Results for the year ended 30 June 2024

30 September 2024

Thor Energy Plc

("Thor" or the "Company")

Results for the year ended 30 June 2024

The directors of Thor Energy Plc (AIM/ASX: THR) are pleased to provide the Company's audited annual financial results for the year ended 30 June 2024.

The annual report will be posted to shareholders shortly.

The Board of Thor Energy Plc has approved this announcement and authorised its release.

For further information on the Company, please visit the website or please contact the following:

Thor Energy PLC

Nicole Galloway Warland, Managing Director

Ray Ridge, CFO / Company Secretary

Tel: +61 (8) 7324 1935

Tel: +61 (8) 7324 1935

Zeus Capital Limited (Nominated Adviser and Joint Broker)

Tel: +44 (0) 203 829 5000

Antonio Bossi / Darshan Patel / Isaac Hooper

SI Capital Limited (Joint Broker)

Tel: +44 (0) 1483 413 500

Nick Emerson

Yellow Jersey (Financial PR)

[email protected]

Dom Barretto / Shivantha Thambirajah / Bessie Elliot

Tel: +44 (0) 20 3004 9512

Competent Person's Report

The information in this report that relates to Exploration Results and the Estimation and Reporting of Mineral Resource Estimation is based on information compiled by Nicole Galloway Warland, who holds a BSc Applied geology (HONS) and who is a Member of The Australian Institute of Geoscientists. Ms Galloway Warland is an employee of Thor Energy PLC. She has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which she is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Nicole Galloway Warland consents to the inclusion in the report of the matters based on her information in the form and context in which it appears.

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

The company deems the information contained within this announcement to constitute Inside Information as stipulated under the Market Abuse Regulation (E.U.) No. 596/2014, as it forms part of U.K. domestic law under the European Union (Withdrawal) Act 2018, as amended. Upon the publication of this announcement via a regulatory information service, this information is considered to be in the public domain.

About Thor Energy Plc

The Company is predominantly focused on uranium and energy metals that are crucial in the shift to a 'green' energy economy. Thor has several highly prospective projects that give shareholders exposure to uranium, vanadium, copper, tungsten, lithium, nickel and gold, located in the favourable mining jurisdictions of Australia and the USA.

Thor holds 100% interest in three uranium and vanadium projects (Wedding Bell, Radium Mountain and Vanadium King) in the Uravan Belt region of Colorado and Utah, with historical high-grade uranium and vanadium drilling and production results.

At Alford East in South Australia, Thor has earnt an 80% interest in oxide copper deposits considered amenable to extraction via In-Situ Recovery techniques (ISR). In January 2021, Thor announced an Inferred Mineral Resource Estimate.

Thor also holds a 26.3% interest in a private Australian copper development company EnviroCopper Limited (ECL), which Kapunda copper mine and the Alford West copper project, both situated in South Australia, and both considered amenable to recovery by way of ISR. Alligator Energy recently invested A$0.9M for a 7.8% interest in ECL with the rights to gain a 50.1% interest by investing a further A$10.1m over four years.

Thor holds 75% interest (with Investigator Resources 25%) of the advanced Molyhil tungsten project, including measured, indicated and inferred resources, in the Northern Territory of Australia, which was awarded Major Project Status by the Northern Territory government in July 2020.

Thor owns 100% of the Ragged Range Project, comprising 92 km2 of exploration licences with highly encouraging early-stage gold and nickel results in the Pilbara region of Western Australia.

For further information on Thor Energy and to see an overview of its projects, please visit the Company's website at https://thorenergyplc.com/.

The Company notes that for the relevant market announcements noted above, that it is not aware of any new information or data that materially affects this information and that all material assumptions and technical parameters underpinning any estimates continue to apply and have not materially changed.

2024 ANNUAL REPORT

Chairman's Message 

Dear Shareholders,

On behalf of the Board of Thor Energy Plc, I am pleased to report on the activities of the Company for the year ended 30 June 2024. Much of the focus of the year has been on rationalising and de-risking the portfolio of assets as well as undertaking further exploration and new project evaluation activities.

As flagged last year in my 2023 message to shareholders the Board decided to significantly optimise the portfolio via farm-outs and assets sales to, over time, become significantly more focussed on the energy side of the mining industry as opposed to precious, base and specialty metals.

Despite some recent volatility, the Board believe Uranium is at the beginning of a long-cycle demand upswing and as such much of our 2024 drilling expenditure has been at our US uranium assets. Furthermore, the Company has spent significant time evaluating additional uranium assets in the US and Canada with none, yet, being transacted upon for a variety of reasons. We will continue to seek fairly-priced opportunities in the uranium space.

Elsewhere we have made significant progress at the Molyhil Tungsten-Molybdenum Project where drilling by our joint venture farm-in partner ASX-listed Investigator Resources Limited ("IVR") has led to the publication of a new JORC-compliant mineral resource statement and post-period the formalisation of the joint venture by both parties and the issuance of the Stage 1 share equity payment to Thor. We look forward to progressing with Molyhil in the coming year.

Thor Energy has a 26.3% interest in EnviroCopper Limited ("ECL"), with the investment focused on cutting-edge In-Situ Recovery ("ISR") Copper extraction technology in South Australia. We were pleased to welcome ASX -listed Alligator Energy to the ECL share register and look forward to their presence as a significant shareholder to help drive these projects forward over the coming year.

Despite the year being a very disappointing one for the share price, I do believe that the participation of other companies in the Thor portfolio outlined above supports the premise that significant value exists within the portfolio. The Company has begun to identify further areas of potential growth into new sub-sectors of the energy space and we look forward to updating shareholders when any new opportunities arise.

Uranium and Vanadium

Drilling commenced at our Colorado Uranium/Vanadium Projects following the finalisation of a thorough negotiation and permitting process with the relevant local and State authorities in Colorado. Results reported from these campaigns in some places exceeded management expectations, with drilling expected to recommence in Q3 2024 to pursue further several encouraging discoveries.

Copper

Our Alford East copper-gold project in South Australia (Thor earning a possible 80% interest in oxide copper mineralisation with Spencer Metals) is being studied in detail for ISR; a low environmental impact, potentially low-cost mining alternative to traditional open cut and undermining techniques. Utilising historic drilling, a maiden inferred Mineral Resource estimate of 177,000 tonnes of contained copper and 71,500 ounces of contained gold was announced back in January 2021.

Thor also has a 26.3% interest in EnviroCopper Limited, with the Kapunda and Alford West ISR copper projects continuing to offer shareholders exposure to copper resources, along with potential for gold. Pleasingly OZ Minerals Limited, now owned by BHP, entered into an agreement to fund technical investigations into ISR technology at the Kapunda copper-gold ISR Project. During the period ASX - listed Alligator Energy chose to invest in ECL equity.

Tungsten

At Molyhil Tungsten-Molybdenum Project, work by our joint venture partners Investigator Resources Limited (ASX: IVR) has resulted in an updated measured resource and more broadly the project has been subject to significant investment by the Company over many years. In November 2022, we concluded a farm-out agreement with Investigator Resources comprising an A$8m, 3-stage process, to 80% interest in the Tenements and acquire Thor's 40% interest in the Bonya tenement (EL29701). In May 2024, following A$1m in expenditure, Investigator Resources notified Thor that Stage 1 of the Farm-in had been achieved and subsequently the joint venture has been established and the Stage 1 payment comprising the issuance of a deemed A$250,000 in Investigator Resources shares has been made to Thor post-period.

Gold

Thor owns 100% of the Ragged Range gold project in the highly prospective Pilbara region of Western Australia. With our corporate and financial priorities set in uranium and battery metals, realistically we expect a relatively quiet year at Ragged Range and are actively seeking corporate solutions to potentially divest part or all of the project.

Corporate

At a corporate level, we continue to seek to minimise costs to ensure that the maximum amount of money is spent directly on our exploration programmes. In May, we raised A$1.3m before costs to spend on advancing our uranium and copper portfolio within the Uravan Mineral Belt in Colorado and Utah for the Company's 100% owned uranium assets, as well as evaluating new opportunities. I invested A$100,000 in the placement and our managing director also participated.

Tim Armstrong joined the Board as a non-executive Director in May to strengthen the capital markets and the investor relations of the Company.

On behalf of the Board and staff, I'd like to thank you for your support and we look forward to reporting on our progress over the coming year.

Yours faithfully

Alastair Clayton

Chairman

REVIEW OF OPERATIONS AND STRATEGIC REPORT 

Thor's strategic focus on the 'green energy' economy was reflected in our targeted 2023 exploration activities at our uranium and vanadium projects in the USA and our copper-REE projects in Australia.

Exploration and operational highlights:

1.         Follow-up drilling programs at the Wedding Bell and Radium Mountain projects in Colorado continue to extend high-grade uranium mineralisation within broader enriched vanadium halos along the strike of 2022 drilling and historic workings.

2.         Reconnaissance surface sampling at Edna Mae Prospect, Wedding Bell Project returned up to 5,424 ppm (0.54 %) U3O8, 1.6 % V2O5 and 2.74 % Cu.

3.         Fleet Space Technologies ("Fleet") Ambient Noise Tomography surveys at Alford East Copper Project, South Australia, provided valuable insights into the lithological and structural setting, resulting in an updated 3D Geological Model. This work was undertaken in collaboration with Fleet to accelerate mineral exploration by incorporating Fleet's EXOSPHERE with Fleet® technology.

4.         Investigator Resources Limited completed the Molyhil Earn-In "Stage 1 Commitment" obligations by funding A$1 million for exploration activities (geophysics and drilling) to accelerate the Molyhil Project located in the Northern Territory, Australia.

5.         The Molyhil Tungsten-Molybdenum-Copper Deposit, Mineral Resource Estimate reported by IVR now comprises 4.65Mt @ 0.26% WO₃ (tungsten trioxide), and 0.09% Mo (molybdenum) for 12.1kt WO₃ and 4.4kt Mo (JORC 2012).

6.         EnviroCopper Limited commenced Site Environmental Lixiviant Trials "SELT" at the Kapunda Copper Project, South Australia.

7.         Alligator Energy made an initial strategic investment of A$0.9 million for a 7.7% interest in ECL as it expands its energy minerals interest, with future optionality to acquire up to 50.1% of the company.

8.         Thor completed its Stage 2 earn-in expenditure commitments, taking its interest in the Alford East Copper Oxide Project to 80%.

Post-period end activities:

All approvals have been granted for the next round of uranium drilling at the Company's 100% owned Wedding Bell and Radium Mountain projects.

URANIUM AND VANADIUM PROJECTS

COLORADO AND UTAH, USA

Thor holds a 100% interest in two USA companies, with mineral claims in Colorado and Utah, USA. The claims host uranium and vanadium mineralisation within the Uravan Mineral Belt, with a history of high-grade uranium and vanadium production (Figure 1).

The projects benefit from easy access to the White Mesa toll-treating mill, which may be a low-hurdle processing option for any production from these projects.

Figure 1: Location Map of Colorado & Utah projects (left)
 and Priority Drill Prospects at Wedding Bell Project (right)

Thor's initial exploration focus is on exploring and advancing the Wedding Bell and Radium Mountain projects in Colorado.

Drilling:

Thor's 2023 reverse circulation ("RC") drill program at Wedding Bell Project comprised 23 shallow drillholes, totalling 2,737m. The program was designed to target uranium and vanadium mineralisation within the Salt Wash Sandstone Member (sandstone/mudstone) of the Morrison Formation (Figure 2) along strike of historic workings and encouraging 2022 drill results. This is the primary lithology for historic uranium and vanadium production in the prolific Uravan Mineral Belt.

The program successfully identified shallow (maximum depth is 125m at Section 23 and above 100m depth at Rim Rock and Groundhog), uranium and vanadium mineralisation in all holes (Figure 2, Table A).

Uranium mineralisation is hosted within reduced sandstones close to the oxidation/reduction contact (redox front) within the Salt Wash Sandstone (Figure 3 and Photo 2) of the Jurassic Morrison Formation (Figure 2 and Figure 5). This is the primary lithology for historic uranium and vanadium production in the Uravan Mineral Belt.

Significant uranium and vanadium assay results include (ASX/AIM: 29 February 2024):

23WBR020:                         4.9m @ 1,199ppm (0.12%) U₃O₈ and 6,306ppm (0.63%) V₂O₅ from 82m,

Including,            0.6m @ 6,250ppm (0.63%) U₃O₈ and 3,0348ppm (3.0%) V₂O₅ from 82.6m,

Including,            1.8m @ 2,999ppm (0.3%) U₃O₈ and 14,912ppm (1.5%) V2O5 from 82m.

23WBR011:                         6.1m @ 563ppm (0.06%) U₃O₈ and 9,100ppm (0.9%) V₂O₅ from 74.7m,

Including,            1.5m @ 1,624ppm (0.16%) U₃O₈ and 19,637ppm (2.0%) V₂O₅ from 76.2m.

23WBR016:                         3m @ 636ppm (0.06%) U₃O₈ and 4,677ppm (0.5%) V₂O₅ from 67.0m,

Including,            1.5m @ 1,044ppm (0.1%) U₃O₈ and 4,677ppm (0.5%) V₂O₅ from 67.0m.

23WBR019:                         1.2m @ 1,112ppm (0.11%) U₃O₈ and 3,744ppm (0.4%) V₂O₅ from 90.8m.

The vanadium mineralisation forms extensive broader zones or haloes, adjacent to the uranium mineralisation. The vanadium-to-uranium ratio averages roughly 10:1, which is typical of the Uravan Mineral Belt.

Copper (Cu), base metals (Pb, Zn), Molybdenum (Mo) and Selenium (Se) are path-finder elements associated with the uranium and vanadium mineralisation and can be used to determine the direction of the roll front of the uranium mineralising system (Figure 3, Figure 4, and Photo 2). High copper values up to 0.82% Cu and silver up to 55ppm Ag, were also reported; 23WBRA015: 0.61m @ 190ppm U₃O₈, 3,963ppm V₂O₅, 55.2g/t Ag and 8,260ppm Cu from 58.83m.

Groundhog Mine area drilling, comprising seven drillholes was designed to test areas along strike of historic mine. 23WBRA020 returned the highest uranium and vanadium intercepts of 0.91m @ 0.69% eU₃O₈ uranium (downhole gamma) and 0.6m @ 0.62% U₃O₈ uranium (assay) and 1.8% V₂O₅ vanadium within a grey reduced sandstone (Figure 2 and 6). Further work is required to correlate these results with historic mine working levels and the 2022 drilling.

Drilling at Rim Rock Mine area comprising seven drillholes identified high-grade zones of up to 0.32% eU₃O₈ uranium and up to 1.8% V₂O₅ vanadium adjacent to, as well as along strike from the historic workings (Figure 3 and 7). Uranium and vanadium mineralisation appears to be concentrated in a sandstone unit of the Salt Wash Sandstone, approximately 60m below surface. Further work is required to correlate these results with historic mine workings and the 2022 drilling, to delineate mineral resources.

The best drillhole result was 23WBR011: 6.1m @ 563ppm (0.06%) U₃O₈ and 9,100ppm (0.9%) V₂O₅ from 74.7m,

Including             1.5m @ 1,624ppm (0.16%) U₃O₈ and 19,637ppm (2.0%) V₂O₅ from 76.2m.

Section 23 is an underexplored area with no historic workings. The drilling (nine drillholes) was designed to test stratigraphic extensions to mineralisation in the Salt Wash Sandstone, targeting the uranium mineralisation identified from the first pass drilling program in 2022, as well as testing a portion of the airborne radiometric anomalies (Figure 8). The initial data review of the drilling has identified the potential for multiple mineralised zones in this area. Pathfinder geochemistry in 23WBRA009 and 23WBRA005 indicates roll front fluid pathway, which indicates uranium mineralisation potential to the southwest.

        Figure 2: 2023 Drill Collars, Wedding Bell and Radium Mountain Projects

Photo 2: Uranium-Vandium Roll front in Salt Wash Sandstone at
Sunday Complex Mine, Uravan Mineral Belt. Photo by Nicole Galloway Warland,
with permission to use from Western Uranium and Vanadium LLC

      Figure 3: Schematic cross-section of a sandstone-hosted roll front associated with the redox conditions

  Photo 3: Rim Rock Prospect at the Wedding Bell Uranium Project

Figure 4: Drillhole log plots for 23WBRA011, 23WBRA015 and 23WBR020
showing uranium and vanadium mineralisation with elevated pathfinder (redox-sensitive)
elements - copper (Cu), lead (Pb), zinc (Zn), molybdenum (Mo) & selenium (Se)

Figure 6: Groundhog collar location plan showing uranium grade distribution

Figure 7: Rim Rock collar location plan showing uranium grade distribution

Figure 8: Section 23 collar location plan showing uranium grade distribution

Reconnaissance Surface Sampling

Reconnaissance mapping and surface rock sampling across the Wedding Bell Project continue to systematically assess and prioritise historic workings and geophysical anomalies, identified by Thor's 2023 Radiometric Survey for future drill testing (Figure 9).

Previously reported rock samples returned up to 1.25% U₃O₈ at Rim Rock (WR-016) and 3.87 % V₂O₅ at Jack Knife (WR-20) (Figure 1) (ASX/AIM: 21 July 2020). Refer to Table A for rock chip sample results to date. Of the ten-plus areas assessed, only two areas have been drill-tested by Thor to date (Rim Rock and Groundhog).

Edna Mae was identified as a geophysical anomaly in 2023 and is located in the southern portion of the Wedding Bell mining claims approximately 1km east of Section 23 and along strike of Groundhog (Figure 1 and Figure 2).

Recent Rock Chip sampling at Edna Mae Prospect returned up to 5,425ppm (0.54 %) U₃O₈, 1.6 % V₂O₅, 2.74 % Cu and 100g/t Ag. Although elevated copper values have been noted and used as pathfinder elements in drilling at Groundhog, Rim Rock and Section 23, this is the first high-grade copper value reported.

The copper and uranium-vanadium mineralisation are within the altered, bitumen-spotted, Jurassic sandstones of the Salt Wash Member of the Morrison Formation (Photo 1 and 2). Mineralisation at a similar stratigraphic position to Section 23 prospect.

Edna Mae lies on the edge of Paradox Copper Belt, which includes the nearby producing Lisbon Valley Copper Mine, Utah (Figure 3). The sediment-hosted copper mineralisation is believed to be a later, younger event to the uranium mineralisation. Further work is needed to understand the copper distribution and its relationship and distribution relative to the uranium-vanadium mineralisation.

Table A: Edna Mae rock sample assay results include:

Figure 9: Radiometric image (U2/Th ratio) draped over Digital Elevation Model (DEM) showing uranium anomalies in red, green and light blue with Rock Chip samples collected to date

Photo 4: Collecting background Scinotometer readings
over proposed drill pads at the Wedding Bell Project (2024)

COPPER PROJECTS

SOUTH AUSTRALIA

Thor holds direct and indirect interests in over 400,000 tonnes of Inferred copper resources (Table A, B, and C) in South Australia, via its 80% farm-in interest in the Alford East copper project and its 26.3% interest in EnviroCopper Ltd (Alford West and Kapunda Projects) (Figure 10). Each of these projects is considered by Thor's Directors to have significant growth potential, and each is being advanced towards development via low-cost, environmentally friendly ISR techniques (Figure 6).

For further information on ISR please refer to this link for an informative video: www.youtube.com/watch?v=eG_1ZGD0WIw

Figure 10: Alford East, Alford West & Kapunda Location Map (left) and Alford Copper Belt (right)

ALFORD EAST COPPER-GOLD PROJECT - SOUTH AUSTRALIA (SA)

The Alford East Copper-Gold Project is located on EL6529, where Thor now has 80% interest in the oxide mineralisation with unlisted Australian explorer Spencer Metals Pty Ltd, covering portions of EL6529 (ASX/AIM: 3 November 2023).

The Project covers the northern extension of the Alford Copper Belt, located on the Yorke Peninsula, SA (Figure 10). The Alford Copper Belt is a semi-coherent zone of copper-gold-REE oxide mineralisation within a structurally controlled, north-south corridor consisting of deeply kaolinised and oxidised troughs within metamorphic units on the edge of the Tickera Granite (Figure 1), Gawler Craton, SA.

3D Structural and ANT Model:

After the acquisition of Ambient Noise Tomography ("ANT") data by Fleet across the northern part of the Alford East Project in 2023 (Figure 10), Thor engaged with the consultant, Doreen Mikitiuk, DXplorer to review and update the current Alford East structural model and geological interpretation of the survey areas.

The 3D ANT survey provided a clearer understanding of the structural setting of the Alford East area (Figure 11). With improved knowledge of geology and weathering through the review of lithological information, the ANT results mapped localising faults and intrusives at depth. Deeply weathered troughs in areas of sedimentary rocks were found to be associated with zones of faulting, deep oxidation and intrusives at depth.

Key observations from the 3D Modelling include:

1)         The highest-grade copper oxide mineralisation is commonly hosted in pelitic and carbonaceous sediments and intermediate intrusives, within faults facilitating deeper weathering and alteration. For example, MRE Domain Area 6, 7 and 8 (Figure 11, 12 and 13).

2)         Mineralisation in Area 5 is predominantly adjacent to fault zones within dioritic and/or felsic intrusives and pelitic sediments. Host rocks are competent and brittle and may have concentrated oxide mineralisation to brecciated zones along faults/shears. Lower-grade copper intersected towards the base of drillholes is found within shears in more competent diorite.

3)         Psammites seem to be less favourable host rocks for copper oxide mineralisation.

4)         The ANT surveys confirm the significance of the prominent north-northeast (NNE) structure associated with copper oxide mineralisation (Figure 12 and 13).

5)         Mineralised features are subsequently offset by regional scale east-northeast (ENE) dextral strike slip faults and associated northwest (NW) trending faults.

6)         Zones of low velocity at shallow depths (approx. 70m) correlate with pelitic sediments in trough-like structures which are closely related to higher velocity intrusives at depth (Figure 14 and 15). These higher velocities suggest intermediate, rather than felsic composition.

ANT Geophysics Surveys:

Two comprehensive ANT surveys were executed at the Alford East Project, covering the northern portion of the Mineral Resource Estimate Domains (Figure 9). The surveys were designed to delineate the low-velocity, weathered 'troughs' that are known to host the oxide copper-gold and REE mineralisation within the Alford Copper Belt (Figure 10). The oxide copper-gold and REE mineralisation within the Alford Copper Belt is associated with rocks that are significantly less dense and have lower seismic velocity than the surrounding fresh units.

The data collected from these two surveys was subject to extensive processing, leading to the development of a high-resolution 3D seismic velocity model of the subsurface. This model has revealed key features, such as regions with lower velocity within a high-velocity basement, inferring a 3D geometry of the interpreted variably weathered trough and a sheared metasedimentary basement, which is expected to host mineralisation (Figure 12).

Figure 12: 3D model showing low velocity weathered troughs hosting oxide copper mineralisation

Figure 13: Alford East 3D ANT and Structural Model highlighting the NNE trending
fault zone (red) commonly associated with copper oxide mineralisation as seen at prospect AE5 to AE8

Photo 5: Deployment of Exosphere by Fleet^® geodes for ANT Surveys at Alford East Project

ENVIROCOPPER COPPER PROJECTS, SOUTH AUSTRALIA

Thor holds a 26.3% equity interest in the private Australian company, EnviroCopper Limited. In turn, ECL has agreed to earn, in two stages, up to 75% of the rights over metals which may be recovered via ISR contained in the Kapunda deposit from Australian listed company, Terramin Australia Limited ("Terramin" ASX: TZN).

Information about EnviroCopper Limited and its projects can be found on the EnviroCopper website.

Strategic Investment

Alligator Energy Limited ("Alligator") in (ASX/AIM: 25 January 2024) completed its initial strategic investment into EnviroCopper Limited to further develop ISR copper projects.

Investment Highlights:

§ Alligator completed an initial investment of A$0.9 million for 7.8% of ECL, with the exclusive option to make further staged strategic investments to increase its ownership in ECL to 50.1%

§ Based on Alligator's initial investment of A$0.9 million for 7.8% interest in ECL, this values Thor's 26.3% equity interest at A$3.1 million

ALFORD WEST

Three water bores were completed for hydrogeological baseline assessment and subsequent push-pull and tracer testing as part of the first phase of ISR SELT.

This program is the first step in assessing whether the Alford West orebodies are amenable to a sustainable recovery of copper using ISR. This is a low-impact, small-footprint form of metal recovery that significantly reduces the surface impacts and allows rehabilitation of the land back to its original farming state.

The work at Alford West follows Thor's successful drilling and copper recovery hydrometallurgical work at its adjacent Alford East Copper ISR Project.

The Alford West Copper ISR Project includes the Bruce, Larwood and Wombat deposits (Figure 4), with an Inferred Mineral Resource Estimate of 66.1Mt @ 0.17% Cu containing 114,000t of contained copper (Table B and C).

KAPUNDA

The Kapunda ISR Copper-Gold Project is located approximately 90 kilometres north-north-east of Adelaide, SA (Figure 10). Terramin and ECL have estimated a combined Resource of 47.4 million tonnes at 0.25% copper containing 119,000 tonnes of copper using a 0.05% copper cut-off, summarised in Table C. This resource estimate is only in respect of that part of the Kapunda mineralisation that is considered amenable to ISR (copper oxides and secondary copper sulphides) and only reports mineralisation that is within 100 metres of the surface (ASX: TZN - 12 February 2018).

Test work to date has demonstrated that both copper and gold are recoverable, using a range of lixiviants, from historical drill samples, and that the ground conditions will allow the flow of fluids necessary for ISR production.

The first phase of the SELT is underway, involving mixing a biodegradable solution called a "lixiviant" with groundwater, for placement within the copper orebody. The lixiviant will reside in-situ for a period while being sampled and monitored, it will then be extracted, and the site rehabilitated.

The purpose of the lixiviant trials is to assess the solubility of the copper mineralisation and, therefore, copper recovery under in-situ conditions.

Photo 6: ECL Managing Director, Leon Faulkner with copper sample from current test work at Kapunda

MOLYHIL TUNGSTEN PROJECT

NORTHERN TERRITORY

The 100% owned Molyhil tungsten-molybdenum-copper project is located 220 km north-east of Alice Springs (320km by road) within the prospective polymetallic province of the Proterozoic Eastern Arunta Block in the Northern Territory (Figure 14). The project consists of two adjacent outcropping iron-rich skarn bodies, the northern 'Yacht Club' lode and the 'Southern' lode. Both lodes are marginal to a granite intrusion; both lodes contain scheelite (CaWO₄) and molybdenite (MoS₂) mineralisation. Both the outlines of the lodes and the banding within the lodes strike approximately north and dip steeply to the east.

In November 2022 (ASX/AIM - 24 November 2022), Thor, through its wholly owned subsidiary Molyhil Mining Pty Ltd ("Molyhil"), signed a Heads of Agreement ("HOA") with ASX-listed mineral exploration and development company Investigator Resources Limited to fund the accelerated exploration of Thor's 100%-owned Molyhil tenements (the "Tenements"), in the Northern Territory and the sale of Thor's interest in the Bonya tenement (EL29701).

Figure 14: Molyhil Project Location Map

Stage 1 Earn-In Completed:

IVR has completed the "Stage 1 Commitment" obligations by funding A$1m of exploration activities (geophysics and drilling), as per the HoA. IVR can opt to continue to earn up to 80% via a 3-stage process.

Mineral Resource Estimate:

On entering the Heads of Agreement with Thor in 2022, IVR engaged the independent resource consulting group H&S Consultants Pty Ltd ("HSC") to assist with a gap analysis of the Molyhil Mineral Resource Estimate ("MRE") reported by Thor in 2021. This identified both opportunities to improve confidence in the MRE classification and exploit some areas of the resource with targeted drilling.

IVR in conjunction with HSC, devised a program of drilling aimed at Quality Assurance/Quality Control (QA/QC) verification of the pre-existing data via selective twinning of historic reverse circulation and diamond drill holes and confirmatory drilling in areas of lower drill density. This drill program of 12 diamond holes (totalling 1,501 metres) was completed in December 2023.

Data from historic drilling, in addition to IVR's newly acquired data, was provided to HSC to be utilised by HSC to independently prepare the updated Molyhil MRE (Table D). The tungsten and molybdenum resources were estimated by the MIK method and are reported using E-type panel estimates above tungsten cut-off grades. The copper resource estimate has been reported utilising the Ordinary Kriging methodology.

The updated Molyhil MRE for tungsten, molybdenum and copper has been classified as Measured, Indicated and Inferred by HSC (Figure 15). The MRE now comprises 4.65Mt @ 0.26% WO₃ (tungsten trioxide), and 0.09% Mo (molybdenum) for 12.1kt WO₃ and 4.4kt Mo (JORC 2012) (Table D). A cut-off grade of 0.05% WO₃ was selected, which is considered appropriate when considering current commodity price strength and peer reporting comparisons. The MRE is reported to a 150mRL and based on an open pit mining scenario.

The main mineralised domains have demonstrated sufficient continuity in both geology and grade continuity to support the definition of a Mineral Resource, and the classifications applied under the 2012 JORC Code.

Left: Collar plan showing location of the 12 new diamond drill holes (yellow dots) included in the updated MRE, with historic holes coloured by drill type.  

Right: Updated MRE classification block model, (orange = Measured, yellow = Indicated, & blues = Inferred). Blocks below the 150m plane on this figure are not reported as part of the updated MRE.

BONYA (TUNGSTEN, COPPER, VANADIUM) - NORTHERN TERRITORY

Adjacent to Molyhil, the Bonya tenements, in which Thor holds a 40% interest, host outcropping tungsten/copper resources, a copper resource and a vanadium deposit (Figure 16).

The joint venture reported a maiden resource estimate in March 2020 for the White Violet and Samarkand deposits (Table E and F).

The sale of Thor's 40% portion of the Bonya tenement (EL29701) is part of the Molyhil Farm-in Agreement with Investigator Resources Limited.

Figure 16: Showing Bonya prospects in proximity to Molyhil

RAGGED RANGE PROJECT (GOLD, COPPER, LITHIUM & NICKEL)

WESTERN AUSTRALIA

The Ragged Range Project, located in the highly prospective Eastern Pilbara Craton, Western Australia, is 100% owned by Thor Energy (Figure 17). The Project is adjacent to significant gold resources, including De Greys Hemi gold project and two of the world's largest and globally significant spodumene deposits at Wodgina (Mineral Resources Ltd) and Pilgangoora (Pilbara Minerals). 

Since acquiring the project, Thor has conducted several geochemical, geophysical and two RC drilling programs defining several priority gold, nickel, lithium and copper prospects: including the Sterling Prospect 13km gold corridor, Krona nickel gossan prospect, Kelly's copper-gold prospect and the favourable lithium area to the north around the Split Rock Supersuite (Figure 17).

SPRING HILL GOLD PROJECT - NORTHERN TERRITORY

In September 2020, the Company announced the A$1m sale of its royalty entitlement from the Spring Hill gold project in the Northern Territory. The sale agreement provides for the receipt of A$400,000 on completion (received), followed by two production milestone payments of A$300,000 each.

JORC (2012) COMPLIANT MINERAL RESOURCES AND RESERVES 

Table A: Alford East Mineral Resource Estimate (Reported 22 January 2021)

Notes:

·   Thor has an 80% interest in oxide material with Spencer Metals.

·   MRE reported on oxide material only, at a cut-off grade of 0.05% copper which is consistent with the assumed ISR technique.

·   Minor rounding errors may occur in compiled totals.

·   The Company is not aware of any information or data which would materially affect this previously announced resource estimate, and all assumptions and technical parameters relevant to the estimate remain unchanged.

Table B: Alford West Copper Mineral Resource Estimate (Reported 15 August 2019)

Notes:

·   EnviroCopper is earning a 75% interest in this resource, and Thor holds 26.3% equity in EnviroCopper.

·   All figures are rounded to reflect the appropriate levels of confidence. Apparent differences may occur due to rounding.

·   Cut-off grade used of 0.05% Cu.

·   The Company is not aware of any information or data which would materially affect this previously announced resource estimate, and all assumptions and technical parameters relevant to the estimate remain unchanged.

Table C: Kapunda Resource Summary 2018 (Reported 12 February 2018)

Notes:

·   EnviroCopper is earning a 75% interest in this resource, and Thor holds 26.3% equity in EnviroCopper.

·   All figures are rounded to reflect the appropriate levels of confidence. Apparent differences may occur due to rounding.

·   Cut-off of 0.05% Cu.

·   The Company is not aware of any information or data which would materially affect this previously announced resource estimate, and all assumptions and technical parameters relevant to the estimate remain unchanged.

Table D: Molyhil Mineral Resource Estimate (Reported May 28, 2024)

Notes:

·   All figures are rounded to reflect the appropriate level of confidence. Apparent differences may occur due to rounding.

·   Cut-off of 0.05% WO₃.

·   100% owned by Thor Energy Plc, subject to the farm-in Agreement with Investigator Resources Limited.

·   To satisfy the criteria of reasonable prospects for eventual economic extraction, the Mineral Resources have been reported down to 150 m RL which defines material that could be potentially extracted using open pit mining methods.

Table E: Bonya Tungsten Mineral Resources (Reported 29 January 2020)

Notes:

·     0.05% WO₃ cut-off grade.

·     Totals may differ from the addition of columns due to rounding.

·     Thor holds 40% equity interest in this project.

·     The Company is not aware of any information or data which would materially affect this previously announced resource estimate, and all assumptions and technical parameters relevant to the estimate remain unchanged.

Table F: Bonya Copper Mineral Resources (Reported 26 November 2018)

Notes:

·     0.2% Cu cut-off grade.

·     Totals may differ from the addition of columns due to rounding.

·     Thor holds 40% equity interest in this project.

·     The Company is not aware of any information or data which would materially affect this previously announced resource estimate, and all assumptions and technical parameters relevant to the estimate remain unchanged.

Photo 7: Diamond core drilling at Alford East

CORPORATE

Following shareholder approval on 23 August 2023, the Company implemented a share capital consolidation for its listed securities on 31 August 2023.

Under the share capital consolidation, the Company reduced the number of its Ordinary Shares by way of a consolidation on the basis of 10 Ordinary Shares of 0.01p each into one new Ordinary Share of 0.1p each. Accordingly, holdings in the Company's CDIs, quoted on the ASX, have also been reduced by way of a consolidation on the basis of 10 CDIs into one new CDI (collectively the "Consolidation"). Pursuant to the Consolidation, the number of options were consolidated in the same ratio as the Ordinary Shares and the exercise price has been amended in inverse proportion to that ratio.

Thor and Fleet have formed a collaborative partnership to accelerate mineral exploration at the Alford East Project. As part of this collaboration, Fleet acquired an equity interest in Thor via the issue of 6,250,000 Ordinary Shares on 7 September 2023 at a price of A$0.04 per Ordinary Share.

Thor completed a small strategic placement on 20 September 2023, raising gross proceeds of A$1,000,000 via the placing of 23,809,524 Ordinary Shares, at a price of A$0.042 per Ordinary Share. All placees received one option for each Ordinary Share subscribed, being a total of 23,809,524 options (the "Placement Options"). All Placement Options were issued under the existing ASX listed options (ASX: THROD) which are exercisable at A$0.09 (9 cents) and expire in January 2025.

Thor fulfilled its Stage 2 expenditure obligations at the Alford East Copper-Gold-REE Project. Completing Stage 2 of the earn-in, entitled Thor to increase its interest from 51% to 80% in the copper oxide mineral rights from Spencer. To complete its Stage 2 commitments, Thor issued Spencer A$250,000 in fully paid Thor shares, issued at a price of A$0.027 per share (being the 5-day ASX VWAP on the date immediately before allotment) and 18,518,520 unlisted options, exercisable at A$0.30 and an expiry date of 3 November 2028.

In May and June 2024, the Company completed a 2-tranche placement to sophisticated and institutional investors, raising proceeds of A$1,300,000 via placing total of 100,000,000 Ordinary Shares at a price of A$0.013 per Ordinary Share. 70,000,000 unlisted Options were issued on the basis of one Option for every two Ordinary Shares issued, which are exercisable at A$0.026 (2.6 cents) and expire in June 2027.

Comprehensive Income

The comprehensive income statement records a comprehensive loss of £2,504,000 (2023: £1,577,000 loss) after taking into account unrealised exchange loss of £31,000 (2023: £1,057,000 loss). The loss for the period ended 30 June 2024 also included a £1,907,000 non-cash write down of the carrying value of the Group's Ragged Range Project located in the Pilbara Region of Australia. The write down reflects the Group's decision to focus its available resources on its US Uranium and Alford East projects (refer to Note 7 of the financial statements).

Principal risks and uncertainties

The management of the business and the execution of the Group's strategy are subject to a number of risks. The key business risks affecting the Group are set out below.

Risks are formally reviewed by the Board, and appropriate processes are put in place to monitor and mitigate them. If more than one event occurs, it is possible that the overall effect of such events would compound the possible adverse effects on the Group.

Exploration risks

The exploration and mining business is controlled by a number of global factors, principally supply and demand which in turn is a key driver of global mineral prices; these factors are beyond the control of the Group. Exploration is a high-risk business and there can be no guarantee that any mineralisation discovered will result in proven and probable reserves or go on to be an operating mine. At every stage of the exploration process the projects are rigorously reviewed to determine if the results justify the next stage of exploration expenditure ensuring that funds are only applied to high-priority targets.

The principal assets of the Group comprising the mineral exploration licences are subject to certain financial and legal commitments. If these commitments are not fulfilled the licences could be revoked. They are also subject to legislation defined by the Government; if this legislation is changed it could adversely affect the value of the Group's assets.

The Group's Bonya tenements (EL29701 and EL32167) and Molyhil tenements (MLS77, MLS78, MLS79, MLS80, MLS81, MLS82, MLS83, MLS84, MLS85 and MLS86) are due for renewal on 5 November 2024 and 31 December 2024 respectively. As at the date of this report, renewal applications have been submitted for Bonya tenements. It is expected that renewal applications for Molyhil tenements will be submitted before expiry.  Based on the Group's history of successful tenement renewals and the ongoing process of transferring interests as per joint venture agreements, the Directors have a reasonable expectation that these tenements will continue to be maintained as required for ongoing exploration activities.

Dependence on key personnel

The Group and Company is dependent upon its executive management team and various technical consultants. Whilst it has entered into contractual agreements with the aim of securing the services of these personnel, the retention of their services cannot be guaranteed. The development and success of the Group depends on its ability to recruit and retain high-quality and experienced staff. The loss of the service of key personnel or the inability to attract additional qualified personnel as the Group grows could have an adverse effect on future business and financial conditions.

Uninsured risk

The Group, as a participant in exploration and development programmes, may become subject to liability for hazards that cannot be insured against or third-party claims that exceed the insurance cover. The Group may also be disrupted by a variety of risks and hazards that are beyond control, including geological, geotechnical and seismic factors, environmental hazards, industrial accidents, occupational and health hazards and weather conditions or other acts of God.

Funding risk

The only sources of funding currently available to the Group are through the issue of additional equity capital in the parent company or through bringing in partners to fund exploration and development costs. The Company's ability to raise further funds will depend on the success of the Group's exploration activities and its investment strategy. The Company may not be successful in procuring funds on terms which are attractive and, if such funding is unavailable, the Group may be required to reduce the scope of its exploration activities or relinquish some of the exploration licences held for which it may incur fines or penalties.

Financial risks

The Group's operations expose it to a variety of financial risks that can include market risk (including foreign currency, price and interest rate risk), credit risk, and liquidity risk. The Group has a risk management programme in place that seeks to limit the adverse effects on the financial performance of the Group by monitoring levels of financial commitments. The Group does not use derivative financial instruments to manage interest rate costs and, as such, no hedge accounting is applied.

Section 172(1) Statement - Promotion of the Company for the benefit of the members as a whole

The Directors believe they have acted in the way most likely to promote the success of the Company for the benefit of its members as a whole, as required by s172 of the Companies Act 2006.

The requirements of s172 are for the Directors to:

·    Consider the likely consequences of any decision in the long term

·    Act fairly between the members of the Company

·    Maintain a reputation for high standards of business conduct

·    Consider the interests of the Company's employees

·    Foster the Company's relationships with suppliers, customers and others

·    Consider the impact of the Company's operations on the community and the environment

The Company continues to progress with its portfolio of exploration projects and investments, which are inherently speculative in nature and, without regular income, is dependent upon fund-raising for its continued operation. The pre-revenue nature of the business is important to the understanding of the Company by its members, employees and suppliers, and the Directors are as transparent about the cash position and funding requirements as is allowed under AIM Rules for Companies.

As a mining exploration Company with projects in Australia and United States of America, the Board takes seriously its ethical responsibilities to the communities and environment in which it works.  Wherever possible, local communities are engaged in the geological operations & support functions required for field operations. The regions in which the Company operates have native title laws.  The Company is respectful of native title rights and engages proactively with local communities.  In addition, we are careful to manage the environmental obligations of our work, and in particular undertake site rehabilitation programmes, and prepare mine management plans, in accordance with local laws and regulations. Our goal is to meet or exceed standards, in order to ensure we maintain our social licence to operate from the communities with which we interact.

We abide by the local, including relevant UK, Australian and US laws on anti-corruption & bribery.

The interests of our employees are a primary consideration for the Board. Personal development opportunities are supported, and health and safety are central to planning for field expeditions.

Other information

Other information that is usually found in the Strategic report has been included in the Directors report.

This report was approved by the Board on 30 September 2024.

Nicole Galloway Warland

Managing Director              

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 2024.

Review of Operations

The net result of operations for the year was a loss of £2,474,000 (2023 loss: £520,000).

A detailed review of the Group's activities is set out in the Review of Operations & Strategic Report.

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:

Alastair Clayton - Non-Executive Chairman

Mr Clayton is a financier and geologist, has over 25 years' experience in the mining and exploration industry, identifying, financing and developing mineral, energy and materials processing projects in Australia, Europe and Africa. He was previously a Director of ASX100-list Uranium Developer Extract Resources where he represented major shareholder AIM-listed Kalahari Minerals on the Board. He was part of the team responsible for the eventual A$2.2B sale to CGNPC in 2012. He was also Chairman of ASX-listed Uranium Developer Bannerman Resources Limited and was a founding Director of ASX-listed Universal Coal which was sold to Terracom in 2021 for A$175m.

Nicole Galloway Warland - Managing Director

Ms Galloway Warland, who graduated from the University of Technology, Sydney with a BSc (Hons) Applied Geology, has had a career spanning more than 25 years in the mining and exploration industry, working across a broad range of jurisdictions and geological provinces in Australia, Eastern Europe and South America.

Nicole's experience spans from grass-roots exploration to project evaluation to open cut & underground mining with a commodity focus on gold, copper, nickel, uranium & lithium.

Mark McGeough - Non-Executive Director

Mr McGeough is an experienced geologist who has spent nearly 40 years in Australia exploring for gold, IOCG copper-gold, silver-lead-zinc and uranium. He was involved in the discovery of the White Dam gold deposit in South Australia and the Theseus uranium deposit in WA.

Mark's career includes a variety of small, mid-size and large mining companies including Chinova Resources, Toro Energy, Xstrata Copper, Mount Isa Mines and AGIP Australia. For Chinova Resources, Mark combined the role of General Manager Exploration with technical director roles for subsidiary companies. From 2005 to 2008 Mark was also the Manager of the SA Geological Survey, promoting the PACE program.

Tim Armstrong - Non-Executive Director (appointed 16 May 2024)

Tim is an experienced corporate finance professional who has spent 10 years in Australia and the UK raising capital for Natural resources and exploration opportunities. Tim has extensive networks in funds management, private client stockbroking, and corporate advisory specialists particularly in the natural resources sector. Tim is currently an advisor at Prenzler group a boutique Sydney-based broker, transacting and advising on many successful ASX IPOs, RTOs, and project acquisitions. Tim is a founder and director of Cooper Metals Limited, an ASX-listed Copper Gold explorer. Before his career in finance, Tim was a professional cricketer for NSW and WA and has represented Australia.

Ray Ridge - BA(Acc), CA, GIA(cert)

Chief Financial Officer / Joint Company Secretary

Mr Ridge is a chartered accountant with over 25 years of accounting and commercial management experience.  Previous roles include Senior Audit Manager with Arthur Andersen, Financial Controller and then Divisional CFO with Elders Ltd, and General Manager Commercial & Operations at engineering and construction company Parsons Brinckerhoff.  Mr Ridge is a company secretary for two other ASX-listed companies.

Stephen F Ronaldson - Joint Company Secretary (UK)

Mr Stephen Ronaldson is the joint company secretary as well as a partner of the Company's UK solicitors, Druces 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 raises, mergers and acquisitions, Financial Services and Markets Act work, placings and admissions to AIM, AQUIS and other regulated markets. Mr Ronaldson is currently company secretary for several quoted companies including AIM listed companies.

Executive Director Service contracts

All Non-Executive Directors are appointed under the terms of a letter of appointment. Each appointment provides for annual fees of A$50,000 for services as a Non-Executive Director, inclusive of the 11.0% statutory superannuation scheme (11.5% from 1 July 2024) applicable to Australian Directors. The agreement allows that any services supplied by the Non- Executive Directors to the Company and any of its subsidiaries in excess of two days in any calendar month, may be invoiced to the Company at market rate, currently at A$1,000 per day.

Principal activities and review of the business

The principal activities of the Group are the exploration for and potential development of gold, copper, uranium, vanadium, tungsten and other mineral deposits, with a focus on uranium and energy metals that are crucial in the shift to a 'green' energy economy.

The Group's existing exploration project portfolio comprises:

·    100% owned mineral claims in the US states of Colorado and Utah within the Uravan Mineral Belt, with historical high-grade uranium and vanadium production results.

·    Thor has an 80% interest in the Alford East Copper-Gold Project in South Australia. The project contains copper-gold oxide mineralisation considered amenable to extraction via In Situ Recovery techniques. Alford East has an Inferred Mineral Resource Estimate of 177,000 tonnes contained copper & 71,500 oz of contained gold.

·    Thor holds 26.3% of EnviroCopper Limited.  ECL holds 1) an agreement to earn, in two stages, up to 75% of the rights over metals which may be recovered via In-Situ Recovery contained in the Kapunda deposit, with in-ground lixiviant trials now underway and copper recoveries to be reported in 2024, and 2) an agreement with Andromeda Metals to acquire the Alford West EL 5984 tenement.

·    The Company has an Agreement with ASX-listed mineral exploration and development company Investigator Resources Limited (ASX: IVR, "IVR"), to fund the accelerated exploration of Thor's 100% owned Molyhil tenements, whereby IVR, has the right to earn, via a three-stage process, up to an 80% interest in the Molyhil tenements. Subsequent to 30 June 2024, following the achievement of its stage 1 expenditure commitments, a joint venture agreement was executed and IVR received a 25% interest in the tenements from Thor. At the date of this report, Thor now holds a 75% interest in the Molyhil tenements.

·    The 100% owned Ragged Range Project in the Pilbara region of Western Australia.

Business Review and future developments

A review of the current and future development of the Group's business is provided in the Review of Operations & Strategic Report.

Results and dividends

The Group incurred a loss after taxation of £2,474,000 (2023 loss: £520,000). No dividends have been paid or are proposed.

Key Performance Indicators

Given the nature of the business and that the Group is in the exploration and development phase of operations, the Directors are of the opinion that analysis using KPIs is not appropriate for an understanding of the development, performance or position of our businesses at this time.

At this stage, management believe that the carrying value of exploration assets and the management of cash is the main performance indicator which is monitored closely to ensure the group has sufficient funds to advance its exploration assets.

Events occurring after the reporting period

At the date these financial statements were approved, the Directors were not aware of any other significant post balance sheet events other than those set out in note 21 to the financial statements.

Substantial Shareholdings

At 18 September 2024, the Company had last been notified by two shareholders with an interest in 3% or more of the nominal value of the Company's shares:

·    On 28 March 2023, the Company lodged in the UK a substantial holder notice received from Damost Pty Ltd, noting an interest of 207,000,000 Ordinary Shares (held as CDIs) being 8.65% in the total ordinary shares on issue at that time.

·    On 8 July 2024, the Company lodged in the UK a substantial holder notice received from Charles Wood, noting an interest of 15,384,615 Ordinary Shares (held as CDIs) being 4.1% in the total ordinary shares on issue at that time.

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 2024 or their date of resignation if prior to 30 June 2024, were follows:

¹ 30 June 2023 numbers are adjusted for the subsequent 10:1 share consolidation in August 2023.

Directors' Remuneration

The remuneration arrangements in place for directors and other key management personnel of Thor Energy Plc, are outlined below.

The Company remunerates the Directors at a level commensurate with the size of the Company and the experience of its Directors. The Board 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 4 to the financial statements.

The Australian-based Directors are paid on a nominal fee basis of A$50,000 per annum, and UK-based Directors are paid the GBP equivalent of A$50,000 at an agreed average foreign exchange rate, with the exception of Ms Nicole Galloway Warland who received a salary in her respective executive role, no further fees were payable to Ms Galloway Warland as Executive Director.

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. Further information can be found in Notes 4 and 16 of the annual financial statements.

¹ Appointed 16 May 2024

Directors Meetings

The Directors hold meetings on a regular basis, and special meetings as required, to deal with items of business from time to time. Meetings held and attended by each Director during the year of review were:

Corporate Governance

The Board have chosen to apply the ASX Corporate Governance Principles and Recommendations (ASX Corporate Governance Council, 4^th Edition) as the Company's chosen corporate governance code for the purposes of AIM Rule 26. Consistent with ASX listing rule 4.10.3 and AIM rule 26, this document details the extent to which the Company has followed the recommendations set by the ASX Corporate Governance Council during the reporting period. A separate disclosure is made where the Company has not followed a specific recommendation, together with the reasons and any alternative governance practice, as applicable. This information is reviewed annually.

The Company does not have a formal nomination committee, however it does formally consider board succession issues and whether the board has the appropriate balance of skills, knowledge, experience, and diversity. This evaluation is undertaken collectively by the Board, as part of the annual review of its own performance.

Whilst a separate Remuneration Committee has not been formed, the Company undertakes alternative procedures to ensure a transparent process for setting remuneration for Directors and Senior staff, that is appropriate in the context of the current size and nature of the Company's operations. The full Board fulfils the functions of a Remuneration Committee, and considers and agrees remuneration and conditions as follows:

·    All Director Remuneration is set against the market rate for Independent Directors for ASX- listed companies of a similar size and nature.

·    The financial package for the Managing Director 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 Company does not have a separate Audit Committee or Risk Committee; however, the Company undertakes alternative procedures to verify and safeguard the integrity of the Company's corporate reporting and risk management processes, that are appropriate in the context of the current size and nature of the Company's operations, including:

·    The full Board, in conjunction with the Australian Company Secretary, fulfils the functions of an Audit Committee and is responsible for ensuring that the financial performance of the Group is properly monitored and reported. 

·    In this regard, the Board is guided by a formal Audit Committee Charter which is available on the Company's website at https://thorenergyplc.com/about-us/#corporate-governance.  The Charter includes consideration of the appointment and removal of external auditors, and partner rotation.

Further information on the Company's corporate governance policies is available on the Company's website www.thorenergyplc.com.

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 with regards 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 of the business. Employees and those who seek to work within the Group are treated equally regardless of gender, age, marital status, creed, colour, race or ethnic origin.

Health and Safety

The Group will aim to achieve and maintain a high standard of workplace safety. 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. Under normal operating conditions, suppliers are paid within 60 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.

Auditors

A resolution to reappoint PKF Littlejohn LLP will be considered at the Company's next Annual General Meeting expected to be held in, or prior to, November 2024.

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 Group and Parent Company's auditors are unaware, and

·   They have taken all the steps that they ought to have taken as a Director in order to make themselves aware of any relevant audit information and to establish that the Group's and Parent Company's auditors are aware of that information.

Going Concern

The Directors note the losses that the Group has made for the Year Ended 30 June 2024. The Directors have prepared cash flow forecasts for the period ending 30 September 2025 which take account of the current cost and operational structure of the Group.

The cost structure of the Group comprises a high proportion of discretionary spend and therefore in the event that cash flows become constrained, some costs can be reduced to enable the Group to operate with a lower level of available funding. As a junior exploration company, the Directors are aware that the Company must go to the marketplace to raise cash to meet its exploration and development plans, and/or consider liquidation of its investments and/or assets as is deemed appropriate.

The Directors expect that further funds can be raised, and it is appropriate to prepare the financial statements on a going concern basis, however, there can be no certainty that any fundraise will completed. These conditions indicate existence of a material uncertainty related to events or conditions that may cast significant doubt about the Group's ability to continue as a going concern, and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business. These financial statements do not include the adjustments that would be required if the Group could not continue as a going concern.

Statement of Directors' Responsibilities

The Directors are responsible for preparing the financial statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare group and parent company financial statements for each financial year. Under that law the Directors have prepared the group and parent company financial statements in accordance with and UK-adopted international accounting standards. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and parent company and of the profit or loss of the group and the parent company 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 accounting estimates that are reasonable and prudent;

·   state whether applicable UK-adopted international 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 and the parent company will continue in business.

The Directors confirm that they have complied with the above requirements in preparing the financial statements.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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 30 September 2024.

Alastair Clayton                                                               Ray Ridge

Non-Executive Chairman                                                 Chief Financial Officer