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TAWANA RESOURCES NL - Issue of Shares and Cleansing Statement and amended Appendix 3B

Release Date: 02/07/2018 09:30:00      Code(s): TAW       PDF(s):  
Issue of Shares and Cleansing Statement and amended 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”)

Issue of Shares, Cleansing Statement and amended Appendix 3B

Tawana Resources NL (“Tawana” or the “Company”) advises that it has issued
4,000,000 fully paid ordinary shares on the exercise of options as per the Appendix
3B lodged today.

With reference to the shares issued, in accordance with section 708A(6) of the
Corporations Act 2001 (Cth) (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 further information, please contact:
Claire O’Brien
Company Secretary
Tawana Resources NL

2 July 2018

Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd



                                                                                                 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                  4,000,000 Fully Paid Ordinary Shares
            or to be issued (if known) or
            maximum number which may
            be issued


   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)
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               1,000,000 @ $0.06 per share
                                                1,000,000 @ $0.16 per share
                                                500,000 @ $0.18 per share
                                                1,500,000 @ $0.20 per share

6    Purpose of the issue                       Exercise of Employee Incentive options and
     (If issued as consideration for the        Director options
     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     7.1 – 83,413,636
     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   29 June 2018
     uncertificated     holdings     or
     despatch of certificates



                                          Number             +Class

8    Number and        +class of all      561,988,335        Ordinary   Fully   Paid
     +securities    quoted on ASX                            Shares
     (including the securities in
     section 2 if applicable)
                                             Number      +Class

 9    Number and        +class of all        3,000,000   Class H Incentive Options
      +securities not quoted on ASX                      ($0.06, 30 June 2019)
      (including the securities in           1,250,000   Class J Incentive Options
      section 2 if applicable)                           ($0.13, 7 January 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)
                                             6,346,940   Advisor Options
                                                         ($0. 30625, 19 July 2020)
                                             500,000     Class O Incentive Options, ($0.22, and
                                                         $0.24, 21 August 2020)
                                             1,000,000   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?

 13   Ratio in which the +securities will    N/A
      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 issue               N/A


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

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 part                N/A
          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


  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: 29 June 2018
              (Company secretary)

Print name:   Claire O’Brien
                      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                                           442,117,700
   securities on issue 12 months before date
   of issue or agreement to issue

   Add the following:                             3,405,000 (exercise of options on 1 November

   •   Number of fully paid ordinary                                                      2017)
       securities issued in that 12 month       1,000,000 (exercise of options on 20 November
       period under an exception in rule 7.2
                                                                                          2017)
   •   Number of fully paid ordinary
                                                     14,285,714 (ratified at shareholder meeting
       securities issued in that 12 month
       period with shareholder approval                              dated 12 December 2017)
   •   Number of partly paid ordinary                42,857,143 (ratified at shareholder meeting
       securities that became fully paid in                          dated 12 December 2017)
       that 12 month period
                                                    696,530 (exercise of options on 11 January
   Note:
   • Include only ordinary securities here –                                              2018)
      other classes of equity securities          326,530 (exercise of options on 10 April 2018)
      cannot be added
                                                  250,000 (exercise of options on 10 May 2018)
   • Include here (if applicable) the
      securities the subject of the Appendix    2,500,000 (exercise of options on 18 May 2018)
      3B to which this form is annexed          1,000,000 (exercise of options on 18 May 2018)
   • It may be useful to set out issues of
      securities on different dates as                47,930,488 shares (ratified at shareholder
      separate line items                                                meeting 29 May 2018)
                                                850,000 shares (ratified at shareholder meeting
                                                                                  29 May 2018)
                                                4,000,000 (exercise of options on 29 June 2018)

   Subtract the number of fully paid ordinary                                                  -
   securities cancelled during that 12 month
   period

   “A”                                                                            561,219,105
Step 2: Calculate 15% of “A”

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

Multiply “A” by 0.15                                                          84,182,866

Step 3: Calculate “C”, the amount of placement capacity under rule
7.1 that has already been used

Insert number of equity securities issued
                                               615,384 Fully Paid Ordinary Shares
or agreed to be issued in that 12 month
                                               (Issued
period not counting those issued:
                                               06/11/2017)
•   Under an exception in rule 7.2
                                               153,846 Fully Paid Ordinary Shares
•   Under rule 7.1A                            (Issued
•   With security holder approval under
                                               21/05/2018)
    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”                                                                              769,230

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

“A” x 0.15                                                                    84,182,866
Note: number must be same as shown in
Step 2

Subtract “C”                                                                     769,230
Note: number must be same as shown in
Step 3

Total [“A” x 0.15] – “C”                                                      83,413,636
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: 02/07/2018 09:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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