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TAWANA RESOURCES NL - Appendix 3B New issue announcement pplication for quotation of additional securities and agreement

Release Date: 11/05/2018 09:25:00      Code(s): TAW       PDF(s):  
Appendix 3B New issue announcement pplication for quotation of additional securities and agreement

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”)


                                                                                                  Rule 2.7, 3.10.3, 3.10.4, 3.10.5

                                              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               Fully Paid Ordinary Shares
          to be issued


 2        Number of +securities issued                   250,000 Fully Paid Ordinary Shares
          or to be issued (if known) or
          maximum number which may
          be issued




+ See chapter 19 for defined terms.

01/08/2012                                                                                                  Appendix 3B Page 1
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New issue announcement


 3      Principal     terms   of    the    Fully Paid Ordinary Shares
        +securities (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)




+ See chapter 19 for defined terms.

Appendix 3B Page 2                                                      01/08/2012
                                                                             Appendix 3B
                                                                 New issue announcement



 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         $0.178 per share


 6      Purpose of the issue                 Exercise of Employee Incentive options
        (If issued as consideration for
        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




+ See chapter 19 for defined terms.

01/08/2012                                                                   Appendix 3B Page 3
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New issue announcement


 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 – 26,344,921
        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        10th May 2018
        into uncertificated holdings or
        despatch of certificates



                                             Number             +Class

 8      Number and          +class
                                 of all      554,334,489        Ordinary   Fully   Paid
        +securities    quoted on ASX                            Shares
        (including the securities in
        section 2 if applicable)




+ See chapter 19 for defined terms.

Appendix 3B Page 4                                                             01/08/2012
                                                                                  Appendix 3B
                                                                      New issue announcement



                                                 Number      +Class

 9      Number and          +class
                                 of all          150,000     Class F Incentive Options
        +securities not quoted on ASX                        ($0.178, 26 May 2018)
        (including the securities in             2,500,000   Class G Placement Options
        section 2 if applicable)                             ($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)
                                                 1,250,000   Class J Incentive Options
                                                             ($0.13, 7 January 2020)
                                                 1,000,000   Class L Incentive Options
                                                             ($0.16, 15 March 2020)
                                                 500,000     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)
                                                 7,346,940   Advisor Options
                                                             ($0. 30625, 19 July 2020)
                                                 500,000     Class O Incentive Options, ($0.22, and
                                                             $0.24, 21 August 2020)
                                                 2,000,000   Director Options
                                                             ($0.20, 20 December 2020)
                                                 1,000,000   Class S Incentive Options
                                                             ($0.50, 6 April 2021)


 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?




+ See chapter 19 for defined terms.

01/08/2012                                                                       Appendix 3B Page 5
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New issue announcement


 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 the                N/A
        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



+ See chapter 19 for defined terms.

Appendix 3B Page 6                                            01/08/2012
                                                                                                    Appendix 3B
                                                                                        New issue announcement


 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

+ See chapter 19 for defined terms.

01/08/2012                                                                                                Appendix 3B Page 7
Appendix 3B
New issue announcement



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

                                                          +securities
 37
             -copy of any trust deed for the additional
             A




+ See chapter 19 for defined terms.

Appendix 3B Page 8                                                                 01/08/2012
                                                                                  Appendix 3B
                                                                      New issue announcement


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)




+ See chapter 19 for defined terms.

01/08/2012                                                                     Appendix 3B Page 9
Appendix 3B
New issue announcement


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: 10 May 2018
                      (Company secretary)

Print name:           Claire O’Brien




+ See chapter 19 for defined terms.

Appendix 3B Page 10                                                                                               01/08/2012
                                                                             Appendix 3B
                                                                 New issue announcement



                      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
                                                                                     418,017,700
 Insert number of fully paid ordinary
 securities on issue 12 months before date
 of issue or agreement to issue

 Add the following:                                   35,900,000 (ratified at shareholder meeting
                                                                                dated 6 June 2017
 •    Number of fully paid ordinary securities
      issued in that 12 month period under         24,100,000 (approved at shareholder meeting
                                                                            dated 6 June 2017)
      an exception in rule 7.2
                                                   3,405,000 (exercise of options on 1 November
 •    Number of fully paid ordinary securities                                             2017)
      issued in that 12 month period with
      shareholder approval                        1,000,000 (exercise of options on 20 November
                                                                                           2017)
 •    Number of partly paid ordinary
      securities that became fully paid in that       14,285,714 (ratified at shareholder meeting
      12 month period                                                   dated 12 December 2017)

 Note:                                                42,857,143 (ratified at shareholder meeting
 • Include only ordinary securities here –                              dated 12 December 2017)
    other classes of equity securities
    cannot be added                                   696,530 (exercise of options on 11 January
                                                                                           2018)
 • Include here (if applicable) the
    securities the subject of the Appendix
                                                   326,530 (exercise of options on 10 April 2018)
    3B to which this form is annexed
 • It may be useful to set out issues of
                                                   250,000 (exercise of options on 10 May 2018)
    securities on different dates as
    separate line items
 Subtract the number of fully paid ordinary                                                     -
 securities cancelled during that 12 month
 period

 “A”
                                                                                   504,938,617




+ See chapter 19 for defined terms.

01/08/2012                                                                     Appendix 3B Page 11
Appendix 3B
New issue announcement




 Step 2: Calculate 15% of “A”

 “B”                                            0.15

                                                [Note: this value cannot be changed]
                                                75,740,793
 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
                                                615,384 Fully Paid Ordinary Shares (Issued
 agreed to be issued in that 12 month period
                                                06/11/2017)
 not counting those issued:
                                                47,930,488 shares (refer Appendix 3B - 17
 •   Under an exception in rule 7.2
                                                April 2018)
 •   Under rule 7.1A
                                                850,000 shares (refer Appendix 3B - 17 April
 •   With security holder approval under rule   2018)
     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”                                                                             49,395,872

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

 “A” x 0.15                                                                      75,740,793

 Note: number must be same as shown in
 Step 2

 Subtract “C”                                                                    49,395,872

 Note: number must be same as shown in
 Step 3

 Total [“A” x 0.15] – “C”                                                        26,344,921




+ See chapter 19 for defined terms.

Appendix 3B Page 12                                                                01/08/2012
                                                                              Appendix 3B
                                                                  New issue announcement


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 13
Appendix 3B
New issue announcement




 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



11 May 2018

Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Limited




+ See chapter 19 for defined terms.

Appendix 3B Page 14                                                          01/08/2012

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