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TAWANA RESOURCES NL - Merger update and amended scheme implementation agreement

Release Date: 09/07/2018 09:43:00      Code(s): TAW       PDF(s):  
Merger update and amended scheme implementation agreement

Tawana Resources NL
(Incorporated in Australia)
(Registration number ACN 085 166 721)
Share code on the JSE Limited: TAW
Share code on the Australian Securities Exchange Limited: TAW
(“the Company” or “Tawana”)

Merger Update and Amended Scheme Implementation Agreement

Tawana Resources NL (ASX:TAW) (Tawana) is pleased to provide an update on the proposed
merger (Merger) between Tawana and Alliance Mineral Assets Limited (Alliance) as announced
on 5 April 2018.

Under a Scheme Implementation Agreement dated 5 April 2018 between Tawana and Alliance
(SIA), Tawana has agreed to pursue a members scheme of arrangement (Scheme) under which,
if implemented, Tawana Shareholders will receive 1.1 new Alliance Shares for every 1 Tawana
Share held at the Record Date, and Tawana Shareholders and Alliance Shareholders will each
collectively hold an approximately 50% interest in the combined Alliance / Tawana group (Merged

The SIA has been amended to address the following matters:

•      in consultation with the JSE it has been determined that shareholders with a registered
       address in South Africa will be treated as ineligible shareholders for the purposes of the
       Scheme, and will receive the net proceeds from the sale of the Alliance Shares which they
       would have otherwise received (after deducting any applicable brokerage, stamp duty and
       other selling costs, taxes and charges) in lieu of receiving Alliance Shares under the

•      the timetable for the Scheme has been updated following receipt by Alliance of the ‘no
       objection’ ruling from the Singapore Exchange Securities Trading Limited (SGX-ST) (as
       announced on 12 June 2018);

•      provision for the cancellation of $0.50 Tawana options with an expiry date of 6 April 2021
       for 354,196 Alliance shares; and

•      other technical and minor consequential amendments.

The parties are working towards the following updated indicative timetable for the Merger:

               Lodge Scheme Booklet with ASIC                         13 July 2018
               First Court hearing date                              2 August 2018
               Despatch of Scheme Booklet                            7 August 2018
               Alliance shareholder meeting                       4 September 2018
               Scheme Meeting of Tawana                           6 September 2018
               Second Court hearing date                          11 September 2018
               Lodge Court order with ASIC                        12 September 2018
               Record Date                                        19 September 2018
               Implementation Date                                26 September 2018

 All dates are indicative only and subject to change.
A conformed, consolidated version of the amended SIA can be found on the Tawana
 website https://tawana.com.au/wp-content/uploads/sites/37/2018/07/01997938.pdf.

For further information please contact +61 8 9489 2600.
Alexei Fedotov
Company Secretary
Tawana Resources NL

09 July 2018

PricewaterhouseCoopers Corporate Finance (Pty) Ltd

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