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Exercise of Options, Cleansing Notice and Appendix 3B
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”)
EXERCISE OF OPTIONS, CLEANSING NOTICE AND
APPENDIX 3B
Tawana Resources NL (“Tawana” or the “Company”) has issued 1,000,000 fully
paid ordinary shares on the exercise of options with an exercise price of $0.06.
The options were issued to a former director of the Company following shareholder
approval at the Company’s General Meeting on 23 August 2016. See attached
Appendix 3B.
Tawana has issued these shares without disclosure to investors under section
708A(5) of the Corporations Act 2001 (Cth) (Corporations Act).
With reference to the shares issued, in accordance with section 708A(6) of the
Corporations Act, the Company gives notice under paragraph 708A(5)(e) that:
1. The shares were issued 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.
For and on behalf of the Board,
Michael Naylor
Company Secretary
25 November 2016
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 Fully paid ordinary shares
be issued
2 Number of +securities issued or 1,000,000
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 Yes
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 $0.06 per share.
6 Purpose of the issue Exercise of Options
(If issued as consideration for the
acquisition of assets, clearly
identify those assets)
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 7.1A, N/A
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 – 150,000
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 24 November 2016
uncertificated holdings or despatch
of certificates
Number +Class
8 Number and +class of all +securities 294,654,327 Ordinary Fully Paid
quoted on ASX (including the Shares
securities in section 2 if applicable)
Number +Class
9 Number and +class of all +securities 500,000 Options ($0.36, 12 Dec 2016)
not quoted on ASX (including the 75,000 Class A Incentive Options
securities in section 2 if applicable)
($0.30, 12 Dec 2016)
550,000 Class F Incentive Options
($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)
2,000,000 Class I 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 required? N/A
12 Is the issue renounceable or non- N/A
renounceable?
13 Ratio in which the +securities will be N/A
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 +security N/A
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 of N/A
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 +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: 25 November 2016
(Company secretary)
Print name: Michael Naylor
+ See chapter 19 for defined terms.
01/08/2012 Appendix 3B Page 9
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 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 39,356,093 (Rights Issue shortfall 16 June
securities issued in that 12 month
2016)
period under an exception in rule 7.2
19,620,000 (ratified and approved at
• Number of fully paid ordinary
securities issued in that 12 month shareholder meeting dated 23 August 2016 )
period with shareholder approval
90,380,000 (approved at shareholder
• Number of partly paid ordinary
securities that became fully paid in meeting dated 23 August 2016)
that 12 month period 1,000,000 (exercise of options on 24
Note: November 2016)
• 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” 258,525,502
+ See chapter 19 for defined terms.
01/08/2012 Appendix 3B Page 10
Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15 38,778,825
Step 3: Calculate “C”, the amount of placement capacity under rule
7.1 that has already been used
Insert number of equity securities issued 2,500,000 Options (refer appendix 3B on
or agreed to be issued in that 12 month 16 June 2016)
period not counting those issued:
1,500,000 Shares (refer appendix 3B on 24
• Under an exception in rule 7.2 August 2016)
• Under rule 7.1A 5,000,000 Shares (refer appendix 3B on 30
September 2016)
• With security holder approval under
rule 7.1 or rule 7.4 29,628,825 Shares (refer appendix 3B on 1
November 2016)
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” 38,628,825
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15 38,778,825
Note: number must be same as shown in
Step 2
Subtract “C” 38,628,825
Note: number must be same as shown in
Step 3
Total [“A” x 0.15] – “C” 150,000
+ See chapter 19 for defined terms.
01/08/2012 Appendix 3B Page 11
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”
+ See chapter 19 for defined terms.
01/08/2012 Appendix 3B Page 12
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
+ See chapter 19 for defined terms.
01/08/2012 Appendix 3B Page 13
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