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Tawana Resources Nl - Cleansing Notice And Appendix 3b

Release Date: 22/07/2016 13:45:00      Code(s): TAW     
Tawana Resources NL
(Incorporated in Australia)
(Registration number ACN 085 166 721)
Share code on the JSE Limited: TAW
JSE ISIN: AU0000TAWDA9
Share code on the Australian Stock Exchange Limited: TAW
ASX ISIN: AU000000TAW7
(?the Company? or ?Tawana?)



CLEANSING NOTICE AND APPENDIX 3B

Further to the ASX announcement of 11 July 2016, Tawana Resources NL (?Tawana? or the
?Company?) is pleased to announce that tranche 1 of the capital raising has been completed
and 19,620,000 ordinary shares at an issue price $0.025 per share were issued today to
sophisticated investors.

Tranche 2 of 50,400,000 shares at an issue price of $0.025 per share is subject to
shareholder approval on 23 August 2016 as outlined in the Notice of General Meeting
announced on 21 July 2016.

The funds raised will be used to advance exploration on its recently acquired Mt Belches
Lithium Projects (also subject to shareholder approval).

With reference to the 19,600,000 shares issued today, in accordance with section 708A(6) of
the Corporations Act 2001 (Cth) (Corporations Act), the Company gives notice under
paragraph 708A(5)(e) that
    1. The shares were issued under a placement without disclosure to investors under
       Part 6D.2 of the Corporations Act.
    2. As at the date of this notice:
        a. The Company has complied with the provisions of Chapter 2M of the
            Corporations Act as it applies to the Company;
        b. The Company has complied with section 674 of the Corporations Act; and
        c. There is no excluded information within the meaning of sections 708A(7) and
            708A(8) of the Corporations Act which is required to be disclosed under section
            708A(6)(e) of the Corporations Act.
        d.
For and on behalf of the Board
Michael Naylor
Director and Company Secretary


22 July 2016

Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd



                                                                    Rule 2.7, 3.10.3, 3.10.4, 3.10.5

                                Appendix 3B
                       New issue announcement,
            application for quotation of additional securities
                             and agreement
Information or documents not available now must be given to ASX as soon as available. Information and
documents given to ASX become ASX?s property and may be made public.
Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12



Name of entity
TAWANA RESOURCES NL


ABN
69 085 166 721


We (the entity) give ASX the following information.



Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).

 1        +Class  of +securities issued or               Fully Paid Ordinary Shares
          to be issued


 2        Number of +securities issued                   19,620,000
          or to be issued (if known) or
          maximum number which may
          be issued




 3        Principal     terms   of    the                Fully Paid Ordinary Shares
          +securities (eg, if options,
          exercise price and expiry date;
          if partly paid +securities, the
          amount outstanding and due
          dates     for    payment;     if
          +convertible securities, the
          conversion price and dates for
          conversion)
4    Do the +securities rank equally      Yes
     in all respects from the date of
     allotment with an existing +class
     of quoted +securities

     If the additional securities do
     not rank equally, please state:
     - the date from which they do
     - the extent to which they
        participate for the next
        dividend, (in the case of a
        trust,    distribution)      or
        interest payment
     - the extent to which they do
        not rank equally, other than
        in relation to the next
        dividend, distribution or
        interest payment

5    Issue price or consideration         $0.025 per share ($490,500)


6    Purpose of the issue                 As announced on 11 July 2016, the funds will be used
     (If issued as consideration for      to advance exploration on its recently acquired Mt
     the acquisition of assets, clearly   Belches Lithium Projects.
     identify those assets)




6a   Is the entity an +eligible entity    No
     that has obtained security
     holder approval under rule 7.1A

     If Yes, complete sections 6b ? 6h
     in relation to the +securities the
     subject of this Appendix 3B, and
     comply with section 6i

6b   The date the security holder         N/A
     resolution under rule 7.1A was
     passed

6c   Number of +securities issued         19,620,000
     without security holder approval
     under rule 7.1

6d   Number of +securities issued         N/A
     with security holder approval
     under rule 7.1A

6e   Number of +securities issued         NA
     with security holder approval
     under rule 7.3, or another
     specific security holder approval
     (specify date of meeting)
6f   Number of securities issued          N/A
     under an exception in rule 7.2

6g   If securities issued under rule      N/A
     7.1A, was issue price at least 75percent
     of 15 day VWAP as calculated
     under rule 7.1A.3 Include the
     issue date and both values.
     Include the source of the VWAP
     calculation.

6h   If securities were issued under      N/A
     rule    7.1A     for    non-cash
     consideration, state date on
     which         valuation       of
     consideration was released to
     ASX Market Announcements

6i   Calculate the entity?s remaining     7.1 ? 28,825
     issue capacity under rule 7.1 and    7.1A - N/A
     rule 7.1A ? complete Annexure 1
     and release to ASX Market
     Announcements

7    Dates of entering +securities        22 July 2016
     into uncertificated holdings or
     despatch of certificates



                                          Number         +Class

8    Number and +class of all             167,145,502    Ordinary   Fully   Paid
     +securities    quoted on ASX                        Shares
     (including the securities in
     section 2 if applicable)
                                                         Number       +Class

9    Number and                   +class
                              of all                        500,000   Options ($0.36, 12 Dec 2016)
     +securities not quoted on ASX                           75,000   Class A Incentive Options
                                                                      ($0.30, 12 Dec 2016)
     (including the securities in
                                                            550,000   Class F Incentive Options
     section 2 if applicable)                                         ($0.178, 26 May 2018)
                                                          2,500,000   Class G Placement Options ($0.035,
                                                                      15 June 2018)
                                                          3,000,000   Class H Incentive Options ($0.06, 30
                                                                      June 2019)

10   Dividend policy (in the case of a                   Unchanged
     trust, distribution policy) on the
     increased capital (interests)



Part 2 - Bonus issue or pro rata issue
11   Is security holder approval                        N/A
     required


12   Is the issue renounceable or non-                   N/A
     renounceable

13   Ratio in which the                    +securities
                                                         N/A
     will be offered

14   +Class  of +securities to which the                 N/A
     offer relates

15   +Record   date to determine
     entitlements                                        N/A

16   Will holdings on different                          N/A
     registers (or subregisters) be
     aggregated    for   calculating
     entitlements

17   Policy for deciding entitlements                    N/A
     in relation to fractions


18   Names of countries in which the                     N/A
     entity has +security holders who
     will not be sent new issue
     documents
     Note: Security holders must be told how their
     entitlements are to be dealt with.

     Cross reference: rule 7.7.


19   Closing date for receipt of                         N/A
     acceptances or renunciations
20   Names of any underwriters                           N/A



21   Amount of any underwriting fee                      N/A
     or commission

22   Names of any brokers to the                         N/A
     issue


23   Fee or commission payable to the                    N/A
     broker to the issue

24   Amount of any handling fee                          N/A
     payable to brokers who lodge
     acceptances or renunciations on
     behalf of +security holders

25   If the issue is contingent on                       N/A
     +security holders? approval, the

     date of the meeting

26   Date entitlement and acceptance                     N/A
     form and prospectus or Product
     Disclosure Statement will be sent
     to persons entitled

27   If the entity has issued options,                   N/A
     and the terms entitle option
     holders    to    participate  on
     exercise, the date on which
     notices will be sent to option
     holders

28   Date rights trading will begin (if                  N/A
     applicable)

29   Date rights trading will end (if                    N/A
     applicable)

30   How do +security holders sell                       N/A
     their entitlements in full through
     a broker

31   How do +security holders sell                       N/A
     part of their entitlements
     through a broker and accept for
     the balance

32   How do +security holders dispose                    N/A
     of their entitlements (except by
     sale through a broker)
 33      +Despatch    date                               N/A



Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities

 34      Type of securities
         (tick one)

 (a)     -      Securities described in Part 1


 (b)            All other securities
                 Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid,
                employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible
                securities



Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or
documents


              
                1 - 1,000
                1,001 - 5,000
                5,001 - 10,000
                10,001 - 100,000
                100,001 and over

                                                                       
37            A copy of any trust deed for the additional +securities
              

              Entities that have ticked box 34(b)

38    Number of securities for which
      +quotation is sought




39    Class of +securities for which
      quotation is sought


40    Do the +securities rank equally in
      all respects from the date of
      allotment with an existing +class
      of quoted +securities

      If the additional securities do not
      rank equally, please state:
      - the date from which they do
      - the extent to which they
        participate for the next
        dividend, (in the case of a
        trust, distribution) or interest
        payment
        the extent to which they do
        not rank equally, other than in
        relation to the next dividend,
        distribution or interest
        payment

41    Reason for request for quotation
      now
      Example: In the case of restricted securities, end
      of restriction period


      (if issued upon conversion of
      another security, clearly identify
      that other security)



                                                           Number   +Class

 42   Number and +class of all
      +securities   quoted on ASX
      (including the securities in clause
      38)                          
      
Quotation agreement

1      +Quotation of our additional +securities is in ASX?s absolute discretion. ASX
       may quote the +securities on any conditions it decides.

2      We warrant the following to ASX.

       -      The issue of the +securities to be quoted complies with the law and is
              not for an illegal purpose.

       -      There is no reason why those +securities should not be granted
              +quotation.



       -      An offer of the +securities for sale within 12 months after their issue
              will not require disclosure under section 707(3) or section 1012C(6) of
              the Corporations Act.
              Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be
              able to give this warranty


       -      Section 724 or section 1016E of the Corporations Act does not apply to
              any applications received by us in relation to any +securities to be
              quoted and that no-one has any right to return any +securities to be
              quoted under sections 737, 738 or 1016F of the Corporations Act at the
              time that we request that the +securities be quoted.

       -      If we are a trust, we warrant that no person has the right to return the
              +securities to be quoted under section 1019B of the Corporations Act at

              the time that we request that the +securities be quoted.

3      We will indemnify ASX to the fullest extent permitted by law in respect of any
       claim, action or expense arising from or connected with any breach of the
       warranties in this agreement.

4      We give ASX the information and documents required by this form. If any
       information or document not available now, will give it to ASX before
       +quotation of the +securities begins. We acknowledge that ASX is relying on

       the information and documents. We warrant that they are (will be) true and
       complete.



Sign here:        ................... ........................ ?.        Date: 22 July 2015
                  (Company secretary)

Print name:       Michael Naylor
                      Appendix 3B ? Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A for
+eligible entities
Introduced 01/08/12



Part 1

                      Rule 7.1 ? Issues exceeding 15 percent of capital

 Step 1: Calculate ?A?, the base figure from which the placement
 capacity is calculated

 Insert number of fully paid ordinary                                                 73,762,751
 securities on issue 12 months before date
 of issue or agreement to issue

 Add the following:
                                                  34,406,658 (Rights Issue 3 June 2016)
 -    Number of fully paid ordinary securities
      issued in that 12 month period under an     39,356,093 (Rights Issue Shortfall 16 June 2016)
      exception in rule 7.2

 -    Number of fully paid ordinary securities
      issued in that 12 month period with
      shareholder approval

 -    Number of partly paid ordinary securities
      that became fully paid in that 12 month
      period

 Note:
 - Include only ordinary securities here ?
    other classes of equity securities cannot
    be added
 - Include here (if applicable) the securities
    the subject of the Appendix 3B to which
    this form is annexed
 - It may be useful to set out issues of
    securities on different dates as separate
    line items
 Subtract the number of fully paid ordinary                                                      -
 securities cancelled during that 12 month
 period

 ?A?                                                                                147,525,502
Step 2: Calculate 15percent of ?A?

?B?                                            0.15

                                               [Note: this value cannot be changed]

Multiply ?A? by 0.15                                                             22,128,825

Step 3: Calculate ?C?, the amount of placement capacity under rule
7.1 that has already been used

Insert number of equity securities issued or              2 500 000 options (16 June 2016)
agreed to be issued in that 12 month period
not counting those issued:                     19 600 000 fully paid ordinary shares (22
                                               July 2016)
-   Under an exception in rule 7.2

-   Under rule 7.1A

-   With security holder approval under rule
    7.1 or rule 7.4

Note:
- This applies to equity securities, unless
   specifically excluded ? not just ordinary
   securities
- Include here (if applicable ) the
   securities the subject of the Appendix
   3B to which this form is annexed
- It may be useful to set out issues of
   securities on different dates as separate
   line items
?C?                                                                              22 100 000

Step 4: Subtract ?C? from [?A? x ?B?] to calculate remaining
placement capacity under rule 7.1

?A? x 0.15                                                                       22,128,825

Note: number must be same as shown in
Step 2

Subtract ?C?                                                                     22,100,000

Note: number must be same as shown in
Step 3

Total [?A? x 0.15] ? ?C?                                                                28,825

                                               [Note: this is the remaining placement
                                               capacity under rule 7.1]
Part 2

      Rule 7.1A ? Additional placement capacity for eligible entities

Step 1: Calculate ?A?, the base figure from which the placement
capacity is calculated

?A?                                             Not Applicable

Note: number must be same as shown in
Step 1 of Part 1

Step 2: Calculate 10percent of ?A?

?D?                                             0.10

                                                Note: this value cannot be changed

Multiply ?A? by 0.10

Step 3: Calculate ?E?, the amount of placement capacity under rule
7.1A that has already been used

Insert number of equity securities issued or
agreed to be issued in that 12 month period
under rule 7.1A

Notes:
- This applies to equity securities ? not
   just ordinary securities
- Include here ? if applicable ? the
   securities the subject of the Appendix
   3B to which this form is annexed
- Do not include equity securities issued
   under rule 7.1 (they must be dealt with
   in Part 1), or for which specific security
   holder approval has been obtained
- It may be useful to set out issues of
   securities on different dates as separate
   line items
?E?
Step 4: Subtract ?E? from [?A? x ?D?] to calculate remaining
placement capacity under rule 7.1A

?A? x 0.10

Note: number must be same as shown in
Step 2

Subtract ?E?

Note: number must be same as shown in
Step 3

Total [?A? x 0.10] ? ?E?                Note: this is the remaining placement
                                        capacity under rule 7.1A

Date: 22/07/2016 01:45:00 Supplied by www.sharenet.co.za                     
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