Additional Information Provided to the ASX

RNS Number : 4384N

Thor Mining PLC

28 September 2012

 

THOR MINING PLC

Additional Information Provided to the Australian Securities Exchange

Dated: 28 September 2012

Thor Mining Plc ("Thor" or "the Company") (AIM, ASX: THR) has received a request from the Australian Securities Exchange ("ASX") to add additional information to the Company's Annual Report. The Company has responded and a copy of the Company's response is set out below.

Enquiries:

Mick Billing	[phone]	Thor Mining PLC	Executive Chairman
Allan Burchard	[phone]	Thor Mining PLC	CFO/Company Secretary
Gerry Beaney/ David Hignell	[phone]	Grant Thornton Corporate Finance	Nominated Adviser
Nick Emerson/ Renato Rufus	[phone]	Simple Investments	Broker
Alex Walters/ Lavinia Fiamma	[phone] [phone]	Cadogan PR	Financial PR

Updates on the Company's activities are regularly posted on Thor's website www.thormining.com, which includes a facility to register to receive these updates by email.

Mr Cameron Bill

Senior Adviser, Listings

ASX Compliance Pty Ltd

20 Bridge Street

Sydney NSW 2000

28 September 2012

Dear Mr Bill,

I refer to your enquiry dated 24 September 2012.

In response that enquiry, I advise that Thor Mining Plc proposes to insert additional comment into its Annual Report which is now in the course of publication.

This information will be included under the heading of ASX Additional Information

Date and Place of Incorporation, and Application of Takeover Provisions.

a)   The company was incorporated in England on 3 November 2004 as ThorMining Ltd and was re-registered as a public company, with the name Thor Mining plc, on 6 June 2005.

b)   The company is not subject to Chapters 6, 6A, 6B and 6C of the Australian Corporations Act dealing with the acquisition of shares (including substantial shareholdings and takeovers).

c)   As a public company incorporated in England and Wales, Thor Mining plc is subject to the City Code on Takeovers and Mergers (the Code).

Subject to certain exceptions and limitations, a mandatory offer is required to be made under Rule 9 of the Code broadly where:

(i) a bidder and any persons acting in concert with it acquire shares carrying 30% or more of the voting rights of a target company; or

(ii) if a bidder, together with any concert parties, increases its holding where its holding is not less than 30% but not more than 50% of

the voting rights.

Rule 9 requires a mandatory offer to be made in cash and at the highest price paid by the bidder (or any persons acting in concert with it) for any interest in shares of the relevant class during the 12 months prior to the announcement of the offer.

In addition, save in certain specified circumstances, rule 5 of the code imposes restrictions on acquisitions which increase a person's total number of voting rights in Thor Mining plc (when aggregated with those of his concert parties) to 30% or more of the total voting rights of the company or if he, together with his concert parties, having an interest in 30% or more of such voting rights, acquires more voting rights up to (and including) a total of 50%.

Where a bidder obtains acceptances of at least 90% of the shares subject to a takeover offer (which excludes any shares held by it or its concert parties) and acceptances of at least 90% of the voting rights carried by the shares subject to the offer, it can require the remaining shareholders who have not accepted the offer to sell their shares on the terms of the offer.

Yours Faithfully

Allan Burchard

Company Secretary

 

END

 

 

MSCFMGZLLRGGZZG