Annual Results

Statements of Comprehensive Income for the year ended 30 June 2015

 

		Consolidated		Company
	Note	£'000	£'000	£'000	£'000
		2015	2014	2015	2014
Administrative expenses		(89)	(136)	-	-
Corporate expenses		(663)	(498)	(453)	(404)
Unrealised loss on financial assets		(213)	(164)	(213)	(164)
Unrealised gain on financial liablities		65	54	65	54
Realised gain on financial assets		18	-	-	-
Realised gain on swap facilities		21	-	21	-
Impairment subsidiary loans		-	-	(1,848)	(706)
Impairment subsidiary investments		-	-	-	(560)
Write off/Impairment of exploration assets		(19)	-	-	-
Operating Loss	3	(880)	(744)	(2,428)	(1,780)
Interest received		2	3	-	-
Interest paid		(37)	(39)	-	-
Loss before Taxation		(915)	(780)	(2,428)	(1,780)
Taxation	5	-	-	-	-
Loss for the period		(915)	(780)	(2,428)	(1,780)
Other comprehensive income:
Exchange differences on translating foreign operations		(1,157)	(1,000)	-	-
Other comprehensive income for the period, net of income tax		(1,157)	(1,000)	-	-
Total comprehensive income for the period		(2,072)	(1,780)	(2,428)	(1,780)
Basic loss per share	6	(0.03)p	(0.06)p

 

 

 

 

The accompanying notes form an integral part of these financial statements.

Statements of Financial Position at 30 June 2015                                                       Co No: 05276414

 

		Consolidated		Company
	Note	£'000	£'000	£'000	£'000
		2015	2014	2015	2014
ASSETS
Non-current assets
Intangible assets - deferred exploration costs	7	10,401	10,246	-	-
Investments in subsidiaries	8	-	-	688	-
Loans to subsidiaries	8	-	-	8,838	10,065
Trade receivables & other assets	11	-	225	-	225
Deposits to support performance bonds	9	13	50	-	-
Plant and equipment	10	15	35	-	-
Total non-current assets		10,429	10,556	9,526	10,290
Current assets
Cash and cash equivalents		43	10	4	4
Trade receivables & other assets	11	44	84	13	38
Total current assets		87	94	17	42
Total assets		10,516	10,650	9,543	10,332
LIABILITIES
Current liabilities
Trade and other payables	12	(458)	(351)	(88)	(45)
Provisions		(14)	(12)	-	-
Non interest bearing liabilities	14	(233)	-	-	-
Interest bearing liabilities	13	(489)	-	(489)	-
Total current liabilities		(1,194)	(363)	(577)	(45)
Non-current liabilities
Interest bearing liabilities	13	-	(553)	-	(553)
Total non-current liabilities		-	(553)	-	(553)
Total liabilities		(1,194)	(916)	(577)	(598)
Net assets		9,322	9,734	8,966	9,734
Equity
Issued share capital	15	3,172	3,020	3,172	3,020
Share premium		15,383	13,884	15,383	13,884
Foreign exchange reserve		918	2,075	-	-
Merger reserve		405	405	405	405
Option revaluation reserve	16	30	44	30	44
Retained losses		(10,586)	(9,694)	(10,024)	(7,619)
Total shareholders equity		9,322	9,734	8,966	9,734

The accompanying notes form part of these financial statements.  These Financial Statements were approved by the Board of Directors on 25th September 2015 and were signed on its behalf by:

         

 

 

                  

Michael Billing                                           Ray Ridge

Executive Chairman                                     Chief Financial Officer                        

 

 

 

 

The accompanying notes form an integral part of these financial statements.

Statements of Cash Flows for the year ended 30 June 2015

 

	Consolidated		Company
	£'000	£'000	£'000	£'000
	2015	2014	2015	2014
Cash flows from operating activities
Operating Loss	(880)	(744)	(2,428)	(1,780)
Decrease/(increase) in trade and other receivables	12	(1)	1	3
Increase/(decrease) in trade and other payables	62	59	61	18
Increase/(decrease) in provisions	4	(1)	-	-
Depreciation	20	23	-	-
Exploration expenditure written off	19	-	-	-
Impairment subsidiary loans	-	-	1,848	706
Revaluation foreign currency loan	(65)	(54)	(65)	(54)
Share based payment expense	218	97	218	-
Impairment subsidiary investments	-	-	-	560
Loss on revaluation of financial assets	213	164	213	164
Realised gain on financial assets	(18)	-	-	-
Realised gain on swap facility	(21)	-	(21)	-
Net cash outflow from operating activities	(436)	(457)	(173)	(383)
Cash flows from investing activities
Interest received	2	3	-	-
Interest paid	(37)	(39)	-	-
Refund of performance bonds	31	-	-	-
Proceeds from sale of fixed assets	-	2	-	-
Disposal of financial assets	51	-	-	-
Purchase of property, plant and equipment	(2)	-	-	-
R&D Grants for exploration expenditure	37	-	-	-
Payments for exploration expenditure	(316)	(563)	-	(19)
Loans to controlled entities	-	-	(457)	(537)
Net cash outflow from investing activities	(234)	(597)	(457)	(556)
Cash flows from financing activities
Loans advanced	74	-	-	-
Net issue of ordinary share capital	630	941	630	941
Net cash inflow from financing activities	704	941	630	941
Net increase/(decrease) in cash and cash equivalents	34	(113)	-	2
Non cash exchange changes	(1)	(65)	-	-
Cash and cash equivalents at beginning of period	10	188	4	2
Cash and cash equivalents at end of period	43	10	4	4

 

 

 

Statements of Changes in Equity For the year ended 30 June 2015

Consolidated	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 2013	2,948	12,520	(9,050)	3,075	405	180	10,078
Loss for the period	-	-	(780)	-	-	-	(780)
Foreign currency translation reserve	-	-	-	(1,000)	-	-	(1,000)
Total comprehensive  (loss) for the period	-	-	(780)	(1,000)	-	-	(1,780)
Transactions with owners in their capacity as owners
Shares issued	72	1,463	-	-	-	-	1,535
Cost of shares issued	-	(99)	-	-	-	-	(99)
Share options lapsed	-	-	136	-	-	(136)	-
At 30 June 2014	3,020	13,884	(9,694)	2,075	405	44	9,734
Balance at 1 July 2014	3,020	13,884	(9,694)	2,075	405	44	9,734
Loss for the period	-	-	(915)	-	-	-	(915)
Foreign currency translation reserve	-	-	-	(1,157)	-	-	(1,157)
Total comprehensive  (loss) for the period	-	-	(915)	(1,157)	-	-	(2,072)
Transactions with owners in their capacity as owners
Shares issued	152	1,577	-	-	-	-	1,729
Cost of shares issued	-	(69)	-	-	-	-	(69)
Share options lapsed	-	-	23	-	-	(23)	-
Share options issued	-	(9)	-	-	-	9	-
At 30 June 2015	3,172	15,383	(10,586)	918	405	30	9,322
Company
Balance at 30 June 2013	2,948	12,520	(5,975)	-	405	180	10,078
Loss for the period	-	-	(1,780)	-	-	-	(1,780)
Total comprehensive (loss) for the period	-	-	(1,780)	-	-	-	(1,780)
Transactions with owners in their capacity as owners
Shares issued	72	1,463	-	-	-	-	1,535
Cost of shares issued	-	(99)	-	-	-	-	(99)
Share options lapsed	-	-	136	-	-	(136)	-
At 30 June 2014	3,020	13,884	(7,619)	-	405	44	9,734
Balance at 1 July 2014	3,020	13,884	(7,619)	-	405	44	9,734
Loss for the period	-	-	(2,428)	-	-	-	(2,428)
Total comprehensive (loss) for the period	-	-	(2,428)	-	-	-	(2,428)
Transactions with owners in their capacity as owners
Shares issued	152	1,577	-	-	-	-	1,729
Cost of shares issued	-	(69)	-	-	-	-	(69)
Share options lapsed	-	-	23	-	-	(23)	-
Share options issued	-	(9)	-			9	-
At 30 June 2015	3,172	15,383	(10,024)	-	405	30	8,966

 

 

Notes to the Accounts for the year ended 30 June 2015

1       Principal accounting policies

a)      Authorisation of financial statements

The Group financial statements of Thor Mining PLC for the year ended 30 June 2015 were authorised for issue by the Board on 25 September 2015 and the balance sheets signed on the Board's behalf by Michael Billing and Ray Ridge.  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 and Going Concern

The consolidated financial statements have been prepared on the historical cost basis, except for the measurement of assets and financial instruments to fair value 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.

The financial report has been prepared on the basis of a going concern.

The consolidated entity incurred a net loss before tax of £915,000 during the period ended 30 June 2015, and had a net cash outflow of £670,000 from operating and investing activities.  The consolidated entity continues to be reliant upon completion of capital raising for continued operations, the provision of working capital and for the repayment of the £159,000 novated loan due for repayment on 27 September 2015 (Note 14), and the Interest bearing loan of £489,000 due for repayment in March 2016 (Note 13).

The Group's cash flow forecast for the 12 months ending 30 September 2016, highlight the fact that the company is expected to generate negative cash flow by that date.  The Board of Directors, are evaluating all the options available, including the injection of funds into the Group during the next 12 months, and are confident that the necessary funds will be raised in order for the Group to remain cash positive for the whole period. If additional capital is not obtained, the going concern basis may not be appropriate, with the result that the Group may have to realise its assets and extinguish its liabilities, other than in the ordinary course of business and at amounts different from those stated in the financial report.  As above, the financial statements have been prepared on a going concern basis, with no adjustments in respect of the concerns of the Group's ability to continue to operate under that assumption.

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.

Notes to the Accounts

1       Principal accounting policies (continued)

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. (2014: £ NIL).

The cost of equity-settled transactions is measured by reference to the fair value of the services provided. If a reliable estimate cannot be made, the fair value of the Options granted is based on the Black-Scholes model.

 

 

 

Notes to the Accounts

1       Principal accounting policies (continued)

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.

Notes to the Accounts

1       Principal accounting policies (continued)

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 and USA, whose expenses are denominated in Australian Dollars and US 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 Companies Act 2006 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.

 

Notes to the Accounts

1       Principal accounting policies (continued)

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, consultants 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.

 

 

Notes to the Accounts

2.      Revenue and segmental analysis - Group

The Group has a number of exploration licenses, and mining leases, in Australia and the US State of Nevada.  All exploration licences in Australia are managed as one portfolio. The decision to allocate resources to individual Australian projects in that portfolio is predominantly based on available cash reserves, technical data and the expectations of future metal prices. The Group acquired the exploration assets in the US State of Nevada on 27 October 2014 (refer Note 21).  All of these US licenses are located in the one geological region.  Accordingly, the Group has identified its operating segments to be Australia and the United States based on the two countries. 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. 

 

	£'000	£'000	£'000	£'000
Year ended 30/06/2015	Head office/ Unallocated	Australia	United States	Consolidated
Revenue
Interest Income	-	2	-	2
Total Segment Revenue	-	2	-	2
Total Segment Expenditure	(580)	(315)	(22)	(917)
Loss from Ordinary Activities before Income Tax	(580)	(313)	(22)	(915)
Income Tax (Expense)	-	-	-	-
Retained (loss)	(580)	(313)	(22)	(915)
Assets and Liabilities
Segment assets	-	9,160	1,339	10,499
Corporate assets	17	-	-	17
Total Assets	17	9,160	1,339	10,516
Segment liabilities	-	(909)	(197)	(1,106)
Corporate liabilities	(88)	-	-	(88)
Total Liabilities	(88)	(909)	(197)	(1,194)
Net Assets	(71)	8,251	1,142	9,322

 

3.      Operating loss - group

	2015	2014
	£'000	£'000
This is stated after charging:
Depreciation	20	23
Auditors' remuneration - audit services	26	28
Auditors' remuneration - non audit services	-	-
Options issued - directors, staff, consultants and lender		-
Directors emoluments - fees and salaries	175	228

Auditors' remuneration for audit services above includes £19,250 (2014 £19,500) to Chapman Davis LLP for the audit of the Company. Remuneration to BDO for the audit of the Australian subsidiaries was £5,862 (2014 £7,354).

 

Notes to the Accounts

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 9.5% 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 Michael Billing at a rate of $1,200 per day and Mr David Thomas at a rate of $1,500 per day. From 1^st 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)    Directors
Gregory Durack	Non-executive Director
Michael Ashton	Non-executive Director
Trevor Ireland	Non-executive Director
David Thomas	Executive Director
(iii)   Executives
Ray Ridge	CFO/Company Secretary (Australia)
Stephen Ronaldson	Company Secretary (UK)
Richard Bradey	Chief Exploration Geologist

 

(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.

 

 

Notes to the Accounts

4.      Directors and executive disclosures - Group (cont)

 

	Salary & Fees	Shares2		Total
	£'000	£'000		£'000
30 June 2015
Directors: 1,2
Michael Billing	103	4		107
Gregory Durack	8	4		12
Michael Ashton	8	4		12
Trevor Ireland	15	4		19
David Thomas	21	4		25
Other Personnel:
Richard Bradey	101	-		101
Ray Ridge1	58	-		58
1 As at 30 June 2015, accrued amounts of £84,940, £19,784, £16,328, £26,008, £7,327, and £7,327 respectively remained unpaid to Messrs. Billing, Thomas and Ireland, Ridge, Ashton and Durack. 2 Each of the Directors received £3,980 of their Directors fees by shares in lieu of cash payment.
	Salary & Fees	Shares4,5		Total
30 June 2014
Directors: 4
Michael Billing3,5	65	48		113
Gregory Durack	8	6		14
Michael Ashton	8	6		14
Trevor Ireland3	28	6		34
David Thomas3	47	6		53
Other Personnel:
Richard Bradey	130	-		130
Allan Burchard2	35	-		35
Ray Ridge1	16	-		16
1 Appointed 7 April 2014. 2 Resigned 7 April 2014. 3 As at 30 June 2014, accrued amounts of £73,035, £28,905, £24,505, respectively remained unpaid to Messrs. Billing, Thomas and Ireland. 4 Each of the Directors received £6,000 of their Directors fees by shares in lieu of cash payment. 5 Mr Billing received a further £48,000 of his remuneration by shares in lieu of cash payment.
(c) Compensation by category			Group
			2015		2014
			£'000		£'000
Key Management Personnel
Short-term			325		394
Post-employment			9		15
			334		409

 

 

Notes to the Accounts

4.      Directors and executive disclosures - Group (cont)

(d)  Options and rights over equity instruments granted as remuneration

No options were granted over ordinary shares to Directors during the years ended 30 June 2015 and 30 June 2014.

(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 July  2014	Acquired through Open Offer	Granted as remuneration	Expired	Exercised	Held at 30 June 2015/or at date of resignation	Vested and exercisable at 30 June 2015
Directors
Executive
Michael Billing	3,731,344	-	-	-	-	3,731,344	3,731,344
David Thomas	1,164,180	-	-	-	-	1,164,180	1,164,180
Non-Executive
Gregory Durack	1,492,538	-	-	-	-	1,492,538	1,492,538
Michael Ashton	3,731,344	-	-	-	-	3,731,344	3,731,344
Trevor Ireland	1,119,403	-	-	-	-	1,119,403	1,119,403
Other Personnel
Richard Bradey	500,000	-	-	-	-	500,000	500,000

 

Key Management Personnel	Held at  1 July 2013	Acquired through Open Offer	Granted as remuneration	Disposal/ Expired	Exercised	Held at 30 June 2014/or at date of resignation	Vested and exercisable at 30 June 2014
Directors
Executive
Michael Billing	5,731,344	-	-	2,000,000	-	3,731,344	3,731,344
David Thomas	1,164,180	-		-		1,164,180	1,164,180
Non-Executive
Gregory Durack	3,492,538	-	-	2,000,000	-	1,492,538	1,492,538
Michael Ashton	5,731,344	-	-	2,000,000	-	3,731,344	3,731,344
Trevor Ireland	3,119,403	-	-	2,000,000	-	1,119,403	1,119,403
Other Personnel
Richard Bradey	1,000,000	-		500,000	-	500,000	500,000
Allan Burchard	689,030	-	-	500,000	-	189,030	189,030

 

No options held by Directors or specified executives are vested but not exercisable, except as set out above.

Notes to the Accounts

 (f)  Other transactions and balances with related parties

 

Specified Directors	Transaction	Note	2015	2014
			£'000	£'000
Michael Billing	Consulting Fees	(i)	95	98
Trevor Ireland	Consulting Fees	(ii)	7	17
David Thomas	Consulting Fees	(iii)	14	38

 

(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 Thomas Family Trust 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

	2015	2014
	£'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:

 

	2015	2014
	£'000	£'000
Loss on ordinary activities before tax	(915)	(780)
Effective rate of corporation tax in the UK	20.75%	22.5%
Loss on ordinary activities multiplied by the standard rate of corporation tax	(190)	(176)
Effects of:
Future tax benefit not brought to account	190	176
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.

 

 

Notes to the Accounts

6.      Loss per share

	£'000	£'000
	2015	2014
Loss for the year	(915)	(780)
Weighted average number of Ordinary shares in issue	2,769,138,374	1,361,701,716
Loss per share - basic	(0.03)p	(0.06)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
	2015	2014
Cost
At 1 July	10,246	10,557
Additions	333	669
Disposals	-	(39)
Exchange loss	(1,197)	(941)
Write off exploration tenements for year	(19)	-
Business combination (refer note 21)	1,038	-
At 30 June	10,401	10,246
Amortisation
At 1 July and 30 June	-	-
Write off exploration tenements previously impaired	-	-
Balance	-	-
Impairment for period	-	-
Exchange gain	-	-
At 30 June	-	-
Net book value at 30 June	10,401	10,246

 

As at 30 June 2015 the Directors undertook an impairment review of the deferred exploration costs, as a result of which, no provision for impairment was required (2014: £Nil).

Notes to the Accounts

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
Hale Energy Limited 3	Australia	Ordinary	100
Black Fire Industrial Minerals Pty Ltd4	Australia	Ordinary	100
Industrial Minerals (USA) Pty Ltd5	Australia	Ordinary	100
Pilot Metals Inc6	USA	Ordinary	100
BFM Resources Inc7	USA	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 Hale Energy Limited ceased exploration activities and is now dormant. 4 Black Fire Industrial Minerals Pty Ltd is a holding company only.  It owns 100% of the shares in Industrial Minerals (USA) Pty Ltd. 5 Industrial Minerals (USA) Pty Ltd is a holding company only.  It owns 100% of the shares in Pilot Metals Inc and BFM Resources Inc. 6 Pilot Metals Inc is engaged in exploration and evaluation activities focused at the Pilot Mountain project in the US state of Nevada. 7 BFM Resources Inc is engaged in exploration and evaluation activities focused at the Pilot Mountain project in the US state of Nevada. Directors of Thor Mining PLC., M R Billing, M K Ashton, G Durack and T J Ireland are all Directors of the above subsidiaries.

(a)    Investment in Subsidiary companies:

	2015	2014
	£'000	£'000
Molyhil Mining Pty Ltd	700	700
Less: Impairment provision against investment	(700)	(700)
Hale Energy Limited	1,277	1,277
Less: Investment written off	(1,277)	(1,277)
TM Gold Pty Ltd	-	-
Black Fire Industrial Minerals Pty Ltd	688	-
	688	-

The investments in subsidiaries are carried in the Company's balance sheet at the lower of cost and net realisable value.

 

Notes to the Accounts

8.      Investments - Company (cont)

(b)    Loans to subsidiaries

	2015	2014
	£'000	£'000
Molyhil Mining Pty Ltd	7,370	7,006
Less: Impairment provision against loan	(1,656)	(260)
TM Gold Pty Ltd	4,583	4,541
Less: Impairment provision against loan	(1,675)	(1,222)
Hale Energy Limited	358	358
Less: Impairment provision against loan	(358)	(358)
Black Fire Industrial Minerals Pty Ltd	216	-
Less: Impairment provision against loan	-	-
	8,838	10,065

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
	2015	2014	2015	2014
Deposits with banks and Governments	13	50	-	-
	13	50	-	-

10.    Property, plant and equipment

Plant and Equipment:
At cost	98	108	-	-
Accumulated depreciation	(83)	(73)	-	-
Total Property, Plant and Equipment	15	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 £Nil (2014: £Nil)

 

At 1 July	35	66	-	-
Additions	2	-	-	-
Foreign exchange impact, net	(2)	(6)	-	-
Disposals	-	(2)	-	-
Depreciation expense	(20)	(23)	-	-
At 30 June	15	35	-	-

 

Notes to the Accounts

11.    Trade receivables and other assets

	Consolidated		Company
	£'000	£'000	£'000	£'000
	2015	2014	2015	2014
Current
Trade and other receivables	5	39	-	-
Lanstead LLC (see note 19)	2	28	2	28
Prepayments	37	17	11	10
	44	84	13	38
Non current
Lanstead LLC (see note 19)	-	206	-	206
Prepayments	-	19	-	19
	-	225	-	225

 

12.    Current trade and other payables

 

Trade payables	(342)	(311)	(79)	(42)
Other payables	(116)	(40)	(9)	(3)
	(458)	(351)	(88)	(45)

13.    Interest bearing liabilities

	Consolidated		Company
	2015	2014	2015	2014
	£'000	£'000	£'000	£'000
Loan
Current	(489)	-	(489)	-
Non-current	-	(553)	-	(553)
	(489)	553	(489)	553

The subsidiary companies, Molyhil Mining Pty Ltd and T M Gold Pty Ltd have each granted a mortgage over certain tenements, generally comprising that company's project at Molyhil and Spring Hill respectively on which it holds mineral licences or exploration licenses.

 

 

Notes to the Accounts

14.    Non interest bearing liabilities

	Consolidated		Company
	2015	2014	2015	2014
	£'000	£'000	£'000	£'000
Current
Director advances1	(74)	-	-	-
Novated loan2	(159)	-	-	-
	(233)	-	-	-

 

¹ The Directors advanced funds on a no security, no interest basis on a short term basis.  These loans have been repaid subsequent to 30 June 2015.

² As part of the acquisition of the Pilot Mountain Tungsten Project, borrowings of A$625,000 were novated to the acquired company, Black Fire Industrial Minerals Pty Ltd, prior to the acquisition by Thor.  The borrowings included A$175,000 provided by Thor Directors (Messrs Billing, Ashton, Ireland and Thomas).  The Directors agreed to convert their unsecured loans to Thor Shares, immediately upon completion of the acquisition by Thor.  Post acquisition, a further A$125,000 of the borrowings were settled through the issue of Shares in Thor.  At 30 June 2015, the remaining borrowings of A$325,000 (£159,000) are secured over the assets of Black Fire Industrial Minerals Pty Ltd and are repayable by 27 September 2015.

 

15.    Issued share capital

						2015		2014
						£'000		£'000
Issued up and fully paid:
982,870,766 deferred shares of £0.0029 each						2,850		2,850
3,228,091,211 ordinary shares of  £0.0001 each						322		170
(2014: 982,870,766 ordinary shares of £0.0029 each 1,703,669,855 deferred shares of  £0.0001 each)
						3,172		3,020
Movement in share capital
	2015				2014
Ordinary shares of £0.0001	Number	£'000			Number		£'000
At 1 July	1,703,669,855	3,020			982,814,766		2,948
Share issue in lieu of expenses	94,641,608	9			25,000,000		3
Share issued for cash	844,444,444	84			695,687,283		67
Shares issued for acquisition (refer Note 21)	418,750,000	42			-		-
Shares issued to extinguish debt (refer Note 21)	166,129,526	17			-		-
Exercise of warrants	455,778	-			167,806		2
At 30 June	3,228,091,211	3,172			1,703,669,855		3,020

 

 

 

 

 

Notes to the Accounts

15.    Issued share capital (cont)

Change in Nominal Value

The nominal value of shares in the company was originally 0.3 pence.  At a shareholders meeting in September 2013,  the Company's shareholders approved a re-organisation of the company's shares which resulted in the creation of two classes of shares, being:

·      Ordinary shares with a nominal value of 0.01 pence, which will continue as the company's listed securities.

·      Deferred shares with a value of 0.29 pence which, subject to the provisions of the Companies Act 2006, may be cancelled by the company, or bought back for £1 and then cancelled. These deferred shares  are not quoted and carry no rights whatsoever.

Warrants and Options on issue

The following warrants (in UK) and options (in Australia) have been issued by the Company and have not been exercised as at 30 June 2015:

Number	Grant Date	Expiry Date	Exercise Price
600,0001	25 Sep 2012	27 Sep 2015	AUS$0.02
58,000,0002	19 Mar 2013	19 Mar 2016	AUS$0.007428
26,141,0882	18 Apr 2013	19 Mar 2016	AUS$0.007428
62,887,8083	03 Jun 2013	03 Jan 2016	AUS$0.005963
87,500,0004	19 Jun 2015	28 Jun 2106	GBP£0.00075
26,763,9875	22 Sep 2014	22 Sep 2016	GBP£0.001
261,892,883 total outstanding

Share options carry no rights to dividends and no voting rights.

¹ 600,000 share options were issued to employees on 25 September 2012.

² 84,141,088 share options were originally issued to the Lindsay Carthew Family Trust relating to the issue of the debt facility and the first draw down under that facility.

³ 62,887,808 share options were issued to The Lindsay Carthew Family Trust relating to the drawdown of funds under the debt facility.

⁴ 87,500,000 share options were issued to sophisticated investors as part of a capital raising in June 2015.

⁵ 26,763,987 warrants were issued to sophisticated investors as part of a capital raising in September 2014.

16.    Share option revaluation reserve

	2015	2014
	£'000	£'000
At 1 July	44	180
Lapse of 1,000,000 Employees options @ £0.0219	-	(22)
Lapse of 8,000,000 Directors options @ £0.0117	-	(94)
Lapse of 500,000 Employees options @ £0.008	-	(4)
Lapse of 1,000,000 Employees options @ £0.0158	-	(16)
Lapse of 4,000,000 Employees options @ £0.02	(23)	-
Valuation of 26,763,989 warrants	9	-
At 30 June	30	44

Options are valued at an estimate of the cost of the services provided. Where the fair value of the services provided cannot be estimated, the value of the options granted is calculated 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 2015.

 

Notes to the Accounts

16.    Share option revaluation reserve (cont)

	September 2012	September 2014 issue
Dividend yield	0.00%	0.00%
Underlying Security spot price	A$0.016	£0.00115
Exercise price	A$0.02	£0.001
Standard deviation of returns	146%	40%
Risk free rate	2.685%	3.05%
Expiration period	3yrs	2yrs
Black Scholes valuation per option	A$0.0125	A$0.00065
Black Scholes valuation per option	£0.00803	£0.00035

 

17.    Analysis of changes in net cash and cash equivalents

	At 1 July 2014	Cash flows	Non-cash changes	30 June 2015
	£'000	£'000	£'000	£'000
Cash at bank and in hand	10	34	(1)	43

 

18.    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.

c) Contingent Liability

Under the terms of a debt facility agreement entered into, the company has jointly guaranteed the performance of its subsidiary companies, Molyhil Mining Pty Ltd, and T M Gold Pty Ltd in terms of those companies' obligations to the lender.

TM Gold Pty Ltd has executed an agreement to acquire the remaining 49% of Springhill.  Consideration is cash of $210,000 and Thor shares to the value of $100,000.  An  Australian investor has agreed to provide a loan to finance the cash component.  The acquisition remains subject to Ministerial assent.  Refer ASX announcement dated 4 June 2015.

 

19.    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 they will be able to raise additional equity capital to finance operations to commercial exploitation but controls over expenditure are carefully managed.

 

Notes to the Accounts

19.    Financial instruments (continued)

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:

	2015	2014
	£'000	£'000
Sterling	4	4
Australian Dollars	39	6
	43	10

 

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.

 

	2015		2014
	Carrying Amount £'000	Fair Value £'000	Carrying Amount £'000	Fair Value £'000
Financial assets:
Cash and cash equivalents	43	43	10	10
Trade receivables & other current assets	44	44	84	84
Deposits supporting performance guarantees	13	13	50	50
Non current receivable	-	-	225	225
Financial liabilities:
Trade and other payables	458	458	351	351
Non interest bearing liabilities	233	233	-	-
Interest bearing liabilities	489	489	553	553

 

In February 2014, the Company entered into two separate agreements with Lanstead Capital LP ("Lanstead"), a share subscription agreement and an equity swap agreement.  Under the share subscription agreement 320,885,615 ordinary shares were issued to Lanstead for a cash consideration of £750,000.  £750,000 was received upon subscription, with £637,500 invested by the company in credit support for the equity swap, to be returned in monthly instalments.  Under the Equity Swap agreement, monthly settlements are made based on the prevailing market price of the Company's shares relative to a benchmark price of £0.0031167.

During July 2014, the Company entered into an additional share subscription agreement and an additional equity swap agreement, with Lanstead. The structure of the agreements is similar to above, with 157,500,000 ordinary shares issued to Lanstead for a cash consideration of £150,000.  £150,000 was received upon subscription, with £122,500 invested by the company in credit support for the equity swap and will be returned in monthly instalments.  Under the Equity Swap agreement, monthly settlements are made based on the prevailing market price of the Company's shares relative to a benchmark price of £0.00133333.

 

Notes to the Accounts

19.    Financial instruments (continued)

Under the above agreements, if the market price of the Company's shares exceeds the benchmark prices, then a payment is made by Lanstead to the Company, with the amount of the payment depending on the amount by which the market price exceeds the benchmark price. If the market price of the Company's shares is less than the benchmark prices, then a payment is made by the Company to Lanstead, with the amount of the payment depending on the amount by which the market price is less than the benchmark prices.  Downward exposure is limited to the amount of the credit support being returned.

The net amount due from Lanstead at 30 June 2015 is £2,000 (Trade receivables & other assets - current).  The monthly instalments conclude in January 2016.  This net amount is comprised as follows:

Gross value of credit support to be returned                 248,000

Less the market value of the equity swap                    (£246,000)

Net value                                                               £2,000

The market value of the equity swap has been valued at the Company's share price of £0.0005 as at 30 June 2015.

The value of the future equity swap settlements will vary with the Company's share price as follows:

Increase in the Company's share price by 10%              5,000

Decrease in the Company's share price by 10%             -

The following table sets out the carrying amount, by maturity, of the financial instruments exposed to interest rate risk:

	Effective Interest Rate %	Maturing			Total
30-June 2015		< 1 year	>1 to <2 Years	>2 to <5 Years
Group		£'000	£'000	£'000	£'000
Financial Assets
Fixed rate
At call Account - AUD	0%	39	-	-	39
At call Account - STG	0.05%	4	-	-	4
		43	-	-	43
Financial Liabilities
Fixed Rate
Interest bearing liabilities	7.0%	489	-	-	489
30-June 2014
Group
Financial Assets
Fixed rate
At call Account - AUD	2.0%	6	-	-	6
Term Deposit - AUD	2.0%	4	-	-	4
		10	-	-	10
Financial Liabilities
Fixed Rate
Interest bearing liabilities	7.0%	-	553	-	553

 

 

Notes to the Accounts

20.    Related parties

There is no ultimate controlling party.

Thor has lent funds to its wholly owned subsidiaries, Molyhil Mining Pty Ltd, Hale Energy Ltd, and TM Gold Pty Ltd to enable those companies to carry out its operations in Australia. At 30 June 2015 the estimated recoupable amount converted to £8,838,000.

Thor Mining PLC engages the services of Ronaldsons LLP Solicitors, a company in which Mr Stephen Ronaldson is a Partner. Mr Ronaldson is the UK based Company Secretary.  During the year £32,000 (2014 £35,000) was paid to Ronaldsons LLP Solicitors on normal commercial terms.

21.    Business Combination

On 27 October 2014 Thor Mining PLC acquired 100% of the issued shares in Black Fire Industrial Minerals Pty Ltd, an exploration company, for consideration of £687,797.  The acquired company controls Mining Claims situated in south-western Nevada, referred to as the Pilot Mountain project.  Pilot Mountain contains Indicated and Inferred Resource of 6.8 million tonnes @ 0.31% Tungsten, plus copper and silver credits, together with further potential exploration upside. 

The acquisition continues Thor's strategy to increase its Tungsten resources, and together with the existing Molyhil Project, has the potential to position Thor as a long term tungsten concentrate supplier.

Purchase consideration of £687,797 consisted of 418,750,000 Ordinary Shares in Thor.  The Shares are listed on the ASX and held in voluntary escrow until 27 October 2015.  The fair value of the shares issued was determined by reference to the closing price of Thor Shares on the ASX at the date of acquisition of A$0.003, and converted at the AUD/GBP exchange rate on that date.

The assets and liabilities recognised as a result of the acquisition are as follows:

 

	£'000
Intangible assets - Deferred Exploration Costs (1)	1,038
Prepayments	37
Trade & other Payables	(45)
Non-interest bearing liabilities (2)	(342)
Net identifiable assets acquired	688

 

(1) The book value of the Deferred Exploration costs in the acquired company, Black Fire Industrial Minerals Pty Ltd, was £1,262,000.  A conservative position was taken in the accounting for the acquisition, by writing down the deferred exploration costs by £224,000 to reflect fair value at acquisition, rather than recognising a gain on bargain purchase.

(2) The acquired company's parent, had obtained borrowings of A$625,000 in March 2014, to enable the completion of it's acquisition of the Pilot Mountain Tungsten Project, subsequently creating the opportunity for Thor to acquire the Pilot Mountain Tungsten Project.   The borrowings were novated to the acquired company, Black Fire Industrial Minerals Pty Ltd, prior to the acquisition by Thor.  The borrowings included A$175,000 provided by Thor Directors (Messrs Billing, Ashton, Ireland and Thomas).  The Directors agreed to convert their unsecured loans to Thor Shares, immediately upon completion of the acquisition by Thor.  Post acquisition, a further A$125,000 of the borrowings were settled through the issue of Shares in Thor.  At 30 June 2015, the remaining borrowings of A$325,000 (£159,000) are secured over the assets of Black Fire Industrial Minerals Pty Ltd and are repayable by 27 September 2015.

Acquisition-related costs of £77,000 are included in Corporate expenses in the Consolidated Statement of Comprehensive Income.

 

 

Notes to the Accounts

22.    Post balance sheet events

On 16 June 2015 the Company announced a placement of a total of 1,050,000,000 Shares together with 525,000,000 free attaching Warrants to placees, to raise a total of £525,000 (A$1,075,000) before expenses at 0.05p per share.  On 19 June 2015, the Company issued and allotted the first tranche of those securities, comprising 175,000,000 Shares together with 87,500,000 free attaching Warrants (Tranche 1 Securities).  The Tranche 1 Securities is included in the financial statements for the year ended 30 June 2015.  The issue and allotment of the remaining 875,000,000 Shares and 437,500,000 free attaching Warrants (Tranche 2 Securities) was approved at a meeting of Shareholders on 23 July 2015.  The Tranche 2 Securities were issued on 24 July 2015, with proceeds of £437,500 (A$895,000).

Subject to the above matter, there were no material events arising subsequent to 30 June 2015 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.