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DREADNOUGHT RESOURCES LTD Capital/Financing Update 2015

Jun 18, 2015

64785_rns_2015-06-18_f8ab6aca-5b4e-4dc1-a06b-56ccf4c9d842.pdf

Capital/Financing Update

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Australian Securities Exchange Announcement

19 June 2015

ASX Market Announcements Australian Securities Exchange 20 Bridge Street SYDNEY NSW 2000

Issue of Entitlement Issue Shares and Options

Tychean Resources Ltd ( Company ) (ASX: TYK) advises that 123,161,080 fully paid ordinary shares and 123,161,080 options exercisable at $0.004 expiring on 4 June 2016 have been issued to applicants under the retail component of the Company’s accelerated non-renounceable entitlement issue which closed on 12 June 2015.

Further, the Company advises that 11,983,307 fully paid ordinary shares and 11,983,307 options exercisable at $0.004 expiring on 4 June 2016 have been issued pursuant to underwriting agreements between the Company and its directors.

An updated Appendix 3B in respect of the issue is attached.

Justin Nelson

Company Secretary

Tychean Resources Limited ACN 119 031 864 | Level 3, 100 Pirie Street, Adelaide SA 5000 | Phone 61 8 7324 3195| Fax 61 8 8312 5576| Email [email protected] | web www.tycheanresources.com

Appendix 3B New issue announcement

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, 04/03/13

Name of entity TYCHEAN RESOURCES LTD

ABN

40 119 031 864

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 be issued
2
Number of+securities
issued or to be issued (if
known) or maximum number
which may be issued
3
Principal terms of the
+securities (e.g. 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)
(a)
Fully paid ordinary shares.
(b)
Options exercisable at $0.004 on or
before 4 June 2016.
(a)
i.
123,161,080
ii.
11,983,307
(b)
i.
123,161,080
ii.
11,983,307
(a)
Ordinary shares will rank pari passu
with existing ordinary shares.
(b)
Quoted options exercisable at $0.004
on or before 4 June 2016.
  • See chapter 19 for defined terms.

Appendix 3B Page 2

04/03/2013

Appendix 3B New issue announcement

4 Do the[+] securities rank equally in (a) Yes. (b) No, if the options are exercised all respects from the[+] issue date the resulting shares will rank pari with an existing[+] class of quoted passu with existing fully paid +securities? ordinary shares. 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 (a) $0.002 per share. (b) Nil. 6 Purpose of the issue i. Shares and options issued (If issued as consideration for the pursuant to a pro rata accelerated acquisition of assets, clearly non-renounceable entitlement identify those assets) issue. ii. Shares and options issued pursuant to underwriting agreements in relation to the pro rata accelerated nonrenounceable entitlement issue. 6a No. Is the entity an[+] eligible entity 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 resolution under rule 7.1A was passed 6c Number of[+] securities issued without security holder approval under rule 7.1

  • See chapter 19 for defined terms.

Appendix 3B Page 3

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Appendix 3B New issue announcement

6d
Number of+securities issued with
security holder approval under
rule 7.1A
6e
Number of+securities issued with
security holder approval under
rule 7.3, or another specific
security holder approval (specify
date of meeting)
6f
Number of+securities issued
under an exception in rule 7.2
6g
If+securities issued under rule
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
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
issue capacity under rule 7.1 and
rule 7.1A – complete Annexure 1
and release to ASX Market
Announcements
7
+Issue dates
Note: The issue date may be
prescribed by ASX (refer to the
definition of issue date in rule
19.12). For example, the issue
date for a pro rata entitlement
issue must comply with the
applicable timetable in Appendix
7A.
Cross reference: item 33 of
Appendix 3B.
19 June 2015
  • See chapter 19 for defined terms.

Appendix 3B Page 4

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Appendix 3B New issue announcement

8 Number and[+] class of all +securities quoted on ASX ( including the[+] securities in section 2 if applicable)

  • 9 Number and[+] class of all +securities not quoted on ASX ( including the[+] securities in section 2 if applicable)

  • 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Number +Class
2,431,492,488
318,305,638
167,789,756
Fully paid ordinary
shares.
Options exercisable
at $0.006 on or
before 30 June
2015.
Options exercisable
at $0.004 on or
before 4 June 2016.
10,000,000 Performance rights
expiring 1 January
2016.

N/A

  • See chapter 19 for defined terms.

Appendix 3B Page 5

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Appendix 3B New issue announcement

Part 2 - 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 offer
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
No.
Non-renounceable.
One share for every ten existing
shares held together with one option
for every share subscribed for.
(a)
Fully paid ordinary shares.
(b)
Options exercisable at $0.004
on or before 4 June 2016.
11 May 2015.
No.
Fractional
entitlements
will
be
rounded up to the nearest whole
number.
Only shareholders with a registered
address in Australia or New Zealand
are eligible to participate.
7 May 2015 for the institutional
component of the offer.
12 June 2015 for the retail component
of the offer.
Triple Eight Gold Pty Ltd as trustee
for the Blue Sky Trust.
Lone Hand & Associates Pty Ltd as
trustee for the Houldsworth-Moffett
Family Trust.
EJ & HC Vickery as trustees for
Vickery Superannuation Fund.
  • See chapter 19 for defined terms.

Appendix 3B Page 6

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Appendix 3B New issue announcement

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 offer documents 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)?
N/A
N/A
N/A
N/A
N/A
14 May 2015.
N/A
N/A
N/A
N/A
N/A
N/A
  • See chapter 19 for defined terms.

Appendix 3B Page 7

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Appendix 3B New issue announcement

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

  • See chapter 19 for defined terms.

Appendix 3B Page 8

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Appendix 3B New issue announcement

40 Do the[+] securities rank equally in all respects from the[+] issue date 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)

42 Number and[+] class of all +securities quoted on ASX ( including the[+] securities in clause 38)

Number +Class

  • See chapter 19 for defined terms.

Appendix 3B Page 9

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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 is not available now, we 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: 19 June 2015 (Company Secretary)

Print name: Justin Nelson

  • See chapter 19 for defined terms.

Appendix 3B Page 10

04/03/2013