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TAWANA RESOURCES NL - Appendix 3B New Issue announcement

Release Date: 15/06/2015 10:45:00      Code(s): TAW       PDF(s):  
Appendix 3B New Issue announcement

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”)

                                         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      Class F Incentive Options
       or to be issued


 2     Number      of +securities        11,000,000
       issued or to be issued (if
       known) or maximum number
       which may be issued


 3     Principal    terms     of  the    Options
       +securities (eg, if options,      Exercise Price - $0.0089
       exercise price and expiry         Expiry Date – 26 May 2018
       date;     if    partly    paid    Vest immediately
       +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        No, the incentive options represent a new class of
     in all respects from the date of       security (Class F).
     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           Incentive options were issued for nil cash
                                            consideration.

6    Purpose of the issue                   Issued in connection with the remuneration of a
     (If issued as consideration for        Director and key senior staff.
     the acquisition of assets, clearly
     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           N/A
     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        N/A
     issue capacity under rule 7.1
     and rule 7.1A – complete
     Annexure 1 and release to ASX
     Market Announcements

7    Dates of entering +securities      12/06/2015
     into uncertificated holdings or
     despatch of certificates


                                        Number          +Class
8    Number and +class of all           1,475,250,387   Ordinary   Fully   Paid
     +securities quoted on ASX                          Shares
     (including the securities in
     section 2 if applicable)
                                             Number       +Class
 9     Number and +class of all               1,250,000   Options (5c, 10 Nov 2015)
       +securities not quoted on ASX
                                             10,000,000   Options (1.8c, 12 Dec 2016)
       (including the securities in
       section 2 if applicable)              26,500,000   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)
                                             10,000,000   Class D Performance Options
                                             10,000,000   Class E Performance Options
                                             10,000,000   Class F Performance Options
                                             11,000,000   Class F Incentive Options
                                                                 (0.89c, 26 May 2018)

 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
       non-renounceable?

 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 +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: 15 June 2015
                  (Company secretary)

Print name:       Michael Naylor



15 June 2015

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
 securities on issue 12 months before date
 of issue or agreement to issue

 Add the following:

 •   Number of fully paid ordinary securities
     issued in that 12 month period under an
     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”
Step 2: Calculate 15% of “A”

“B”                                            0.15

                                               [Note: this value cannot be changed]

Multiply “A” by 0.15

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

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”

                                               [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”

 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: 15/06/2015 10:45:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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