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Tawana Resources Nl - Appendix 3b

Release Date: 09/06/2017 09:36:00      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 Securities Exchange Limited: TAW
ASX ISIN: AU000000TAW7
(?the Company? or ?Tawana?)


                                                                                                    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 to      Fully Paid Ordinary Shares
     be issued


 2   Number of +securities issued or           24,100,000
     to be issued (if known) or
     maximum number which may be
     issued


 3   Principal terms of the +securities        Fully Paid Ordinary Shares
     (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 in
     all respects from the date of             Yes
     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             $0.25 per share


6    Purpose of the issue                           (a) The funds will primarily be used to advance
     (If issued as consideration for the                the Bald Hill Lithium and Tantalum Project
     acquisition of assets, clearly                     in order to meet the projected start of
     identify those assets)                             commissioning in late 2017 and for working
                                                        capital. In particular, the funds will be used
                                                        to complete resource drilling, ordering long
                                                        lead capital items, complete detailed design
                                                        and commence engineering on the DMS
                                                        circuit, civil works, earthworks, mechanical
                                                        and electrical works, mobilisation of
                                                        engineers, site establishment and associated
                                                        project works.


6a   Is the entity an +eligible entity that   No
     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             N/A
     without security holder approval
     under rule 7.1

6d   Number of +securities issued with        N/A
     security holder approval under rule
     7.1A
6e   Number of +securities issued with      N/A
     security holder approval under rule
     7.3, or another specific security
     holder approval (specify date of
     meeting)

6f   Number of securities issued under      N/A
     an exception in rule 7.2

6g   If securities issued under rule        N/A
     7.1A, was issue price at least 75%
     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 rule   N/A
     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 ? 66,317,655
     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 into     08 May 2017
     uncertificated holdings or despatch
     of certificates


                                            Number             +Class

8    Number and +class of all               442,117,700        Ordinary   Fully   Paid
     +securities    quoted on ASX                              Shares
     (including the securities in section
     2 if applicable)
                                                Number      +Class

9    Number and            +classof all         550,000     Class F Incentive Options
     +securities not quoted on ASX                          ($0.178, 26 May 2018)
     (including the securities in section       2,500,000   Class G Placement Options
                                                            ($0.035, 15 June 2018)
     2 if applicable)                           3,000,000   Class H Incentive Options
                                                            ($0.06, 30 June 2019)
                                                2,000,000   Class I Incentive Options
                                                            ($0.06, 30 June 2019)
                                                2,625,000   Class J Incentive Options
                                                            ($0.13, 7 January 2020)
                                                500,000     Class K Incentive Options
                                                            ($0.16, 1 March 2019)
                                                1,500,000   Class L Incentive Options
                                                            ($0.16, 15 March 2020)
                                                750,000     Class M Incentive Options
                                                            ($0.18, 8 May 2020)
                                                500,000     Class N Incentive Options
                                                            ($0.23, 27 March 2020)
                                                3,000,000   Class O Corporate Advisor Options,
                                                            ($0.20, 12 April 2020)
                                                3,000,000   Class P Corporate Advisor Options
                                                            ($0.25, 12 April 2020)
                                                            Class Q Corporate Advisor Options
                                                3,000,000   ($0.30, 12 April 2020)



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 will        N/A
     be offered

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

15   +Record        date     to     determine   N/A
     entitlements

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

17   Policy for deciding entitlements in        N/A
     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 or          N/A
     commission

22   Names of any brokers to the issue          N/A


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

24   Amount of any handling fee payable         N/A
     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, and       N/A
     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 their          N/A
     entitlements in full through a
     broker?
 31      How do +security holders sell part       N/A
         of their entitlements through a
         broker and accept for the balance?

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

 33      +Issue   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


 35          If the +securities are +equity securities, the names of the 20 largest holders of the
             additional +securities, and the number and percentage of additional +securities held by
             those holders



 36          If the +securities are +equity securities, a distribution schedule of the additional
             +securities setting out the number of holders in the categories

                  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      +Quotationof 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: 9 June 2017
                    (Company secretary)

Print name:         Michael Naylor

09 June 2017
Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd
                      



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% of capital

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

 Insert number of fully paid ordinary                                            108,169,409
 securities on issue 12 months before date
 of issue or agreement to issue

 Add the following:                                 39,356,093 (Rights Issue shortfall 16 June
                                                                                         2016)
 ?    Number of fully paid ordinary securities
      issued in that 12 month period under               19,620,000 (ratified and approved at
      an exception in rule 7.2                    shareholder meeting dated 23 August 2016 )

 ?    Number of fully paid ordinary securities           90,380,000 (approved at shareholder
      issued in that 12 month period with                     meeting dated 23 August 2016)
      shareholder approval
                                                  1,000,000 Options (exercise of options on 24
 ?    Number of partly paid ordinary                                         November 2016)
      securities that became fully paid in that
      12 month period                              29,628,825 (ratified at shareholder meeting
                                                                     dated 23 December 2016)
 Note:
 ? Include only ordinary securities here ?          5,000,000 (ratified at shareholder meeting
    other classes of equity securities                               dated 23 December 2016)
    cannot be added
 ? Include here (if applicable) the                      27,200,175 (approved at shareholder
    securities the subject of the Appendix                 meeting dated 23 December 2016)
    3B to which this form is annexed
 ? It may be useful to set out issues of                 50,000,000 (approved at shareholder
    securities on different dates as                       meeting dated 23 December 2016)
    separate line items
                                                  3,171,000 (approved at shareholder meeting
                                                                   dated 23 December 2016)

                                                     7,092,198 Shares (ratified at shareholder
                                                                meeting dated 23 May 2017)

                                                     1,500,000 Shares (ratified at shareholder
                                                                meeting dated 23 May 2017)

                                                   35,900,000 (ratified at shareholder meeting
                                                                            dated 6 June 2017)

                                                         24,100,000 (approved at shareholder
                                             meeting dated 6 June 2017)

Subtract the number of fully paid ordinary                            -
securities cancelled during that 12 month
period

?A?                                                        442,117,700
Step 2: Calculate 15% of ?A?

?B?                                            0.15

                                               [Note: this value cannot be changed]

Multiply ?A? by 0.15                                                            66,317,655

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
agreed to be issued in that 12 month period
not counting those issued:

?   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?                                                                                      -

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

?A? x 0.15                                                                      66,317,655

Note: number must be same as shown in
Step 2

Subtract ?C?                                                                             -

Note: number must be same as shown in
Step 3

Total [?A? x 0.15] ? ?C?                                                        66,317,655
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 10% 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: 09/06/2017 09:36:00 Supplied by www.sharenet.co.za                     
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