NEWS RELEASE
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR
DISTRIBUTION TO U.S. WIRE SERVICES
Thor Explorations Ltd / TSXV & AIM: THX / Sector: Mining
FOR IMMEDIATE RELEASE TSXV/AIM: THX
June 15, 2023
Vancouver, British Columbia
EXERCISE OF SHARE OPTIONS AND DIRECTOR DEALINGS
Thor Explorations Ltd. (TSXV/AIM: THX) ("Thor Explorations" or the "Company") announces the exercise of share options ("Options") for a total of 7,900,000 common shares without par value at a price of 14.5 Canadian Dollar cents per common share in the share capital of the Company. The Options have been exercised by Directors and Persons Discharging Managerial Responsibilities ("PDMR") per the table below, for an aggregate consideration of C$1,145,500.
In addition to the 7,900,000 common shares issued for cash, 1,218,539 common shares were issued to Directors of the Company following the exercise of 2,711,000 share options at 14.5 cents each on a net settlement basis as permitted under the Rules of the Company's Omnibus Equity Incentive Plan 2022.
Application has been made for 9,118,539 shares (the "New Shares") to be admitted to trading on AIM ("Admission") on June 20, 2023. The New Shares will also trade on the TSX Venture Exchange and rank pari passu to existing shares.
Following the Admission, Thor Explorations' issued share capital will consist of 654,351,952 common shares and the Directors and PDMRs will hold a 12.40% interest in the Company. The Company does not hold any shares in treasury. Shareholders may use this figure as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company.
Details of Director or PDMR exercising options:
| Director or PDMR name | Position | Number of options | Number of shares |
| Segun Lawson | CEO & President | 5,500,000 | 5,500,000 |
| Alfred Gilman | Group Exploration Manager | 500,000 | 500,000 |
| Rebus Financial Consulting Ltd* | - | 400,000 | 400,000 |
| Adrian Coates | Non-Executive Chairman | 1,211,000 | 450,838 |
| Kayode Aderinokun | Non-Executive Director | 1,500,000 | 1,500,000 |
| Julian Barnes | Non-Executive Director | 1,500,000 | 767,701 |
| TOTAL | | 10,611,000 | 9,118,539 |
*Mr James Philip, COO is the beneficial owner of Rebus Financial Consulting Ltd.
In addition to the above option exercise, Mr. Segun Lawson, CEO, acquired an additional 6,600,690 common shares via an off-market transaction.
Following these transactions the following Directors will hold in excess of a 3% interest in Common Shares in the Company :
| Director or PDMR name | Number Common Shares | % interest | |
| Segun Lawson | 29,117,545 | 4.45 | |
| Kayode Aderinokun | 21,203,007 | 3.24 | |
| Folorunso Adeoye | 21,349,721 | 3.26 | |
About Thor Explorations
Thor Explorations Ltd. is a mineral exploration company engaged in the acquisition, exploration and development of mineral properties located in Nigeria, Senegal and Burkina Faso. Thor Explorations holds a 100% interest in the Segilola Gold Project located in Osun State of Nigeria and has a 70% economic interest in the Douta Gold Project located in south-eastern Senegal. Thor Explorations trades on AIM and the TSX Venture Exchange under the symbol "THX".
For further information please contact:
Thor Explorations Ltd
Email: info@thorexpl.com
Canaccord Genuity (Nominated Adviser & Broker)
Henry Fitzgerald-O'Connor / James Asensio / Thomas Diehl
Tel: +44 (0) 20 7523 8000
Hannam & Partners (Broker)
Andrew Chubb / Matt Hasson / Jay Ashfield / Franck Nganou
Tel: +44 (0) 20 7907 8500
Fig House Communications (Investor Relations)
Tel: +1 416 822 6483
Email: investor.relations@thorexpl.com
Ibu Lawson (Investor Relations)
Tel: +447909825446
Email: ibu.lawson@thorexpl.com
BlytheRay (Financial PR)
Tim Blythe / Megan Ray / Said Izagaren
Tel: +44 207 138 3203
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This press release does not constitute an offer to purchase securities. The securities to be offered in the offering have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to, or for the benefit or account of, a U.S. person, except pursuant to an available exemption from such registration requirements.
The following disclosures are made in accordance with Article 19 of the UK Market Abuse Regulation 596/2014 as it forms part of UK law.
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Segun Lawson | ||||
| 2. | Reason for the notification | |||||
| a) | Position / status | CEO & President | ||||
| b) | Initial notification / amendment | Initial notification | ||||
| 3. | Details of the issuer , emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Thor Explorations Ltd | ||||
| b) | LEI | 213800AXZ8468CQYVT76 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the financial instrument, type of instrument Identification Code | Common Shares of no par value
| ||||
| b) | Nature of the transaction(s) | Acquisition of common shares via exercise of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
| ||||
| e) | Date of the transaction | June 13, 2023 | ||||
| f) | Place of the transaction | outside a trading venue | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the financial instrument, type of instrument Identification Code | Common Shares of no par value
| ||||
| b) | Nature of the transaction(s) | Acquisition of common shares via off-market transaction | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
| ||||
| e) | Date of the transaction | June 13, 2023 | ||||
| f) | Place of the transaction | outside a trading venue | ||||
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Alfred Gilman | ||||
| 2. | Reason for the notification | |||||
| a) | Position / status | Group Exploration Manager | ||||
| b) | Initial notification / amendment | Initial notification | ||||
| 3. | Details of the issuer , emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Thor Explorations Ltd | ||||
| b) | LEI | 213800AXZ8468CQYVT76 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the financial instrument, type of instrument Identification Code | Common Shares of no par value
| ||||
| b) | Nature of the transaction(s) | Acquisition of common shares via exercise of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
| ||||
| e) | Date of the transaction | July 13, 2023 | ||||
| f) | Place of the transaction | outside a trading venue | ||||
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | James Philip | ||||
| 2. | Reason for the notification | |||||
| a) | Position / status | Chief Operations Officer | ||||
| b) | Initial notification / amendment | Initial notification | ||||
| 3. | Details of the issuer , emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Thor Explorations Ltd | ||||
| b) | LEI | 213800AXZ8468CQYVT76 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the financial instrument, type of instrument Identification Code | Common Shares of no par value
| ||||
| b) | Nature of the transaction(s) | Acquisition of common shares via exercise of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
| ||||
| e) | Date of the transaction | June 13, 2023 | ||||
| f) | Place of the transaction | outside a trading venue | ||||
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Kayode Aderinokun | ||||
| 2. | Reason for the notification | |||||
| a) | Position / status | Non-Executive Director | ||||
| b) | Initial notification / amendment | Initial notification | ||||
| 3. | Details of the issuer , emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Thor Explorations Ltd | ||||
| b) | LEI | 213800AXZ8468CQYVT76 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the financial instrument, type of instrument Identification Code | Common Shares of no par value
| ||||
| b) | Nature of the transaction(s) | Acquisition of common shares via exercise of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
| ||||
| e) | Date of the transaction | June 13, 2023 | ||||
| f) | Place of the transaction | outside a trading venue | ||||
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Julian Barnes | ||||
| 2. | Reason for the notification | |||||
| a) | Position / status | Non-Executive Director | ||||
| b) | Initial notification / amendment | Initial notification | ||||
| 3. | Details of the issuer , emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Thor Explorations Ltd | ||||
| b) | LEI | 213800AXZ8468CQYVT76 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the financial instrument, type of instrument Identification Code | Common Shares of no par value
| ||||
| b) | Nature of the transaction(s) | Acquisition of common shares via exercise of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
| ||||
| e) | Date of the transaction | June 13, 2023 | ||||
| f) | Place of the transaction | outside a trading venue | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the financial instrument, type of instrument Identification Code | Common Shares of no par value
| ||||
| b) | Nature of the transaction(s) | Acquisition of common shares via exercise of options and net settlement | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
| ||||
| e) | Date of the transaction | June 13, 2023 | ||||
| f) | Place of the transaction | outside a trading venue | ||||
 |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Adrian Coates | ||||
| 2. | Reason for the notification | |||||
| a) | Position / status | Non-Executive Chairman | ||||
| b) | Initial notification / amendment | Initial notification | ||||
| 3. | Details of the issuer , emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Thor Explorations Ltd | ||||
| b) | LEI | 213800AXZ8468CQYVT76 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the financial instrument, type of instrument Identification Code | Common Shares of no par value
| ||||
| b) | Nature of the transaction(s) | Acquisition of common shares via exercise of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
| ||||
| e) | Date of the transaction | June 13, 2023 | ||||
| f) | Place of the transaction | outside a trading venue | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the financial instrument, type of instrument Identification Code | Common Shares of no par value
| ||||
| b) | Nature of the transaction(s) | Acquisition of common shares via exercise of options and net settlement | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
| ||||
| e) | Date of the transaction | June 13, 2023 | ||||
| f) | Place of the transaction | outside a trading venue | ||||
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