Wednesday 19 September 2012
THOR MINING PLC
Thor Mining PLC ("Thor" or the "Company")
Annual Results
The Directors of Thor Mining PLC (AIM, ASX: THR) the exploration company focussed on gold and base metal projects and advancing tungsten-molybdenum projects in Australia, are pleased to announce the Company's annual results for the year ended 30 June 2012.
The following announcement was today released on the Australian Stock Exchange ("ASX") as required under the listing rules of the ASX.
A copy of the annual report will be posted to shareholders on 12th October 2012 and is also available now on the Company's website www.thormining.com .
2012 ANNUAL REPORT
TUNGSTEN AND MOLYBDENUM
MOLYHIL
· 3,839 metres drilled
· Capital and Operating Costs defined
· Tungsten recoveries up from 67% to 85%
· Resource expanded
· Open Cut Ore Reserve calculated
· Definitive Feasibility Study Prepared
· Environmental approvals in place
· Traditional owner agreements in place
· Offtake and Finance agreements in discussion
GOLD
SPRING HILL
· Initial project acquisition
· Resource of 274,000 ounces Au
· 1,574 metres drilled
· Metallurgical testwork confirms gold extraction process
DUNDAS
· 733 Geochemical samples
· Next targets approved for drilling
Chairman's Statement
Substantial progress was made in the year to June 2012 with your Company poised for development at the Molyhil tungsten and molybdenum project, along with continued significant encouragement at the Spring Hill gold project.
Tungsten and Molybdenum
At Molyhil, the increase in the resource base, the upgrading of the Open Pit Ore Reserve, and the completion of the Definitive Feasibility Study, represent the outcomes of significant investment of shareholders' funds, and diligent and innovative work from your Company's small band of employees and contractors. The next tasks include securing offtake agreements for the sale of concentrates of tungsten and molybdenum, and also securing finance for project development and the team is working towards achieving satisfactory terms for these as soon as possible.
Our objective is to commence site development activities before the end of 2012, which should allow first production of concentrates early in 2014.
Gold
Thor acquired its initial 25% interest Spring Hill in August 2011, and hit the ground running with the first drill program commencing in September. At the time of writing we are part way through the second drilling program and along the way have conducted geophysical surveys and metallurgical studies. We continue to be excited about the prospects for Spring Hill, and hope to expand the size of the resource to a level which will warrant mine development.
At Dundas in Western Australia we have continued the geochemical sampling program, and secured approval for the next drilling program, tentatively scheduled for October / November 2012. The approval process for ground disturbing activities in this area is relatively protracted, however we continue to be optimistic about the potential for discovery of an economic resource.
Corporate activities
During the year under review your Company continued to raise funds, from placings to new and existing sophisticated investors in the United Kingdom.
Personnel
The Directors and I gratefully acknowledge the efforts of our very small team including contractors and consultants who have assisted us during the past year and continue to assist as we explore our projects and move towards development of mining operations.
Outlook
The Directors are confident of continued progress across the Group in the coming year. We look with confidence to commencement of development at Molyhil, and also to building the size and scope of our gold portfolio.
REVIEW OF OPERATIONS
Molyhil Tungsten/ Molybdenum project
Substantial progress was made at Molyhil during the year with an increase in the resource estimate, an upgraded statement of Open Cut Ore Reserves, and the completion of an upgraded Definitive Feasibility Study showing attractive returns on an initial 4 year mining operation.
Molyhil Mineral Resource Estimate
Based on the diamond and reverse circulation (RC) drill programs completed in 2011 a renewed estimate of resources at Molyhil was completed, with results summarised in tables 1 & 2.
Table 1: Summary of Molyhil Mineral Resource Estimate (refer page 10 Reserves & Resources)
Classification |
Resource |
WO3 |
Mo |
Fe |
||
|
Tonnes |
Grade % |
tonnes |
Grade % |
Tonnes |
Grade % |
Indicated |
3,820,000 |
0.29 |
10,900 |
0.13 |
4,970 |
18.8 |
Inferred |
890,000 |
0.25 |
2,200 |
0.14 |
1,250 |
15.2 |
Total |
4,710,000 |
0.28 |
13,100 |
0.13 |
6,220 |
18.1 |
Mineral Resource reported at 0.1% combined Mo + WO3 Cut-off and above 200mRL only.
Note: minor rounding errors may occur in compiled totals.
Table 2: Comparison of 2012 and 2009 Molyhil Resource Estimates
|
2012 Estimate |
2009 Estimate |
|
Total resource (tonnes) |
4,710,000 |
3,750,000 |
25% increase |
Contained WO₃ (tonnes)¹ |
13,100 |
12,000 |
10% increase |
Contained MoS2 (tonnes)² |
10,400 |
7,125 |
46% increase |
Cut-off grade (%Mo + %WO3) |
0.1% |
NIL |
|
Vertical Limit of resource |
220 metres |
265 metres |
Resource open at depth |
Note 1: 1 tonne of WO₃ = 100 mtu. The revised resource estimate contains 1,310,000 mtu WO₃.
Note 2: 1 tonne of MoS₂ = 1,320 lbs Mo. The revised resource estimate contains 13,728,000 lbs Mo.
Molyhil Open Cut Ore Reserve Statement
Following the upgraded resource estimate, mining consultancy Runge Limited, issued a statement of Open Cut Ore Reserve for the Molyhil deposit of 1.64 million tonnes averaging 0.42% WO3 & 0.13% Mo (0.22% MoS₂) categorised as Probable. The Indicated Mineral Resources are inclusive of those Mineral Resources that constitute the Ore Reserves.
Classification |
Reserve |
WO3 |
Mo |
||
|
Tonnes |
Grade % |
tonnes |
Grade % |
tonnes |
Probable |
1,640,000 |
0.42 |
6,900 |
0.13 |
2,200 |
Total |
1,640,000 |
0.42 |
6,900 |
0.13 |
2,200 |
Notes:
· Estimate has been rounded to reflect accuracy
· All estimates are on a dry tonne basis
· The reserve estimate extends to a maximum depth below surface of 122 metres
· The statement is derived from the Indicated portion of the resource estimate only, and the inferred portion is excluded from the calculations.
· The WO3 and Mo Processing Recovery used was 85% and 80% respectively.
Molyhil Definitive Feasibility Study (DFS)
Following the publication of the updated open cut ore reserve statement, Thor completed the necessary mining and production schedules and incorporated the results into a feasibility model, along with previously published parameters, to produce the feasibility study, the outcome of which was positive.
The results of the study show:
· EBIT returns provide for 21 month payback period,
· All equity Net Present Value (NPV) of A$28 million at a discount rate of 8% (A$23 million @ 10% or A$36 million @ 5%) after tax,
· All equity Internal Rate of Return (IRR) of 24% after tax,
· Production cost of A$125/mtu concentrate (after deduction of molybdenum bi-product credits) compared with revenue of A$354/mtu,
· Mine life of 4 years, derived from the updated open cut ore reserve statement published on 30 May 2012,
· Capital expense of A$70 million,
· Before tax surplus cash of A$62 million after recovering the original investment.
The DFS was prepared by Thor Mining PLC using data and information supplied by third party consultants for key components, including:
· Resource estimates and open cut ore reserve statement,
· Mine planning,
· Capital and operating costs,
· Metallurgical processes and outcomes,
· Commodity prices and exchange rates,
· Environmental studies.
·
Molyhil Development Schedule
The development schedule for Molyhil is based on the timing of execution of sales agreements for off-take of tungsten concentrates, and molybdenum concentrates, and also securing finance. An indicative schedule which is based on securing offtake and financing agreements during Q4 2012 follows and covers the essential components required for the first production of concentrates early in 2014.
Table 4: Molyhil Proposed Development Schedule
|
Q3 2012 |
Q4 2012 |
Q1 2013 |
Q2 2013 |
Q3 2013 |
Q4 2013 |
Q1 2014 |
|
Public Environment Report |
** Complete |
|||||||
Agreements with Traditional Owners |
** Complete |
|||||||
Definitive Feasibility Study |
** Complete |
|||||||
MMP Approval |
|
|
|
|
|
|
|
|
Offtake Agreements |
|
|
|
|
|
|
|
|
Finance Agreements |
|
|
|
|
|
|
|
|
Detailed Design |
|
|
|
|
|
|
|
|
Site Civil Works |
|
|
|
|
|
|
|
|
Construction/Fabrication Works |
|
|
|
|
|
|
|
|
Mining Commencement |
|
|
|
|
|
|
|
|
First Concentrate Production |
|
|
|
|
|
|
|
The longer term future for Molyhil
The Molyhil mining plan is derived from the open cut ore reserve statement, and therefore the life of the proposed operation in the DFS is of the order of 4 years. Pit optimisation studies by Runge, however, reveal that a relatively modest 7% improvement in economic factors has the potential to increase the reserve and mining life by over 50%. By contrast, a 20% deterioration in economic factors shows a modest 13% reduction in mining life and reserve.
The potential beyond the current estimated life may include:
· Extending the open cut operation and/or underground mining to extract more of the 65% of the resource, laterally and at depth, which is not included in the ore reserve.
· Potential production from exploration targets, including some recently identified within several kilometres of Molyhil.
· Potential from an also recently identified, large magnetic target below the known Molyhil resource which, if it contains substantial economic mineralisation, could sustain a longer term underground mining operation.
Metal Prices
The selling price in Europe of Tungsten APT now sits at US$400/mtu, while the price of Molybdenum Roasted Concentrates has declined slightly to between US$12.00 and US$13.00/lb.
Exploration projects
Gold Exploration - Spring Hill NT (THOR acquiring earn-in rights to up to 80% equity)
Six diamond drill holes of a planned ten hole program were completed at Spring Hill during the 2011 dry season. Outcomes included;
· demonstration of potentially economic mineralisation extending up to 100 metres below historical resource drilling and,
Good correlation between diamond drill holes & historical reverse circulation gold intersections in the upper levels.
Drilling highlights include;
SHDD001 - 3.6m @ 0.7 grams/tonne (g/t) gold (Au) from 191 metres including;
• 0.6m @3.9g/t from 194 metres,
SHDD004 - 3.4m @9.7 g/t Au from 24.6 metres including;
• 1.0m @31.4g/t from 25 metres,
SHDD005 - 4.7m @5.7g/t Au from 28.6 metres including;
• 0.7m @36.2g/t from 30.8 metres and,
• 5.0m @ 2.1g/t Au from 106 metres including:
• 0.1m @78.5g/t from 109.2 metres
SHDD007 - 20.0m @1.6g/t Au from 100 metres including;
• 3.1m @5.1g/t from 115 metres
Drilling at Spring Hill for the 2012 dry season was completed in September 2012. Assays are being processed at the time of this report.
Program objectives included testing the following targets:
• Mineralisation below the existing Hong Kong lode (completion of 2011 program),
• Callie style mineralisation at depth beneath Spring Hill.
• Potential satellite targets within Spring Hill lease area (including as described in, and Drilling of some 2.330 metres at the Hong Kong and Callie targets has been completed. Satellite targets are scheduled for drill testing later in the season, as additional permitting is required.
High grade intercepts from Ross Mining/Billiton JV drilling undertaken in 1989-92 and located one kilometre north of the resource boundary.
Historic drill intercepts
SHRC181 |
26m @2.56g/t from 59m - (0.1g/t cutoff) |
including: |
16m @ 4.0g/t from 63m - and (0.5g/t cutoff) |
SHRC182 |
6m @ 0.26g/t from 0m - (0.1g/t cutoff) |
and: |
13m @ 0.77g/t from 26m - (0.1g/t cutoff) |
including: |
7m @ 1.13g/t from 29m - (0.5g/t cutoff) |
Drill testing these targets has been completed during the 2012 dry season drilling programme.
The structural and stratigraphic setting of the >5Moz Callie gold deposit in the Northern Territory's Tanami Region is analogous to the neighbouring >1Moz Cosmo Howley deposit depicted in, a schematic regional cross section (after N.T. Geological Survey).
The Callie geological setting comprising a sheeted vein system may also exist deeper in the anticline, physically below the Spring Hill deposit and has potential for substantial gold mineralisation.
Drill testing this model has also been completed during the 2012 dry season drilling programme.
A high resolution helicopter based magnetic (Helimag) survey was commissioned over the Spring Hill exploration tenements with data generated to assist with this seasons drill targeting.
Metallurgical test work commissioned to assess the potential for profitable production via heap leach extraction has been completed. The results from this program support previous studies that conventional CIL processing is the most suited to the Spring Hill mineralisation and that gold recoveries above 85% were likely when the grind sizes were below a relatively coarse 425 µm.
Subsequent to the end of the period, Thor received advice from the author of the 2003 resource estimate at Spring Hill that the estimate also complies with the current 2004 JORC code.
It is expected that Thor will complete the exploration expenditure obligation requirement necessary to increase its equity in the Spring Hill project to 51% during the September quarter.
Gold exploration - Dundas WA
Infill calcrete sampling at Dundas is now complete, with air-core drilling scheduled to follow up identified anomalies. Permitting for drilling of two of these anomalies (Algron & Bifrost) is now in place and scheduled for later in 2012.
Reverse circulation (RC) drilling will follow up positive Aircore drilling results.
The information in this report that relates to exploration results is based on information compiled by Richard Bradey, who holds a BSc in applied geology and an MSc in natural resource management and who is a Member of The Australasian Institute of Mining and Metallurgy. Mr Bradey is an employee of Thor Mining PLC. He has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Richard Bradey consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.
Reserves and Resources
Tungsten and Molybdenum
Summary of Molyhil Mineral Resource Estimate
Classification |
Resource |
WO3 |
Mo |
Fe |
||
|
Tonnes |
Grade % |
tonnes |
Grade % |
Tonnes |
Grade % |
Indicated |
3,820,000 |
0.29 |
10,900 |
0.13 |
4,970 |
18.8 |
Inferred |
890,000 |
0.25 |
2,200 |
0.14 |
1,250 |
15.2 |
Total |
4,710,000 |
0.28 |
13,100 |
0.13 |
6,220 |
18.1 |
Mineral Resource reported at 0.1% combined Mo + WO3 Cut-off and above 200mRL only.
Note: minor rounding errors may occur in compiled totals.
Molyhil Open Cut Ore Reserve Statement
Classification |
Reserve |
WO3 |
Mo |
||
|
Tonnes |
Grade % |
tonnes |
Grade % |
tonnes |
Probable |
1,640,000 |
0.42 |
6,900 |
0.13 |
2,200 |
Total |
1,640,000 |
0.42 |
6,900 |
0.13 |
2,200 |
Notes:
· Estimate has been rounded to reflect accuracy
· All estimates are on a dry tonne basis
· The reserve estimate extends to a maximum depth below surface of 122 metres
· The statement is derived from the Indicated portion of the resource estimate only, and the Inferred portion is excluded from the calculations. The WO3 and Mo Processing Recovery used was 85% and 80% respectively.
The information in this report that relates to the Molyhil Mineral Resource is based on information compiled by Mr Trevor Stevenson who is a Fellow and Chartered Professional of the Australasian Institute of Mining and Metallurgy, a member of the Mineral Industries Consultants Association and is a full-time employee of Runge Limited. Mr Stevenson has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Mr Stevenson consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.
The Ore Reserves estimate in the Statement was based on information compiled and reviewed jointly by Mr Alan Dickson and Dr Andrew Newell. Alan Dickson is a Fellow and Chartered Professional of the Australasian Institute of Mining and Metallurgy, a member of the Mineral Industries Consultants Association and is an associate of Runge. Alan Dickson, has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity he is undertaking to qualify him as a Competent Person as defined in the 2004 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Andrew Newell is a Chartered Professional Member of the Australasian Institute of Mining and Metallurgy, a member of the Mineral Industries Consultants Association and is an associate employee of Runge. Andrew Newell, has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity he is undertaking to qualify him as a Competent Person as defined in the 2004 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves.
Gold
Spring Hill Resource Estimate
|
Zone of Oxidation |
Transition Zone |
Unweathered Zone |
Total |
|||||
Classification |
|||||||||
|
Million tonnes |
Grade g/t Au |
Million tonnes |
Grade g/t Au |
Million tonnes |
Grade g/t Au |
Million tonnes |
Grade g/t Au |
Contained ounces gold (k oz) |
Indicated |
1.32 |
2.16 |
0.50 |
2.37 |
1.82 |
2.47 |
3.64 |
2.34 |
274 |
Total |
1.32 |
2.16 |
0.50 |
2.37 |
1.82 |
2.47 |
3.64 |
2.34 |
274 |
Notes:
Thor Mining PLC holds equity rights to 80%of this resource
Cut-off grade: 1.0 g/t;
Estimate: McDonald Speijers, June 2003 (2011 drilling results after 2003 not taken into account)
The information in this report that relates to the Spring Hill Mineral Resource is based on information compiled by Diederik Speijers who is a Fellow of The Australasian Institute of Mining and Metallurgy. Mr Speijers is the principal of consulting firm McDonald Speijers. He has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Diederik Speijers consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.
Directors' Report
The Directors are pleased to present this year's annual report together with the consolidated financial statements for the year ended 30 June 2012.
REVIEW OF OPERATIONS
The net result of operations for the year was a loss of £959,000 (2011 loss: £2,852,000).
A detailed review of the Group's activities is set out in the Review of Operations.
Directors and Officers
The names and details of the Directors and officers of the company during or since the end of the financial year are:
Michael Robert Billing -CPA - B Bus MAICD - Executive Chairman and CEO.
Mick Billing has over 37 years of mining and agri-business experience and a background in finance, specialising in recent years in assisting in the establishment and management of junior companies to the position where they can be sustainable businesses. His career includes experience in company secretarial, senior commercial, and CFO roles including lengthy periods with Bougainville Copper Ltd and WMC Resources Ltd. He has worked extensively with junior resource companies over the past 15 years. He was appointed to the Board in April 2008.
He is also a director of ASX listed company Southern Gold Limited and is a past director of Western Desert Resources Limited and Australasia Gold Ltd
Michael Kevin Ashton - Non-Executive Director
Mick Ashton owns a timber manufacturing business located in South Australia and is a major shareholder in a successful exploration drilling company located in Victoria, which has both Australian and international activities. Mick has extensive knowledge and experience in the exploration and mining industries, which dates back over 40 years. He was appointed to the Board in April 2008.
He is also a Director of ASX listed company Western Desert Resources Limited.
Gregory Durack - Non-Executive Director
Greg Durack is a Member of the Australian Institute of Mining and Metallurgy. He is a metallurgist, with over 20 years experience in Australia, Papua New Guinea and Greece having worked primarily on gold projects, in operational and development management roles. Greg was appointed to the Board in July 2005.
He is also the Chief Executive Officer of Jupiter Mines Limited, an ASX listed company.
Trevor John Ireland - F.Aus IMM - Non-Executive Director
Trevor Ireland is a geologist with more than 40 years experience in mineral exploration and corporate management. He has been involved both as a Manager and as a Company Director with mineral discoveries, economic evaluations and new mine developments covering gold, nickel, uranium and bauxite deposits in Australia and in several African countries. He is particularly associated with the discovery and development of The Granites and Callie gold mines in the Tanami region of the Northern Territory by North Flinders Mines Ltd. He served as a Director and Exploration Manager - Europe & Africa for Normandy La Source SAS, overseeing the evaluation of Ahafo and Akeyem gold orebodies in Ghana, and Tasiast gold in Mauritania, all of which have subsequently reached development or operating status. More recently, he was Managing Director of Australasia Gold Ltd which he led from inception through an IPO and listing on the ASX, with exploration projects in South Australia, the Northern Territory and New Zealand. He is currently a consultant to a number of resources companies operating in these and other areas. Trevor was appointed to the Board in March 2010.
David Edward Thomas - BSc(Eng), ARSM, FIMM, FAusIMM (CPMin) - Non Executive Director
David Thomas is a Mining Engineer from Royal School of Mines, London, with experience in all facets of the mining industry.
He has worked for Anglo American in Zambia, Selection Trust in London, BP Minerals, WMC and BHP Billiton in Australia in senior positions in mine and plant operational management, and is experienced in project management and completion of feasibility studies. He has also worked as a consultant in various parts of the world in the field of mine planning, process plant optimisation, business improvement and completion of studies.
His most recent role was as Deputy Project Director for BHP Billiton's proposed expansion at Olympic dam, South Australia.
David was appointed to the Board 11 April 2012.
Norman Wayne Gardner - Non Executive Director
Norm Gardner is the Managing Director of ASX listed company Western Desert Resources Limited which, as at the date of this report, continues to hold 5.86% of the issued capital of this company.
He resigned from the Board on 16 August 2011 in order to devote his full energies to Western Desert Resources' activities.
Allan Burchard - Chief Financial Officer/Company Secretary (appointed 18 November 2010)
Mr. Allan Burchard was appointed as Chief Financial Officer and Company Secretary in November 2010. He is a chartered accountant with 40 years' experience, including 20 years as an audit partner in Australia and Kazakhstan with KPMG, an international accounting and advisory firm. He continues to hold Board and advisory positions with a number of Adelaide based private companies and not-for-profit organisations.
Stephen F Ronaldson- Joint Company Secretary (U.K.)
Mr Stephen Ronaldson is the joint company secretary as well as a partner of the Company's UK solicitors, Ronaldsons Solicitors LLP
Mr Ronaldson has an MA from Oriel College, Oxford and qualified as a Solicitor in 1981. During his career Mr Ronaldson has concentrated on company and commercial fields of practice undertaking all issues relevant to those types of businesses including capital raisings, financial services and Market Act work, placings and admissions to AIM and Ofex. Mr Ronaldson is currently company secretary for a number of companies including eight AIM list companies.
Richard Bradey- Exploration Manager (appointed May 2011)
Mr Richard Bradey is a Geologist with over 20 years exploration and development experience. He holds a Bachelor of Science in Applied Geology and a Masters Degree in Natural Resources. His career includes exploration, resources development and mine geology experience with a number of Australian based mining companies.
Executive Director Service contracts
All Directors are appointed under the terms of a Directors letter of appointment. Each appointment provides for annual fees of Australian dollars $40,000 for services as Directors plus 9% as a company contribution to Australian statutory superannuation schemes. The agreement allows that any services supplied by the Directors to the Company and any of its subsidiaries in excess of 2 days in any calendar month, may be invoiced to the Company at market rate, currently at A$1,000 per day for each Director other than Mr David Thomas who is paid A$1,500 per day.
Principal activities and review of the business
The principal activities of the Group are the exploration for and potential development of tungsten and molybdenum deposits in the Northern Territory of Australia and exploration for, and potential development of, gold projects. The primary tungsten and molybdenum asset comprises the Molyhil -Tungsten- Molybdenum Project ("Molyhil"). The gold projects are located in the Albany-Fraser Orogen at the margin of Western Australia's gold rich Archaean Yilgarn Craton and also in the Pine Creek area of Northern Territory. The Company has acquired a 25% interest in the Spring Hill Gold Project with agreed terms to increase that interest to 80%.
A detailed review of the Group's activities is set out in the Review of Operations.
Business Review and future developments
A review of the current and future development of the Group's business is given in the Chairman's Statement and the Chief Executive Officer's Review of Operations on pages 3-13.
Results and dividends
The Group incurred a loss after taxation of £959,000 (2011 loss: £2,852,000). No dividends have been paid or are proposed.
Key Performance Indicators
Given the nature of the business and that the Group is on an exploration and development phase of operations, the Directors are of the opinion that analysis using KPI's is not appropriate for an understanding of the development, performance or position of our businesses at this time.
Post Balance Sheet events
At the date these financial statements were approved, 14 September, 2012, the Directors were not aware of any significant post balance sheet events other than those set out in the notes to the financial statements.
Substantial Shareholdings
At 31 August 2012 the following had notified the Company of disclosable interests in 3% or more of the nominal value of the Company's shares:
|
|
Ordinary shares |
% |
|
|
|
|
Xcap Nominees Limited |
53,110,000 |
6.59 |
|
Western Desert Resources Limited 1, |
47,220,296 |
5.86 |
|
TD Waterhouse Nominees (Europe) Limited |
44,305,302 |
5.50 |
|
Barclayshare Nominees Limited |
36,406,833 |
4.52 |
|
HSDL Nominees Limited |
29,625,943 |
3.68 |
|
HSDL Nominees Limited (IWEB) |
4,306,801 |
0.53 |
|
L R Nominees Limited |
25,664,149 |
3.18 |
|
HSBC Client Nominees |
24,820,458 |
3.08 |
1 Michael Ashton and Norman Gardner are Directors of Western Desert Resources Limited.
Directors & Officers Shareholdings
The Directors and Officers who served during the period and their interests in the share capital of the Company at 30 June 2012 was as follows:
|
Ordinary Shares/CDIs |
Warrants/CDI options |
Unlisted Options |
|||
|
30 June 2012 |
30 June 2011 |
30 June 2012 |
30 June 2011 |
30 June 2012 |
30 June 2011 |
Michael Billing |
9,320,657 |
4,631,354 |
- |
2,040,816 |
2,000,000 |
3,000,000 |
Gregory Durack |
3,126,869 |
1,448,297 |
- |
428,572 |
2,000,000 |
3,000,000 |
Michael Ashton |
13,862,915 |
9,107,915 |
- |
2,255,000 |
2,000,000 |
3,000,000 |
Trevor Ireland |
3,798,980 |
1,982,653 |
- |
816,327 |
2,000,000 |
2,000,000 |
Allan Burchard2 |
300,000 |
200,000 |
- |
- |
500,000 |
- |
Richard Bradey3 |
500,000 |
- |
- |
- |
500,000 |
- |
|
Date of resignation |
30 June 2011 |
Date of resignation |
30 June 2011 |
Date of resignation |
30 June 2011 |
|
|
|
|
|
|
|
Norman Gardner1 |
4,902,196 |
4,152,196 |
816,326 |
816,326 |
3,000,000 |
3,000,000 |
1 Mr. Norman Gardner resigned as a director on 16 August 2011,
2 Mr. Allan Burchard was appointed as Chief Financial Officer/Company secretary on 18 November 2010,
3 Mr. Richard Bradey was appointed as Chief Geologist on 9 May 2011,
Directors' Remuneration
The Company remunerates the Directors at a level commensurate with the size of the Company and the experience of its Directors. The Remuneration Committee has reviewed the Directors' remuneration and believes it upholds the objectives of the Company with regard to this issue. Details of the Director emoluments and payments made for professional services rendered are set out in Note 5 to the financial statements.
The Australian based directors are paid on a nominal fee basis amount to A$40,000 per annum (£24,800). For the year ended 30 June 2012, the Directors elected to accept half fee arrangements until further notice.
Directors and Officers
Summary of amounts paid to Key Management Personnel.
The following table discloses the compensation of the Directors and the key management personnel of the Group during the year.
2012 |
Salary and Fees |
Post Employment Superannuation |
Total Fees for Services rendered |
Short-term employee benefits Salary & Fees |
Share Options Granted during the year |
Options (based upon Black-Scholes formula) |
Total Benefit |
|
£'000 |
£'000 |
£'000 |
£'000 |
No. |
£'000 |
£'000 |
Directors: |
|
|
|
|
|
|
|
Michael Billing |
133 |
1 |
134 |
134 |
0 |
0 |
134 |
Gregory Durack 1 |
13 |
0 |
13 |
13 |
0 |
0 |
13 |
Michael Ashton |
13 |
1 |
14 |
14 |
0 |
0 |
14 |
Norman Gardner2 |
2 |
0 |
2 |
2 |
0 |
0 |
2 |
Trevor Ireland |
49 |
1 |
50 |
50 |
0 |
0 |
50 |
David Thomas3 |
34 |
0 |
34 |
34 |
|
|
34 |
Key Personnel: |
|
|
0 |
0 |
|
|
0 |
Richard Bradey |
131 |
19 |
150 |
150 |
0 |
0 |
150 |
Allan Burchard |
53 |
0 |
53 |
53 |
0 |
0 |
53 |
|
|
|
|
|
|
|
|
2012 Total |
428 |
22 |
450 |
450 |
0 |
0 |
450 |
1 Fees payable to Mr. G. Durack are paid to Martineau Resources Pty Ltd.
2 Mr. Gardner ceased employment with the company on 16 August 2011.
3 Mr Thomas was retained as a consultant from 1 July 2011 to the date of his appointment as a Director on 11 April 2012. Hays Specialist Recruitment (Australasia) Pty. Ltd. was paid £132,000 for his services during this period. This has not been included as payments of salary & fees to Directors in the table above. From his appointment as a Director on 11 April 2012 until 30 June 2012, Hays Specialist Recruitment (Australasia) Pty. Ltd. was paid £31,000 for his services during this period. This is included as payments of Salary & fees to Directors in the table above.
2011 |
Salary and Fees. |
Post Employ-ment Super - annuation
|
Total Fees for Services rendered
|
Short-term employee benefits Salary & Fees |
Share Options Granted during the year* |
Options (based upon Black-Scholes formula)* |
Total Benefit. |
|
£'000 |
£'000 |
£'000 |
£'000 |
No. |
£'000 |
£'000 |
Directors: |
|
|
|
|
|
|
|
M R Billing |
86 |
1 |
87 |
87 |
2,000,000 |
23 |
110 |
N W Gardner |
13 |
1 |
14 |
14 |
2,000,000 |
23 |
37 |
G M Durack1 |
12 |
- |
12 |
12 |
2,000,000 |
23 |
35 |
M K Ashton |
13 |
1 |
14 |
14 |
2,000,000 |
23 |
37 |
T J Ireland |
57 |
1 |
58 |
58 |
2,000,000 |
23 |
81 |
Key Personnel: |
|
|
|
|
|
|
|
R S Bradey2 |
18 |
2 |
20 |
20 |
500,000 |
8 |
28 |
A C Burchard3 |
28 |
- |
28 |
28 |
500,000 |
8 |
36 |
L Ackroyd 2 |
- |
- |
- |
- |
- |
- |
- |
2011 Total |
227 |
6 |
233 |
233 |
11,000,000 |
131 |
364 |
1 Fees payable to Mr. G. Durack are paid to Martineau Resources Pty Ltd.
2 Mr. Bradey commenced with the company on 9 May 2011.
3 Mr. Burchard commenced with the company on 18 November 2010.
4 Mr. Ackroyd ceased employment with the company on 18 November 2010.
*Options are granted at an exercise price above the existing share price as at the date of grant. The value of options granted during the period has been calculated by the Black-Scholes formula method, where applicable.
Remuneration Report
This report outlines the remuneration arrangements in place for directors and other key management personnel of Thor Mining PLC.
Directors Meetings
The Directors hold meetings on a regular basis and on an as required basis to deal with items of business from time to time. Meetings held and attended by each Director during the year of review were:-
2012 |
Meetings held whilst in Office |
Meetings attended |
Michael Billing |
9 |
9 |
Gregory Durack |
9 |
9 |
Michael Ashton |
9 |
9 |
Trevor Ireland |
9 |
7 |
David Thomas |
2 |
2 |
Norman Gardner |
2 |
1 |
Corporate Governance
A statement on Corporate Governance is set out on pages - to -.
Environmental Responsibility
The Company is aware of the potential impact that its subsidiary companies may have on the environment. The Company ensures that it, and its subsidiaries at a minimum comply with the local regulatory requirements and the revised Equator Principles with regard to the environment.
Employment Policies
The Group will be committed to promoting policies which ensure that high calibre employees are attracted, retained and motivated, to ensure the ongoing success for the business. Employees and those who seek to work within the Group are treated equally regardless of sex, age, marital status, creed, colour, race or ethnic origin.
Health and Safety
The Group's aim will be to achieve and maintain a high standard of workplace safety. In order to achieve this objective the Group will provide training and support to employees and set demanding standards for workplace safety.
Payment to Suppliers
The Group's policy is to agree terms and conditions with suppliers in advance; payment is then made in accordance with the agreement provided the supplier has met the terms and conditions. It is usual for suppliers to be paid within 30 days of receipt of invoice.
Political Contributions and Charitable Donations
During the period the Group did not make any political contributions or charitable donations.
Annual General Meeting ("AGM")
This report and financial statements will be presented to shareholders for their approval at the AGM. The Notice of the AGM will be distributed to shareholders together with the Annual Report.
Statement of disclosure of information to auditors
As at the date of this report the serving Directors confirm that:
· So far as each Director is aware, there is no relevant audit information of which the Company's auditors are unaware, and
· they have taken all the steps that they ought to have taken as Directors in order to make themselves aware of any relevant audit information and to establish that the Company's auditor are aware of that information.
Auditors
A resolution to reappoint Chapman Davis LLP and to authorise the Directors to fix their remuneration will be proposed at the next Annual General Meeting.
Going Concern
Notwithstanding the loss incurred during the period under review, the Directors are of the opinion that ongoing evaluations of the Company's interests indicate that preparation of the Group's accounts on a going concern basis is appropriate. As a Junior Exploration Company the Directors are aware that that the Company must go to the marketplace to raise cash to meet its exploration and development plans.
Statement of Directors' Responsibilities
Company law in the United Kingdom requires the Directors to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing those financial statements, the Directors are required to:
· select suitable accounting policies and then apply them consistently;
· make judgments and estimates that are reasonable and prudent;
· state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
· prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group will continue in business.
The Directors are responsible for keeping proper accounting records, for safeguarding the assets of the group and for taking reasonable steps for the prevention and detection of fraud and other irregularities. They are also responsible for ensuring that the annual report includes information required by the AIM Market of the London Stock Exchange plc.
Electronic communication
The maintenance and integrity of the Company's website is the responsibility of the Directors: the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial statements since they were initially presented on the website.
The Company's website is maintained in accordance with AIM Rule 26.
Legislation in the United Kingdom governing the preparation and dissemination of the financial statements may differ from legislation in other jurisdictions.
This report was approved by the board on 14 September 2012
Mick Billing Allan Burchard
Executive Chairman Company Secretary
Corporate Governance Statement
The Board is committed to maintaining high standards of corporate governance. The Listing Rules of the Financial Services Authority incorporate the Combined Code, which sets out the principles of Good Governance, and the Code of Best Practice for listed companies. Whilst the Company is not required to comply with the Combined Code, the Company's corporate governance procedures take due regard of the principles of Good Governance set out in the Combined Code in relation to the size and the stage of development of the Company.
Board of Directors
The Board of Directors currently comprises of one Executive Chairman and four Non-Executive Directors. The Directors are of the opinion that the Board comprises a suitable balance and that the recommendations of the Combined Code have been implemented to an appropriate level. The Board, through the Chairman and the Chief Financial Officer in particular, maintains regular contact with its advisers to ensure that the Board develops an understanding of the views of major shareholders about the Company.
Board Meetings
The Board meets regularly throughout the year. For the period ending 30 June 2012 the Board met 9 times in relation to normal operational matters. The Board is responsible for formulating, reviewing and approving the Company's strategy, financial activities and operating performance. Day to day management is devolved to the Executive Chairman/ Chief Executive Officer who is charged with consulting the Board on all significant financial and operational matters.
All Directors have access to the advice of the Company's solicitors and the Company Secretary. Necessary information is supplied to the Directors on a timely basis to enable them to discharge their duties effectively, and all Directors have access to independent professional advice, at the Company's expense, as and when required.
Board Committees
The Board considers that its structure has been and continues to be appropriate in the context of the Company's history, and the size and scale of its present operations.
As such, the full board, in conjunction with the company secretary, fulfils the role of the Audit Committee and is responsible for ensuring that the financial performance of the Group is properly monitored and reported on.
In addition, the full board acts as the Remuneration Committee and considers and agrees the Executive Directors' remuneration and conditions. The financial package for the Executive Chairman is established by reference to packages prevailing in the employment market for executives of equivalent status both in terms of level of responsibility of the position and their achievement of recognised job qualifications and skills. The Committee will also have regard to the terms which may be required to attract an equivalent experienced executive to join the Board from another company.
Internal controls
The Directors acknowledge their responsibility for the Group's systems of internal controls and for reviewing their effectiveness. These internal controls are designed to safeguard the assets of the Company and to ensure the reliability of financial information for both internal use and external publication. The Board is aware that no system can provide absolute assurance against material misstatement or loss, however, in light of increased activity and further development of the Company, continuing reviews of internal controls will be undertaken to ensure that they are adequate and effective.
Risk Management
The Board considers risk assessment to be important in achieving its strategic objectives. There is a process of evaluation of performance targets through regular reviews by senior management to forecasts. Project milestones and timelines are regularly reviewed.
Risks and uncertainties
The principal risks facing the Company are set out below. Risk assessment and evaluation is an essential part of the Group's planning and an important aspect of the Group's internal control system.
General and economic risks
• Contractions in the world's major economies or increases in the rate of inflation resulting from international conditions;
• Weakness in equity markets throughout the world, particularly United Kingdom and Australia.
• Adverse changes in market sentiment towards the resource industry;
• Currency exchange rate fluctuations and, in particular, the relative prices of the Australian Dollar, the United States Dollar and the UK Pound;
• Exposure to interest rate fluctuations; and
• Adverse changes in factors affecting the success of exploration and development operations, such as increases in expenses, changes in government policy and further regulation of the industry; unforeseen major failure, breakdowns or repairs required to key items of plant and equipment resulting in significant delays, notwithstanding regular programmes of repair, maintenance and upkeep; variations in grades and unforeseen adverse geological factors or prolonged weather conditions.
Funding risk
• The Group or the companies in which it has invested may not be able to raise, either by debt or further equity, sufficient funds to enable completion of planned exploration, investment and/or development projects.
Commodity risk
• Commodities are subject to high levels of volatility in price and demand. The price of commodities depends on a wide range of factors, most of which are outside the control of the Company. Mining, processing and transportation costs also depend on many factors, including commodity prices, capital and operating costs in relation to any operational site.
Exploration and development risks
• Exploration and development activity is subject to numerous risks, including failure to achieve estimated mineral resource, recovery and production rates and capital and operating costs.
• Success in identifying economically recoverable reserves can never be guaranteed. The Company also cannot guarantee that the companies in which it has invested will be able to obtain the necessary permits and approvals required for development of their projects.
• The regions in which the Company operates have native title laws which could affect exploration and development activities. The companies in which the Company has an interest may be required to undertake clean-up programmes on any contamination from their operations or to participate in site rehabilitation programmes which may vary from country to country. The Group's policy is to follow all applicable laws and regulations and the Company is not currently aware of any material issues in this regard.
• Timely approval of mining permits and operating plans through the respective regulatory agencies cannot be guaranteed; and
• Geology is always a potential risk in mining and exploration activities.
Market risk
• The ability of the Group (and the companies it invests in) to continue to secure sufficient and profitable sales contracts to support its operations is a key business risk.
Insurance
The Group maintains insurance in respect of its Directors and Officers against liabilities in relation to the Company. The group insures other assets held having given regard to risks and events that may occur.
Treasury Policy
The Group finances its operations through equity and holds its cash as a liquid resource to fund the obligations of the Group. Decisions regarding the management of these assets are approved by the Board.
Securities Trading
The Board has adopted a Share Dealing Code that applies to Director, senior management and any employee who is in possession of 'inside information'. All such persons are prohibited from trading in the Company's securities if they are in possession of 'inside information'. Subject to this condition and trading prohibitions applying to certain periods, trading can occur provided the relevant individual has received the appropriate prescribed clearance.
Relations with Shareholders
The Board is committed to providing effective communication with the shareholders of the Company. Significant developments are disseminated through stock exchange announcements and regular updates of the Company website. The Board views the AGM as a forum for communication between the Company and its shareholders and encourages their participation in its agenda.
INDEPENDENT AUDITOR'SREPORT TO THE MEMBERS OF THOR MINING PLC
We have audited the financial statements of Thor MiningPlc for the year ended30 June 2012 which comprise the Consolidated and Company Statements of Comprehensive Income, the Consolidated and Parent Company Balance Sheets, the Consolidated and Parent Company Statements of Cash Flows, the Consolidated and Parent Company Statements ofChanges in Equity and the related notes 1 to 20. Thefinancial reporting frameworkthat has been applied in theirpreparation is applicable law and International Financial Reporting Standards(IFRSs) as adopted by the European Union.
Respective responsibilities of directorsand auditors
As explained more fully in the Statement of Directors' Responsibilities includedin the Directors'
Report, the directorsare responsible for the preparation of the financialstatements and for being satisfied that they give a true and fair view. Ourresponsibility is to audit the financial statements in accordance with applicable law and International Standards on Auditing(UK and Ireland). Those standards requireus to comply with the Auditing PracticesBoard 's EthicalStandards for Auditors.
This report, including the opinions, has been preparedfor and only for the Company's members as a body in accordance with Chapter 3 of Part 16 of the CompaniesAct 2006 and for no other purpose. We do not, in givingthese opinions, accept or assume responsibility forany other purpose or to any other personto whom this report is shown or into whosehands it may come save where expressly agreed by our prior consent in writing.
Scope of the audit
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonableassurance that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting policiesare appropriate to the group's and the parent company's circumstances and have been consistently appliedand adequately disclosed; the reasonableness of significant accounting estimates made by the directors; and the overall presentation of the financial statements.
Opinionon financial statements
In our opinion the financial statements:
• give a true and fair view of the state of the group's and the parent company's affairs as at
30 June 2012 and of the group's and the parent company's loss for the year then ended;
• have been properly prepared in accordance with IFRSs asadopted by the European
Union; and
• have been prepared in accordance with the requirements of the CompaniesAct 2006 and, as regards the group financialstatements, Article 4 of the lAS Regulation.
Opinion on other matters prescribed by the CompaniesAct 2006
In our opinion:
• the information given in the Director 's Report for the financial year for which the consolidated financial statements are prepared is consistent with the consolidated financial statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following:
Under the CompaniesAct 2006 we are requiredto report to you if, in our opinion:
• adequate accounting recordshave not been kept, or returns adequatefor our audit have not been received from branches not visited by us; or
• theparent company financialstatements are not in agreementwith the accounting records and returns; or
• certain disclosures of directors' remuneration specified by law are not made; or
• we have not receivedall the information and explanations we require for our audit.
Rowan J Palmer (Senior statutory auditor)
For and on behalf of Chapman Davis LLP, Statutory Auditor
Chartered Accountants
Chapman Davis LLP
2 Chapel Court
London SEJ JHH
14 September 2012
Consolidated Statement of Comprehensive Income
For the year ended 30 June 2012
|
|
Consolidated |
Company |
||
|
Note |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
2012 |
2011 |
2012 |
2011 |
|
|
|
|
|
|
Administrative expenses |
|
(157) |
(175) |
- |
- |
Corporate expenses |
|
(588) |
(686) |
(491) |
(633) |
Other expenses |
|
0 |
0 |
- |
- |
Share based payment expense |
|
0 |
(155) |
0 |
(155) |
Gain (Loss) on disposal of assets |
|
0 |
9 |
- |
- |
Impairment subsidiary loans |
|
- |
- |
(152) |
(462) |
Impairment subsidiary investments |
|
- |
- |
0 |
(1,277) |
Impairment of exploration assets |
|
(244) |
(1,834) |
- |
- |
Operating Loss |
|
(989) |
(2,841) |
(643) |
(2,527) |
Interest received |
|
30 |
32 |
- |
- |
Other income |
|
0 |
9 |
- |
- |
Currency losses |
|
0 |
(52) |
- |
- |
Loss before Taxation |
|
(959) |
(2,852) |
(643) |
(2,527) |
Taxation |
5 |
- |
- |
- |
- |
Loss for the period |
|
(959) |
(2,852) |
(643) |
(2,527) |
|
|
|
|
|
|
Other comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
Exchange differences on translating foreign operations |
|
(160) |
1,354 |
- |
- |
Other comprehensive income for the period, net of income tax |
|
(160) |
1,354 |
0 |
0 |
Total comprehensive income for the period |
|
(1,119) |
(1,498) |
(643) |
(2,527) |
|
|
|
|
|
|
|
|
|
|
|
|
Basic loss per share |
6 |
(0.15)p |
(0.65)p |
|
|
The accompanying notes form part of these financial statements.
Consolidated Balance Sheet at 30 June 2012
|
|
Consolidated |
Company |
|
||
|
Note |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
2012 |
2011 |
2012 |
2011 |
|
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
Intangible assets - deferred exploration costs |
7 |
10,035 |
7,310 |
- |
- |
|
Investments in subsidiaries |
8 |
- |
- |
700 |
700 |
|
Loans to subsidiaries |
8 |
- |
- |
9,252 |
7,162 |
|
Deposits to support performance bonds |
9 |
75 |
2 |
- |
- |
|
Plant and equipment |
10 |
55 |
35 |
- |
- |
|
Total non-current assets |
|
10,165 |
7,347 |
9,952 |
7,862 |
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
Cash and cash equivalents |
|
526 |
1,585 |
79 |
95 |
|
Trade receivables & other assets |
11 |
27 |
27 |
- |
- |
|
Total current assets |
|
553 |
1,612 |
79 |
95 |
|
Total assets |
|
10,718 |
8,959 |
10,031 |
7,957 |
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
Trade and other payables |
12 |
(237) |
(84) |
(4) |
(10) |
|
Provisions |
|
(12) |
- |
- |
- |
|
Interest bearing liabilities |
13 |
(5) |
(9) |
- |
- |
|
Total current liabilities |
|
(254) |
(93) |
(4) |
(10) |
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
Interest bearing liabilities |
13 |
0 |
(6) |
- |
- |
|
Total non-current liabilities |
|
0 |
(6) |
0 |
0 |
|
Total liabilities |
|
(254) |
(99) |
(4) |
(10) |
|
|
|
|
|
|
|
|
Net assets |
|
10,464 |
8,860 |
10,027 |
7,947 |
|
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
|
Issued share capital |
14 |
2,284 |
1,591 |
2,284 |
1,591 |
|
Share premium |
|
11,718 |
9,687 |
11,718 |
9,687 |
|
Foreign exchange reserve |
|
3,852 |
4,012 |
- |
- |
|
Merger reserve |
|
405 |
405 |
405 |
405 |
|
Option revaluation reserve |
15 |
132 |
165 |
132 |
165 |
|
Retained losses |
|
(7,926) |
(7,000) |
(4,512) |
(3,901) |
|
|
|
|
|
|
|
|
Total equity |
|
10,464 |
8,860 |
10,027 |
7,947 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes form part of these financial statements.
These Financial Statements were approved by the Board of Director on 14 September 2012 and were signed on its behalf by:
Michael Billing
Executive Chairman
Allan Burchard
Chief Financial Officer
Consolidated Cash Flow Statement for theyear ended 30 June 2012
|
Consolidated |
Company |
|
||
|
£'000 |
£'000 |
£'000 |
£'000 |
|
|
2012 |
2011 |
2012 |
2011 |
|
Cash flows from operating activities |
|
|
|
|
|
Operating Loss |
(989) |
(2,841) |
(643) |
(2,527) |
|
Decrease/(increase) in trade and other receivables |
0 |
33 |
- |
- |
|
Increase/(decrease) in trade and other payables |
9 |
(78) |
(6) |
10 |
|
Increase/(decrease) in provisions |
12 |
- |
- |
- |
|
Depreciation |
23 |
23 |
- |
- |
|
Exploration expenditure written off |
237 |
1,834 |
- |
- |
|
Impairment subsidiary loans |
- |
- |
152 |
462 |
|
Impairment subsidiary investments |
- |
- |
0 |
1,277 |
|
Share based payment expense |
0 |
155 |
0 |
155 |
|
Sundry income |
0 |
9 |
- |
- |
|
Profit on sale of fixed assets |
0 |
(9) |
- |
- |
|
Net cash outflow from operating activities |
(708) |
(874) |
(497) |
(623) |
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
Interest received |
30 |
32 |
- |
- |
|
Expenditure on performance bonds |
(73) |
- |
- |
- |
|
Proceeds from sale of fixed assets |
- |
12 |
- |
- |
|
Purchase of property, plant and equipment |
(45) |
(28) |
- |
- |
|
Payments for exploration expenditure |
(2,378) |
(609) |
- |
- |
|
Loans to controlled entities |
- |
- |
(1,652) |
(2,174) |
|
Net cash outflow from investing activities |
(2,466) |
(593) |
(1,652) |
(2,174) |
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
Repayment of borrowings |
(9) |
(5) |
- |
- |
|
Net issue of ordinary share capital |
2,133 |
2,888 |
2,133 |
2,888 |
|
Net cash inflow from financing activities |
2,124 |
2,883 |
2,133 |
2,888 |
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents |
(1,050) |
1,416 |
(16) |
91 |
|
Non cash exchange changes |
(9) |
134 |
- |
- |
|
Cash and cash equivalents at beginning of period |
1,585 |
35 |
95 |
4 |
|
Cash and cash equivalents at end of period |
526 |
1,585 |
79 |
95 |
|
1Items not involving the movement of funds: - 40 million shares were issued in consideration for the acquisition of an interest in the Springhill tenements.
Consolidated Statement of Changes in Equity For the year ended 30 June 2012
|
Issued share capital |
Share premium |
Retained losses |
Foreign Currency Translation Reserve |
Merger Reserve |
Share Based Payment Reserve |
Total |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July 2010 |
729 |
7,275 |
(5,377) |
2,658 |
1,634 |
10 |
6,929 |
Loss for the period |
- |
- |
(2,852) |
- |
- |
- |
(2,852) |
Foreign currency translation reserve |
- |
- |
- |
1,354 |
- |
- |
1,354 |
Total comprehensive (loss) for the period |
- |
- |
(2,852) |
1,354 |
- |
- |
(1,498) |
Transactions with owners in their capacity as owners |
|
|
|
|
|||
Shares issued |
862 |
2,654 |
- |
- |
- |
- |
3,516 |
Cost of shares issued |
- |
(242) |
- |
- |
- |
- |
(242) |
Reserve written back |
- |
- |
1,229 |
- |
(1,229) |
- |
- |
Share options issued |
- |
- |
- |
- |
- |
155 |
155 |
At 30 June 2011 |
1,591 |
9,687 |
(7,000) |
4,012 |
405 |
165 |
8,860 |
|
|
|
|
|
|
|
|
Balance at 1 July 2011 |
1,591 |
9,687 |
(7,000) |
4,012 |
405 |
165 |
8,860 |
Loss for the period |
- |
- |
(959) |
- |
- |
- |
(959) |
Foreign currency translation reserve |
- |
- |
- |
(160) |
- |
- |
(160) |
Total comprehensive (loss) for the period |
- |
- |
(959) |
(160) |
- |
- |
(1,119) |
Transactions with owners in their capacity as owners |
|
|
|
|
|||
Shares issued |
693 |
2,130 |
- |
- |
- |
- |
2,823 |
Cost of shares issued |
- |
(100) |
- |
- |
- |
- |
(100) |
Share options lapsed |
- |
- |
33 |
- |
- |
(33) |
0 |
At 30 June 2012 |
2,284 |
11,717 |
(7,926) |
3,852 |
405 |
132 |
10,464 |
Company Statement of Changes in Equity
Balance at 1 July 2010 |
729 |
7,275 |
(2,603) |
- |
1,634 |
10 |
7,045 |
Loss for the period |
- |
- |
(2,527) |
- |
- |
- |
(2,527) |
Total comprehensive (loss) for the period |
- |
- |
(2,527) |
- |
- |
- |
(2,527) |
Transactions with owners in their capacity as owners |
|
|
|
|
|||
Shares issued |
862 |
2,654 |
- |
- |
- |
- |
3,516 |
Cost of shares issued |
- |
(242) |
- |
- |
- |
- |
(242) |
Reserve written back |
- |
- |
1,229 |
- |
(1,229) |
- |
- |
Share options issued |
- |
- |
- |
- |
- |
155 |
155 |
At 30 June 2011 |
1,591 |
9,687 |
(3,901) |
- |
405 |
165 |
7,947 |
|
|
|
|
|
|
|
|
Balance at 1 July 2011 |
1,591 |
9,687 |
(3,901) |
- |
405 |
165 |
7,947 |
Loss for the period |
- |
- |
(643) |
- |
- |
- |
(643) |
Total comprehensive (loss) for the period |
- |
- |
(643) |
- |
- |
- |
(643) |
Transactions with owners in their capacity as owners |
|
|
|
|
|||
Shares issued |
693 |
2,130 |
- |
- |
- |
- |
2,823 |
Cost of shares issued |
- |
(100) |
- |
- |
- |
- |
(100) |
Share options lapsed |
- |
- |
33 |
- |
- |
(33) |
- |
At 30 June 2012 |
2,284 |
11,717 |
(4,511) |
- |
405 |
132 |
10,027 |
Notes to the Accounts for the year ended 30 June 2012
1. Principal accounting policies
a) Authorisation of financial statements
The Group financial statements of Thor Mining PLC for the year ended 30 June 2012 were authorised for issue by the Board on 14 September 2012 and the balance sheets signed on the Board's behalf by Michael Billing and Allan Burchard. The Company's ordinary shares are traded on the AIM Market operated by the London Stock Exchange and on the Australian Securities Exchange.
b) Statement of compliance with IFRS
The Group's financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS). The Company's financial statements have been prepared in accordance with IFRS as adopted by the European Union. The principal accounting policies adopted by the Group and Company are set out below.
c) Basis of preparation
The consolidated financial statements have been prepared on the historical cost basis, except for the measurement to fair value of assets and financial instruments as described in the accounting policies below, and on a going concern basis.
The financial report is presented in Sterling and all values are rounded to the nearest thousand pounds (£'000) unless otherwise stated.
d) Basis of consolidation
The consolidated financial statements comprise the financial statements of Thor Mining 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.
The financial statements of subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies.
All intercompany balances and transactions have been eliminated in full.
e) Exploration and development expenditure
Exploration, evaluation and development expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that they are expected to be recouped through the successful development of the area or where activities in the area have not yet reached a stage which permits reasonable assessment of the existence of economically recoverable reserves.
Accumulated costs in relation to an abandoned area are written off in full against the income statement in the year in which the decision to abandon the area is made.
A review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.
Restoration, rehabilitation and environmental costs necessitated by exploration and evaluation activities are expensed as incurred and treated as exploration and evaluation expenditure.
f) Revenue
Revenue is recognised to the extent that it is probable that economic benefits will flow to the group and the revenue can be reliably measured.
Interest revenue
Interest revenue is recognised as it accrues using the effective interest rate method.
g) Deferred taxation
Deferred income tax is provided on all temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the carry-forward of unused tax credits and unused tax losses can be utilised.
Unrecognised deferred income tax assets are reassessed at each balance sheet date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date.
h) Trade and other payables
Trade and other payables are carried at amortised costs and represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of these goods and services.
i) Foreign currencies
The Company's functional currency is Sterling (£). Each entity in the Group determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency. As at the reporting date the assets and liabilities of these subsidiaries are translated into the presentation currency of Thor Mining PLC at the rate of exchange ruling at the balance sheet date and their income statements are translated at the average exchange rate for the year. The exchange differences arising on the translation are taken directly to a separate component of equity.
All other differences are taken to the income statement with the exception of differences on foreign currency borrowings, which, to the extent that they are used to finance or provide a hedge against foreign equity investments, are taken directly to reserves to the extent of the exchange difference arising on the net investment in these enterprises. Tax charges or credits that are directly and solely attributable to such exchange differences are also taken to reserves.
j) Share based payments
During the year the Group has provided no benefits to Directors of the Group in the form of share options. (2011: £155,000).
The cost of these equity-settled transactions with Directors was measured by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using a Black-Scholes model.
In valuing equity-settled transactions, no account is taken of any performance conditions, other than conditions linked to the price of the shares of Thor Mining PLC (market conditions) if applicable.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled, ending on the date on which the relevant holders become fully entitled to the award (the vesting period).
The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the extent to which the vesting period has expired and (ii) the Group's best estimate of the number of equity instruments that will ultimately vest. No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is included in the determination of fair value at grant date. The Income Statement charge or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only conditional upon a market condition.
If the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had not been modified. In addition, an expense is recognised for any modification that increases the total fair value of the share-based payment arrangement, or is otherwise beneficial to the holder, as measured at the date of modification.
If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled award and designated as a replacement award on the date that it is granted, the cancelled and new award are treated as if they were a modification of the original award, as described in the previous paragraph.
k) Leased assets
The determination of whether an arrangement is or contains a lease is based on the substance of the arrangement and requires an assessment of whether the fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset.
(i) Finance Leases
Assets funded through finance leases are capitalised as fixed assets and depreciated in accordance with the policy for the class of asset concerned.
Finance lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognised as an expense in the income statement.
(ii) Operating Leases
All operating lease payments are charged to the Income Statement on a straight line basis over the life of the lease.
l) Cash and cash equivalents
Cash and short-term deposits in the balance sheet comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less.
For the purposes of the Cash Flow Statement, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts
m) Trade and other receivables
Trade receivables, which generally have 30 day terms, are recognised and carried at original invoice amount less an allowance for any uncollectible amounts.
An allowance for doubtful debts is made when there is objective evidence that the Group will not be able to collect the debts. Bad debts are written off when identified.
n) Investments
Investments in subsidiary undertakings are stated at cost less any provision for impairment in value, prior to their elimination on consolidation.
o) Financial instruments
The Group's financial instruments, other than its investments, comprise cash and items arising directly from its operation such as trade debtors and trade creditors. The Group has overseas subsidiaries in Australia whose expenses are denominated in Australian Dollars. Market price risk is inherent in the Group's activities and is accepted as such. There is no material difference between the book value and fair value of the Group's cash.
p) Merger reserve
The difference between the fair value of an acquisition and the nominal value of the shares allotted in a share exchange have been credited to a merger reserve account, in accordance with the merger relief provisions of the then Companies Act 1985 and accordingly no share premium for such transactions is set-up. Where the assets acquired are impaired, the merger reserve value is reversed to retained earnings to the extent of the impairment.
q) Property, plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses. Land is measured at fair value less any impairment losses recognised after the date of revaluation.
Depreciation is provided on all tangible assets to write off the cost less estimated residual value of each asset over its expected useful economic life on a straight-line basis at the following annual rates:
Land (including option costs) - Nil
Plant and Equipment - between 5% and 25%
All assets are subject to annual impairment reviews.
r) Impairment of assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate of the asset's recoverable amount. An asset's recoverable amount is the higher of its fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or Groups of assets and the asset's value in use cannot be estimated to be close to its fair value. In such cases the asset is tested for impairment as part of the cash-generating unit to which it belongs. When the carrying amount of an asset or cash-generating unit exceeds its recoverable amount, the asset or cash-generating unit is considered impaired and is written down to its recoverable amount.
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses relating to continuing operations are recognised in those expense categories consistent with the function of the impaired asset unless the asset is carried at its revalued amount (in which case the impairment loss is treated as a revaluation decrease).
An assessment is also made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset's recoverable amount since the last impairment loss was recognised. If that is the case the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the Income Statement unless the asset is carried at its revalued amount, in which case the reversal is treated as a revaluation increase. After such a reversal the depreciation charge is adjusted in future periods to allocate the asset's revised carrying amount, less any residual value, on a systematic basis over its remaining useful life.
s) Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
When the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the income statement net of any reimbursement.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects the risks specific to the liability.
t) Loss per share
Basic loss per share is calculated as loss for the financial year attributable to members of the parent, adjusted to exclude any costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted average number of ordinary shares, adjusted for any bonus element.
Diluted loss per share is calculated as loss for the financial year attributable to members of the parent, adjusted for:
· costs of servicing equity (other than dividends) and preference share dividends;
· the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and
· other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential ordinary shares;
divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.
(u) |
Share based payments reserve |
|
This reserve is used to record the value of equity benefits provided to employees and directors as part of their remuneration and provided to consultants and advisors hired by the Group from time to time as part of the consideration paid. The reserve is reduced by the value of equity benefits which have lapsed during the year.
|
(v) |
Foreign currency translation reserve |
|
The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial statements of foreign subsidiaries. |
(w) Adoption of new and revised Accounting Standards
In the current year, the company has adopted all of the new and revised Standards and Interpretations issued by Accounting Standards and Interpretations Board that are relevant to its operations and effective for the current annual reporting period and there is no material financial impact on the financial statements of the company or the company.
2. Revenue and segmental analysis - Group
The group has not commenced production and therefore recorded no revenue.
The Group has a number of exploration licenses and mining leases in Australia which are managed on a portfolio basis. The decision to allocate resources to individual projects in the portfolio is predominantly based on available cash reserves, technical data and the expectations of future successful exploitation of the projects. Accordingly, the Group effectively operates as one segment, being exploration in Australia. This is the basis on which internal reports are provided to the Directors for assessing performance and determining the allocation of resources within the Group.
3. Operating loss - group
|
2012 |
2011 |
|
£'000 |
£'000 |
This is stated after charging: |
|
|
Depreciation |
23 |
23 |
Auditors' remuneration - audit services |
23 |
25 |
Auditors' remuneration - non audit services |
- |
- |
Options issued - directors, staff and consultants |
0 |
155 |
Directors emoluments - fees and salaries |
450 |
185 |
Auditors' remuneration for audit services above includes £19,700 (2010 £10,000) to Chapman Davis LLP for the audit of the company. Remuneration to Deloittes Touche Tohmatsu for the audit of the Australian subsidiaries was £3,200 (2010 £14,500)
4. Directors and executive disclosures - Group
All Directors are each appointed under the terms of a Directors letter of appointment. Each appointment provides for annual fees of Australian dollars $40,000 for services as Directors plus 9% as a company contribution to Australian statutory superannuation schemes. The agreement allows for any services supplied by the Directors to the Company and any of its subsidiaries in excess of 2 days in any calendar month, can be invoiced to the Company at market rate, currently at $1,000 per day, other than Mr D Thomas who invoices at a rate of $1,500 per day. From 1st January 2010 the Directors elected to accept half fee arrangements until further notice.
(a) Details of Key Management Personnel
(i) Chairman and Chief Executive Officer |
|
Michael Billing |
Executive Chairman and Chief Executive Officer |
|
|
(ii) Non-executive Directors |
|
Gregory Durack |
Non-executive Director |
Michael Ashton |
Non-executive Director |
Trevor Ireland |
Non-executive Director |
David Thomas1 |
Non-executive Director (appointed 11 April 2012) |
Norman Gardner |
Non-executive Director (resigned 16 August 2011) |
(a) Details of Key Management Personnel (continued)
1 Mr David Thomas was retained as a consultant from 1 July 2011 to the date of his appointment as a Director on11 April 2012. Hays Specialist Recruitment (Australasia) Pty. Ltd. was paid £132,000 for his services during this period. This has not been included as payments of Salary & fees to Directors in the tables below.
From his appointment as a Director on 11 April 2012 until 30 June 2012, Hays Specialist Recruitment (Australasia) Pty. Ltd. was paid £31,000 for his services during this period. This is included as payments of Salary & fees to Directors in the tables below.
(iii) Executives |
|
Stephen Ronaldson |
Company Secretary (UK) |
Richard Bradey |
Chief Exploration Geologist |
Allan Burchard |
CFO/Company Secretary (Australia) |
(b) Compensation of Key Management Personnel
Compensation Policy
The compensation policy is to provide a fixed remuneration component and a specific equity related component. There is no separation of remuneration between short term incentives and long term incentives. The Board believes that this compensation policy is appropriate given the stage of development of the Company and the activities which it undertakes and is appropriate in aligning director and executive objectives with shareholder and businesses objectives.
The compensation policy, setting the terms and conditions for the executive Directors and other executives, has been developed by the Board after seeking professional advice and taking into account market conditions and comparable salary levels for companies of a similar size and operating in similar sectors. Executive Directors and executives receive either a salary or provide their services via a consultancy arrangement. Directors and executives do not receive any retirement benefits other than compulsory Superannuation contributions where the individuals are directly employed by the Company or its subsidiaries in Australia. All compensation paid to Directors and executives is valued at cost to the Company and expensed.
The Board policy is to compensate non-executive Directors at market rates for comparable companies for time, commitment and responsibilities. The Board determines payments to the non-executive Directors and reviews their compensation annually, based on market practice, duties and accountability. Independent external advice is sought when required. The maximum aggregate amount of fees that can be paid to Directors is subject to approval by shareholders at a General Meeting. Fees for non-executive Directors are not linked to the performance of the economic entity. However, to align Directors' interests with
shareholder interests, the Directors are encouraged to hold shares in the Company and may receive options.
|
Salary & Fees |
Options |
Total |
|
£'000 |
£'000 |
£'000 |
30-Jun-12 |
|
|
|
Directors: |
|
|
|
Michael Billing |
134 |
|
134 |
Gregory Durack |
13 |
|
13 |
Michael Ashton |
14 |
|
14 |
Trevor Ireland |
50 |
|
50 |
David Thomas 1 |
34 |
|
34 |
Norman Gardner 2 |
2 |
|
2 |
Other Personnel: |
|
|
|
Richard Bradey |
150 |
|
150 |
Alan Burchard |
53 |
|
53 |
1 Appointed 11 April 2012 |
|
|
|
1 Resigned 19 August 2011 |
|
|
|
|
|
|
|
30-Jun-11 |
|
|
|
Directors: |
|
|
|
Michael Billing |
87 |
23 |
110 |
Gregory Durack |
12 |
23 |
35 |
Michael Ashton |
14 |
23 |
37 |
Norman Gardner |
14 |
23 |
37 |
Trevor Ireland |
58 |
23 |
81 |
Other Personnel: |
|
|
|
Richard Bradey 1 |
20 |
8 |
28 |
Alan Burchard 2 |
28 |
8 |
36 |
1 Appointed 10 May 2011 |
|
|
|
2 Appointed 18 November 2010 |
|
|
|
(c) Compensation by category
|
Group |
|
|
2012 |
2011 |
|
£'000 |
£'000 |
Key Management Personnel |
|
|
Short-term |
428 |
358 |
Post-employment |
22 |
6 |
|
450 |
364 |
(d) Options and rights over equity instruments granted as remuneration
Details of options which were granted over ordinary shares to Directors during the years ended 30 June 2012 and 30 June 2011 are detailed in Note 5(e).
(e) Options holdings of Key Management Personnel
The movement during the reporting period in the number of options over ordinary shares in Thor Mining PLC held, directly, indirectly or beneficially, by key management personnel, including their personally related entities, is as follows:
Key Management Personnel |
Held at 1-Jul-11 |
Granted as remuneration |
Disposal/ Expired |
Exercised |
Held at 30 June 2012/or date of resignation |
Vested and exercisable at 30 June 2012 |
Directors |
|
|
|
|
|
|
Executive |
|
|
|
|
|
|
Michael Billing |
3,000,000 |
- |
(1,000,000) |
- |
2,000,000 |
2,000,000 |
|
|
|
|
|
|
|
Non-Executive |
|
|
|
|
|
|
Gregory Durack |
3,000,000 |
- |
(1,000,000) |
- |
2,000,000 |
2,000,000 |
Michael Ashton |
3,000,000 |
- |
(1,000,000) |
- |
2,000,000 |
2,000,000 |
Trevor Ireland |
2,000,000 |
- |
- |
- |
2,000,000 |
2,000,000 |
Norman Gardner |
3,000,000 |
- |
(3,000,000) |
- |
- |
- |
|
|
|
|
|
|
|
Other Personnel |
|
|
|
|
|
|
Richard Bradey |
500,000 |
- |
- |
- |
500,000 |
500,000 |
Allan Burchard |
500,000 |
- |
- |
- |
500,000 |
500,000 |
Key Management Personnel |
Held at 1-Jul-10 |
Granted as remuneration |
Disposal/ Expired |
Exercised |
Held at 30 June 2011/or date of resignation |
Vested and exercisable at 30 June 2011 |
Directors |
|
|
|
|
|
|
Executive |
|
|
|
|
|
|
Michael Billing |
1,000,000 |
2,000,000 |
- |
- |
3,000,000 |
3,000,000 |
|
|
|
|
|
|
|
Non-Executive |
|
|
|
|
|
|
Gregory Durack |
1,000,000 |
2,000,000 |
- |
- |
3,000,000 |
3,000,000 |
Michael Ashton |
1,000,000 |
2,000,000 |
- |
- |
3,000,000 |
3,000,000 |
Trevor Ireland |
- |
2,000,000 |
- |
- |
2,000,000 |
2,000,000 |
Norman Gardner |
1,000,000 |
2,000,000 |
- |
- |
3,000,000 |
3,000,000 |
|
|
|
|
|
|
|
Other Personnel |
|
|
|
|
|
|
Richard Bradey |
- |
500,000 |
- |
- |
500,000 |
500,000 |
Allan Burchard |
- |
500,000 |
- |
- |
500,000 |
500,000 |
No options held by Directors or specified executives are vested but not exercisable, except as set out above.
(f) Other transactions and balances with related parties
Specified Directors |
Transaction |
Note |
2012 |
2011 |
|
|
|
£'000 |
£'000 |
Michael Billing |
Consulting Fees |
(i) |
120 |
73 |
Trevor Ireland |
Consulting Fees |
(ii) |
36 |
44 |
David Thomas |
Consulting Fees |
(iii) |
31 |
- |
(i) The Company used the consulting services of MBB Trading Pty Ltd a company of which Mr. Michael Billing is a Director.
(ii) The Company used the services of Ireland Resource Management Pty Ltd, a company of which Mr. Trevor Ireland is a Director and employee.
(iii) The Company used the services of Hayes Specialist Recruitment (Australasia) Pty Ltd, a company with whom Mr David Thomas has a contractual relationship.
Amounts were billed based on normal market rates for such services and were due and payable under normal payment terms. These amounts paid to related parties of Directors are included as Salary & Fees in Note 4(b).
5 Taxation - Group
|
2012 |
2011 |
|
£'000 |
£'000 |
|
|
|
Analysis of charge in year |
- |
- |
Tax on profit on ordinary activities |
- |
- |
Factors affecting tax charge for year
The differences between the tax assessed for the year and the standard rate of corporation tax are explained as follows:
|
|
2012 |
2011 |
|
|
£'000 |
£'000 |
|
|
|
|
|
Loss on ordinary activities before tax |
(959) |
(2,852) |
|
Standard rate of corporation tax in the UK |
25.5% |
26% |
|
|
|
|
|
Loss on ordinary activities multiplied by the standard rate of corporation tax |
(245) |
(741) |
|
|
|
|
|
Effects of: |
|
|
|
Share based payments not allowable |
|
40 |
|
Future tax benefit not brought to account |
245 |
701 |
|
Current tax charge for year |
- |
- |
No deferred tax asset has been recognised because there is insufficient evidence of the timing of suitable future profits against which they can be recovered.
6. Loss per share
|
£'000 |
£'000 |
|
2012 |
2011 |
|
|
|
Loss for the year |
(959) |
(2,852) |
|
|
|
Weighted average number of Ordinary shares in issue |
643,667,958 |
438,071,586 |
|
|
|
Loss per share - basic |
(0.15)p |
(0.65)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.
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.
7. Intangible fixed assets - Group
Deferred exploration costs
|
£'000 |
£'000 |
|
2012 |
2011 |
Cost |
|
|
At 1 July |
9,353 |
8,328 |
Additions |
3,120 |
995 |
Exchange gain |
(191) |
1,420 |
Write off exploration tenements |
(357) |
(1,390) |
At 30 June |
11,925 |
9,353 |
|
|
|
Amortisation |
|
|
At 1 July and 30 June |
2,043 |
1,342 |
Impairment for period |
244 |
1,834 |
Exchange loss |
(40) |
257 |
Write off exploration tenements |
(357) |
(1,390) |
At 30 June |
1,890 |
2,043 |
|
|
|
Net book value |
|
|
At 30 June |
10,035 |
7,310 |
As at 30 June 2012 the Directors undertook an impairment review of the deferred exploration costs, as a result of which, a provision for impairment for £244,000 (2010 £1,561,000) has been made.
8. Investments - Company
The Company holds 20% or more of the share capital of the following companies:
Company |
Country of registration or incorporation |
Shares held Class |
% |
|
|
|
|
Molyhil Mining Pty Ltd 1 |
Australia |
Ordinary |
100 |
TM Gold Pty Ltd 2 |
Australia |
Ordinary |
100 |
Hatches Creek Pty Ltd 3 |
Australia |
Ordinary |
100 |
Hale Energy Limited 3 |
Australia |
Ordinary |
100 |
1 Molyhil Mining Pty Ltd is engaged in exploration and evaluation activities focused at the Molyhil project in the Northern Territory of Australia. 2 TM Gold Pty Ltd is engaged in exploration activities in the state of Western Australia and the Northern Territory of Australia. 3 These subsidiary companies have ceased exploration activities and are now dormant Directors of Thor Mining PLC., M R Billing, M K Ashton, G Durack and T J Ireland are Directors of the the above subsidiaries. |
8 (a) Investment in Subsidiary companies: |
2012 |
2011 |
£'000 |
£'000 |
|
|
|
|
Molyhil Mining Pty Ltd |
700 |
700 |
Hatches Creek Pty Ltd |
- |
- |
Hale Energy Limited |
1,277 |
1,277 |
Less: Investment written off |
(1,277) |
(1,277) |
TM Gold Pty Ltd |
- |
- |
|
700 |
700 |
The investments in subsidiaries are carried in the Company's balance sheet at the lower of cost and net realisable value.
8 (b) Loans to subsidiaries
|
£2,012 |
£2,011 |
£'000 |
£'000 |
|
|
|
|
Molyhil Mining Pty Ltd |
6,431 |
5,847 |
TM Gold Pty Ltd |
2,821 |
1,172 |
Hatches Creek Pty Ltd |
257 |
255 |
Less: Loan written off |
(257) |
(255) |
Hale Energy Limited |
358 |
351 |
Less: Impairment provision against loan |
(358) |
(208) |
|
£9,252 |
£7,162 |
The loans to subsidiaries are non-interest bearing, unsecured and are repayable upon reasonable notice having regard to the financial stability of the company. The Company has issued letters of financial support for a term of 12 months to each of the Australian based subsidiary entities.
9. Deposits supporting performance bonds
|
Consolidated |
Company |
||
|
£'000 |
£'000 |
£'000 |
£'000 |
|
2012 |
2011 |
2012 |
2011 |
Deposits with banks and Governments |
75 |
2 |
- |
- |
|
75 |
2 |
- |
- |
10. Property, plant and equipment
|
Consolidated |
Company |
||
|
£'000 |
£'000 |
£'000 |
£'000 |
|
2012 |
2011 |
2012 |
2011 |
Plant and Equipment: |
|
|
|
|
At cost |
158 |
116 |
- |
- |
Accumulated depreciation |
(103) |
(81) |
- |
- |
Total Property, Plant and Equipment |
55 |
35 |
- |
- |
Movements in Carrying Amounts
Movement in the carrying amounts for each class of property, plant and equipment between the beginning and the end of the current financial year.
The carrying value of the plant and equipment includes finance leased assets of £0 (2011: £6,903)
At 1 July |
35 |
28 |
- |
- |
Additions |
45 |
28 |
- |
- |
FX decrease |
(2) |
6 |
- |
- |
Disposals |
0 |
(4) |
- |
- |
Depreciation expense |
(23) |
(23) |
- |
- |
At 30 June |
55 |
35 |
- |
- |
11. Current trade and other receivables
|
Consolidated |
Company |
||
|
£'000 |
£'000 |
£'000 |
£'000 |
|
2012 |
2011 |
2012 |
2011 |
Trade and other receivables |
23 |
22 |
- |
- |
Prepayments |
4 |
5 |
- |
- |
|
27 |
27 |
- |
- |
Current trade and other payables
|
Consolidated |
Company |
||
|
£'000 |
£'000 |
£'000 |
£'000 |
|
2012 |
2011 |
2012 |
2011 |
Trade payables |
(231) |
(80) |
(4) |
(10) |
Other payables |
(6) |
(4) |
- |
- |
|
(237) |
(84) |
(4) |
(10) |
12. Interest bearing liabilities
|
Consolidated |
Company |
||
|
£'000 |
£'000 |
£'000 |
£'000 |
|
2012 |
2011 |
2012 |
2011 |
Finance leases |
|
|
|
|
Current |
(5) |
(9) |
- |
- |
Non-current |
- |
(6) |
- |
- |
|
(5) |
(15) |
- |
- |
14. Issued share capital
|
|
|
2012 |
2011 |
|
|
|
£'000 |
£'000 |
Authorised: |
|
|
|
|
3,333,333,333 ordinary shares of £0.003 each |
|
|
10,000 |
10,000 |
|
|
|
|
|
Issued up and fully paid: |
|
|
|
|
761,483,067 (2011: 530,453,432) ordinary shares of £0.003 each |
|
|
£2,284 |
£1,591 |
Movement in share capital
|
2012 |
2011 |
||
|
Number |
£'000 |
Number |
£'000 |
|
|
|
|
|
At 1 July |
530,453,432 |
1,591 |
243,223,763 |
729 |
Share issue for exploration tenements |
40,000,000 |
120 |
45,000,000 |
135 |
Share issues for cash |
176,947,018 |
531 |
237,971,070 |
714 |
Exercise of warrants |
14,082,617 |
42 |
4,258,599 |
13 |
At 30 June |
761,483,067 |
2,284 |
530,453,432 |
1,591 |
Warrants and Options on issue
The following warrants and options have been issued by the Company and have not been exercised at 30 June 2012:
Number |
Grant Date |
Expiry Date |
Exercise Price |
|
|
|
|
8,000,0001 |
24-Nov-11 |
24-Nov-13 |
AUS$0.04 |
1,000,0002 |
19-Dec-10 |
20-Dec-13 |
AUS$0.05 |
1,000,0003 |
06-Jun-11 |
13-Jun-14 |
AUS$0.035 |
Share options carry no rights to dividends and no voting rights.
1 2,000,000 share options were issued to Directors, Billing, Durack, Ireland and Ashton on 24 November, 2010.
2 500,000 share options were issued to consultant geologist Till and former company secretary Ackroyd on 19 December, 2010.
3 500,000 share options were issued to exploration manager Bradey and CFO Burchard on 6 June, 2011.
15. Share option revaluation reserve
|
2012 |
2011 |
£'000 |
£'000 |
|
|
|
|
At 1 July |
165 |
10 |
Valuation of 10,000,000 options @ £0.0117 |
|
117 |
Lapse of 5,000,000 Directors options @ £0.0019 |
(10) |
|
Lapse of 2,000,000 Directors options @ £0.0117 |
(23) |
|
Valuation of 1,000,000 options @ £0.0219 |
|
22 |
Valuation of 1,000,000 options @ £0.0158 |
|
16 |
At 30 June |
132 |
165 |
The fair value of equity share options granted is estimated at the Balance Sheet dates using the Black-Scholes model, taking into account the terms and conditions upon which the options are granted. The following table lists the inputs to the model used for the year ended 30 June 2011.
|
Jun-11 |
Dec-10 |
Nov-10 |
Dividend yield |
0.00% |
0.00% |
0.00% |
Underlying Security spot price |
A$0.0300 |
A$0.043 |
A$0.0280 |
Exercise price |
A$0.0350 |
A$0.0500 |
A$0.0400 |
Standard deviation of returns |
156.00% |
146.00% |
121.00% |
Risk free rate |
4.95% |
5.36% |
5.27% |
Expiration period |
3 yrs |
3 yrs |
3 yrs |
Black Scholes valuation per option |
$A 0.0247 |
$A 0.0342 |
$A 0.0189 |
Black Scholes valuation per option |
£ 0.01580 |
£ 0.0219 |
£ 0.0117 |
16. Analysis of changes in net cash and cash equivalents
|
At 1 July 2011 |
Cash flows |
Non-cash changes |
30 June 2012 |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
Cash at bank and in hand |
1,585 |
(1,050) |
(9) |
526 |
17. Contingent liabilities and commitments
a) Exploration commitments
Ongoing exploration expenditure is required to maintain title to the Group mineral exploration permits. No provision has been made in the financial statements for these amounts as the expenditure is expected to be fulfilled in the normal course of the operations of the Group.
b) Claims of native title
The Directors are aware of native title claims which cover certain tenements in the Northern Territory. The Group's policy is to operate in a mode that takes into account the interests of all stakeholders including traditional owners requirements and environmental requirements. At the present date no claims for native title have seriously affected exploration by the Company.
18. Financial instruments
The Group uses financial instruments comprising cash, liquid resources and debtors/creditors that arise from its operations.
The Group's exposure to currency and liquidity risk is not considered significant. The Group's cash balances are held in Pounds Sterling and in Australian Dollars, the latter being the currency in which the significant operating expenses are incurred.
To date the Group has relied upon equity funding to finance operations. The Directors are confident that adequate cash resources exist to finance operations to commercial exploitation but controls over expenditure are carefully managed.
The net fair value of financial assets and liabilities approximates the carrying values disclosed in the financial statements. The currency and interest rate profile of the financial assets is as follows:
|
2012 |
2011 |
£'000 |
£'000 |
|
|
|
|
Sterling |
79 |
95 |
Australian Dollars |
447 |
1,490 |
|
526 |
1,585 |
The financial assets comprise interest earning bank deposits and a bank operating account.
Set out below is a comparison by category of carrying amounts and fair values of all of the Group's financial instruments recognised in the financial statements, including those classified under discontinued operations.
The fair value of cash and cash equivalents, trade receivables and payables approximate to book value due to their short-term maturity.
The fair values of derivatives and borrowings have been calculated by discounting the expected future cash flows at prevailing interest rates. The fair values of loan notes and other financial assets have been calculated using market interest rates.
|
2012 |
2011 |
||
|
Carrying Amount £'000 |
Fair Value £'000 |
Carrying Amount £'000 |
Fair Value £'000 |
Financial assets: |
|
|
|
|
Cash and cash equivalents |
£526 |
£526 |
£1,585 |
£1,585 |
Trade receivables & other current assets |
£27 |
£27 |
£27 |
£27 |
Deposits supporting performance guarantees |
£75 |
£75 |
£2 |
£2 |
Financial liabilities: |
|
|
|
|
Trade and other payables |
£237 |
£237 |
£84 |
£84 |
Lease liability |
£5 |
£5 |
£15 |
£150 |
Interest rate risk
The following table sets out the carrying amount, by maturity, of the financial instruments exposed to interest rate risk:
30-June 2012 |
Effective Interest Rate |
Maturing |
Total |
|
Group |
< 1 year |
>1 to <2 Years |
||
|
% |
£'000 |
£'000 |
£'000 |
Financial Assets |
|
|
|
|
Fixed rate |
|
|
|
|
At call Account - AUD |
3.50% |
£440 |
- |
£440 |
Term Deposit - AUD |
5.72% |
£65 |
- |
£65 |
|
|
£505 |
|
£505 |
Financial Liabilities |
|
|
|
|
Fixed Rate |
|
|
|
|
Interest bearing liabilities |
7.09% |
£6 |
|
£6 |
30-June 2011 |
Effective Interest Rate |
Maturing |
Total |
|
Group |
< 1 year |
>1 to <2 Years |
||
|
% |
£'000 |
£'000 |
£'000 |
Financial Assets |
|
|
|
|
Fixed rate |
|
|
|
|
Term Deposit - AUD |
4.50% |
£809 |
|
£809 |
|
5.70% |
£667 |
- |
£667 |
Fixed Rate |
|
£1,476 |
|
£1,476 |
Interest bearing liabilities |
|
|
|
|
|
|
|
|
|
|
7.09% |
£9 |
£6 |
£15 |
19. Related parties
There is no ultimate controlling party.
Thor has lent funds to its wholly owned subsidiaries, Molyhil Mining Pty Ltd., Hale Energy Ltd., Hatches Creek Pty Ltd., and TM Gold Pty Ltd to enable those companies to carry out its operations in Australia. At 30 June 2011 the amount outstanding converted to £9,252,000.
Thor Mining PLC engages the services of Ronaldson Solicitors, a company in which Mr Stephen Ronaldson is a Senior Partner. Mr Ronaldson is the UK based Company Secretary. During the period £28,000 (2011 £76,000) was paid to Ronaldson Solicitors on the basis of normal commercial terms.
20. Post balance sheet events
On 4 July 2012, the company raised GBP550,000 (before costs) through the issue of 44,400,000 shares at 1.25 pence per share.
Subject to the above matters, there were no material events arising subsequent to 30 June 2011 to the date of this report which may significantly affect the operations of the Company, the results of those operations and the state of affairs of the Company in the future.
Enquiries:
Mick Billing |
+61 (0) 8 7324 1935 |
Thor Mining PLC |
Executive Chairman |
Allan Burchard |
+61 (0) 8 7324 1935 |
Thor Mining PLC |
CFO/Company Secretary |
|
|
|
|
Gerry Beaney / David Hignell |
+44 (0) 20 7383 5100 |
Grant Thornton Corporate Finance |
Nominated Adviser |
|
|
|
|
Nick Emerson/ Renato Rufus |
+44 (0) 1483 413500 |
Simple Investments |
Broker |
|
|
|
|
Alex Walters/ Emma Wigan |
+44 (0) 77 7171 3608 +44 (0) 20 7839 9260 |
Cadogan PR |
Financial PR |