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HAWK RESOURCES LIMITED. Capital/Financing Update 2019

Aug 6, 2019

65081_rns_2019-08-06_0b2eaff2-f53c-491a-9974-f17da3601001.pdf

Capital/Financing Update

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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

Alderan Resources Limited

ABN

55 165 079 201

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 (a) Shares be issued (b) Unlisted options (c) Unlisted options (d) Unlisted options (e) Unlisted options 2 Number of[+] securities issued or (a) 17,597,773 to be issued (if known) or (b) 25,000,000 maximum number which may be (c) 5,000,000 issued (d) 5,000,000 (e) 750,000

  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 1

Appendix 3B New issue announcement

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) Unlisted options over shares exercisable at $0.10 each and expiring 7 August 2022 (c) Unlisted options over shares exercisable at $0.10 each and expiring 7 August 2021 (d) Unlisted options over shares exercisable at $0.20 each and expiring 7 August 2021 (e) Unlisted options over shares exercisable at $0.10 each and expiring 19 July 2022

  • See chapter 19 for defined terms.

Appendix 3B Page 2

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Appendix 3B New issue announcement

4 Do the[+] securities rank equally (a) Yes in all respects from the[+] issue (b)-(e) Yes, upon exercise and issue of fully date with an existing[+] class of paid ordinary shares 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 (a) $0.032 per share (b)-(e) Nil 6 Purpose of the issue (a) To raise capital to continue exploration at (If issued as consideration for the Frisco project the acquisition of assets, clearly (b) Free attaching to placement shares on a identify those assets) 1-for-2 basis (c)-(d) Consideration for lead manager services for the placement (e) Incentive options to key management personnel pursuant to the Company’s longterm incentive plan 6a Is the entity an[[+]] eligible entity Yes

6a 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 Nil without security holder approval under rule 7.1 6d Number of[+] securities issued Nil with security holder approval under rule 7.1A

21 November 2018

  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 3

Appendix 3B New issue announcement

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.
8
Number
and
+class
of
all
+securities
quoted
on
ASX
(including
the
+securities
in
section 2 if applicable)
(a) 17,597,773 shares
(b) 25,000,000 unlisted options
(c) 5,000,000 unlisted options
(d) 5,000,000 unlisted options
(a) 17,597,773 shares
(b) 25,000,000 unlisted options
(c) 5,000,000 unlisted options
(d) 5,000,000 unlisted options
(e) 750,000

N/A
N/A
See annexure
7 August 2019
Number +Class
180,214,897 Fully Paid Ordinary Shares
  • See chapter 19 for defined terms.

Appendix 3B Page 4

04/03/2013

Appendix 3B New issue announcement

9
Number
and
+class
of
all
+securities not quoted on ASX
(including
the
+securities
in
section 2 if applicable)
Number +Class
755,000
2,300,000
1,570,000
1,570,000
1,570,000
1,777,454
2,300,000
2,300,000
45,000
75,000
75,000
75,000
200,000
200,000
200,000
200,000
166,666
233,3334
Unlisted options, exercisable at
$0.20, expiring 22/02/2021
Unlisted options, exercisable at
$0.30, expiring 22/02/2021
Unlisted options, exercisable at
$0.40, expiring 22/02/2021
Unlisted options, exercisable at
$0.60, expiring 22/02/2021
Unlisted options, exercisable at
$0.80, expiring 22/02/2021
Unlisted options, exercisable at
$0.20 expiring 22/02/2020
Unlisted options, exercisable at
$0.30 expiring 31/05/2020,
Unlisted options, exercisable at
$0.40 expiring 31/05/2020
Unlisted options exercisable at
$0.30, expiring on 27/06/2021
Unlisted options exercisable at
$0.40, expiring on 27/06/2021
Unlisted options exercisable at
$0.60, expiring on 27/06/2021
Unlisted options exercisable at
$0.80, expiring on 27/06/2021
Unlisted options exercisable at
$0.60, expiring on 22/02/2021
Unlisted options exercisable at
$0.80, expiring on 22/02/2021
Unlisted options exercisable at
$1.00, expiring on 22/02/2021
Unlisted options exercisable at
$1.20, expiring on 22/02/2021
Unlisted options exercisable at
$1.00
each,
expiring
12/06/2022
Unlisted options exercisable at
$1.00
each,
expiring
12/06/2022,
vesting
on
  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 5

Appendix 3B New issue announcement

10
Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests)
116,666
233,334
116,666
233,334
116,666
233,334
7,000,000
8,500,000
30,000,000
5,000,000
600,000
12/06/2020
Unlisted options exercisable at
$1.50
each,
expiring
12/06/2022
Unlisted options exercisable at
$1.50
each,
expiring
12/06/2022,
vesting
on
12/06/2020
Unlisted options exercisable at
$2.00
each,
expiring
12/06/2022
Unlisted options exercisable at
$2.00
each,
expiring
12/06/2022,
vesting
on
12/06/2020
Unlisted options exercisable at
$2.50
each,
expiring
12/06/2022
Unlisted options exercisable at
$2.50
each,
expiring
12/06/2022,
vesting
on
12/06/2020
Unlisted options exercisable at
$0.06
each,
expiring
19/07/2022
Unlisted options exercisable at
$0.10
each,
expiring
19/07/2022
Unlisted options over shares
exercisable at $0.10 each and
expiring 7 August 2022
Unlisted options over shares
exercisable at $0.20 each and
expiring 7 August 2021
Performance rights
N/A

Part 2 - Pro rata issue - NOT APPLICABLE, DELETED

  • See chapter 19 for defined terms.

Appendix 3B Page 6

04/03/2013

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.

04/03/2013

Appendix 3B Page 7

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)

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.

  • See chapter 19 for defined terms.

Appendix 3B Page 8

04/03/2013

Appendix 3B New issue announcement

  • 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: 7 August 2019 Company secretary

Print name: Brett Tucker

== == == == ==

  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 9

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 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

Part 1 Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
Insertnumber of fully paid+ordinary
securities on issue 12 months before the
+issue date or date of agreement to issue
107,963,908
Addthe following:
• Number of fully paid+ordinary securities
issued in that 12 month period under an
exception in rule 7.2
• Number of fully paid+ordinary securities
issued in that 12 month period with
shareholder approval
• Number of partly paid+ordinary
securities that became fully paid in that
12 month period
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• 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
30,000 – 9 August 2018
1,615,000 – 11 September 2018
5,000,000 – 24 August 2018
11,500,000 – 8 October 2018
3,500,000 – 22 October 2018
32,402,227 – 29 May 2019
17,597,773 – 7 August 2019
Subtractthe number of fully paid+ordinary
securities cancelled during that 12 month
period
Nil
“A” 179,608,908
  • Number of fully paid[+] ordinary securities 30,000 – 9 August 2018 issued in that 12 month period under an 1,615,000 – 11 September 2018

  • exception in rule 7.2

  • • Number of fully paid[+] ordinary securities 5,000,000 – 24 August 2018 issued in that 12 month period with shareholder approval 11,500,000 – 8 October 2018

  • • Number of partly paid[+] ordinary 3,500,000 – 22 October 2018 securities that became fully paid in that 12 month period 32,402,227 – 29 May 2019

  • Note: 17,597,773 – 7 August 2019 • Include only ordinary securities here – other classes of equity securities cannot be added

  • • 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

  • Subtract the number of fully paid[+] ordinary Nil securities cancelled during that 12 month period “A” 179,608,908

  • See chapter 19 for defined terms.

Appendix 3B Page 10

04/03/2013

Appendix 3B New issue announcement

Step 2: Calculate 15% of “A”

Step 2: Calculate 15% of “A” Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply“A” by 0.15 26,941,336
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1
that has already been used
Insertnumber of+equity securities issued
or agreed to be issued in that 12 month
period_not counting_those issued:
• Under an exception in rule 7.2
• Under rule 7.1A
• With security holder approval under 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
605,989 – 19 July 2019
“C” 605,989
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15
Note: number must be same as shown in
Step 2
26,941,336
Subtract“C”
Note: number must be same as shown in
Step 3
605,989
Total[“A” x 0.15] – “C” 26,335,347
[Note: this is the remaining placement
capacity under rule 7.1]
  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 11

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” 179,608,908 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 17,960,891

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” 17,960,891

  • See chapter 19 for defined terms.

Appendix 3B Page 12

04/03/2013

Appendix 3B New issue announcement

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

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining
placement capacity under rule 7.1A
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
17,960,891
Subtract“E”
Note: number must be same as shown in
Step 3
-
Total[“A” x 0.10] – “E” 17,960,891_Note: this is the remaining_
placement capacity under rule 7.1A
  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 13

==> picture [471 x 86] intentionally omitted <==

7 August 2019

Company Announcements Office ASX Limited

By E-Lodgement

NOTICE UNDER SECTION 708(5)(e) OF THE CORPORATIONS ACT

On 7 August 2019, Alderan Resources Limited (“Alderan” or “Company”) issued 17,597,773 fully paid ordinary shares in capital of the Company at an issue price of $0.032 per share. These shares were issued to participants in a placement to sophisticated and professional investors as announced on 23 May 2019.

The shares were issued with shareholder approval, received on 19 July 2019.

The Company gives notice pursuant to section 708A(5)(e) of the Corporations Act 2001 (Cth) (Corporations Act) that:

  • a) the Company issued the Shares without disclosure under Part 6D.2 of the Corporations Act 2001 (Cth) (Corporations Act);

  • b) as at the date of this notice the Company has complied with:

  • i. the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and

  • ii. section 674 of the Corporations Act as it applies to the Company; and

  • c) as at the date of this announcement, there is no excluded information of the type referred to in sections 708A(7) and 708A(8) of the Corporations Act.

Yours faithfully,

Brett Tucker

Company Secretary P: +61 8 9482 0560

w w w . a l d e r a n r e s o u r c e s . c o m . a u ● A S X : A L 8