this, along with significant
synergies to our existing in-house ISR uranium expertise. It
provides the opportunity for AGE to be invested in and involved in
future copper demand for the green energy transition through the
significant oxide copper resources in these projects, and with
wider potential within South Australia and Australia.
"ECL has approvals in place to proceed with initial copper ISR
trials at Kapunda, and Alligator commends ECL's strong inroads into
exploration, resource and extraction modelling, bench scale test
work, and community engagement around its trial work now underway
at Kapunda. The fact that ECL was able to attract a non-dilutive
A$2.5m funding commitment from OZ Minerals (now BHP Ltd)
demonstrates the growing interest in ISR as a credible and
environmentally friendly technique to economically extract copper
from the right geological setting.
"The ECL team's expertise augments our own, with our team also
having substantial downstream operational experience which will
complement ECL. As ECL has its own ISR technical team, this
investment will not distract from Alligator's increasing pace of
work on the Samphire ISR Uranium Project as we advance into a field
recovery trial and commence a Feasibility Study through 2024.
"Alligator views ECL as the perfect vehicle to participate in
the potential of copper ISR in Australia."
Leon Faulkner, Managing Director of EnviroCopper Limited
commented:
"EnviroCopper welcomes Alligator's investment strategy, which
further supports our growth in smarter, lower impact,
environmentally and therefore socially acceptable exploration and
mining developments. Low-footprint exploration for copper and other
energy metals is vital for the vertical integration of the green
energy transition. The synergies between both companies will
accelerate our projects with additional expertise."
Figure 1: Copper ISR Projects, South Australia
KEY COMMERCIAL TERMS
On 17 December 2023, Alligator and ECL entered into a
Subscription Agreement and Shareholders' Agreement, governing
Alligator's investment in ECL.
Alligator has committed to an initial investment of A$0.9m by
subscribing to a 7.8% shareholding in ECL and following this,
Alligator has an option to sole fund ECL over an envisaged circa
4-year period by investing a further A$10.1m to A$11.7m (in total)
across 4 additional stages to achieve a 50.1% interest in ECL. [1]
ECL's field trial results and programme progress will be a key
factor in Alligator Energy's determination of future staged
investments.
COMMITTED INVESTMENT:
-- Initial Investment: Alligator is committed to an initial
investment of A$0.9m for a 7.8% shareholding in ECL.
OPTIONAL FUTURE INVESTMENT:
-- Stage 1 Investment: Following the Initial Investment, in
mid-2024, Alligator may elect to invest a further A$1.1m to
increase its interest in ECL to 15.6%.
-- Stage 2A Investment: Following a review of the Stage 1
Investment and upon receipt of a satisfactory Stage 2A budget
programme from ECL, Alligator may elect to invest a further A$2.0m
to increase its interest in ECL to 26.7%.
-- Stage 2B & 2C Investment: Following a review of the Stage
2A Investment and upon receipt of satisfactory Stage 2B & 2C
budget programmes from ECL, Alligator may elect to invest between
A$7.0m and A$8.6m across two equal tranches (Alligator not
obligated to fund both tranches) to increase its interest in ECL to
50.1% (1) .
ELECTION NOT TO FURTHER INVEST:
-- Working Capital Facility: Should Alligator elect not to make
the Stage 1 Investment, it will offer a 6-month working capital
facility to ECL up to a maximum of A$450,000 to allow for
alternative funding sources to be pursued. Under this scenario, ECL
shares will be issued to Alligator for the amount of the working
capital facility at the same valuation as the Initial
Investment.
FURTHER ISR COPPER PROJECTS:
-- First right of refusal: ECL will have the first right of
refusal on any additional ISR copper project opportunities.
The Shareholders' Agreement contains other customary provisions
for a transaction of this nature including, but not limited to, ECL
Board observer and representation rights granted to Alligator,
budgeting requirements, and equity top up rights. ECL and Alligator
Energy will be able to share information, focused principally
around ISR, for the purposes of developing their respective
business and will grant each other a royalty free, irrevocable, and
perpetual licence to use any developed IP internally.
At the end of the sole funding period, an approach has been
agreed for either a consolidation of ECL or to pursue a process to
realise value for all ECL shareholders.
The Subscription Agreement and Shareholders' Agreement are
cross-conditional on each other as well as the completion of ECL's
Alford West consolidation transaction with Andromeda Metals
(ASX/AIM: 18 December 2023).
The Board of Thor Energy Plc has approved this announcement and
authorised its release.
For further information, please contact:
Thor Energy PLC
Nicole Galloway Warland, Managing Director Tel: +61 (8) 7324
1935
Ray Ridge, CFO & Company Secretary
Tel: +61 (8) 7324
1935
WH Ireland Limited (Nominated Adviser and Tel: +44 (0) 207
Joint Broker) 220 1666
Antonio Bossi / Darshan Patel / Isaac Hooper
SI Capital Limited (Joint Broker) Tel: +44 (0) 1483
413 500
Nick Emerson
Yellow Jersey (Financial PR) thor@yellowjerseypr.com
Sarah Hollins / Shivantha Thambirajah / Tel: +44 (0) 20
Bessie Elliot 3004 9512
Updates on the Company's activities are regularly posted on
Thor's website: https://thorenergyplc.com which includes a facility
to register to receive these updates by email, and on the Company's
X page @thorenergyplc
About Thor Energy Plc
The Company is focused on uranium and energy metals that are
crucial in the shift to a 'green' energy economy. Thor has a number
of highly prospective projects that give shareholders exposure to
uranium, nickel, copper, lithium and gold. Our projects are located
in Australia and the USA.
Thor holds 100% interest in three uranium and vanadium projects
(Wedding Bell, Radium Mountain and Vanadium King) in the Uravan
Belt in Colorado and Utah, USA with historical high-grade uranium
and vanadium drilling and production results.
At Alford East in South Australia, Thor has earnt an 80%
interest in oxide copper deposits considered amenable to extraction
via In Situ Recovery techniques (ISR). In January 2021, Thor
announced an Inferred Mineral Resource Estimate(1). Thor also holds
a 26.5% interest in 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 and the Alford West
copper project, both situated in South Australia, and both
considered amenable to recovery by way of ISR.(2)(3)
Thor holds 100% of the advanced Molyhil tungsten project,
including measured, indicated and inferred resources , in the
Northern Territory of Australia, which was awarded Major Project
Status by the Northern Territory government in July 2020. Thor
executed a A$8m Farm-in and Funding Agreement with Investigator
Resources Limited (ASX: IVR) to accelerate exploration at the
Molyhil Project on 24 November 2022.(6)
Adjacent to Molyhil, at Bonya, Thor holds a 40% interest in
deposits of tungsten, copper, and vanadium, including Inferred
resource estimates for the Bonya copper deposit, and the White
Violet and Samarkand tungsten deposits. Thor's interest in the
Bonya tenement EL29701 is planned to be divested as part of the
Farm-in and Funding agreement with Investigator Resources
Limited.(6)
Thor owns 100% of the Ragged Range Project, comprising 92 km(2)
of exploration licences with highly encouraging early-stage gold
and nickel results in the Pilbara region of Western Australia.
Notes
(1)
https://thorenergyplc.com/investor-updates/maiden-copper-gold-mineral-resource-estimate-alford-east-copper-gold-isr-project/
(2)
www.thorenergyplc.com/sites/thormining/media/pdf/asx-announcements/20172018/20180222-clarification-kapunda-copper-resource-estimate.pdf
(3)
www.thorenergyplc.com/sites/thormining/media/aim-report/20190815-initial-copper-resource-estimate---moonta-project---rns---london-stock-exchange.pdf
(4)
https://thorenergyplc.com/investor-updates/molyhil-project-mineral-resource-estimate-updated/
(5)
www.thorenergyplc.com/sites/thormining/media/pdf/asx-announcements/20200129-mineral-resource-estimates---bonya-tungsten--copper.pdf
(6)
https://thorenergyplc.com/wp-content/uploads/2022/11/20221124-8M-Farm-in-Funding-Agreement.pd
[1] In November 2022, OZ Minerals (now BHP Ltd) committed to a
non-dilutive research funding with ECL of $2.6 million over an
18-month period (funding partially complete) to pursue research
into the potential economic extraction of copper through ISR at the
Kapunda Project. As such, the total maximum potential investment
amount required by Alligator to reach 50.1% is dependent pro-rata
on how much of the remaining BHP Ltd investment is received by
ECL.
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