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REDIVIUM LIMITED Capital/Financing Update 2017

Dec 10, 2017

65703_rns_2017-12-10_4df9b350-7b66-4a4f-a088-aa5dee7c0dbc.pdf

Capital/Financing Update

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11 December 2017

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ASX & MEDIA ANNOUNCEMENT

Oversubscribed Capital Raising

  • $3.6 Million raised at issue price of 1.27 cents per share pursuant to Share Purchase Plan (SPP) and Placement

  • SPP and Placement shares to be issued simultaneously by close of business today

  • Funds will be allocated to exploration for lithium at Forrestania / Mt Holland, due diligence on potential acquisitions and working capital

Hannans Ltd (ASX:HNR) (Hannans or the Company) is pleased to announce completion of an oversubscribed $3.6 million capital raising at an issue price of 1.27 cents per share.

The issue price for the SPP and Placement shares is equal to a 20% discount applied to the volume weighted average share price (VWAP) of Hannans for the five days prior to (and including) Monday, 4 December 2017. Hannans would like to acknowledge the large number of Hannans shareholders that participated in the SPP and Placement and welcome new shareholders introduced by leading financial institutions Arlington Group Asset Management and Euroz Securities.

As previously disclosed funds from the capital raising will be used to:

  • (a) continue exploration for lithium at Forrestania in Western Australia near the Earl Grey lithium project being developed by the world’s largest producer of lithium, New York Stock Exchange listed SQM and emerging Australian mining company ASX listed Kidman Resources Ltd;

  • (b) pay costs associated with due diligence on potential acquisitions; and

  • (c) for general working capital purposes.

The updated capital structure for the Company is as follows:

listed SQM and emerging Australian mining company ASX listed Kidman R
(b) pay costs associated with due diligence on potential acquisitions; and
(c) for general working capital purposes.
The updated capital structure for the Company is as follows:
esources Ltd;
Ordinary Fully Paid Shares listed on the ASX 1,976,142,038
Unlisted Options exercisable at 0.4 cents on or before 3 June 2018 4,162,500
Unlisted Options exercisable at 0.5 cents on or before 20 November 2018 7,850,001
Unlisted Options exercisable at 2.9 cents on or before 20 November 2019 12,016,664
Unlisted Options exercisable at 2.7 cents on or before 15 September 2020 21,155,848
Unlisted Options exercisable at 2.6 cents on or before 27 October 2020 28,000,000
Unlisted Options exercisable on or before 27 October 2021 28,000,000
exercise price calculated from the VWAP for the five (5) trading days before
and five (5) trading days after 27 October 2018 PLUS a premium of 50%
Unlisted Options exercisable on or before 27 October 2022 28,000,000
exercise price calculated from the VWAP for the five (5) trading days before
and five (5) trading days after 27 October 2019 PLUS a premium of 50%

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LIMITED

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An Appendix 3B Application for Quotation of Additional Securities is attached.

For further information, please contact:

Damian Hicks Executive Director +61 8 9324 3388 (T) [email protected] (E)

About Hannans Ltd

Hannans Ltd (ASX:HNR) is an exploration company with a focus on nickel, gold and lithium in Western Australia. Hannans’ flagship is the ‘Forrestania Project’ where it holds tenure squeezed between world class nickel sulphide mines and a globally significant hard rock lithium deposit. Hannans’ major shareholder is leading Australian specialty minerals company Neometals Ltd. Since listing on the ASX in 2003 Hannans has signed agreements with Vale Inco, Rio Tinto, Anglo American, Boliden, Warwick Resources, Cullen Resources, Azure Minerals, Neometals, Tasman Metals, Grängesberg Iron, Lovisagruvan and Montezuma Mining Company. Shareholders at various times since listing have included Rio Tinto, Anglo American, OM Holdings, Craton Capital and BlackRock. For more information, please visit www.hannansreward.com.

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Figure 1: Location Map showing Hannans’ Forrestania Project and Queen Victoria Rocks Project and Lake Johnston Joint Venture Project (Hannans free-carried)

2 | Page

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

HANNANS LTD

ABN

52 099 862 129

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 (1) Fully paid ordinary shares.
(2) Fully paid ordinary shares.
2 Number of+securities issued or to be issued (1) 127,480,231 shares issued under the Share
(if known) or maximum number which may be Purchase Plan (SPP) announced to ASX on 7
issued November 2017.
(2) 157,687,913.
3 Principal terms of the+securities (e.g. if (1) Fully paid ordinary shares.
options, exercise price and expiry date; if (2) Fully paid ordinary shares.
partly paid+securities, the amount outstanding
and due dates for payment; if+convertible
securities, the conversion price and dates for
conversion)
  • See chapter 19 for defined terms. 04/03/2013

Appendix 3B Page 1

Appendix 3B New issue announcement

4 Do the+securities rank equally in all respects (1) Yes.
from the+issue date with an existing+class of (2) Yes.
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 1.27 cents per share. The issue price is a 20% discount to
the volume weighted average price (VWAP) of Hannans
shares in the five days prior to SPP closing (including the
closing date).
6 Purpose of the issue (1) Share Purchase Plan (SPP).
(If issued as consideration for the acquisition
of assets, clearly identify those assets)
(2) Shortfall SPP Placement shares issued to
sophisticated investors pursuant to the SPP
announced to ASX on 7 November 2017.
6a Is the entity an+eligible entity that has Yes.
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 27 October 2017.
rule 7.1A was passed
6c Number of+securities issued without security (2) 207,598.
holder approval under rule 7.1
6d Number of+securities issued with security Nil.
holder approval under rule 7.1A
  • See chapter 19 for defined terms. 04/03/2013

Appendix 3B Page 2

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)
Approved at the AGM held on 27 October 2017
(2) 157,480,315 (resolution 11).
Approved at the AGM held on 27 October 2017
(2) 157,480,315 (resolution 11).
(1) 127,480,231 fully paid ordinary shares.
N/A.
N/A.
11 December 2017.
Number +Class
1,976,142,038 Fully paid ordinary shares.
  • See chapter 19 for defined terms. 04/03/2013

Appendix 3B Page 3

Appendix 3B New issue announcement

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
7,850,001
12,016,664
4,162,500
21,155,848
28,000,000
28,000,000
28,000,000
Options exercisable
at $0.005 each on or
before 20 Nov 2018.
Options exercisable
at $0.029 each on or
before 20 Nov 2019.
Options exercisable
at $0.004 each on or
before 3 Jun 2018.
Options exercisable
at $0.027 each on or
before 15 Sep 2020.
Options exercisable
at $0.026 each on or
before 27 Oct 2020.
Options exercisable on or
before 27 Oct 2021.
Exercise price calculated
from the VWAP for the five
(5) trading days before and
five (5) trading days after 27
October 2018 PLUS a
premium of 50%.
Options exercisable on or
before 27 Oct 2022.
Exercise price calculated
from the VWAP for the five
(5) trading days before and
five (5) trading days after 27
October 2018 PLUS a
premium of 50%.
N/A.

Part 2 ─ Pro rata issue

11 Is security holder approval required?

12 Is the issue renounceable or nonrenounceable?

13 Ratio in which the[+] securities will be offered

  • See chapter 19 for defined terms. 04/03/2013

Appendix 3B Page 4

Appendix 3B New issue announcement

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 commissio
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
n
.
  • See chapter 19 for defined terms. 04/03/2013

Appendix 3B Page 5

Appendix 3B New issue announcement

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

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 X

  • (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

  • See chapter 19 for defined terms. 04/03/2013

Appendix 3B Page 6

Appendix 3B New issue announcement

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)

  • See chapter 19 for defined terms. 04/03/2013

Appendix 3B Page 7

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: (Director/ ~~Company secretary)~~

Date: 11 December 2017

Print name: Damian Hicks

== == == == ==

  • See chapter 19 for defined terms. 04/03/2013

Appendix 3B Page 8

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

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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 securities on
issue 12 months before the [+] issue date or date of 1,679,363,603
agreement to issue
Add the following
• Number of fully paid [+] ordinary securities 8,333,334 fully paid ordinary shares.
issued in that 12 month period under an
127,480,231 fully paid ordinary shares
exception in rule 7.2 –
pursuant to the Company's SPP.
(subject of this Appendix 3B)
• Number of fully paid [+] ordinary securities 157,480,315 fully paid ordinary shares.
issued in that 12 month period with (subject of this Appendix 3B)

shareholder approval approved at the AGM held on 27 October 2017
• Number of partly paid [+] ordinary securities N/A.
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
N/A.
cancelled during that 12 month period
“A” 1,972,657,483
----- End of picture text -----

  • See chapter 19 for defined terms. 04/03/2013

Appendix 3B Page 9

Appendix 3B New issue announcement

Step 2: Calculate 15% of “A”

0.15 “B” [Note: this value cannot be changed] Multiply “A” by 0.15 295,898,622

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 3,276,957 fully paid ordinary shares to be issued in that 12 month period not counting escrowed until 31 August 2017 those issued:

Step 2: Calculate 15% of “A” Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply“A” by 0.15 295,898,622
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:
3,276,957 fully paid ordinary shares
escrowed until 31 August 2017

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
207,598 fully paid ordinary shares
(subject of this Appendix 3B)
“C” 3,484,555
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
295,898,622
Subtract"C"
Note: number must be same as shown in Step 3
(3,484,555)
Total[“A” x 0.15] – “C” 292,414,067
[Note: this is the remaining placement capacity under rule
7.1]
  • See chapter 19 for defined terms. 04/03/2013

Appendix 3B Page 10

Appendix 3B New issue announcement

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
1,972,657,483
Step 2: Calculate 10% of “A”
“D” 0.10
[Note: this value cannot be changed]
Multiply“A” by 0.10 197,265,748
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already
been used
Insertnumber of+equity securities issued or agreed
to be issued in that 12 month period under rule 7.1A
Note:

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” Nil.
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
197,265,748
Subtract"E"
Note: number must be same as shown in Step 2
Nil.
Total[“A” x 0.10] – “E” 197,265,748
[Note: this is the remaining placement capacity under rule
7.1A]
  • See chapter 19 for defined terms. 04/03/2013

Appendix 3B Page 11