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Section 708 Notice and Appendix 3B and Terms of Incentive Options
Tawana Resources NL
(Incorporated in Australia)
(Registration number ACN 085 166 721)
Share code on the JSE Limited: TAW
ISIN: AU000000TAW7
Share code on the Australian Stock Exchange Limited: TAW
ISIN: AU000000TAW7
(“Tawana” or “the Company”)
Section 708 Notice
Tawana Resources NL (ASX: TAW) - Secondary Trading Notice Pursuant To Section
708A(5)(E) Of The Corporations Act 2001
The Company gives this notice pursuant to section 708A(5)(e) of the Corporations Act 2001
(Cth) (“Act”).
The Company has issued options to acquire ordinary fully paid shares in the capital of the
Company (“Securities”) as per the Appendix 3B lodged with the ASX today.
The Company advises that the Securities were issued without disclosure to investors under
Part 6D.2 of the Act. The Company, as at the date of this notice, has complied with:
(a) the provisions of Chapter 2M of the Act as they apply to the Company; and
(b) section 674 of the Act.
As at the date of this notice there is no information that is excluded information for the
purposes of sections 708A(7) and (8) of the Act.
For further information:
Winton Willesee
Joint Company
Secretary
Tawana Resources NL
12 February 2014
Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd
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 Class C Incentive Options (3.9c, 20 Jan 2017)
be issued Class D Incentive Options (4.2c, 7 Feb 2017)
2 Number of +securities issued or to 1 million Class C Incentive Options (3.9c, 20 Jan
be issued (if known) or maximum 2017) 5 million Class D Incentive Options (4.2c, 7 Feb 2017)
number which may be issued
3 Principal terms of the +securities Terms and conditions of Class C and Class D
(eg, if options, exercise price and Incentive Options are attached.
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 No – the Class C and Class D Incentive Options
all respects from the date of represent new classes of securities.
allotment with an existing +class of
quoted +securities? Shares issued upon the exercise of the incentive options and
placement options will rank equally with existing fully paid
If the additional securities do ordinary shares.
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 Incentive Options were issued for nil cash consideration as part
of the remuneration package offered to certain Company
employees.
6 Purpose of the issue (If issued as Incentive Options were issued for nil cash consideration as part
consideration for the acquisition of of the remuneration package offered to certain Company employees
assets, clearly identify those
assets)
6a Is the entity an +eligible entity Yes
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 31 May 2013
resolution under rule 7.1A was
passed
6c Number of +securities issued 1 million Class C Incentive Options (3.9c, 20 Jan 2017)
without security holder approval 5 million Class D Incentive Options (4.2c, 7 Feb 2017)
under rule 7.1
6d Number of +securities issued Nil
with security holder approval
under rule 7.1A
6e Number of +securities issued Nil
with security holder approval
under rule 7.3, or another specific
security holder approval (specify
date of meeting)
6f Number of securities issued Nil
under 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 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 177,844,356 remaining under LR7.1
issue capacity under rule 7.1 and 122,562,904 remaining under LR7.1A
rule 7.1A – complete Annexure 1 and
release to ASX Market
Announcements
7 Dates of entering +securities into 12/02/2014
uncertificated holdings or despatch
of certificates
8 Number and +class of all Number +Class
+securities quoted on ASX 1,225,629,043 Ordinary Fully Paid Shares
(including the securities in
section 2 if applicable)
9 Number and +class of all Number +Class
+securities not quoted on ASX 25,000,000 Options (1c, 8 Mar 2014)
(including the securities in 5,000,000 Options (5c, 9 Sept 2014)
section 2 if applicable) 1,250,000 Options (5c, 10 Nov 2015)
28,500,000 Options (3.6c, 30 April 2015)
10,000,000 Options (1.8c, 12 Dec 2016)
10,000,000 Class A Performance Options
10,000,000 Class B Performance Options
10,000,000 Class C Performance Options
31,500,000 Class A Incentive Options
(1.5c, 12 Dec 2016)
10,000,000 Class B Incentive Options
(4.6c, 12 Dec 2016)
1,000,000 Class C Incentive Options
(3.9c, 20 Jan 2017)
5,000,000 Class D Incentive Options
(4.2c, 7 Feb 2017)
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 required
12 Is the issue renounceable or nonrenounceable
13 Ratio in which the +securities will be offered
14 +Class of +securities to which the offer relates
15 +Record date to determine entitlements
16 Will holdings on different registers (or subregisters) be
aggregated for calculating entitlements?
17 Policy for deciding entitlements in relation to fractions
18 Names of countries in which the 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 acceptances or renunciations
20 Names of any underwriters
21 Amount of any underwriting fee or commission
22 Names of any brokers to the issue
23 Fee or commission payable to the broker to the issue
24 Amount of any handling fee payable to brokers who lodge
acceptances or renunciations on behalf of +security holders
25 If the issue is contingent on +security holders’ approval, the
date of the meeting
26 Date entitlement and acceptance form and prospectus or Product
Disclosure Statement will be sent to persons entitled
27 If the entity has issued options,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 applicable)
29 Date rights trading will end (if applicable)
30 How do +security holders sell their entitlements in full through
a broker?
31 How do +security holders sell part of their entitlements through a
broker and accept for the balance?
32 How do +security holders dispose of their entitlements (except by
sale through a broker)
33 +Despatch date
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 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)
42 Number and +class of all Number +Class
+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: 12 February 2014
(Company secretary)
Print name: Winton Willesee
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 876,629,043
ordinary securities on issue 12
months before date of issue or
agreement to issue
Add the following: 25/02/2013 50,000,000
- Number of fully paid 13/08/2013 50,000,000
ordinary securities
issued in that 12 month 18/10/2013 244,000,000
period under an
exception in rule 7.2 18/12/2013 5,000,000
- 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” 1,225,629,043
Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15 183,844,356
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” 6,000,000
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15 183,844,356
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” 177,844,356
[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”
1,225,629,043
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 0.10 122,562,904
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 0.10 122,562,904
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” 122,562,904
Note: this is the remaining placement
capacity under rule 7.1A
Terms & Conditions
Class C Incentive Options
(3.9c, 20 January 2017)
1. General
1.1 No monies will be payable for the issue of the Incentive Options.
1.2 Each Incentive Option shall carry the right, subject to any Shareholder
approval required under the Corporations Act or the Listing Rules, to
subscribe for one fully paid ordinary share in the capital of the Company
(Share).
1.3 Subject to these terms, the Incentive Options will automatically vest upon the
completion of one consecutive year of full time employment with the Company
(Vesting Date) and are exercisable at any time after the Vesting Date until 20
January 2017 (Expiry Date).
1.4 The Options are forfeited if the Incentive Optionholder’s employment with the
Company ceases prior to the Options vesting.
1.5 Incentive Options may be exercised in whole or in part in parcels. An
exercise of only some Incentive Options shall not affect the rights of the party
holding the Option (Incentive Optionholder) to the balance of the Incentive
Options held by the Incentive Optionholder.
1.6 The exercise price of each Class C Incentive Option is AU$0.039, being the 5
day VWAP of Shares traded on the ASX as at 20 January 2014 (Exercise
Price).
1.7 The Exercise Price for the Incentive Options shall be payable in full on
exercise of those Incentive Options.
1.8 Incentive Options are only exercisable by the delivery to the registered office
of the Company of a notice in writing. The notice must specify the number of
Incentive Options being exercised and must be accompanied by:
(a) the option certificate for those Incentive Options for cancellation by the
Company; and
(b) payment of the Exercise Price for each Share to be issued on exercise
of the Incentive Options specified in the notice.
The notice is only effective (and only becomes effective) when the Company
has received value for the full amount of the Exercise Price (for example, if
the Exercise Price is paid by cheque, by clearance of that cheque) by the
Expiry Date.
1.9 The Company shall allot the resultant Shares and deliver the holding
statements within 10 Business Days of the exercise of the Incentive Options.
1.10 Incentive Options may be exercised into Shares to be held in the name of the
Incentive Optionholder's nominee.
1.11 The Incentive Options are transferable with Board approval. It is not intended
that an application will be made to ASX for the quotation of the Incentive
Options.
1.12 Shares allotted pursuant to an exercise of Incentive Options shall rank, from
the date of allotment, equally with existing Shares of the Company in all
respects.
1.13 The Company shall, in accordance with the Listing Rules, make application to
have Shares allotted pursuant to an exercise of Incentive Options listed for
official quotation on the ASX, if the Company is listed on the ASX at the time.
1.14 The Incentive Optionholder is not entitled to participate in any new issue of
securities to existing holders of Shares in the Company unless the Incentive
Optionholder exercises the Incentive Options before the record date for the
determination of entitlements to the new issue of securities and participates
as a result of being a holder of Shares. The Company must give the
Incentive Optionholder, in accordance with the Listing Rules, notice of any
new issue of securities before the record date for determining entitlements to
the new issue.
1.15 If there is a bonus share issue (Bonus Issue) to the holders of Shares, the
number of Shares over which an Incentive Option is exercisable will be
increased by the number of Shares which the Incentive Optionholder would
have received if the Incentive Option had been exercised before the record
date for the Bonus Issue (Bonus Shares). The Bonus Shares must be paid
up by the Company out of the profits or reserves (as the case may be) in the
same manner as was applied in the Bonus Issue and upon issue rank pari
passu in all respects with the other shares of that class on issue at the date of
issue of the Bonus Shares.
1.16 If there is a pro rata issue (other than a Bonus Issue) to the holders of Shares
during the currency, and prior to the exercise, of any Incentive Options, the
Exercise Price of an Incentive Option and the number of Shares over which
the Incentive Options are exercisable will not be adjusted.
1.17 If, prior to the expiry of any Incentive Options, there is a reorganisation of the
issued capital of the Company, then the rights of the Incentive Optionholder
(including the number of Incentive Options to which each Incentive
Optionholder is entitled and the Exercise Price) is changed to the extent
necessary to comply with the Listing Rules applying to a reorganisation of
capital at the time of the reorganisation.
1.18 The Incentive Options will not give any right to participate in dividends until
Shares are allotted pursuant to the exercise of the relevant Incentive Options.
2. Lapse of Incentive Options
2.1 Incentive Options not validly exercised on or before the Expiry Date will
automatically lapse.
2.2 If at any time prior to the Expiry Date an Incentive Optionholder dies, the
deceased Incentive Optionholder's legal personal representative may:
(a) elect to be registered as the new holder of the deceased Incentive
Optionholder's Incentive Options;
(b) whether or not he or she becomes so registered, exercise those
Incentive Options in accordance with and subject to these terms as if
he were the Incentive Optionholder of them; and
(c) if the deceased Incentive Optionholder had already given the
Company a notice of exercise of his or her Incentive Options, pay the
Exercise Price in respect of those Incentive Options.
2.3 Subject to clause 2.4, and notwithstanding that the Board has discretion to
waive this accelerated lapsing provision, in the event that the Incentive
Optionholder resigns as an employee of the Company, or is terminated by the
Company for any reason, the Incentive Options shall lapse 28 days following
the resignation or removal.
2.4 Clause 2.3 does not apply if any of the following change of control events
occur subsequent to the grant of the Options but prior to the cessation of the
Incentive Optionholder’s engagement with the Company:
(a) a party acquires a relevant interest in more than 50% of the Shares in
the Company under a scheme of arrangement between the Company
and its creditors or members or any class thereof pursuant to section
411 of the Corporations Act;
(b) a party acquires a relevant interest in more than 50% of the
Company’s ordinary Shares pursuant to a takeover bid; or
(c) a person or a group of associated persons becomes entitled to
sufficient Shares to give it or them the ability, in general meeting, to
replace all or a majority of the Board and such changes to the Board
are implemented.
Should any of the above change of control events occur subsequent to the
grant of the Options but prior to the cessation of the Incentive Optionholder’s
engagement with the Company, the Options will not lapse within 28 days of
the date of cessation of the Incentive Optionholder’s engagement with the
Company and the respective Expiry Date referred to in clause 1.3 will apply.
Terms & Conditions
Class D Incentive Options
(4.2c, 7 February 2017)
1. General
1.1 No monies will be payable for the issue of the Incentive Options.
1.2 Each Incentive Option shall carry the right, subject to any Shareholder approval
required under the Corporations Act or the Listing Rules, to subscribe for one fully paid
ordinary share in the capital of the Company (Share).
1.3 Subject to these terms, the Incentive Options will automatically vest upon the
completion of two consecutive years of full time employment with the Company
(Vesting Date) and are exercisable at any time after the Vesting Date until 7 February
2017 (Expiry Date).
1.4 The Options are forfeited if the Incentive Optionholder’s employment with the
Company ceases prior to the Options vesting.
1.5 Incentive Options may be exercised in whole or in part in parcels. An exercise of only
some Incentive Options shall not affect the rights of the party holding the Option
(Incentive Optionholder) to the balance of the Incentive Options held by the Incentive
Optionholder.
1.6 The exercise price of each Class C Incentive Option is AU$0.042, being 135% of the 5
day VWAP of Shares traded on the ASX as at 7 February 2014 (Exercise Price).
1.7 The Exercise Price for the Incentive Options shall be payable in full on exercise of
those Incentive Options.
1.8 Incentive Options are only exercisable by the delivery to the registered office of the
Company of a notice in writing. The notice must specify the number of Incentive
Options being exercised and must be accompanied by:
(a) the option certificate for those Incentive Options for cancellation by the Company;
and
(b) payment of the Exercise Price for each Share to be issued on exercise of the
Incentive Options specified in the notice.
The notice is only effective (and only becomes effective) when the Company
has received value for the full amount of the Exercise Price (for example, if
the Exercise Price is paid by cheque, by clearance of that cheque) by the
Expiry Date.
1.9 The Company shall allot the resultant Shares and deliver the holding statements within
10 Business Days of the exercise of the Incentive Options.
1.10 Incentive Options may be exercised into Shares to be held in the name of the Incentive
Optionholder's nominee.
1.11 The Incentive Options are transferable with Board approval. It is not intended that an
application will be made to ASX for the quotation of the Incentive Options.
1.12 Shares allotted pursuant to an exercise of Incentive Options shall rank, from the date
of allotment, equally with existing Shares of the Company in all respects.
1.13 The Company shall, in accordance with the Listing Rules, make application to have
Shares allotted pursuant to an exercise of Incentive Options listed for official quotation
on the ASX, if the Company is listed on the ASX at the time.
1.14 The Incentive Optionholder is not entitled to participate in any new issue of securities to
existing holders of Shares in the Company unless the Incentive Optionholder exercises
the Incentive Options before the record date for the determination of entitlements to the
new issue of securities and participates as a result of being a holder of Shares. The
Company must give the Incentive Optionholder, in accordance with the Listing Rules,
notice of any new issue of securities before the record date for determining entitlements
to the new issue.
1.15 If there is a bonus share issue (Bonus Issue) to the holders of Shares, the number of
Shares over which an Incentive Option is exercisable will be increased by the number of
Shares which the Incentive Optionholder would have received if the Incentive Option had
been exercised before the record date for the Bonus Issue (Bonus Shares). The Bonus
Shares must be paid up by the Company out of the profits or reserves (as the case may
be) in the same manner as was applied in the Bonus Issue and upon issue rank pari
passu in all respects with the other shares of that class on issue at the date of issue of
the Bonus Shares.
1.16 If there is a pro rata issue (other than a Bonus Issue) to the holders of Shares during the
currency, and prior to the exercise, of any Incentive Options, the Exercise Price of an
Incentive Option and the number of Shares over which the Incentive Options are
exercisable will not be adjusted.
1.17 If, prior to the expiry of any Incentive Options, there is a reorganisation of the issued
capital of the Company, then the rights of the Incentive Optionholder (including the
number of Incentive Options to which each Incentive Optionholder is entitled and the
Exercise Price) is changed to the extent necessary to comply with the Listing Rules
applying to a reorganisation of capital at the time of the reorganisation.
1.18 The Incentive Options will not give any right to participate in dividends until Shares are
allotted pursuant to the exercise of the relevant Incentive Options.
2 Lapse of Incentive Options
2.1 Incentive Options not validly exercised on or before the Expiry Date will automatically
lapse.
2.2 If at any time prior to the Expiry Date an Incentive Optionholder dies, the deceased
Incentive Optionholder's legal personal representative may:
(a) elect to be registered as the new holder of the deceased Incentive Optionholder's
Incentive Options;
(b) whether or not he or she becomes so registered, exercise those Incentive Options in
accordance with and subject to these terms as if he were the Incentive Optionholder
of them; and
(c) if the deceased Incentive Optionholder had already given the Company a notice of
exercise of his or her Incentive Options, pay the Exercise Price in respect of those
Incentive Options.
2.3 Subject to clause 2.4, and notwithstanding that the Board has discretion to waive this
accelerated lapsing provision, in the event that the Incentive Optionholder resigns as an
employee of the Company, or is terminated by the Company for any reason, the
Incentive Options shall lapse 28 days following the resignation or removal.
2.4 Clause 2.3 does not apply if any of the following change of control events occur
subsequent to the grant of the Options but prior to the cessation of the Incentive
Optionholder’s engagement with the Company:
(a) a party acquires a relevant interest in more than 50% of the Shares in the Company
under a scheme of arrangement between the Company and its creditors or members
or any class thereof pursuant to section 411 of the Corporations Act;
(b) a party acquires a relevant interest in more than 50% of the Company’s ordinary
Shares pursuant to a takeover bid; or
(c) a person or a group of associated persons becomes entitled to sufficient Shares to
give it or them the ability, in general meeting, to replace all or a majority of the Board
and such changes to the Board are implemented.
Should any of the above change of control events occur subsequent to the grant of the
Options but prior to the cessation of the Incentive Optionholder’s engagement with the
Company, the Options will not lapse within 28 days of the date of cessation of the Incentive
Optionholder’s engagement with the Company and the respective Expiry Date referred to
in clause 1.3 will apply.
Date: 13/02/2014 08:18:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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