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LAKE RESOURCES N.L. Capital/Financing Update 2017

Feb 27, 2017

65240_rns_2017-02-27_a92aaa9f-afcd-420b-aa73-1f54580ae64e.pdf

Capital/Financing Update

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Lake Resources N.L.

ABN 49 079 471 980

ASX Announcement

28 February 2017

CLEANSING NOTICE AND APPENDIX 3B – NEW ISSUE OF SECURITIES

For the purposes of section 708A(5)(e) of the Corporations Act 2001 (Cth) (the “Corporations Act”), Lake Resources N.L (the “Company”) hereby provides notice that on the 27 February 2017 the Company issued 26,000,000 new Ordinary Shares in LKE as follows;

  • (1) 24,000,000 at $0.05 per share to sophisticated and professional investors, to raise $1,200,000 before costs; and

  • (2) 2,000,000 were issued in lieu of cash fees to service providers.

The Company also hereby provides notice that on the 27 February 2017 the Company issued 19,350,000 new Listed Options in LKE with an exercise price of $0.10 and an 18-month expiry period as follows:

  • (1) 12,000,000 to the same sophisticated and professional investors participating in the placement as noted above; and

  • (2) 7,350,000 were issued as part of the fees to intermediaries, financial arrangers and other service providers.

Please see the attached Appendix 3B for details on the share issue.

Pursuant to the provisions of section 708A(5)(e) of the Corporations Act, the Company states that:

  • (a) The securities were issued without disclosure under Part 6D.2 of the Corporations Act;

  • (b) This notice is being given under section 708A(5)(e) of the Corporations Act;

  • (c) 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; and

  • (d) As at the date of this notice, there is no excluded information as defined in sections 708A(6)(e), 708A(7) and 708A(8) of the Corporations Act.

Yours Sincerely,

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Andrew Bursill Company Secretary Lake Resources N.L.

1

Lake Resources N.L. (ACN 079 471 980) ASX:LKE Suite 4, Level 9, 341 George St, Sydney NSW 2000, Australia T: +61 2 9188 7864 E: [email protected]

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

LAKE RESOURCES N.L.

ABN

49 079 471 980

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
1. Ordinary Fully Paid Shares (LKE)
2. Listed Options
3. Listed Options
4. Ordinary Fully Paid Shares (LKE)
5. Ordinary Fully Paid Shares (LKE)
6. Listed Options
7. Listed Options
1. 24,000,000 - Ordinary Fully Paid Shares (LKE)
2. 12,000,000 Listed Options
3. 4,850,000 – Listed Options
4. 1,000,000 – Ordinary Fully Paid Shares (LKE)
5. 1,000,000 – Ordinary Fully Paid Shares (LKE)
6. 500,000 - Listed Options
7. 2,000,000 – Listed Options
1. Ordinary Fully Paid Shares (LKE)
2. Listed Options – Exercise Price $0.10, Expiry Date 27
August 2018
3. Listed Options – Exercise Price $0.10, Expiry Date 27
August 2018
  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 1

payment; if +convertible +convertible 4. Ordinary Fully Paid Shares (LKE) 4. Ordinary Fully Paid Shares (LKE)
securities, the conversion price 5. Ordinary Fully Paid Shares (LKE)
and dates for conversion) 6. Listed Options – Exercise Price $0.10, Expiry Date 27
August 2018
7. Listed Options – Exercise Price $0.10, Expiry Date 27
August 2018
4 Do the+securities rank equally in 1. Yes
all respects from the+issue date 2. Ordinary shares issued on exercise of listed options will rank
with an existing +class of quoted equally with ordinary shares on issue.
+securities? 3. Ordinary shares issued on exercise of unlisted options will
If the additional+securities do not rank equally with ordinary shares on issue.
rank equally, please state: 4. Yes
 the date from which they do 5. Yes
 the extent to which they 6. Ordinary shares issued on exercise of unlisted options will
participate
for
dividend, (in the
trust, distribution)
payment
the
next
case of a
or interest
7. rank equally with ordinary shares on issue.
Ordinary shares issued on exercise of unlisted options will
rank equally with ordinary shares on issue.
 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. $0.05 per share
2. Nil
3. Nil
4. Nil
5. Nil
6. Nil
7. Nil
8. Nil
6 Purpose of the issue 1. Placement of Shares to Sophisticated and Professional Investors
(If issued as consideration for the for the Company to continue to fund its exploration programme.
acquisition
of
assets, clearly 2. Options issued as part of terms of share placement to
identify those assets) Sophisticated and Professional Investors on a 1:2 basis as
announced to the ASX on 23/02/2017
3. Consideration as fees for securing investors as part of the capital
raising paid to intermediaries and financial arrangers
4. Issue of shares per terms of Option Agreement with Petra Energy
S.A.
5. Consideration in lieu of cash fee for service provider
6. Consideration in lieu of cash fee for service provider
7. Consideration in lieu of cash fee for service provider
  • 6 Is the entity an[+] eligible entity that Yes a 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
6
b
The date the security holder
resolution under rule 7.1A was
passed
6
c
Number
of
+securities
issued
without security holder approval
under rule 7.1
6
d
Number of+securities issued with
security holder approval under
rule 7.1A
6
e
Number of+securities issued with
security holder approval under
rule 7.3, or another specific
security holder approval (specify
date of meeting)
6
f
Number
of
+securities
issued
under an exception in rule 7.2
6
g
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.
6
h
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
4 October 2016
1. 5,100,697 ordinary shares
2. 12,000,000 listed options
3. 4,850,000 listed options
4. 1,000,000 ordinary shares
5. 1,000,000 ordinary shares
6. 500,000 listed option
7. 2,000,000 listed options
1. 18,899,303 ordinary shares
Nil
N/A

Yes
15 day VWAP calculated by Orient Capital on 23 February 2017
VWAP Final Price $0.06411552
75% = $0.048087
N/A
  • 6 Calculate the entity’s remaining Refer to Annexure 1.

  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 3

i
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)
9
Number and
+class of all
+securities not quoted on ASX
(_including_the+securities in
section 2 if applicable)
27 February 2017
Number +Class
188,993,026 +
26,000,000
214,993,026
19,350,000
Ordinary Fully Paid Shares
(ASX:LKE)
Listed Options (ASX:NEW)
+Class
Unlisted Options – A Class –
Exercise price $0.05, Expiry
date 14 May 2018.
Unlisted Options – B Class –
Exercise price $0.05, Expiry
date 14 May 2018.
Unlisted Options – C Class –
Exercise price $0.05, Expiry
date 4 April 2018.
Unlisted Options – D Class –
Exercise price $0.05, Expiry
date 4 April 2018.
Unlisted Options
Exercise price $0.10, Expiry
date 14 June 2018
Total Unlisted Options
Number +Class
25,000,000
12,500,000
6,250,000
6,250,000
1,539,250
51,539,250
Unlisted Options – A Class –
Exercise price $0.05, Expiry
date 14 May 2018.
Unlisted Options – B Class –
Exercise price $0.05, Expiry
date 14 May 2018.
Unlisted Options – C Class –
Exercise price $0.05, Expiry
date 4 April 2018.
Unlisted Options – D Class –
Exercise price $0.05, Expiry
date 4 April 2018.
Unlisted Options
Exercise price $0.10, Expiry
date 14 June 2018
Total Unlisted Options
10
Dividend policy (in the case of
a trust, distribution policy) on
the
increased
capital
(interests)
8,500,000
25,000,000
12,500,000
12,500,000
58,500,000
Performance Rights – under
LTI PLan
Performance Rights –
Tranche 1
Performance Rights –
Tranche 2
Performance Rights –
Tranche 3
Total Performance Rights
N/A
  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 5

Part 2 - Pro rata issue

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
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
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
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)?
33
+Issue date
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 7

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) X + 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 X 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
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 X 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[+] 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.

  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 9

  • 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:

Print name:

==> picture [57 x 32] intentionally omitted <==

Date: 28 February 2017

Company Secretary Andrew Bursill

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

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----- Start of picture text -----

Insert number of fully paid [+] ordinary 95,876,034
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the 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
93,116,992
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
Subtract the number of fully paid [+] ordinary
securities cancelled during that 12 month
period
“A” 188,993,026
----- End of picture text -----

  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 11

Step 2: Calculate 15% of “A”

“B”

Multiply “A” by 0.15

0.15 [Note: this value cannot be changed] 28,348,954

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 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

“C”

27,989,947

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

“A” x 0.15 28,348,954

Note: number must be same as shown in Step 2 Subtract “C” 27,989,947 Note: number must be same as shown in Step 3 Total [“A” x 0.15] – “C” 359,007

Total [“A” x 0.15] – “C”

[Note: this is the remaining placement capacity under rule 7.1]

Part 2

Part 2 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”
Note: number must be same as shown in
Step 1 of Part 1
188,993,026
Step 2: Calculate 10% of “A”
“D” 0.10
Note: this value cannot be changed
Multiply“A” by 0.10 18,899,303
Step 3: Calculate “E”, the amount
7.1A that has already been used
of placement capacity under rule
Insertnumber 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
Nil
“E” 18,899,303
  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 13

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
18,899,303
Subtract“E”
Note: number must be same as shown in
Step 3
18,899,303
Total[“A” x 0.10] – “E” 0