Wrap Text
Completion of Acquisition of Cowan Lithium Project
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”)
Completion of Acquisition of Cowan Lithium Project
Tawana Resources NL (“Tawana” or the “Company”) advises that the vendors of
the Cowan and Yallari Lithium Projects (refer ASX announcement 6 March 2017)
have elected to receive $1,000,000 in cash and $1,000,000 in Tawana shares (50%
escrowed for 12 months).
Refer accompanying Appendix 3B and ASX releases 6 March 2017 and 11 July 2016
for full details. In addition, the company has issued options to key production
employees, details of which are also included in the Appendix 3B.
Cowan Project
The Cowan Project comprises three tenements totalling 159km2. The
tenements are adjacent to the Bald Hill Mine (Tawana earning 50%), at
which the Company is expected to commence lithium production in 2017.
The Cowan Project contains a large number of LCT pegmatites some of
which are proven to contain significant spodumene.
Yallari Project
The fourth tenement is a 41.2km2 application which forms part of the
Company’s Yallari Project, located 6km west of the Mt Marion lithium
mine (75km NW of the Cowan Project). The tenement contains numerous
pegmatites in the same host-rock sequence as Mt Marion and is located
close to the Depot Hill granodiorite. No exploration for lithium has been
undertaken to date, however the project is considered highly
prospective.
About Tawana (ASX & JSE: TAW)
Tawana Resources NL, is focussed on becoming a spodumene producer in 2017
with its high-quality lithium projects in Western Australia and Namibia.
Tawana’s principal projects are the Bald Hill Lithium and Tantalum Mine (earning
a 50% interest) and the adjacent Cowan Lithium Project. The projects have
numerous high quality spodumene-rich pegmatites, some of which have been
historically mined and processed for tantalum at the existing Bald Hill processing
facility.
The Company also owns rights to the giant Uis pegmatite tailings stockpile in
Namibia, estimated to be 20 million tonnes. Drilling has been completed
confirming the presence of lithium. Metallurgical test work to confirm acceptable
recoverable grades has commenced and if favourable, there is potential for a low
capex/opex operation.
The Company also owns the Mofe Creek Iron Ore Project in coastal Liberia. The
deposits are characterised by exceptionally coarse grained, high-grade free-dig,
itabirite that have the potential to deliver a premium, low cost product. The
Company is completing a Mineral Development Agreement (“MDA”) with the
Government of Liberia and is considering initially collaborating with owners of the
under-utilized port of Monrovia or others with a desire to develop a low capital
cost DSO operation.
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 (a) Fully paid ordinary shares
to be issued (b) Fully paid ordinary shares
(c) Class K, L, M, N Incentive Options
2 Number of +securities issued (a) 3,546,099
or to be issued (if known) or (b) 3,546,099
maximum number which may (c) 3,250,000 Incentive Options
be issued
3 Principal terms of the (a) Fully paid ordinary shares
+securities (eg, if options, (b) Fully paid ordinary shares
exercise price and expiry date; (c) Class K, L, M, N Incentive Options, (exercise
if partly paid +securities, the price of $0.16 to $0.23 and expiry date of 1 March
amount outstanding and due 2019 to 8 May 2020)
dates for payment; if
+convertible securities, the
conversion price and dates for
conversion)
4 Do the +securities rank equally (a) Yes
in all respects from the date of (b) Yes but note they are subject to a trading
allotment with an existing +class restriction until 6 March 2018
of quoted +securities? (c) No, the incentive options represent a new
class of security
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 (a) Nil, deemed price of $0.141 per share,
consideration for acquisition of Cowan and Yallari
Lithium Projects as outlined in ASX release 6 March
2017.
(b) Nil, deemed price of $0.141 per share,
consideration for acquisition of Cowan and Yallari
Lithium Projects as outlined in ASX release 6 March
2017.
(c) The incentive options were issued for nil
consideration.
6 Purpose of the issue (a) Consideration for acquisition of Cowan and
(If issued as consideration for Yallari Lithium Projects.
the acquisition of assets, clearly (b) Consideration for acquisition of Cowan and
identify those assets) Yallari Lithium Projects.
(c) Incentive Options were issued to employees
and consultants in accordance with the Company’s
Employee Option Incentive Plan.
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 7,092,198 Fully paid ordinary shares
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 N/A
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 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 7.1 – 44,936,627
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 27 March 2017
into uncertificated holdings or
despatch of certificates
Number +Class
8 Number and +class of all 382,117,700 Ordinary Fully Paid
+securities quoted on ASX Shares
(including the securities in
section 2 if applicable)
Number Class
+
9 Number and +class of all 550,000 Class F Incentive Options
+securities not quoted on ASX ($0.178, 26 May 2018)
2,500,000 Class G Placement Options
(including the securities in ($0.035, 15 June 2018)
section 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)
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 N/A
entitlements
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 N/A
the 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 +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
?the securities are equitythe numberthe names of the of additional securities
35 If + +
securities, 20 largest holders of the
+
additional securities, and and percentage +
held by those holders
?the securities are equity securities, a distribution schedule of the additional
36 If + +
+
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
?copy of any trust deed for the additional
37 A +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: 27 March 2017
(Company secretary)
Print name: Michael Naylor
28 March 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 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 39,356,093 (Rights Issue shortfall 16 June
issued in that 12 month period under 2016)
an exception in rule 7.2
19,620,000 (ratified and approved at
• Number of fully paid ordinary securities shareholder meeting dated 23 August 2016 )
issued in that 12 month period with
90,380,000 (approved at shareholder
shareholder approval
meeting dated 23 August 2016)
• Number of partly paid ordinary
1,000,000 Options (exercise of options on
securities that became fully paid in that
24 November 2016)
12 month period
29,628,825 (ratified at shareholder meeting
Note:
dated 23 December 2016)
• Include only ordinary securities here –
other classes of equity securities 5,000,000 (ratified at shareholder meeting
cannot be added dated 23 December 2016)
• Include here (if applicable) the
securities the subject of the Appendix 27,200,175 (approved at shareholder
3B to which this form is annexed meeting dated 23 December 2016)
• 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)
Subtract the number of fully paid ordinary -
securities cancelled during that 12 month
period
“A” 373,525,502
Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15 56,028,825
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 (refer appendix 3B on 16
agreed to be issued in that 12 month period June 2016)
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 7,092,198 Shares (27 March 2017)
• 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” 11,092,198
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15 56,028,825
Note: number must be same as shown in
Step 2
Subtract “C” 11,092,198
Note: number must be same as shown in
Step 3
Total [“A” x 0.15] – “C” 44,936,627
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: 28/03/2017 08:52:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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