5 March
2023
Thor
Energy PLC
("Thor"
or the "Company")
Half-year
report
The Directors of Thor Energy plc
(AIM, ASX: THR) are pleased to announce the Company's results for
the six months ended 31 December 2023.
The Company's Half Year Report was
also lodged with the Australian Stock Exchange ("ASX") as required
under the listing rules of the ASX. A copy of the Half Year
Report is available on the Company's website: https://thorenergyplc.com/.
Half-year
Report
For the six months
ended
31 December
2023
Drilling at Section 23,
Wedding Bell Uranium Project, USA
Nicole Galloway Warland, Managing
Director of Thor Energy, commented:
"After ending the year with
consistent high-grade uranium results from our 2023 drilling
program, we are optimistic about our 2024 drilling programs as we
continue to strategically position our portfolio towards advancing
our 'green energy' projects in the US.
"Uranium prices throughout the
second half of 2023 performed well, supported by strong supply and
demand fundamentals. This resulted in uranium breaking the
resistance level of $100/lb in early 2024, recording a 16-year high
and remaining above $100/lb. Looking ahead, the US Government
announced plans to invest up to US$500m to help develop a secure
domestic supply of nuclear energy fuel, as we mentioned in our Q4
2023 Quarterly Activities Report.
"Regarding our Australian portfolio,
we advanced the In-Situ Recovery assessment of the Alford East
Copper-REE-Gold Project, with reported favourable copper recoveries
of up to 72.2%, performing above the 60%-70% usually expected for
an In-Situ Recovery operation. Thor is constantly assessing its ESG
practice and used GlyleachTM during the ISR assessment
process as it is considered both environmentally friendly and more
economical compared to the traditional lixiviant of sulphuric
acid.
"Another successful venture
accomplished in the second half of 2023 was to amalgamate Thor's 3D
geological model with the new Ambient Noise Tomography 3D model
through our collaborative partnership with Fleet Space Technologies
on our Alford East Copper-REE Project. Thor is currently working on
the resultant 3D model and expects it to be completed by the end of
Q1 2024. This work will generate an improved geological model for
drill targeting extensions and potential higher-grade copper zones
within the Alford Copper Belt.
"EnviroCopper Limited, of which Thor
owned 30% at the beginning of H2 2023, engaged with multiple
parties over the second half of the calendar year. After multiple
agreements were signed off, Thor's ownership was diluted to 26.3%.
These investments will further support ECL's mission to develop
smarter, lower-cost, and environmentally friendly copper projects,
and will help energy metals be extracted in the most sustainable
way possible. With in-ground lixiviant trials now underway at
Kapunda, we are pleased with the progress being made, especially
after the Government of South Australia awarded a key environmental
approval to advance the Kapunda Copper ISR
Project.
"The Company decided to divest its
assets at Ragged Range as it seeks to drive ahead and focus on
progress made on our US Uranium assets, Wedding Bell, Radium
Mountain, and Vanadium King.
"With a strong pipeline of news flow
expected for the coming months and project milestones across the
portfolio, we anticipate 2024 to provide significant progress in
our key assets and we will provide further updates in due
course."
HIGHLIGHTS
Uranium &
Vanadium
Thor is encouraged by the growth
opportunities in the uranium sector, with the uranium spot
price breaking through US$100/lb, reaching
a 16-year high in December 2023; supported
by strong supply and demand fundamentals, climate change
initiatives and the US Government investing up to US$500m to
develop domestic supply of nuclear energy fuel from
uranium.
Thor reaffirmed its strategic focus
on uranium and commitment to advancing its USA assets with the
second phase of drilling commencing at its Colorado Wedding Bell Project on 18 October
2023. The reverse circulation ("RC") drill
program comprised 23 shallow drillholes, totalling 2,737m. The
program was designed to follow up on the successful 2022 maiden
program, which targeted uranium and vanadium mineralisation within
the prospective Salt Wash Member of the Morrison Formation, in the
Uravan Mineral Belt.
The program identified the
prospectivity of the Project, with shallow, uranium mineralisation
intersected in all holes drilled at Section 23, Rim Rock Mine and
Groundhog Mine, with high-grade uranium up to 6885ppm (0.69%)
eU3O8 intercepted
(23WBRA020).
Copper-Gold
During November 2023, Thor fulfilled
its Stage 2 expenditure obligations at the Alford East Copper-Gold-REE Project.
Completing Stage 2 of the Earn-In entitled Thor to increase its
interest from 51% to 80% in the copper oxide mineral rights from
Spencer Metals Pty Ltd ("Spencer").
Ambient Noise Tomography ("ANT")
surveys incorporating Fleet's EXOSPHERE BY FLEET® technology were completed in
collaboration with Fleet Space Technologies over the north portion
of the Alford East Project area. The preliminary 3D ANT model
highlights low-velocity zones, representing deep structural troughs
hosting copper-REE-gold mineralisation within the Alford Copper
Belt.
As part of the In-Situ Copper
Recovery ("ISCR") assessment process, hydrometallurgical
mini-column test work was completed. The results returned
favourable copper recoveries of up to 72.2%, significantly above
the standard range of 60-70% for an ISCR operation.
Thor used GlyleachTM
lixiviant during hydrometallurgical work, which is economical and
environmentally friendly compared to the traditional lixiviant of
sulphuric acid, helping Thor to develop a low-cost,
low-environmental footprint for a potential ISCR
operation.
Another significant highlight was
the multiple parties EnviroCopper Ltd
("ECL") engaged with during December 2023,
with Thor now holding 26.3% interest in ECL. ECL received an
initial A$0.9m investment from Alligator Energy, along with an
agreement with Andromeda Metals to acquire the Alford West EL 5984 tenement. Thor's
investment into ECL is looking promising, with in-ground lixiviant
trials now underway at Kapunda and copper recoveries to be
reported in 2024.
OUTLOOK FOR
2024
Uranium &
Vanadium
Consistent high-grade uranium
results from the 2023 drilling program highlights the significant
potential and growth opportunities of the Wedding Bell and Radium Mountain uranium projects,
Colorado. Thor is now preparing for the 2024 drilling programs,
including resource drilling, and continuing brownfields exploration
as it awaits assay results from the highly prospective
projects.
In addition, maiden drilling is
planned for the Vanadium
King Project,
Utah.
Copper
At Alford East, Thor is continuing to
build on the 3D geological and mineralisation model, integrating
Fleet's ANT seismic velocity data. The
resultant 3D model aims to highlight low-velocity drill targets,
which potentially represent higher-grade copper-REE-Gold targets,
associated with deep structurally controlled troughs.
ECL will complete the lixiviant
Push/Pull phase of the Site Environment Lixiviant Trials ("SELT")
at Kapunda.
REVIEW OF
OPERATIONS
Uranium & Vanadium
Projects (Colorado & Utah USA) (100% Thor)
The 2023 RC drilling program at the
Wedding Bell and
Radium Mountain Projects in
Colorado, successfully identified shallow, uranium mineralisation
(visual geological logging and downhole gamma) in all holes drilled
at Section 23, Rim Rock Mine and Groundhog Mine.
Significant uranium downhole gamma
results above 2000ppm (0.2%) eU3O8 include:
§ 23WBRA020
0.9m @ 6885ppm (0.69 %) eU3O8 from 82.66m
§ 23WBRA019
0.3m @ 3362ppm (0.34 %) eU3O8 from 90.22m
§ 23WBRA011
0.5m @ 3186ppm (0.32 %) eU3O8 from 76.2m
§ 23WBRA016
0.8m @ 1954ppm (0.20%) eU3O8 from 67.4m
Samples from anomalous zones in each
drillhole are now at Australian Laboratory Services ("ALS") in
Canada for full geochemical analysis including uranium and vanadium
assays.
Preparations are already underway
for the 2024 drilling program; including infill and extension
drilling at Rim Rock and Groundhog mine areas, continuing
brownfield exploration drilling across tenure and the maiden
drilling planned for Vanadium King
Project, Utah.
Copper Portfolio (South
Australia)
Alford East
During the reporting period, Thor
fulfilled its Stage 2 expenditure obligations increasing its
interest from 51% to 80% in the copper oxide mineral rights from
Spencer (ASX/AIM: 3 November 2023).
Two comprehensive ANT surveys were
executed at the Alford East Project, covering the northern portion
of the Mineral Resource Estimate ("MRE") domains. The surveys were
designed to delineate the low-velocity, weathered 'troughs' that
are known to host the oxide copper-gold and REE mineralisation
within the Alford Copper Belt. The oxide copper-gold and REE
mineralisation within the Alford Copper Belt is associated with
rocks that are significantly less dense with lower seismic velocity
than the surrounding fresh units.
The surveys referred to as the East
and West field surveys used a total of 96 Fleet's space-enabled
geodes for each deployment. These surveys covered substantial
areas, encompassing 1.13 square kilometres.
The data collected from these two
surveys was subject to extensive processing, leading to the
development of a high-resolution 3D seismic velocity model of the
subsurface. This model has revealed key features, such as regions
with slower velocity within a high-velocity basement, inferring a
3D geometry of the interpreted variably weathered trough and a
sheared metasedimentary basement. This model is now being merged
with Thor's geological and mineralisation model.
Thor engaged Draslovka to undertake
a program of work to evaluate Draslovka's GlyLeachTM
process, focusing on copper extraction from a 7.3m intersection
selected from drillhole 21AED005. This sample was selected as
representative of copper oxide mineralisation within Mineral
Resource Estimate Domain Area 5 (MRE 5) from Thor's 2021 drill
program (ASX/AIM: 26 April
2023).
The metallurgical test work included
a copper sequential analysis, Diagnostic Leach Tests ("DLT")
(ASX/AIM: 22 February 2022) and Mini Column Leach Tests ("MCLT") on
the sample provided. This test work determines which copper species
can be leached by different solutions.
Based on the copper sequential
analysis conducted by ALS Drasloka, it was anticipated the
GlyLeachTM
process is likely to leach all the cyanide-soluble copper, a major
portion (20-80%) of the acid-soluble copper and minor amount
(<10%) of silicate locked copper (ASX/AIM: 11 December
2023).
GlyLeachTM is an
environmentally benign, hydrometallurgical process that can leach
copper, nickel, cobalt and zinc from oxide, mixed oxide and
supergene ores, and even primary sulphide ores. In the right
conditions, it can also leach gold. Glycine is the simplest amino
acid and is available in bulk quantities. Its unique properties can
offer substantial advantages over conventional
lixiviants.
MCLT was undertaken by Drasloka,
designed to give a preliminary indication of extractions for
typical heap or ISR conditions at Alford East. The test work demonstrates
GlyLeachTM ability to recover copper with excellent
recoveries, up to 72.2%.
GlyLeachTM ability
to recover copper with good recoveries, up to 72.2%, exceeds the
traditional findings of 60-70% for ISR operations. Based on CAPEX
and OPEX costs, recovering metal in an ISR operation in comparison
to conventional mining (open cut or underground operation) enables
lower metal recoveries whilst maintaining equal or similar profit
margins.
EnviroCopper
Limited
ECL and Andromeda Metals Ltd
("Andromeda") signed an agreement in December 2023, whereby ECL
acquired the Exploration Licence 5984 on the Yorke Peninsula which
covers the Alford West
Project.
Agreement Highlights (AIM/ASX: 18
December 2023):
§ Consolidation of the Alford West Joint Venture ("JV") (In-Situ
Recovery JV) and other ISR amenable targets within Exploration
Licence 5984 with 100% of the ownership transferring to
ECL
§ Andromeda
received 5% of the current ECL capitalisation (203,008 shares),
plus A$50,000 in cash
§ Andromeda
received deferred consideration as a 10% share of any successful
mining operations 'Royalty Tenement Operating Cashflow' on the
Alford West Project area
(not exceeding A$15m) and Moonta Project area (not exceeding
A$15m)
§ Upon
successful completion of a SELT, Andromeda will be issued a further
2.5% of ECL capitalisation (101,504 shares)
§ Once a
mining lease is granted, Andromeda will receive a further cash
payment of A$150,000 with royalty payments from operating cash
flow
§ Alligator
Energy Limited ("Alligator") made a strategic investment into ECL
to further develop ISR copper projects (AIM/ASX: 18 December
2023)
§ Alligator
paid 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
§ BHP Ltd
(previously OZ Minerals) continues to fund part of ECL's field
investigations, including a SELT of Copper ISR at Kapunda (AIM/ASX:
9 August 2022)
Following the ECL dealings, Thor
holds a 26.3% equity interest in ECL.
Kapunda
The first phase of the SELT is
underway, involving mixing a biodegradable solution called
lixiviant, with groundwater for placement within the copper
orebody. The lixiviant will reside in-situ for a period while being
sampled and monitored, the copper lixiviant will then be extracted,
and the site rehabilitated.
The results are anticipated in early
2024.
Ragged Range Gold, Lithium,
Nickel, Copper-Gold Project (Pilbara, Western Australia) (100%
Thor)
Thor holds a 100% interest in five
granted tenements in the Pilbara region of Western Australia,
approximately 40km west of the township of Nullagine.
As Thor focuses on its uranium and
energy metal projects, a divestment or joint venture partner is
being sought for the Ragged Range
Project. This project has potential for gold, copper-gold,
lithium, and nickel. With the change in focus towards critical
minerals in the energy and green economy, this group of tenements
is no longer considered core in Thor's exploration
portfolio.
There remains significant market
interest in this project.
Molyhil Tungsten/Molybdenum
project (Northern Territory, Australia) (100%
Thor)
The Molyhil project is located 220km
northeast of Alice Springs.
On 24 November 2022, Thor
announced the signing, through its wholly owned subsidiary Molyhil Mining Pty Ltd ("Molyhil"), of
a Heads of Agreement with ASX-listed mineral exploration and
development company Investigator Resources Limited (ASX: IVR,
"IVR"). The agreement will fund the accelerated exploration of
Thor's 100%-owned Molyhil tenements (the "Tenements"), in the
Northern Territory and the sale of Thor's interest in the Bonya
tenement (EL29701).
The Earn-in/JV Agreement to the
value of A$8M is via a 3-stage process, to earn 80% interest in the
Tenements and acquire Thor's 40% interest in the Bonya tenement
(EL29701). In late 2023, IVR carried out a
12-hole drilling program at Molyhil Project to verify and update
the MRE; assays are anticipated in February 2024 (ASX/AIM: 9
November 2023).
Bonya (Tungsten, Copper,
Vanadium) (40% Thor)
The Bonya project comprising EL29701
and EL 32167, sits approximately 30km east of Molyhil, holding
tungsten and copper resources, which are expected to complement the
Molyhil project. Thor, in joint venture with Arafura, holds 40%
equity interest in the resources.
Thor's interest in the Bonya
tenement EL29701 is planned to be divested as part of the Farm-in
and Funding agreement with IVR.
CORPORATE
Following shareholder approval on 23
August 2023, the Company implemented a share capital consolidation
for its listed securities on 31 August 2023.
Under the share capital
consolidation, the Company reduced the number of its Ordinary
Shares by way of a consolidation on the basis of 10 Ordinary Shares
of 0.01p each into one new Ordinary Share of 0.1p each.
Accordingly, holdings in the Company's CDIs, quoted on the ASX,
have also been reduced by way of a consolidation on the basis of 10
CDIs into one new CDI (collectively the "Consolidation"). Pursuant
to the Consolidation, the number of options were consolidated in
the same ratio as the Ordinary Shares and the exercise price has
been amended in inverse proportion to that ratio.
Thor and Fleet have formed a
collaborative partnership to accelerate mineral exploration at
Alford East Project. As part of this collaboration, Fleet acquired
equity interest in Thor via the issue of 6,250,000 Ordinary Shares
on 7 September 2023 at a price of A$0.04 per Ordinary
Share.
Thor completed a small strategic
placement on 20 September 2023, raising gross proceeds of A$1m via
the placing of 23,809,524 Ordinary Shares, at a price of A$0.042
per Ordinary Share. All placees received one option for each
Ordinary Share subscribed, being a total of 23,809,524 options (the
"Placement Options"). All Placement Options were issued under the
existing ASX listed options (ASX: THROD) which are exercisable at
A$0.09 (9 cents) and expire in January 2025. The placing price
represented a discount of 6.67% to the last ASX-traded price of
A$0.045 on 15 September 2023 but was a 9.38% premium to the VWAP of
the last 15 trading days, prior to that date.
During the period, Thor fulfilled
its Stage 2 expenditure obligations at the Alford East
Copper-Gold-REE Project. Completing Stage 2 of the earn-in,
entitled Thor to increase its interest from 51% to 80% in the
copper oxide mineral rights from Spencer. To complete its Stage 2
commitments, Thor issued Spencer A$250,000 in fully paid Thor
shares, issued at a price of A$0.027 per share (being the 5-day ASX
VWAP on the date immediately before allotment) and 18,518,520
unlisted options, exercisable at A$0.30 and an expiry date of 3
November 2028.
Comprehensive
Income
The comprehensive income statement
records a comprehensive loss of £2,043,000 (2022: £126,000 loss)
after taking into account unrealised exchange gain of £250,000
(2022: £118,000 loss). The loss for the period ended 31 December
2023 also included a £1,907,000 non-cash write down of the carrying
value of the Group's Ragged Range Project located in the Pilbara
Region of Australia. The write down reflects the Group's
decision to focus its available resources on its US Uranium and
Alford East projects (refer to Note 3 of the financial
statements).
Nicole Galloway Warland
Managing Director
4 March 2024
For further information, please
contact:
Thor Energy PLC
|
|
Nicole Galloway Warland, Managing
Director
Ray Ridge, CFO / Company
Secretary
|
Tel: +61 (8) 7324 1935
Tel: +61 (8) 7324 1935
|
WH Ireland Limited (Nominated
Adviser and Joint Broker)
|
Tel: +44 (0) 207 220
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 / Bessie Elliot
|
Tel: +44 (0) 20 3004 9512
|
Updates on the Company's activities
are regularly posted on Thor's website www.thorEnergy.com,
which includes a facility to register to receive these updates by
email, and on the Company's twitter page @ThorEnergy.
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 Colorado and Utah, USA with
historical high-grade uranium and vanadium drilling and production
results.
Thor owns 100% of the Ragged Range
Project, comprising 92 km2 of exploration licences with highly
encouraging early-stage gold and nickel results in the Pilbara
region of Western Australia, with follow up drilling planned for
2022.
At Alford East in South Australia,
Thor is earning 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 30% 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 resources⁴, in the Northern Territory of Australia, which
was awarded Major Project Status by the Northern Territory
government in July 2020. Thor executed a $8m Farm-in and Funding
Agreement with Investigator Resources Limited (ASX: IVR) to
accelerate exploration at the Molyhil Project on 24th 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.⁵ 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
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.pdf
This announcement contains inside
information for the purposes of Article 7 of the UK version of
Regulation (EU) No 596/2014 which is part of UK law by virtue of
the European Union (Withdrawal) Act 2018, as amended ("MAR"). Upon
the publication of this announcement via a Regulatory Information
Service, this inside information is now considered to be in the
public domain.
Competent Person's statements
The information in this report that relates to exploration
results is based on information compiled by Nicole Galloway
Warland, who holds a BSc Applied geology (HONS) and who is a Member
of The Australian Institute of Geoscientists. Ms Galloway Warland
is an employee of Thor Energy PLC. She has sufficient experience
which is relevant to the style of mineralisation and type of
deposit under consideration and to the activity which she is
undertaking to qualify as a Competent Person as defined in the 2012
Edition of the 'Australasian Code for Reporting of Exploration
Results, Mineral Resources and Ore Reserves'. Nicole Galloway
Warland consents to the inclusion in the report of the matters
based on her information in the form and context in which it
appears.
The Company confirms that it is not aware of any new
information or data that materially affects the information
included in the original market announcements and, in the case of
estimates of Mineral Resources or Ore Reserves, that all material
assumptions and technical parameters underpinning the estimates in
the relevant market announcement continue to apply and have not
materially changed. The Company confirms that the form and context
in which the Competent Person's findings are presented have not
been materially modified from the original market
announcement.
Condensed Consolidated Statement of Comprehensive
Income
For the 6 months ended 31 December
2023
|
|
|
Note
|
£'000
|
£'000
|
£'000
|
|
|
6 months
ended
31 December
2023
|
6 months
ended
31 December
2022
|
Year
ended
30 June
2023
|
|
|
Unaudited
|
Unaudited
|
Audited
|
|
|
|
|
|
Administrative expenses
|
|
(46)
|
(46)
|
(146)
|
Corporate expenses
|
|
(303)
|
(292)
|
(523)
|
Share-based payments
expense
|
7
|
(14)
|
(21)
|
(39)
|
Realised gain/loss on financial
assets
|
|
6
|
28
|
5
|
Exploration expenses
|
|
-
|
-
|
(3)
|
Write off/Impairment of exploration
assets
|
3
|
(1,907)
|
-
|
-
|
Operating Loss
|
|
(2,264)
|
(331)
|
(706)
|
Interest received
|
|
14
|
-
|
4
|
Interest Paid
|
|
(4)
|
-
|
(3)
|
Share of (loss)/profit of associate,
accounted for using the equity method
|
5
|
(38)
|
(38)
|
(27)
|
Fair value decrement on financial
assets FVTPL
|
|
-
|
134
|
19
|
Profit/(loss) on sale of
assets
|
|
(7)
|
166
|
129
|
Sundry income
|
|
6
|
61
|
64
|
Loss
before Taxation
|
|
(2,293)
|
(8)
|
(520)
|
Taxation
|
|
-
|
-
|
-
|
Loss
for the period
|
|
(2,293)
|
(8)
|
(520)
|
|
|
|
|
|
Other comprehensive income:
|
|
|
|
|
Items that may be subsequently
reclassified to profit or loss:
|
|
|
|
|
Exchange differences on translating
foreign operations
|
|
250
|
(118)
|
(1,057)
|
Other comprehensive income for the
period, net of income tax
|
|
250
|
(118)
|
(1,057)
|
Loss for the year and total
comprehensive loss attributable to the equity holders
|
|
(2,043)
|
(126)
|
(1,577)
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share
|
2
|
(0.89)p
|
(0.00)p
|
(0.23)p
|
|
|
|
|
|
Condensed Consolidated Statement of Financial
Position
For the 6 months ended 31 December
2023
|
|
|
Note
|
£'000
|
£'000
|
£'000
|
|
|
31 December
2023
|
31 December
2022
|
30 June
2023
|
|
|
Unaudited
|
Unaudited
|
Audited
|
ASSETS
|
|
|
|
|
Non-current assets
|
|
|
|
|
Intangible assets (deferred
exploration costs)
|
3
|
12,123
|
13,280
|
12,681
|
Financial assets
|
4
|
-
|
324
|
-
|
Investments accounted for using the
equity method
|
5
|
493
|
547
|
520
|
Deposits to support performance
bonds
|
|
101
|
109
|
105
|
Right of use asset
|
|
48
|
76
|
59
|
Plant and equipment
|
|
45
|
58
|
51
|
Total non-current assets
|
|
12,810
|
14,394
|
13,416
|
|
|
|
|
|
Current assets
|
|
|
|
|
Cash and cash equivalents
|
|
525
|
1,513
|
898
|
Trade receivables and other
assets
|
|
76
|
94
|
35
|
Financial assets at fair value
through profit and loss
|
|
-
|
-
|
124
|
Total current assets
|
|
601
|
1,607
|
1,057
|
Total assets
|
|
13,411
|
16,001
|
14,473
|
|
|
|
|
|
LIABILITIES
|
|
|
|
|
Current liabilities
|
|
|
|
|
Trade and other payables
|
|
(130)
|
(192)
|
(115)
|
Employee annual leave
provision
|
|
(42)
|
(38)
|
(42)
|
Lease liability
|
|
(26)
|
(25)
|
(24)
|
Total current liabilities
|
|
(198)
|
(255)
|
(181)
|
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
Lease liability
|
|
(24)
|
(51)
|
(37)
|
Total non-current liabilities
|
|
(24)
|
(51)
|
(37)
|
|
|
|
|
|
Total liabilities
|
|
(222)
|
(306)
|
(218)
|
|
|
|
|
|
Net
assets
|
|
13,189
|
15,695
|
14,255
|
|
|
|
|
|
Equity
|
|
|
|
|
Issued share capital
|
6
|
3,889
|
3,850
|
3,850
|
Share premium
|
|
28,467
|
27,971
|
27,813
|
Foreign exchange reserve
|
|
1,285
|
1,974
|
1,035
|
Merger reserve
|
|
405
|
405
|
405
|
Share based payments
reserve
|
7
|
996
|
769
|
938
|
Retained earnings
|
|
(21,853)
|
(19,274)
|
(19,786)
|
|
|
|
|
|
Total equity
|
|
13,189
|
15,695
|
14,255
|
|
|
|
|
|
Condensed Consolidated Statement of Change in
Equity
|
|
|
|
|
For the 6 months ended 31 December
2023
|
|
|
|
|
|
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
|
|
Issued share
capital
|
Share
premium
|
Retained
losses
|
Foreign Currency
Translation Reserve
|
Merger
Reserve
|
Share Based Payment
Reserve
|
Total
|
|
Balance at 1 July 2022
|
3,812
|
26,632
|
(19,384)
|
2,092
|
405
|
866
|
14,423
|
|
Loss for the period
|
-
|
-
|
(8)
|
-
|
-
|
-
|
(8)
|
|
Foreign currency translation
reserve
|
-
|
-
|
-
|
(118)
|
-
|
-
|
(118)
|
|
Total comprehensive loss for the
period
|
-
|
-
|
(8)
|
(118)
|
-
|
-
|
(126)
|
|
Transactions with owners in their capacity as
owners
|
|
|
|
|
|
Shares issued
|
38
|
1,433
|
-
|
-
|
-
|
-
|
1,471
|
|
Cost of shares issued
|
-
|
(94)
|
-
|
-
|
-
|
-
|
(94)
|
|
Share options lapsed
|
-
|
-
|
118
|
-
|
-
|
(118)
|
-
|
|
Share options issued
|
-
|
-
|
-
|
-
|
-
|
21
|
21
|
|
At
31 December 2022
|
3,850
|
27,971
|
(19,274)
|
1,974
|
405
|
769
|
15,695
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July 2022
|
3,812
|
26,632
|
(19,384)
|
2,092
|
405
|
866
|
14,423
|
|
Loss for the period
|
-
|
-
|
(520)
|
-
|
-
|
-
|
(520)
|
|
Foreign currency translation
reserve
|
-
|
-
|
-
|
(1,057)
|
-
|
-
|
(1,057)
|
|
Total comprehensive (loss) for the
period
|
-
|
-
|
(520)
|
(1,057)
|
-
|
-
|
(1,577)
|
|
Transactions with owners in their capacity as
owners
|
|
|
|
|
|
|
Shares issued
|
38
|
1,433
|
-
|
-
|
-
|
-
|
1,471
|
|
Cost of shares issued
|
-
|
(252)
|
-
|
-
|
-
|
-
|
(252)
|
|
Share options exercised
|
-
|
-
|
118
|
-
|
-
|
(118)
|
-
|
|
Share options issued
|
-
|
-
|
-
|
-
|
-
|
190
|
190
|
|
At
30 June 2023
|
3,850
|
27,813
|
(19,786)
|
1,035
|
405
|
938
|
14,255
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July 2023
|
3,850
|
27,813
|
(19,786)
|
1,035
|
405
|
938
|
14,255
|
|
Loss for the period
|
-
|
-
|
(2,293)
|
-
|
-
|
-
|
(2,293)
|
|
Foreign currency translation
reserve
|
-
|
-
|
-
|
250
|
-
|
-
|
250
|
|
Total comprehensive loss for the
period
|
-
|
-
|
(2,293)
|
250
|
-
|
-
|
(2,043)
|
|
Transactions with owners in their capacity as
owners
|
|
|
|
|
|
Shares issued
|
39
|
740
|
-
|
-
|
-
|
-
|
779
|
|
Cost of shares issued
|
-
|
(86)
|
-
|
-
|
-
|
-
|
(86)
|
|
Share options lapsed
|
-
|
-
|
226
|
-
|
-
|
(226)
|
-
|
|
Share options issued
|
-
|
-
|
-
|
-
|
-
|
284
|
284
|
|
At
31 December 2023
|
3,889
|
28,467
|
(21,853)
|
1,285
|
405
|
996
|
13,189
|
|
Condensed Consolidated Statement of Cash
Flow
|
For the 6 months ended 31 December
2023
|
|
|
|
|
£'000
|
£'000
|
£'000
|
|
6 months
ended
31 December
2023
|
6 months
ended
31 December
2022
|
Year
ended
30 June
2023
|
|
Unaudited
|
Unaudited
|
Audited
|
Cash flows from operating activities
|
|
|
|
Operating loss
|
(2,264)
|
(331)
|
(706)
|
Sundry income
|
6
|
61
|
64
|
(Increase)/decrease in trade and
other receivables
|
(44)
|
(16)
|
14
|
Increase/(decrease) in trade and
other payables
|
37
|
20
|
(73)
|
Increase/(decrease) in
provisions
|
(1)
|
6
|
12
|
Depreciation
|
20
|
10
|
30
|
Exploration expenditure write
off
|
1,907
|
-
|
-
|
Share-based payments
|
14
|
21
|
39
|
Net
cash outflow from operating activities
|
(325)
|
(229)
|
(620)
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
Interest received
|
14
|
-
|
4
|
Interest paid
|
(4)
|
-
|
(3)
|
Payments/refunds for
bonds
|
6
|
(42)
|
(42)
|
Purchase of property, plant &
equipment
|
-
|
(4)
|
(8)
|
Payments for exploration
expenditure
|
(827)
|
(1,303)
|
(1,680)
|
R&D Grants for exploration
expenditure
|
45
|
173
|
304
|
Proceeds from sale of
assets
|
117
|
371
|
418
|
Proceeds from the sale of
investments
|
-
|
-
|
-
|
Net
cash outflow from investing activities
|
(649)
|
(805)
|
(1,007)
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
Lease liability
repayments
|
(12)
|
(2)
|
(12)
|
Net issue of ordinary share
capital
|
596
|
1,377
|
1,370
|
Net
cash inflow from financing activities
|
584
|
1,375
|
1,358
|
|
|
|
|
Net
decrease in cash and cash equivalents
|
(390)
|
341
|
(269)
|
Non-cash exchange changes
|
17
|
(1)
|
(6)
|
Cash and cash equivalents at
beginning of period
|
898
|
1,173
|
1,173
|
Cash and cash equivalents at end of period
|
525
|
1,513
|
898
|
Notes to the Half-year
Report
For the 6 months ending 31 December 2023
1. PRINCIPAL ACCOUNTING
POLICIES
(a) Presentation of Half-year
results
The half-year results have not been
audited but were the subject of an independent review carried out
by the Company's auditors, PKF Littlejohn LLP. Their review
confirmed that the figures were prepared using applicable
accounting policies and practices consistent with those adopted in
the 2023 annual report and to be adopted in the 2024 annual
report. The financial information contained in this half-year
report does not constitute statutory accounts as defined by Section
435 of the Companies Act 2006.
The half-year report has been
prepared under the historical cost convention.
The Directors acknowledge their
responsibility for the half-year report and confirm that, to the
best of their knowledge, the interim consolidated financial
statements for the six months ended 31 December 2023 have been
prepared in accordance with UK adopted international accounting
standards, including IAS 34 "Interim Financial Statements", and
complies with the requirements for companies with securities
admitted to trading on the AIM Market of the London Stock Exchange.
This half-year report does not include all the notes of the type
normally included in an annual financial report. Accordingly, this
report should be read in conjunction with the annual report for the
year ended 30 June 2023.
The Directors are of the opinion
that on-going evaluations of the Company's interests indicate that
preparation of the accounts on a going concern basis is appropriate
but that a material uncertainty with respect to going concern
exists. Refer Note 10 for further information.
(b) Basis of consolidation
The consolidated financial
statements comprise the financial statements of Thor Energy PLC and
its controlled entities. The financial statements of
controlled entities are included in the consolidated financial
statements from the date control commences until the date control
ceases. All inter-company balances and transactions have been
eliminated in full.
The financial statements of
subsidiaries are prepared for the same reporting period as the
parent Company, using consistent accounting policies.
(c) Investments in Associates
Investments in associate companies
are recognised in the financial statements by applying the equity
method of accounting. The equity method of accounting recognises
the Group's share of post-acquisition reserves of its
associates.
Where there has been a change
recognised directly in an associate's equity, the Group recognises
its share of any changes and discloses this in the statement of
profit of loss and other comprehensive income. The reporting
dates of the associates and the Group are identical, and the
associates accounting policies conform to those used by the Group
for like transactions and events in similar
circumstances.
(d) Risks and uncertainties
The Board continuously assesses and
monitors the key risks of the business. The key risks that could
affect the Company's medium-term performance and the factors that
mitigate those risks have not substantially changed from those set
out in the Company's 2023 Annual Report and Financial Statements.
The key financial risks are liquidity risk, credit risk, interest
rate risk and fair value estimation.
(e) Critical accounting estimates
The preparation of condensed interim
financial statements requires management to make estimates and
assumptions that affect the reported amounts of assets and
liabilities at the end of the reporting period. Significant items
subject to such estimates are set out in the Company's 2023 Annual
Report and Financial Statements. The nature and amounts of such
estimates have not changed significantly during the interim
period.
Notes to the Half-year
Report
For the 6 months ending 31 December 2023
2. EARNINGS
PER SHARE
No diluted earnings per share is
presented for the six months ended 31 December 2023 as the effect
on the exercise of share options would be to decrease the loss per
share.
|
£'000
|
£'000
|
£'000
|
|
6 months
ended
31 December
2023
|
6 months
ended
31 December
2022
|
Year
ended
30 June
2023
|
|
Unaudited
|
Unaudited
|
Audited
|
Loss for the period
|
(2,293)
|
(8)
|
(520)
|
Weighted average number of Ordinary
shares in issue
Loss per share - basic
|
258,279,775
(0.89)p
|
206,577,774
(0.00)p
|
222,800,090
(0.23)p
|
The basic loss per share is derived
by dividing the loss for the period attributable to ordinary
shareholders by the weighted average number of shares in
issue. The weighted average number of shares for the both the
periods ending 30 June 2023 and 31 December 2022 have also been
adjusted for the 10:1 share capital consolidation that occurred on
31 August 2023.
As the inclusions of the potential
Ordinary Shares would result in a decrease in the loss per share
they are considered to be anti-dilutive and as such not
included.
3. DEFERRED
EXPLORATION COSTS
|
£'000
|
£'000
|
£'000
|
|
31 December
2023
|
31 December
2022
|
30 June
2023
|
Cost
|
Unaudited
|
Unaudited
|
Audited
|
At commencement
|
12,681
|
12,329
|
12,329
|
Net additions
|
743
|
1,062
|
1,305
|
Acquired through
acquisition
|
367
|
-
|
-
|
Exchange gain/(loss)
|
239
|
(111)
|
(953)
|
Exploration expenditure write
off
|
(1,907)
|
-
|
-
|
At
period end
|
12,123
|
13,280
|
12,681
|
|
|
|
|
Period ending 31 December 2023
The Net additions in the period of
£743,000 includes £554,000 of drilling related expenditure on its
priority Uranium projects in the US. Acquired through
acquisition of £367,000 in the period relates to the issue of
securities to increase its interest from 51% to 80% in the copper
oxide mineral rights in the Alford East Copper-Gold-REE Project,
having satisfied its earn-in expenditure commitments. The
securities issued comprised 9,259,260 fully paid Thor shares,
issued at a price of $0.027 per share and 18,518,520 unlisted
options, exercisable at $0.30 and an expiry date of 3 November
2028. As the Group has decided to focus its available resources on
its US Uranium and Alford East projects, activity at its Ragged
Range project in the Pilbara region of Australia has been paused,
whilst the Group considers alternatives to joint venture future
exploration or divest the project. Accordingly, the Directors
have decided to write down the carrying value of the Ragged Range
project by £1,907,000 to its assessed recoverable amount of
£553,000. The Directors' recoverable amount assessment is
consistent with the original acquisition value of the tenements,
which is supported by the high prospectivity of the area and
limited exploration activity which did confirm mineralisation
prospective for Gold, Lithium and Nickel.
Notes to the Half-year
Report
For the 6 months ending 31 December 2023
3. DEFERRED
EXPLORATION COSTS (continued)
Molyhil Project Earn-in Agreement
The exploration asset at 31 December
2023 of £13,280,000 includes the carrying value of £9,150,000 for
the Molyhil Project in the Northern Territory, Australia.
Thor has a binding Heads of
Agreement with a subsidiary of ASX-listed mineral exploration and
development company Investigator Resources Limited (ASX: IVR,
"IVR") which has a right to earn, via a three-stage process, an 80%
interest in the tenements.
4. FINANCIAL
ASSETS
|
£'000
|
£'000
|
£'000
|
|
31 December
2023
|
31 December
2022
|
30 June
2023
|
|
Unaudited
|
Unaudited
|
Audited
|
Investment in Power Metal Resources
Plc represented by:
Current
|
-
|
-
|
124
|
Non-current
|
-
|
324
|
-
|
|
-
|
324
|
124
|
During the period ended 31 December
2023, the Company sold its remaining balance of 17,118,920 shares
in London Stock Exchange listed Power Metal Resources Plc for net
proceeds of £117,000, realising a loss on sale of £7,000 compared
to the 30 June 2023 carrying value of £124,000.
5.
INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
|
£'000
|
£'000
|
£'000
|
|
31 December
2023
|
31 December
2022
|
30
June
2023
|
|
Unaudited
|
Unaudited
|
Audited
|
A reconciliation of the carrying
amount of the investments in the company is set out
below:
|
|
|
|
EnviroCopper Limited
|
|
|
|
Conversion of loan to
equity
|
391
|
391
|
391
|
Additional investment
|
170
|
170
|
170
|
Initial cost of investment
|
561
|
561
|
561
|
|
|
|
|
Cumulative share of (loss)/profit of
associate, accounted for using the equity method
|
(43)
|
(17)
|
(6)
|
Share of foreign currency translation
reserve
|
(25)
|
3
|
35
|
|
493
|
547
|
520
|
|
|
|
|
At the commencement of the period
ending 31 December 2023, Thor held a 30% equity interest in private
Australian company, EnviroCopper Limited ("ECL"). ECL had agreed to
earn, in two stages, up to 75% of the rights over metals which may
be recovered via ISR contained in the Kapunda deposit from
Australian listed company, Terramin Australia Limited ("Terramin"
ASX: "TZN"), and rights to 75% of the Alford West copper project
comprising the northern portion of exploration licence EL5984 held
by Andromeda Metals Limited (ASX: AND, "Andromeda"). During the
period, ECL signed an agreement to acquire the remaining 25% of
exploration Licence 5984 from Andromeda. As part of the acquisition
consideration, ECL issued Andromeda 203,008 ECL shares equivalent
to 5% of the current ECL capitalisation. This issue of ECL
shares diluted Thor's equity interest in ECL to 28.6%. ECL
will issue a further 101,504 ECL shares upon successful completion
of a Site Environmental Lixiviant Test. (refer AIM/ASX Announcement 18 December 2023).
Notes to the Half-year
Report
For
the 6 months ending 31 December 2023
5. INVESTMENTS ACCOUNTED
FOR USING THE EQUITY METHOD (continued)
Also on 18 December 2023, Alligator
Energy Limited ("Alligator") announced a strategic investment into
ECL, to fund ECL's further development of the ISR copper projects.
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 of up to a further A$11.7m which would increase its
ownership of ECL to 50.1%. The initial investment was completed
subsequent to period end, on 25 January 2024. Following this
initial investment by Alligator of A$0.9m, Thor's equity interest
in ECL was further diluted to 26.3%.
Summarised financial information for ECL
The tables below provide summarised
consolidated financial information for ECL and its wholly owned
subsidiaries Environmental Copper Recovery SA Pty Ltd and
Environmental Metals Recovery Pty Ltd. The information disclosed
reflects the amounts presented in the financial statements of the
relevant associate and not Thor's share of those amounts. They have
been amended to reflect adjustments made by Thor when using the
equity method, including modifications for differences in
accounting policies.
|
£'000
31 December
2023
|
£'000
31 December
2022
|
£'000
30 June
2023
|
|
Unaudited
|
Unaudited
|
Audited
|
Summarised balance sheet:
|
|
|
|
Current Assets
|
|
|
|
Cash and cash equivalents
|
194
|
131
|
384
|
Other current assets
|
60
|
306
|
32
|
Provision for income tax
|
-
|
-
|
169
|
Total current assets
|
254
|
437
|
585
|
Non-current Assets
|
|
|
|
Plant & Equipment
|
19
|
29
|
22
|
Right-of-use assets
|
3
|
19
|
7
|
Total non-current assets
|
22
|
48
|
29
|
Total assets
|
276
|
485
|
614
|
Current Liabilities
|
|
|
|
Trade and other payables
|
143
|
17
|
146
|
|
11
|
210
|
221
|
Current lease liabilities
|
8
|
11
|
8
|
Total current liabilities
|
162
|
238
|
375
|
|
|
|
|
Non-current Liabilities
|
|
|
|
Deferred tax liability
|
9
|
27
|
9
|
Non current lease
liability
|
-
|
8
|
-
|
Total non-current
liabilities
|
9
|
35
|
9
|
Total Liabilities
|
171
|
273
|
384
|
Net Assets
|
105
|
212
|
230
|
Notes to the Half-year
Report
For
the 6 months ending 31 December 2023
5. INVESTMENTS ACCOUNTED FOR USING
THE EQUITY METHOD (continued)
Summarised statement of comprehensive
income:
|
|
|
|
Total income
|
316
|
118
|
472
|
|
Less expenses
|
441
|
245
|
(759)
|
|
Net profit before tax
|
(125)
|
(127)
|
(287)
|
|
6. SHARE
CAPITAL
|
£'000
|
£'000
|
£'000
|
|
31 December
2023
|
31 December
2022
|
30
June
2023
|
|
Unaudited
|
Unaudited
|
Audited
|
Issued fully paid (Nominal
Value)
|
|
|
|
982,870,766 'Deferred Shares' of
£0.0029 each
|
2,850
|
2,850
|
2,850
|
7,928,958,483 'A Deferred Shares' of
£0.000096 each
|
761
|
761
|
761
|
Ordinary shares of £0.001
each
|
278
|
239
|
239
|
|
3,889
|
3,850
|
3,850
|
|
|
|
|
|
Number
|
Number
|
Number
|
|
31 December
2023
|
31 December
2022
|
30
June
2023
|
|
Unaudited
|
Unaudited
|
Audited
|
Movement in share capital
|
|
|
|
Ordinary Shares of 0.1 pence
|
|
|
|
At commencement
|
2,392,912,840
|
2,014,341,411
|
2,014,341,411
|
Share consolidation (10:1)
1
|
239,291,284
|
-
|
-
|
|
|
|
|
Shares issued for cash
2
|
30,059,524
|
378,571,429
|
378,571,429
|
Shares issued for asset acquisition
3
|
9,259,260
|
-
|
-
|
At period end
|
278,610,068
|
2,392,912,840
|
2,392,912,840
|
|
|
|
£'000
|
£'000
|
£'000
|
|
31 December
2023
|
31 December
2022
|
30
June
2023
|
Nominal Value
|
Unaudited
|
Unaudited
|
Audited
|
At commencement
|
3,850
|
3,812
|
3,812
|
Issued for cash
|
30
|
38
|
38
|
Issued for asset
acquisition
|
9
|
-
|
-
|
At period end
|
3,889
|
3,850
|
3,850
|
|
|
|
|
|
1. Following shareholder
approval on 23 August 2023, the Company implemented a share capital
consolidation for its listed securities on 31 August 2023. Under
the share capital consolidation, the Company reduced the number of
its Ordinary Shares by way of a consolidation on the basis of 10
Ordinary Shares of 0.01p each into one new Ordinary Share of 0.1p
each. Accordingly, holdings in the Company's CDIs, quoted on the
ASX, were also reduced by way of a consolidation on the basis of 10
CDIs into one new CDI.
Notes to the Half-year
Report
For
the 6 months ending 31 December 2023
6. SHARE CAPITAL
(continued)
2. Shares issued for cash during the period
included:
·
A small
strategic placement on 28 September 2023, raising gross proceeds of
$1m via the placing of 23,809,524 Ordinary Shares, at a price of
$0.042 per Ordinary Share. All placees received one option for each
Ordinary Share subscribed, being a total of 23,809,524 options (the
"Placement Options"). All Placement Options were issued under the
existing ASX listed options (ASX: THROD) which are exercisable at
AUD$0.09 (9 cents) and expire in January 2025.
·
Thor and Fleet
formed a collaborative partnership to accelerate mineral
exploration at Alford East Project. As part of this collaboration
Fleet acquired equity interest in Thor via the issue of 6,250,000
Ordinary Shares on 7 September 2023 at a price of $0.04 per
Ordinary Share.
3. Thor fulfilled its Stage 2 expenditure
obligations at the Alford East Copper-Gold-REE Project. Completing
Stage 2 of the earn-in entitled Thor to increase its interest from
51% to 80% in the copper oxide mineral rights from Spencer. To
complete its Stage 2 commitments Thor issued Spencer A$250,000 in
fully paid Thor shares, issued at a price of $0.027 per share
(being the 5-day ASX VWAP on the date immediately before allotment)
and 18,518,520 unlisted options, exercisable at $0.30 and an expiry
date of 3 November 2028.
7. SHARE BASED
PAYMENTS RESERVE
On 31 August 2023, Thor completed a
share consolidation (refer footnote 1 of Note 6). Under the
share consolidation, the number of options were also consolidated
in the same 10:1 ratio as the Ordinary Shares and the exercise
price has increased by a factor of 10.
|
£'000
|
£'000
|
31 December
2023
|
30
June
2023
|
|
Unaudited
|
Audited
|
Opening balance at 1 July
|
938
|
866
|
Lapsed 8,333,000 @
£0.00393
|
-
|
(33)
|
Lapsed 5,000,000 @
£0.00362
|
-
|
(18)
|
Lapsed 22,000,000 @
£0.00306
|
-
|
(67)
|
Issued 94,642,858 to a service
provider @ £0.00160
|
-
|
151
|
1,440,000 ESOP options @ £0.00630
expensed over vesting period
|
-
|
39
|
Lapsed 20,280,000 options @
£0.00156
|
(32)
|
-
|
Lapsed 16,000,000 options @
£0.00172
|
(28)
|
-
|
|
|
|
Post 31 August 2023 10:1
Consolidation
|
|
|
144,000 ESOP options @ £0.0630
expensed over vesting period
|
7
|
-
|
Lapsed 750,000 options @
£0.0509
|
(38)
|
-
|
Lapsed 400,000 @ £0.0664
|
(26)
|
-
|
Lapsed 2,200,000 @
£0.0466
|
(102)
|
-
|
Issued 5,800,000 to a service
provider @ £0.0060 1
|
35
|
-
|
Issued 18,518,520 for an asset
acquisition @ £0.0127 2
|
235
|
-
|
Issued 3,000,000 performance shares
to Directors @ £0.0365 3
|
7
|
-
|
Closing balance
|
996
|
938
|
Notes to the Half-year
Report
For
the 6 months ending 31 December 2023
7. SHARE BASED
PAYMENTS RESERVE (continued)
1 Listed Options
(ASX:THROD) issued to a broker to the capital raise completed on 28
September 2023 (refer footnote 2 of Note 6). Valued at the
ASX closing price of A$0.006 for the options on 15 September 2023,
being the day prior to the broker placement
agreement.
2 Unlisted options issued,
together with 9,259,260 Thor shares, to increase Thor's interest
from 51% to 80% in the Alford East Copper-Gold-REE Project. (refer
Note 3 and footnote 3 of Note 6)
3 3,000,000 Performance
shares issued to directors on 7 September 2023, following
shareholder approval on 23 August 2023. The 2,000,000 performance
shares issued to Ms Galloway Warland vest as follows: 400,000 when
the ASX traded CDI Price is $0.25 plus an additional 64,000 for
each $0.01 that the ASX traded CDI Price exceeds $0.25, to the
maximum 2,000,000 Thor shares. For the 500,000 performance shares
issued to each of Messrs Clayton and McGeough, 100,000 vest to each
of them when the ASX traded CDI Price is $0.025 plus an additional
16,000 for each $0.01 that the ASX traded CDI Price exceeds $0.25,
to a maximum total of 500,000 Thor shares each. The relevant CDI
Price is the highest closing CDI price for CDIs traded on the ASX
in the twelve months prior to the relevant first, second or third
anniversary of the issuance of the Performance
Shares.
Options are valued at an estimate of
the cost of the services provided. Where the fair value of the
services provided cannot be estimated, the value of listed options
is based on a market observed price while the value of unlisted
options and performance shares are calculated using an appropriate
option valuation model taking into account the terms and conditions
upon which the options or performance shares are granted. The
following table lists the inputs to the model used for the options
and performance shares granted as Share Based Payments during the
half year ended 31 December 2023.
1,440,000 granted under an ESOP on 17 May
2022
(144,000 post share consolidation)
|
|
|
Dividend yield
|
0.00%
|
|
Underlying Security spot
price
|
A$0.016
|
|
Exercise price
|
A$0.025
|
|
Standard deviation of
returns
|
128%
|
|
Risk free rate
|
2.51%
|
|
Expiration period
|
3yrs
|
|
Black Scholes valuation per option
(£0.0630 post share consolidation)
|
£0.0063
|
|
The fair value is being expensed as a
share-based payment, through the Statement of comprehensive income,
over the vesting periods, as follows:
One third of the options vested
immediately and were fully expensed when granted.
One third of the options vested 12
May 2023 and have been fully expensed to that date.
One third of the options vest 12 May
2024 and are being expensed over the vesting period to that date
(the value expensed during the half year ended 31 December 2023 was
£7,000).
|
|
|
|
18,518,520 granted for an asset acquisition on 3 November
2023
|
|
|
Dividend yield
|
0.00%
|
|
Underlying Security spot
price
|
A$0.0240
|
|
Exercise price
|
A$0.300
|
|
Standard deviation of
returns
|
115%
|
|
Risk free rate
|
4.36%
|
|
Expiration period
|
5.2yrs
|
|
Black Scholes valuation per
option
|
£0.0127
|
|
|
|
|
|
Notes to the Half-year Report
For
the 6 months ending 31 December 2023
7. SHARE BASED
PAYMENTS RESERVE (continued)
|
|
|
3,000,000 Performance rights granted to Directors on 23 August
2023
|
|
|
Dividend yield
|
0.00%
|
|
Underlying Security spot
price
|
A$0.050
|
|
Exercise price
|
A$0.000
|
|
Standard deviation of
returns
|
125.43%
|
|
Risk free rate
|
3.87%
|
|
Expiration period
|
3yrs
|
|
Monte Carlo Simulation valuation per
option
|
A$0.0365
|
|
The options are being expensed as a
share-based payment through the Statement of comprehensive income
over their vesting periods over their three year vesting
period.
|
|
8. TURNOVER
AND SEGMENTAL ANALYSIS - GROUP
Operating segments are reported in a
manner consistent with the internal reporting provided to the chief
operating decision-maker. The chief operating decision-maker, who
is responsible for allocating resources and assessing performance
of the operating segments, has been identified as the Board of
Directors that makes strategic decisions.
The Group's operations are located
Australia and the United States of America, with the registered
office located in the United Kingdom. The main tangible assets of
the Group, cash and cash equivalents, are held in the United States
of America and Australia. The Board ensures that adequate amounts
are transferred internally to allow all companies to carry out
their operational on a timely basis.
The Directors are of the opinion
that the Group is engaged in a single segment of business being the
exploration for commodities. The Group currently has two
geographical reportable segments - United States of America and
Australia.
|
£'000
|
£'000
|
£'000
|
£'000
|
Half
Year ended 31 December 2023
|
Head office/
Unallocated
|
Australia
|
United
States
|
Consolidated
|
|
|
|
|
|
Total Segment Expenditure
|
(157)
|
(2,129)
|
-
|
(2,286)
|
Non-operational items
|
(7)
|
-
|
-
|
(7)
|
|
(164)
|
(2,129)
|
-
|
(2,293)
|
Loss
from Ordinary Activities before Income Tax
|
|
|
|
|
Income Tax
Benefit/(Expense)
|
-
|
-
|
-
|
-
|
Retained (loss)
|
(164)
|
(2,129)
|
-
|
(2,293)
|
Notes to the Half-year
Report
For the 6 months ending 31 December 2023
8. TURNOVER
AND SEGMENTAL ANALYSIS - GROUP (continued)
|
As
at 31 December 2023
|
Head office/
Unallocated
|
Australia
|
United
States
|
Consolidated
|
Assets and Liabilities
|
|
|
|
|
Segment assets
|
-
|
11,966
|
1,338
|
13,304
|
Corporate assets
|
107
|
-
|
-
|
107
|
Total Assets
|
107
|
11,966
|
1,338
|
13,411
|
|
|
|
|
|
Segment liabilities
|
-
|
(201)
|
-
|
(201)
|
Corporate liabilities
|
(21)
|
-
|
-
|
(21)
|
Total Liabilities
|
(21)
|
(201)
|
-
|
(222)
|
Net
Assets
|
86
|
11,765
|
1,338
|
13,189
|
Half
Year ended 31 December 2022
|
Head office/
Unallocated
|
Australia
|
United
States
|
Consolidated
|
|
|
|
|
|
Total Segment Expenditure
|
(125)
|
(182)
|
(1)
|
(308)
|
Non-operational items
|
300
|
-
|
-
|
300
|
|
175
|
(182)
|
(1)
|
(8)
|
Loss
from Ordinary Activities before Income Tax
|
|
|
|
|
Income Tax
Benefit/(Expense)
|
-
|
-
|
-
|
-
|
Retained (loss)
|
175
|
(182)
|
(1)
|
(8)
|
|
|
|
|
|
|
£'000
|
£'000
|
£'000
|
£'000
|
As
at 31 December 2022
|
Head office/
Unallocated
|
Australia
|
United
States
|
Consolidated
|
Assets and Liabilities
|
|
|
|
|
Segment assets
|
-
|
13,947
|
613
|
14,560
|
Corporate assets
|
1,441
|
-
|
-
|
1,441
|
Total Assets
|
1,441
|
13,947
|
613
|
16,001
|
|
|
|
|
|
Segment liabilities
|
-
|
(276)
|
-
|
(276)
|
Corporate liabilities
|
(30)
|
-
|
-
|
(30)
|
Total Liabilities
|
(30)
|
(276)
|
-
|
(306)
|
Net
Assets
|
1,411
|
13,671
|
613
|
15,695
|
Notes to the Half-year
Report
For
the 6 months ending 31 December 2023
9. POST
BALANCE SHEET EVENTS
On 25 January 2024, Alligator Energy
completed its initial investment in ECL of
A$0.9m for a 7.8% interest in ECL, diluting Thor's equity interest
in ECL to 26.3% (refer Note 5).
10. GOING CONCERN BASIS OF
ACCOUNTING
The financial report has been
prepared on the going concern basis of accounting.
The consolidated entity incurred a
net loss before tax of £2,293,000 for the half year ended 31
December 2023, and net cash outflows of £974,000 from operating and
investing activities. The Group is reliant upon completion of asset
sales or a capital raising to fund continued operations and the
provision of working capital.
The Group's cash flow forecast for
the 12 months ending 28 February 2025, highlight the fact that the
Company is expected to continue to generate negative cash flow over
that period, inclusive of the discretionary exploration
spend. The Board of Directors are of the view that the
injection of funds into the Group during the next 12 months need to
be undertaken, and based on the history of successfully raising
funds, the directors believe that any further necessary funds will
be raised in order for the Group to remain cash positive for the
whole period. If additional capital is not obtained, the
going concern basis may not be appropriate, with the result that
the Group may have to realise its assets and extinguish its
liabilities, other than in the ordinary course of business and at
amounts different from those stated in the financial
report.
The Directors expect that further
funds can be raised and it is appropriate to prepare the financial
statements on a going concern basis, however there can be no
certainty that any fundraise will complete. These conditions
indicate existence of a material uncertainty related to events or
conditions that may cast significant doubt about the Group's
ability to continue as a going concern, and, therefore, that it may
be unable to realise its assets and discharge its liabilities in
the normal course of business. These financial statements do
not include the adjustments that would be required if the Group
could not continue as a going concern.
DIRECTORS,
SECRETARY AND ADVISERS
Directors
Alastair Clayton (Non-executive
Chairman)
Nicole Galloway Warland (Managing
Director)
Mark McGeough (Non-executive
Director)
|
In
UK
|
In
Australia
|
Registered Office and Directors' business address
|
Salisbury House
London Wall
London, EC2M 5PS
United Kingdom
|
6 The Parade
Norwood, South Australia
Australia 5067
|
Company Secretaries
|
Stephen Frank Ronaldson
|
Ray Ridge
|
Website
|
www.thorenergyplc.com
|
www.thorenergyplc.com
|
Nominated Adviser to
the
Company
|
WH Ireland Limited
24 Martin Lane
London,
EC4R 0DR
|
|
Auditors to the Company
|
PKF Littlejohn LLP
15 Westferry Circus
Canary Wharf
London, E14 4HD
|
|
Solicitors to the Company
|
Druces LLP
Salisbury House
London Wall
London, EC2M 5PS
United Kingdom
|
|
Registrars
|
Computershare Investor Services
Plc
The Pavilions
Bridgewater Road
Bristol BS99 6ZY
United Kingdom
|
Computershare Investor Services Pty
Ltd
Level 5, 115 St Grenfell
St
Adelaide, South Australia
5000
|
INDEPENDENT REVIEW REPORT TO THOR ENERGY PLC
Conclusion
We have been engaged by the group to review the
condensed set of financial statements in the half-yearly financial
report for the six months ended 31 December 2023 which comprise
[the consolidated statement of comprehensive income, consolidated
statement of financial position, consolidated statement of changes
in equity, consolidated statement of cash flow and related notes.
We have read the other information contained in the half-yearly
financial report and considered whether it contains any apparent
misstatements or material inconsistencies with the information in
the condensed set of financial statements.
Based on our review, nothing has come to our attention that causes
us to believe that the condensed set of financial statements in the
half-yearly financial report for the six months ended 31 December
2023 is not prepared, in all material respects, in accordance with
UK adopted International Accounting Standard 34 and the AIM Rules
for Companies.
Basis for
conclusion
We conducted our review in accordance with International Standard
on Review Engagements (UK) 2410, "Review of Interim Financial
Information Performed by the Independent Auditor of the Entity",
issued for use in the United Kingdom. A review of interim financial
information consists of making enquiries, primarily of persons
responsible for financial and accounting matters, and applying
analytical and other review procedures. A review is substantially
less in scope than an audit conducted in accordance with
International Standards on Auditing (UK) and consequently does not
enable us to obtain assurance that we would become aware of all
significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion.
As disclosed in note 1(a), the annual financial
statements of the group are prepared in accordance with UK adopted
IASs. The condensed set of financial statements included in this
half-yearly financial report has been prepared in accordance with
UK adopted International Accounting Standard 34, "Interim Financial
Reporting".
Material uncertainty related to going concern
We draw attention to note 10 in the condensed set
of financial statements of the half-yearly report, which indicates
that conditions exist that may cast doubt on the group's ability to
continue as a going concern. The group incurred a net loss of
£2.293m, had net cash outflows from operating and investing
activities of £0.974m in the period and has cash resources of
£0.525m as at the period-end. Based on cash flow forecasts prepared
by management, all current cash resources will be used prior to the
12 months period from the date on which these condensed set of
financial statements of the financial statements of the half-yearly
report are approved and thus the group will be required to raise
additional funds.
As stated in note 10, these events or
conditions, along with the other matters as set forth in note 10,
indicate that a material uncertainty exists that may cast
significant doubt on the group's ability to continue as a going
concern. Our conclusion is not modified in respect of this
matter.
Based on our review procedures, which
are less extensive than those performed in an audit as described in
the Basis for conclusion section of this report, nothing has come
to our attention to suggest that management have inappropriately
adopted the going concern basis of accounting.
Responsibilities of directors
The directors are responsible for preparing the
half-yearly financial report in accordance with AIM Rules for
Companies.
In preparing the half-yearly financial report, the directors are
responsible for assessing the group's ability to continue as a
going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the
directors either intend to liquidate the group or to cease
operations, or have no realistic alternative but to do
so.
Auditor's
responsibilities for the review of financial
information
In reviewing the half-yearly report, we are responsible for
expressing to the group a conclusion on the condensed set of
financial statements in the half-yearly financial report. Our
conclusion, including those within the Material uncertainty related
to going concern paragraph, are based on procedures that are less
extensive than audit procedures, as described in the Basis for
conclusion paragraph of this report.
Use of our
report
This report is made solely to the company's directors, as a body,
in accordance with the terms of our engagement letter dated 31
December 2023. Our review has been undertaken so that we
might state to the company's directors those matters we have agreed
to state to them in a reviewer's report and for no other
purpose. To the fullest extent permitted by law, we do not
accept or assume responsibility to anyone, other than the company
and the company's directors as a body, for our work, for this
report, or for the conclusions we have formed.
PKF Littlejohn
LLP
Statutory Auditor
15 Westferry
Circus
Canary Wharf
London E14 4HD
4 March 2024