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TAWANA RESOURCES NL - Tawana receives second tranche of funding and appendix 3B

Release Date: 16/11/2017 09:55:00      Code(s): TAW       PDF(s):  
Tawana receives second tranche of funding 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”)


Tawana receives Second Tranche of Funding and Appendix 3B

Further to the ASX announcements of 20 and 25 October 2017, Tawana Resources NL (ASX:TAW)
(Tawana) is pleased to announce it has received $15 million from German company Weier
Antriebe und Energietechnik GmbH (Weier) in equity funding as part of a $25 million funding
package.

This payment to Tawana completes the second and final of two tranches of the placement to
Weier. Details as follows:
-       Tranche 1: 14,285,714 shares at an issue price of $0.35 (settled on 25 October) and
-       Tranche 2: 42,857,143 shares at an issue price of $0.35 (refer Appendix 3B attached);

The placement is all within the Company’s 15% placement capacity and Weier consequently
holds approximately 11.4% of the issued capital of Tawana.

Tawana will also receive $5m in financing from a nominee of Weier. The binding loan
agreement is expected to be finalised by the end of November 2017.
Weier is a 100% owned subsidiary of lithium industry specialist Jiangte Special Electric Motor
Co. Ltd (JSMC), a company listed on the Shenzhen Stock Exchange.

Managing Director Mark Calderwood stated: “We are delighted with the support from
a company of such calibre as Weier as we advance towards first shipment, which is
expected in the first quarter of 2018.”
                                             

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                42,857,143
             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                   $0.35 per share


6             Purpose of the issue                          Development and exploration at the Bald Hill
              (If issued as consideration for the           Project and working capital.
              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 resolution
             under rule 7.1A was passed                      N/A

6c   Number of +securities issued             
     without security holder approval                        N/A                   
     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 – 1,070,164
     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                    15 November 2017
     uncertificated holdings or despatch
     of certificates



                                              Number             +Class
8    Number and   +class of all +securities   503,280,941        Ordinary Fully Paid
     quoted on ASX (including the                                Shares
     securities in section 2 if applicable)
                                               Number      +Class
9    Number and   +class of all +securities   400,000     Class F Incentive Options
     not quoted on ASX (including the                     ($0.178, 26 May 2018)
     securities in section 2 if applicable)   2,500,000   Class G Placement Options
                                                          ($0.035, 14 June 2018)
                                              3,000,000   Class H Incentive Options
                                                          ($0.06, 30 June 2019)
                                              1,000,000   Class I Incentive Options
                                                           ($0.06, 30 June 2019)
                                              2,250,000   Class J Incentive Options
                                                           ($0.13, 7 January 2020)
                                              1,500,000   Class L Incentive Options
                                                          ($0.16, 15 March 2020)
                                              620,000     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)
                                              3,000,000   Class Q Corporate Advisor Options
                                                          ($0.30, 12 April 2020)
                                              500,000     Director Options
                                                          ($0.20, 15 June 2020)
                                              8,000,000   Advisor Options
                                                          ($0. 30625, 19 July 2020)
                                              500,000     Class O Incentive Options, ($0.22, and
                                                          $0.24, 21 August 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 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                 - 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
                                                                                             
                       1,001 - 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: 16 November 2017
                 (Company secretary)

Print name:           Craig Hasson
                  

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                                         293,654,327
   securities on issue 12 months before date
   of issue or agreement to issue

   Add the following:                            1,000,000 Options (exercise of options on 24
                                                                               November 2016)
   •    Number of fully paid ordinary
        securities issued in that 12 month       27,200,175 (approved at shareholder meeting
        period under an exception in rule 7.2                        dated 23 December 2016)
                                                 50,000,000 (approved at shareholder meeting
   •    Number of fully paid ordinary                                dated 23 December 2016)
        securities issued in that 12 month
        period with shareholder approval         3,171,000 (approved at shareholder meeting
                                                                     dated 23 December 2016)
   •    Number of partly paid ordinary
        securities that became fully paid in      7,092,198 Shares (ratified at shareholder
                                                                  meeting dated 23 May 2017)
        that 12 month period
                                                 35,900,000 (ratified at shareholder meeting
   Note:                                                                  dated 6 June 2017)
   • Include only ordinary securities here –
      other classes of equity securities        24,100,000 (approved at shareholder meeting
      cannot be added                                                     dated 6 June 2017)
   • Include here (if applicable) the          3,405,000 (exercise of options on 1 November
      securities the subject of the Appendix                                           2017)
      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”                                                                        445,522,700
Step 2: Calculate 15% of “A”

“B”                                            0.15
                                               [Note: this value cannot be changed]

Multiply “A” by 0.15                                                          66,828,405

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        14,285,714 Fully Paid Ordinary Shares (Issued 24/10/2017)
period not counting those issued:
                                               8,000,000 options (Issued 19/07/2017)
•   Under an exception in rule 7.2
                                               615,384 Fully Paid Ordinary Shares  (Issued 06/11/2017)
   Under rule 7.1A
                                              
•   With security holder approval under
    rule 7.1 or rule 7.4                       42,857,143 Fully Paid Ordinary Shares
                                               (Issued 15/11/2017)
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”                                                                           65,758,241

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

“A” x 0.15                                                                    66,828,405
Note: number must be same as shown in
Step 2

Subtract “C”                                                                  65,758,241
Note: number must be same as shown in
Step 3

Total [“A” x 0.15] – “C”                                                       1,070,164


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



16 November 2017

Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd

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